Ports and

Logistics
Ref No: APSEZUSECT/2019-20/60

July 12, 2019

BSE Limited National Stock Exchange of India Limited

Floor 25, P J Towers, Exchange plaza,
Dalal Street, Bandra-Kurla Complex,
Mumbai - 400001 Sandra (E), Mumbai - 400051
Scrip Code: 532921 Scrip Code: ADANIPORTS

Sub: Notice of the 20 th Annual General Meeting alongwith Annual Report of the
Company for the financial year 2018-19

Dear Sir,

Pursuant to Regulation 30 and 34 of the SEBI (Listing Obligations and

Disclosure Requirements) Regulations, 2015, please find enclosed herewith
th
Notice of the 20 Annual General Meeting to be to be held on Tuesday, 6th
August 2019 at 10:30 a.m. at H.T. Parekh Hall, AMA Complex, ATIRA, Dr.
Vikram Sarabhai Marg, Ahmedabad - 380015 alongwith Annual Report of the
Company for the financial year 2018-19.

Kindly take the same on your record.

Thanking you,

Yours faithfully,
For Adani Ports and Special Economic Zone Limited

� - �,·�
Kamlesh Bhagia
-
Company Secretary

Encl: a/a

Adani Ports and Special Economic Zone Ltd Tel +91 79 2656 5555
Adani House Fax +91 79 2555 5500
Nr Mitl,akhali Circle, Navrangpura info@adani.com
Ahmedabad 380 009 www.adaniports.com
Gujarat, India
CIN: l_63090GJ1998PLC034182

Registered Office: Adani House. Nr Mithakhali Circle, Navrangpura, Ahmedatiad :sso 009, Gujarat, India
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Contents
Corporate Review Statutory Reports
2 Introducing APSEZ 52 Director’s Report
4 Business Overview 77 Management
6 National Presence Discussion and Analysis
8 Investment Case 84 Corporate Governance Report
10 Operational Highlights 103 Business Responsibility Report
12 Financial Highlights
14 Chairman’s Message Financial Statements
16 CEO’s Message
117 Standalone
18 Operating Environment
192 Consolidated
20 Business Model
22 Strategic Priorities
291 Notice
26 Multiple Commodity Base
28 Scaling Customer-centricity
30 Digitisation to Drive Efficiency
32 People Practices
34 Sustainability Highlights
38 Corporate Social Responsibility
46 Board of Directors
48 Risk Management
50 Awards and Recognitions
51 Corporate Information

FY19 consolidated highlights

EBITDA MARGINS
CROSSED THE IMPROVED
MILESTONE OF BY 200 bps TO 65%
HANDLING 200
MILLION METRIC ACHIEVED PAT OF
TONNES (MMT)OF OVER F 4,000 CRORE
CARGO IN A YEAR FOR THE FIRST TIME
Our strengths are our unique, management. Our citizenship
customer-focused and integrated initiatives are also integral to our
portfolio of ports infrastructure commitment to sustainable and
and services across India, holistic growth.
adequate capacity to leverage
growth opportunities, financial With the adoption of industry
acumen and high level of 4.0 technologies and determined
operational efficiency powered teamwork, we are managing
by digital technologies. seamless integration of all
our businesses in a dynamic
These capabilities converge operating environment. Our
with our sustainability priorities capacity and capabilities enable
that primarily focus on building us to remain at the vanguard
leadership capabilities for our of opportunities to cater to
people, health and safety for all aspirations, touch more lives and
stakeholders, climate change and contribute meaningfully towards
energy and water and effluents India’s socio-economic wellbeing.
Adani Ports and Special Economic Zone Limited

Introducing APSEZ

A sustainable blueprint for growth

Adani Ports and Special six maritime states, namely Gujarat, businesses to provide comprehensive
Goa, Andhra Pradesh, Tamil Nadu, logistics solutions.
Economic Zone Limited Kerala and Odisha. Our operational
With expertise in providing end-to-
(APSEZ) is India’s facilities are equipped with advanced
end logistics solutions, operational
cargo handling capabilities, which are
largest commercial port state-of-the-art and can handle large
excellence, low-cost operations and
synergies through its acquisitions, our
operator and integrated vessels calling at Indian ports.
Company is backed by a young and
logistics player. At APSEZ, we manage the complete dynamic workforce.
logistics chain – from vessels
management to anchorage pilotage,
We belong to the distinguished Adani Competitive advantages
tug pulling, berthing, goods handling,
Group with integrated business
internal transport, storage and • Largest commercial
interests, spanning resources (coal
handling, processing and final port operator in India
mining and trading), logistics (ports
evacuation by road or rail.
and rail), energy (renewable, thermal • Deft management experience
power generation and transmission), Over the years, we have evolved
• Operational excellence
agricultural commodities and from a port-focused organisation to
with low cost
ancillary industries. a customer-facing integrated port
infrastructure services, fostering • Successful track record of
Our 10 domestic ports provide us the
alliances with leading Indian integrating acquisitions
unique advantage of being present in

WE ARE COLLECTIVELY PROPELLING INCLUSIVE

AND SUSTAINABLE GROWTH FOR NEW INDIA.

VISION VALUES • Encourage employees to

turn disappointments into
learning opportunities
To be a world class leader in Courage
• Listen to and include the
businesses that enrich lives and • We shall embrace new ideas
perspectives of our vendors,
contribute to nations in building and businesses
investors and other stakeholders
infrastructure through sustainable • Take calculated risks in pursuing
value creation. new and big business opportunities
Commitment
• Dare to achieve
• We shall stand by our promises and
• Own up to our decisions
adhere to high standards of business
Trust • Be Reliable – ‘Do what you say’ and
• We shall believe in our employees ‘Say what you will do’
and other stakeholders • Consistently deliver on business
• Show faith in the capability goals and targets
of our employees • Consistently demonstrate high
• Empower our employees to standards of professionalism
go beyond the call of duty to
deliver results

2
 Annual Report 2018-19

Corporate Overview
Statutory Reports
Financial Statements
CULTURE
Passion
Performing with
enthusiasm and energy
Results
Consistently achieving goals
Integration
Working across functions and
businesses to create synergies
Dedication
Working with commitment in the
pursuit of our aims
Entrepreneurship
Seizing new opportunities with
initiative and ownership

3
Adani Ports and Special Economic Zone Limited

Business Overview

Deepening integration
across businesses

For over three decades, we at APSEZ, have built, acquired

and developed an integrated and unique portfolio of ports
infrastructure and services across India, for India. Our
strategically located ports and terminals, industrial land and
logistics business demonstrate our commitment to grow
sustainably in step with the nation.

Ports Logistics SEZ

- Concession assets - 20-year license to operate rails - Land bank of 8,000+ hectares
with free pricing*
- Operating three logistics parks - Integration between
- JV model with ship liners for two and two more parks are under land bank and port
container terminals at Mundra development (Nagpur, Mallur)
- Developing industry cluster
- Handling multi and complex cargo - Enhancing connectivity
- Regular revenue stream
between ports and origin /
through annual rentals and
destination of cargo
upfront premium

Revenue contribution Revenue contribution Revenue contribution

81% 5% 7%
* at non major ports (i.e. Mundra, Hazira, Dahej, Kattupalli and Dhamra)

4
 Annual Report 2018-19

Corporate Overview
FY19 Port Performance
- India's largest and APSEZ's flagship port
Mundra - The cargo volume grew by 13%
- Container volume, excluding
CT 1 grew by 23%

Statutory Reports
- Crude volume grew higher due to HMEL
and IOCL customer

- Hazira port has excellent multimodal

connectivity adjoining industrial areas Hazira
- Container – One new service liner

Financial Statements
(‘FIVE’) added during the year
- Coal – Higher coal handled due to
long term contracts
- Liquid – Higher volume on account
of new customers

Dahej
- Double digit growth in all types
of cargo handled
- Focus on handling various types
of new cargo – slag, salt, fertilizer,
gypsum and many more

- Our gateway to southern India

Kattupalli
- Continues to gain market share and
registered 18% growth
- Achieved highest ever monthly
container volume of 57,047 TEUs
in September 2018

Dhamra - Strategised to handle new types of cargo

namely clinker, slag, fertilizer, gypsum
resulting in higher EBIDTA
- Ship-to-ship Operation commenced
- Evacuation issues are getting resolved.
Ordered new rakes under GPWIS* to
improve rake availability
*General Purpose Wagon Investment Scheme

5
Adani Ports and Special Economic Zone Limited

National Presence

Reaching farther with

focus and agility
395
MMT
Total Installed
Capacity

Kishangarh
14
MMT Kilaraipur

Dahej
Patli

14
MMT
Kandla

249
MMT
Mundra

45
Mundra is MMT
Dhamra
India’s largest
commercial 6
MMT
port by Vizag
volume
18
MMT
Kattupalli

30 12
MMT MMT
Hazira Ennore

5 Logistic Parks
MMT Vizhinjam1 Bulk Terminals
Mormugao
Multipurpose Ports
Container Terminals

Note:
1. Under development

MMT: million metric tonnes

6
 Annual Report 2018-19

Corporate Overview
Statutory Reports
Financial Statements
Key facts

208 MMT 5.67 MN

Total throughput TEUs

15% 13%
Throughput growth Rise in container volume

65% US $10.8 BN
Consolidated EBITDA margin Market capitalisation
(As of 31.03.2019)

Ratings

S&P: BBB-STABLE
FITCH: BBB-STABLE
MOODY’S: Baa3 STABLE
7
Adani Ports and Special Economic Zone Limited

Investment Case

What makes us robust

and resilient?

Unique and Adequate capacity to Operational

integrated business capture growth efficiency
model At APSEZ, we benefit from our We have strong operational
presence across the West and East efficiency, as reflected in superior
We are the leading commercial
coasts of India, with a capacity of average turnaround time and lower
port operator and integrated
395 MTPA, which would be around pre-berthing time, comparable with
logistics player in the country. We
one-fourth of India's capacity. We have India and international ports. We are
have a dominant market position
delivered a CAGR of 13% throughput blessed with natural deep draft, 14-18
among the port sector in India. Our
in the last five years. Our market share metres at our ports. This allows super
presence across 10 domestic ports
has now increased progressively to 21% cape size, very large container carriers
represent a strategic ‘string of ports’
of all India cargo volume. to dock, thereby reducing cost for
along the Indian coastline. We are
the end consumer. Besides, we have
rated Investment grade by three Our ports handle diverse cargo,
reliable rail, road, and air connectivity.
international rating agencies (Moody’s, including containers, coal,
Our operational efficiency translates
Fitch and S&P). crude, minerals, chemicals and
to robust profitability, as reflected in
agri-commodities. The cargo volume
an operating margin of 65% in FY19
Leading commercial port operator continue to surpass the industry
vis-à-vis 63% in FY18.
and integrated logistics player. growth rate, primarily on account of
geographically diversified presence,
The strong operating efficiency
segmented cargo profile, highly
results in strong profitability, as
integrated operations and long-term
reflected in operating margin of
customer contracts.
65% in FY19 vis-à-vis 63%
in FY18.

18%
CAGR revenues over
the last five years.

8
 Annual Report 2018-19

Corporate Overview
Statutory Reports
Financial Statements
Customer-first Prudent financial Well-positioned
approach acumen to leverage India’s
Our business strategies focus on We have a proven track record of growing trade
catering to the diverse requirements of mobilising capital from domestic and
We are well poised to grow attractively
our valued customers. We continually international investors, banks, and
and take advantage of India’s growing
strive to improve and enhance our financial institutions. Our financial
trade. India’s growing contribution to
portfolio of services. We endeavour prudence is vindicated by healthy
global trade has helped increase our
to improve our operations, integrate cashflow, attractive margins and
cargo traffic. With 395 MMT capacity
our businesses through the value strong returns on capital employed,
our ports are future ready.
chain and optimise our performance which allows us to invest and
through operational efficiencies and strengthen our business and return
Hold both capacity and ability
innovative technological solutions. Our surplus capital to shareholders.
to handle multiple cargo at
overarching objective is to ensure that
existing ports.
our operations have a deep and wide Generate attractive margins and
impact on all our stakeholders. strong returns on capital, which
allow us to invest and strengthen
Focus on catering to diverse our business and return surplus
requirements of valued customers. capital to shareholders.

9
Adani Ports and Special Economic Zone Limited

Operational Highlights

Setting new benchmarks

with confidence

- Record cargo throughput - volume 12 MMT (127% growth)

of 208 MMT – 15% growth - Coal volume up by 17%; and
- Cargo volume growth of 15% vis-à- container up by 13%
vis pan-India ports growth of 5% - Composition of cargo (Coal
- Growth across all ports, regions and 33%, Container 41%, Crude
all segments of cargo – Mundra 12%, Others 14%)
13%, Hazira 16%, Kattupalli
18% and Dahej 30%
- Terminals at major ports handle

Total cargo volume handled Cargo composition

(MMT) (%)
208

47
41 41 41
180

40
169

37
152

32
144

29 36
33 33
32
113

18
14 15 15 15 14
10
12 12 11 12
10

FY14 FY15 FY16 FY17 FY18 FY19

FY14 FY15 FY16 FY17 FY18 FY19 Coal Container Crude Others

Recent Acquisitions
- Completed Kattupalli acquisition
- Adani Logistics Ltd. acquires Adani Agri Logistics Ltd.
- Definitive agreement signed to acquire innovative B2B logistics

10
 Annual Report 2018-19

Corporate Overview
Statutory Reports
Financial Statements
ESG highlights

Energy Emission Biodiversity

- Renewable energy share of - Due to renewable energy - Preserved 87+ species in terrestrial
Standalone (APSEZ, Mundra) stood initiatives, we saved and 4 mangroves species in
at 5% and consolidated at 3% 12,038 tCO2 emission marine biodiversity
- 32% - Energy consumption for - Green House Gas (GHG) - More than 10 million trees
Standalone (APSEZ) reduced due emission has reduced due to less have been planted till
to minimal dredging operation at fuel consumption the end of reporting year
Mundra and decreased 19% for encompassing 660+ ha area
consolidated APSEZ despite 15%
increase in cargo volume

People
Water Safety
- Family of 2,300+ employees and
- Water consumption reduced - One fatal incident and 13 Loss time
15,000+ third party associates
by 10% for APSEZ standalone Injury (LTI) covering all sites
and increased by 8% for - Touched over 5,00,000 families
- 1,73,277 persons were trained for
APSEZ consolidated across 2,250 villages and towns
safety measures
covering 18 states of India
- 422 ML wastewater has been
treated and reused in our activities

11
Adani Ports and Special Economic Zone Limited

Financial Highlights

Delivering with
proven expertise

Profit & Loss Metrics

Revenue EBITDA
(` in crore) (` in crore)

10,925 7,067
11,323

7,145
10,925

7,067
5,692
8,439

4,574
7,109

3,902
6,152
4,830

2,919

FY14 FY15 FY16 FY17 FY18 FY19 FY14 FY15 FY16 FY17 FY18 FY19

5-year CAGR 18% 5-year CAGR 19%

Profit After Tax Earnings Per Share (Basic)

(` in crore) (`)

4,006 19.27
4,006

18.89

19.27
3,920

3,683

17.74
13.99
2,914
2,314

11.18
1,740

8.45

FY14 FY15 FY16 FY17 FY18 FY19 FY14 FY15 FY16 FY17 FY18 FY19

5-year CAGR 18% 5-year CAGR 18%

12
 Annual Report 2018-19

Corporate Overview
Balance Sheet Metrics Social Metrics
Net Fixed Assets CSR Spend
(` in crore) (` in crore)

Statutory Reports
27,263
27,263 68.37
22,990

68.37
21,177
18,433
17,927

57.18
47.78
13,123

40.81
35.90
25.36

Financial Statements
FY14 FY15 FY16 FY17 FY18 FY19 FY14 FY15 FY16 FY17 FY18 FY19

5-year CAGR 16%

Return on Capital Employed (ROCE)

(%)

13.5
14.4

13.5
12.1
11.9

11.0
10.7

FY14 FY15 FY16 FY17 FY18 FY19

5-year CAGR 5%

Debt-to-equity ratio
(x)

1.1
1.6

1.6
1.5

1.2

1.1
1.0

FY14 FY15 FY16 FY17 FY18 FY19

5-year CAGR (-6%)

13
Adani Ports and Special Economic Zone Limited

Chairman’s Message

Accelerating
shared
prosperity
and value
creation

Dear Stakeholders,

Greetings! We live in interesting times. staggering statistics and a harbinger justified as much a reflection of the
India continues to be one of the of hope and optimism for the entire fairness of the Indian court systems.
world’s fastest growing economies. nation. Undoubtedly, there will be Every one of the Group companies
We are expected to become the challenges and not all programmes are now growth platforms that, while
world’s fifth largest nation by the end may get executed to perfection but mutually independent, can draw upon
of this year. Our country is expected there cannot be any denying the the management and leadership
to see an investment of a trillion fact that the ambitions of our nation synergies that exist within the Group.
dollars in infrastructure, split evenly are taking shape in a fashion that is
APSEZ leading from the front
between public and private sector transformative and exciting and India
resources and is on its way to become is at an inflection point. APSEZ had a record year on multiple
a five-trillion-dollar economy over the fronts. It became the first Indian ports
The transformation of
next five years. company to handle 200 MMT of cargo
the Adani Group
and made its foray into a distinguished
India at an inflection point
For the Adani Group, FY19 has also league of the top five fastest growing
In the recent elections, the mandate been a year of inflection. Each one port operators in the world. The most
received by the Government is an of our six publicly traded Group remarkable part of this narrative has
indication that the citizens of our companies delivered record financial been the acceleration witnessed over
country have voted for stability in performance and made tangible the last five years. It took APSEZ over
support of a vision that addresses progress in further consolidating their a decade to go from 50 MMT to 100
large segments of the society in a individual positions as industry leaders MMT in FY14, and then just five years
fashion and scale that will radically in every segment we operate in. In this to yet again double the capacity. This
change India’s development trajectory. context, it would be appropriate to is the best validation of APSEZ’s ability
In an analysis published earlier this mention the importance of the Central to execute on its strategic objectives
year, the World Economic Forum Electricity Regulatory Commission’s and a reflection of the strong
predicted that India would have lifted landmark decision to approve Adani leadership team that APSEZ has built.
2.5 crore more households out of Power’s Mundra power plant’s petition
As promised, we have also made
poverty over the next decade, thereby for higher Tariff. This was the largest
significant progress in continuing to
reducing the share to households challenge we had to overcome and
build out the logistics infrastructure
below the poverty line to 5%. For is a reflection as much of the Group’s
required to augment APSEZ’s growth
a size of our country, these are tenacity to pursue what it believes is
strategy. According to the Strategy

14
 Annual Report 2018-19

Corporate Overview
Statutory Reports
“APSEZ has become the world’s
first Indian port operator to record
200 MMT cargo movement; and
this milestone makes APSEZ rank
among the world’s top five fastest
growing port players.”

Financial Statements
Gautam Adani, Chairman
Adani Ports and Special Economic Zone Limited

for New India@75 from Niti Aayog, at a price not exceeding ` 500 a Adani Foundation continues to
by 2023, the Government has set share, offering an 18% premium to go about its business of making a
an objective to reduce the logistics the market price. APSEZ has already difference to the lives of the various
cost to less than 10% of GDP from undertaken the majority of its large communities the Group touches. Our
the current level of 14%. Every 10% capex investments and most of these foundation initiatives now reaches
decline in indirect logistics cost has assets have now started yielding across 18 states and 2,250 villages
the potential to increase exports by healthy margins. The share buyback, and towns touching over 5,00,000
5-8% and APSEZ is well positioned will further help us support our families. Along with the growth of
to leverage this advantage. Our loyal shareholders that continue to the business, it is this goodness that
investments in multi-modal logistics believe in our vision. makes our efforts meaningful.
park, inland waterways, coastal
Environment, social Growth with Goodness
shipping, air cargo terminals and
responsibility & governance
trucking services will cater to the In closing, I thank all our stakeholders
fast-developing demands from the Along with our focus on the financial for their continued support and
logistics sector. We are best placed to and operational performance, we are conviction in our philosophy of Growth
divert traffic with our inland network equally committed to continue to with Goodness. We are committed
of spokes comprising warehouses strengthen our corporate governance to continue our exciting journey
and logistic parks connected through practices. In line with this, we have of growth with the support and
road, rail, and water. Our objective implemented a strict policy for guidance of our customers, employees,
of becoming an end-to-end logistics related party transactions. To ensure shareholders, bankers, governments
player will further accelerate as transparency that all transactions and the Board. We shall continue
India continues to become the are arms length we will include to remain an active contributor to
trading hub for Asia, the Middle East, assessments by internal business nation-building, adding value to our
Africa, and Europe. teams, review through an external product portfolio and exploring new
agency and a due diligence by an opportunities that contribute to the
APSEZ has always strived to
Executive Committee consisting growth of our business and the nation.
maximise shareholder value and has
of Board of Directors. These steps
demonstrated sustained growth
are in addition to the existing Gautam Adani
in value creation. To further this
regulatory requirements.
commitment, we have recently
announced a buyback of shares

15
Adani Ports and Special Economic Zone Limited

CEO’s Message

Contributing sustainably
to India’s growth

“For the next fiscal, we expect a revenue

growth of 12-14%. We aspire to grow
from strength to strength by focusing on
the 4Cs - Culture, Consumer, Container
and Cargo. Customer centricity will
continue to be one of our top priorities
to drive growth and profitability.”
Karan Adani, CEO
Adani Ports and Special Economic Zone Limited

Dear Stakeholders,

FY19 has been an exciting year for annual increase of 15%. Eight of our been built on the back of sustainable
APSEZ as we continued our journey ports witnessed significant growth. business practices, long-term
of growth and created sustainable Equipped with highly mechanised contracts, cargo diversification and
value for our stakeholders and the handling facilities and operational tie-ups with shipping lines. We have
communities we work with. As India’s benchmarks comparable to the best in set an objective to reach 400 MMT of
largest commercial ports operator the world, our ports have been steadily throughput by 2025 and have set the
and a pan-India integrated logistics becoming world-class in terms of their ball rolling to achieve this objective
solution provider with presence across operational capabilities. through our multi-pronged approach.
ports, logistics and SEZ businesses, we
I am also delighted to inform you that Our logistics business
are committed to bring opportunity
in FY19, APSEZ was recognised as one – facilitating domestic
and growth to every part of India. Let
of the world’s top five fastest growing trade and commerce
me take you through the eventful
ports and became the first Indian port
journey that FY19 was. Revenue in logistics business reduced
operator to record 200 MMT of cargo
in FY19, however, the EBITDA margin
Our ports business - connecting movement. Our initial projections
increased by 68%. Our three logistics
India with agility were to reach this milestone by
parks, along with our product portfolio
2020 but we could fast-track it
We are building a diverse portfolio and value-added services, are focused
with customer-centric approach
with scale, scope and speed to on providing the best solutions
and enhanced asset utilisation. Our
address core national priorities. Our to our customers.
journey to reach this milestone has
10 strategically located ports and
been challenging but our people have Through Adani Logistics Limited
terminals account for 24% of India’s
been outstanding and more than (ALL), we are enhancing connectivity
port capacity. Our ports revenue
equal to the challenge. We are now between ports and the destinations of
increased to ` 8,897 crore, up by 20%
better positioned than ever before to cargo by building more logistics parks
compared to FY18. We recorded a
capitalise on the platform that has across the country and deploying
cargo throughout of 208 MMT, an

16
 Annual Report 2018-19

Corporate Overview
rakes for rail movement. Leveraging are upskilling our teams in the fields Reward Policy in place, linking returns
our deep draft seaports, expertise of Artificial Intelligence (AI) and to the shareholders with PAT (we
in operating ports, rail, warehouse, Machine Learning (ML) to provide have guided for 20% to 25% of PAT
logistic parks and taking advantage customers with near real-time data to be returned to shareholders from
of the aligned infrastructure built and better decision support. We are FY20). We have also announced share
over the past two decades, we are scaling up an empowered analytics buy-back at a significant premium to
positioning ourselves as the most team that will ensure the proper the market price at ` 500 per share
preferred integrated logistics company functioning of operations, safety and enabling distribution of benefits
across the country. India is also human resources. to shareholders.
seeing sweeping digital disruptions,
Environment, Safety & Ready to take on the future

Statutory Reports
which is creating several additional
Governance (ESG)- our priority
opportunities for our logistics For the next fiscal, we expect a
and no compromises
business. We have therefore integrated revenue growth of 12-14%. Our target
technology as a key element in our At APSEZ, we are committed to is to maintain cargo growth of at
business. Plans to introduce modern the safety of our employees and least 1.5x of the pan-India level and
port systems, cargo infused with the environment. Despite our best progressively improve the EBITDA
Internet of Things (IoT), and asset efforts, there was one unfortunate of our ports business by 100 basis
tracking and data analytics solutions fatal incident in FY19. To ensure zero points. Our strategic priorities for the
are already under implementation and fatalities in future, we are taking steps coming years are to complete projects

Financial Statements
will help us further enhance our vision to ensure that safety is fundamentally on hand, ramp up volumes, reduce
for providing end-to-end service to embedded in all aspects of the costs and continue our focus on
our customers. operational canvas. Focus is directed customer centricity.
at building the organisational capacity
During the year, we acquired Adani The landscape before us continues
and operational controls that act as
Agri Logistics Ltd. (AALL). AALL is the to expand and we are well equipped
barriers to accidents.
pioneer in providing efficient storage to make the most of the evolving
through silos and transportation by Our commitment to the environment is scenario. I would like to thank all the
rail. It has fully contracted capacity of focused on increasing the green cover go-getters at APSEZ for their hard
1.58 MMT, seven trains and 28 storage and protecting biodiversity. We are work, passion and dedication to build
and handling infrastructure facilities. happy to share that in FY19, despite the Company that we are all proud of.
Long-term (20-30 year) contracts on 15% increase in cargo volume, we
As we sail towards new harbours of
use or pay basis with 70%+ EBITDA reduced our energy consumption by
growth and sustainability, I am grateful
margins. With this acquisition, ALL 32% on a standalone basis and 19% on
to our investors, shareholders and the
will have significant opportunity to a consolidated basis. Our renewable
larger stakeholder community for their
leverage considerable combined energy share for consolidated
continued trust and support.
infrastructure for handling multiple APSEZ has increased to 3% and our
commodities, transport and further renewable energy initiatives have
enhance hinterland connectivity. saved 12,038 tCO2 emission. Our
Karan Adani
water consumption reduced by 10%
We also signed an agreement to
for APSEZ standalone and increased
acquire Innovative B2B Logistics
by 8% for APSEZ consolidated. We
Solutions. This acquisition will
preserved four mangrove species
make ALL the largest private rail
and over 87 terrestrial species, and
and logistics park operator in India.
also planted over 13 million trees and
Moreover, various government
shrubs to expand the green carpet
initiatives such as the GST
area around our ports. Our priority is
implementation, the Delhi-Mumbai
to continue to adjust our business
Industrial Corridor, and Dedicated
operations as required to meet
Freight Corridor are likely to give rise
the ever-tightening demands of a
to opportunities, which we are ready
sustainable performance and society.
to leverage by synergising with our
ports operations. AALL is on a strong We are committed to operate under
growth path and I am optimistic that highest standard of corporate
it will emerge as one of India's leading governance. As part of our
logistics service providers. commitment and based on feedback
from key investors, APSEZ has come
We have continued to build a
out with a policy of 'Related Party
best-in-class technology team to
Transactions for Acquiring and
enhance the efficiency of our supply
Sale of Assets'. We are also working
chain and offer better solutions.
towards maximising benefits for our
We have embarked on a journey of
shareholders. There is Shareholders'
data-based decision-making and

17
Adani Ports and Special Economic Zone Limited

Operating Environment

Seeking new harbours

of opportunity

Vessel sizes and Evolving global trade Growing

alliances The share of international trade
consolidation and
Increase in the size of vessels and the
in global economic activity has integration
been growing progressively for
rise of mega-alliances have elevated
many years, because of the gradual Container shipping companies view
the requirements for ports to adapt.
disappearance of statutory and scale, for example in the form of
While liner shipping networks seem
cultural hindrances between nations. operational cooperation, as one
to have profited from proficiency
Increasing stimulus from developing of the most effective methods of
gains arising from consolidation and
countries and transition economies withstanding price gravity. Operational
alliance restructuring, for ports, the
is also responsible for growing global collaboration between container
benefits did not evolve at the same
trade co-operations. A combination shipping companies takes many
pace. This situation is made complex
of rising population, along with forms, varying from slot chartering
by the shipping lines often being
increasing consumption curve across and agreements for sharing vessels,
involved in port operations, which in
emerging and developing economies through to strategic alliances.
turn could redefine approaches to
is also driving international trade
terminal concessions. The coordination of different
and commerce. Despite short-term
transport modes, synchro modality
headwinds and tariff uncertainties,
and hinterland connections will
trade volume between nations will
need to be enhanced, for instance
continue to grow sustainably.
using digitalisation. At the same
time, port operators are focusing on
creating global terminal networks that
enable consistent service levels and
operational methodologies.

18
 Annual Report 2018-19

Corporate Overview
Statutory Reports
Financial Statements
Technological Global citizens
breakthroughs Rapid urbanisation, economic
cooperation between nations,
Technology is driving sweeping
rising aspirations for global travel
transformation in the logistics
and more cultural and corporate
sector. Hence, companies in the
alliances between countries
logistics sector need to constantly
augur well for international
OUR RESPONSE
upgrade their systems and
trade ties. This trend is more
processes by embedding digital
pronounced in the emerging
capabilities every step of the
and developing world, where
way to bring in greater efficiency
and transparency. Digitalisation
the population is predominantly We are pursuing
offers the chance to use analytics
young and aspiring. In India,
for example, emerging cities
value with a razor-
data in a targeted manner to
direct traffic, improving services
and towns are becoming major sharp focus on the
without having to build additional
consumption hubs. Given that
urban areas are projected to grow
operating landscape
infrastructure. Enhanced
automation also leads to minimal
their share of national GDP from and building a
human intervention, reducing
65% in 2015 to over 70% by 2020,
the dynamism of these clusters
diverse portfolio
risks of wastage and pilferage.
will continue to hold the key with scale, scope
to growth in India. This implies
that ports must be more strongly
and speed to address
connected to burgeoning cities India’s priorities.
of the world, necessitating
infrastructure development along
future consumption hubs.

19
Adani Ports and Special Economic Zone Limited

Business Model

Value matrix through

resources and relationships

Inputs KPIs

65%
Gross Margin
Financial
Securing access to funds to sustain and
grow our business
E 4,006 CRORE
Profit After Tax
Infrastructure
Maintaining an effective network of
port operations, back offices, and IT
infrastructure to effectively serve our
13.5%
customers and stakeholders
ROCE

Talent
• Attracting skilled and
motivated people Strategic
• Inspiring them to grow with us
priorities – 4 Cs
• Providing meaningful employment and
lifelong development
Culture – Efficiency improvement –
Relationships Enhancing and sustaining business
through improvement in asset
Building collaborative and mutually utilisation, focus on collaborative
beneficial relationships with work and innovation
all stakeholders Consumer – Logistics –
Full-scale logistics solution
Innovation provider to consumers
Developing new digital solutions to build
Container and cargo growth -
competitive advantages and enhance Maintain cargo growth of
our future prospects ~1.5x

20
 Annual Report 2018-19

Corporate Overview
Statutory Reports
Outputs and outcomes
Our businesses

Financial Statements
accomplished
Cargo Volume growth Increase in market
share by 200 bps
15% 21%
PORTS Improvement in
EBITDA by 200 bps
Dividend paid

10%
65%
Buyback of 1.89% of Equity at

E 500 per share

LOGISTICS
Value shared with

SEZ
Investors Employees Communities

Clients Suppliers Governments &

Social partners

21
Adani Ports and Special Economic Zone Limited

Strategic Priorities

Our roadmap for a

sustainable future
Strategy Objectives

• Improve stickiness through

long term contracts, cargo
diversification and tie-ups
Cargo growth with shipping lines
• Customised solutions
through customer
centric approach

• Pan-India presence
through logistics parks
Logistics – at different locations and
enhanced rake capacity
develop asset
• End to end logistics
base solutions for containers as
well as bulk cargo

• Improve value
proposition to customers

Efficiency • Enhance asset utilisation

improvement • Leverage technology

for enhanced reliability
& predictability

• To enhance trust
amongst all stakeholders
through transparent and
Corporate consistent disclosures
Governance and visibly effective
governance of the Board

• Community development
• Environment sustainability
• Sustainable growth
Community and • Ensure well-being of
Environment all stakeholders

22
 Annual Report 2018-19

Our strategy aims to deliver strong returns to shareholders, excellent services

Corporate Overview
to customers and consistent value to our all stakeholders. We aim to create
sustainable value through our business model, which drives our performance
against our key priorities of capitalising on the growth of the container
industry, developing new revenue opportunities, optimising operational
efficiency and community development.

Statutory Reports
Outcomes FY20 plan

• Cargo volume growth of 15%, with sticky cargo volume at Bulk cargo to grow by 2 times of all-India
122 MMT (59% of total volume) cargo volume growth
• Market share increased from 19% to 21% Container growth will continue to
outperform all-India container

Financial Statements
• Container volume up by 13%
growth of 10-12%
• Cargo composition continues to be balanced
Increase market share and continue to
diversify cargo at the ports

• Achieved higher utilisation and faster turnaround 2 Logistics parks at Mallur and Nagpur
of existing fleet under construction
• Logistics EBITDA grew by 20% to ` 90 crore in FY19 Targeting to operate 60+ rakes by
end of FY20
• Acquisition of AALL and definitive agreement signed to
acquire B2B Innovative Logistics Commence and expand GPWIS
operations for bulk cargo

• EBITDA margins improved by 200 bps to 65% Continue to improve Port EBITDA
margins at our bigger ports – namely,
• ROCE 13.5%
Mundra, Hazira, Kattupalli and Dhamra
• Improved response time in vessel, yard and gate operations
Implement analytics driven control on
• Technology interventions for fuel and fleet management operations and cargo visibility
• Freed-up additional need-based capacities at ports

• Modified existing 'Related Party Transaction Policy' to include Continue to improve governance
sales and purchase of assets framework, associated policies,
and disclosures
• Shareholders reward policy modified, linking returns with PAT
• Modified and redesigned web page to present information on
policies and governance decisions

• Total CSR investment of ` 68.4 crore Continue focus on renewal energy

generation and use, to reduce emissions
• Emission reduced by 7% from previous year
Continue supporting local
communities for socio-economic
development of the regions

23
Adani Ports and Special Economic Zone Limited

Our strengths
connect India with
opportunity, and we
are ready to take
on the future with
optimism.

24
Annual Report 2018-19

25
Adani Ports and Special Economic Zone Limited

A portfolio
that is diverse
and industry
leading

We are building efficiencies

and capacities to help We are increasing our commodity basket, from
accelerate India’s contribution a single commodity to multiple commodities.
From Dahej, Hazira, Mundra to Tuna to Kattupalli
to global trade. In a dynamic or Dhamra the focus is on steadily growing and
business environment, we diversifying our cargo mix.

are increasingly diversifying During this year, we achieved a year-on-year

cargo volume of 208 MMT, a growth of 15%
our portfolio to cater to a and thus exceeded our guidance of 200 MMT
larger customer spectrum for FY19. Our market share in pan-India cargo
volume has increased by 200 basis points to 21%.
and ensure long-term growth. At the same time, our market share in container
We aim to achieve volume increased by 100 basis points to 34%.

400 MMT by FY25.

26
 Annual Report 2018-19

We also added four new services at and multipurpose terminals, the port has decided to progressively increase
Mundra, Hazira and Kattupalli port. efficiently handles the largest bulk bulk cargo handling capacity. The
carriers in the world. expansion will help APSEZ transform
Crude volume grew by 31% on
into a multi-commodity port for
account of higher volume of crude Hazira Port handles all types of cargo
handling cargo such as liquid, bulk,
handled for HMEL and IOCL. Other including bulk, break-bulk, bulk liquid
break-bulk, project cargo, dry cargo,
cargos during the year grew by chemicals, petroleum products &
containers, ro-ro, automobile and
healthy 9%. For instance, the Dahej edible oil and containers.
other commodities.
port handled copper, slag, salt and
Our plan is to ramp up capacity
gypsum, Kattupalli port also started
of Kattupalli port in Tamil Nadu’s
handling gypsum. Mundra port
Tiruvallur district. In fact, the
handles multiple types of bulk cargo
port, which currently commands a
including coal, fertilizers, minerals, and
capacity to handle 18 MT of cargo,
agri-products. With deep draft berths

27
Adani Ports and Special Economic Zone Limited

Mindset that is
deeply customer
focused

We are serving our customers with an integrated

network of ports across India’s coastline, with
enhanced hinterland penetration. Technology
is deepening our integration levels and helping
us achieve greater levels of transparency and
Over the years, it has been efficiency. Our objective is to become a holistic
logistics service provider for our customers.
our constant endeavour to Logistics
provide differentiated services In February 2019, Adani Logistics Limited
to our customers. In the last (ALL) announced the acquisition of Adani
fiscal, we further strengthened Agri-Logistics Limited (AALL). This acquisition
was a strategic move in line with our objective to
our delivery mechanisms and grow our logistics business.
added capacities to ensure AALL is the pioneer in providing efficient
seamless integrated services storage through silos and transportation by
rail. It has fully contracted capacity of 1.58
platform for our clients. MMT, seven trains and 28 storage & handling

28
 Annual Report 2018-19

infrastructure facilities. It also enjoys leverage InLogistics’ eastern presence with ship liners, it would be easy for us
long-term (20-30 year) contracts on for new business. to build volumes at Myanmar.
use or pay basis with more than 70%
International Footprint Dredging
EBITDA margins.
APSEZ signed a 50-year BOT APSEZ looks set to bolster its dredging
With this acquisition, ALL will
agreement for setting up a Greenfield and portside land reclamation
have significant opportunity to
terminal of 0.8 million TEUs at Yangon, activities with the arrival of two new
leverage combined infrastructure
Myanmar. The entire project will be European-built Trailing Suction Hopper
for handling multiple commodities,
implemented in two phases and will Dredgers (TSHDs). These dredgers are
transport and further enhance
entail a cost of $270 million to $290 among the largest in the Indian Fleet
hinterland connectivity.
million. This asset is a perfect fit for of TSHDs and shall be a prized asset
We also, signed definitive agreements our aspiration to have our presence to the country, supporting the port-led
to acquire up to 100% stake in in container terminal business in the initiatives of the Government.
Innovative B2B Logistics Solutions Southeast Asian region. This will add
Pvt. Ltd, an entity controlled by connectivity to our existing ports
Private Equity firm True North. We see in India and we will be able to offer
significant synergies in the business better connectivity solution to ship
across optimising operations and liners. As we have good relationships

29
Adani Ports and Special Economic Zone Limited

Digitalisation
that simplifies
performance

Critical focus areas

In today’s complex and disruptive business
environment, technology is a key enabler to
Digitalisation is helping us create sustainable value. Our operations are
accelerate our transformation now more connected to deliver our customers
faster and more transparent outcomes. We are
journey. We are building steadily upgrading and refining our existing
simplified, intelligent and technology stack to meet our current and future
business needs.
integrated businesses, powered We are building a scalable architecture that
by data-driven insights and facilitates seamless information flow and
technologies. Such a strategy faster decision-making, leveraging Internet of
Things (IoT), Cloud, Big Data, Analytics, Mobility
will progressively help us attain and Information Security. Our operations
higher efficiencies and deliver are now more agile and our assets are more
optimised for efficiency. Technology is helping
better customer experiences. us integrate real-time vessel movement,

30
 Annual Report 2018-19

land-based transport movements, Beyond pressing business needs,

berth occupancy and in-port business our technology backbone is
systems for a wholesome view of all also helping us mitigate our
ongoing activities. environmental impact and sustaining
positive community relationships.
We at APSEZ are managing and
Technologies are being used to make
maintaining assets, facilities, utility
our ports greener by minimising
networks and utility consumption.
congestion, pollution, emissions and
We know that streamlined data
more. Spatial technology is being
repository and a robust platform
leveraged to streamline workflows
can provide a sound framework for
through visualisation and analysis
information integration. We have
of port information to make it easier
initiated the journey to develop the
for us to manage new dredging
tools which will enable our businesses
and development.
to manage, share, analyse and act
on this information and promote
cross-departmental awareness
and collaboration.

31
Adani Ports and Special Economic Zone Limited

People Practices

Confident faces of
strength and sustainability
Our strategies are translated into actions on ground by our empowered
teams. They represent our collective strengths and our firm commitment to
sustainability, and the convergence of the two is what we truly are.

The overall customer experience locations where we operate as a prepare them for complex customer
and stakeholder integrity of our result of both organic and inorganic requirements. While enabling
Adani Group and APSEZ rest on growth. India has a relatively younger employees for future challenges,
the shoulders of our people. Our working population, but a very low we also need to focus on building
business is extremely people-centric, female population in the workforce. harmonious relationships between
and therefore the ability to attract, The second challenge is that we are employees and ensuring stress free
develop, motivate, and retain talent is expanding and so is our business and working environment.
critical to our organisation’s growth. likewise our people capabilities. There
We are allocating more resources
is a spurt in diversity of the cargo that
At a time of dynamic change in to enrich people’s competencies
we handle, and new business streams
the operating environment and and capabilities to innovate,
that we have initiated. This creates
our rapid growth, expansion and including their alignment with
more pressure on the existing talent
technology change, Adani Group’s organisation’s governance framework,
pool to handle business activities. The
human resources strategy is to focus risk management approach, and
third challenge is that global market
on enriching our human assets ethical values.
forces and changing policy scenario
with a stimulating environment
demand a highly flexible workforce, Adani’s Behavioural Competency
that is flexible, nurtures customer
who can adapt and respond to change Framework guides development of
centricity, fosters innovation, builds
with agility. Seeking new ways to talent and fosters culture of delivering
a result-oriented, high-performance
overcome these challenges remains value for our customers.
culture, and motivates today's
our strategic priority.
multi-generational and mobile Training and development
workforce to develop itself personally Building new capacities
To optimise the functional capabilities,
and professionally.
We handle large vessels and we have started one-year long-term
Like other industrial sectors, our complex cargo from around the intervention – ‘Nalanda’ and
business is exposed to many world. As the profile of the cargo ‘Takshashila’, collaborated with
competitive and technological has evolved over time, we need Symbiosis Centre of Management
pressures. This has largely been to constantly upgrade the skills (SCMHRD) and Indian School of
due to the combined impact of of our employees. New logistical Business (ISB) respectively. Over
policy changes, business growth businesses also require expertise on 100 people are participating in the
and diversification. Therefore, as we the distribution side. Developing our ‘Nalanda’ programme from Service
embark on a growth-led future, we talent pool for the dynamic working functions viz. HR, F&A and IT at
are realigning our human resources environment is important. Symbiosis, Pune. The objective of
strategy to face the multiple these interventions is to increase
A key aspect of this is to ensure an
challenges ahead. internal collaboration, evolving our
adequate level of executive awareness
functional competencies and refining
The first challenge is the impact of the challenges presented by
our business processes to allow us to
of demographic changes in the the sector and digitalisation to

32
 Annual Report 2018-19

focus less on red tape and more on about leadership. Adani Ports & of Management, Singapore;
building functional and leadership Special Economic Zone Limited Columbia Business School; TUCK
capabilities of employees to get their figured among the Top 3 Finalists School of Business and MIT Sloan.
jobs done more effectively. under the ‘Best in Employee Wellness’ Twenty-six MMC employees from
category award by People Matter’s APSEZ Business participated in this
We delivered several targeted training
Total Reward Awards 2019. programme in FY19.
programmes on mental wellness,
named ‘Inner Peace for Outer In addition, we continued to Another important intervention is the
Dynamism’ and ‘Harmony’. These strengthen our existing training self-paced and continuous learning on
programmes included working on programmes for developing the e-learning platform- ‘eVidyalaya’.
practical techniques for working smart next-level leadership, competency As on March 31, 2019, 93% of our
with mental clarity and emotional and career counselling. Among people completed the e-learning plan
equilibrium. As a result of these many, ‘Adani Northstar - Owner on eVidyalaya.
multiple programmes covering both Manager Programme’ is our
With continued capability building
on-roll and contractual employees, important intervention. It is a
interventions we uplift the overall
94% reported increased energy levels, multi-modular leadership and
leadership and functional capabilities
91% reported improved clarity of mind management development programme
of the organisation.
and 83% reported changed paradigms co-developed by EMERITUS Institute

33
Adani Ports and Special Economic Zone Limited

Sustainability Highlights

Key sustainability
parameters

Governance and its other members include Mr. Sanjay The Committee mandates an annual
strategic oversight Lalbhai and Dr. Malay Mahadevia, process of assessing the materiality
providing independent judgement of sustainability issues key to the
Sustainability issues are overseen by
and leadership from the top of the long-term success of the business.
the Sustainability and CSR Committee
organisation. The Committee considers As part of this process, the Committee
of the Board, working in cooperation
and oversees the management of considers inputs from major
with the Risk and the Audit
key sustainability issues, seeking to stakeholders as to their view of the key
Committees, and the Board as a whole.
perpetuate the long-term success material issues, as highlighted here.
The Sustainability and CSR Committee
of the business.
is chaired by Mr. Rajesh S. Adani, and

Materiality assessment
Materiality process

Stakeholder
Engagement
Global Important Important
Megatrends Issues for Issues to
Business Stakeholders Material Issues

Risks &
Opportunities

Identification of topics Management discussion Prioritisation

Stakeholder engagement SSC-->SLC-->SRC/SCC*
with key stakeholders
*SSC - Sustainability Steering Committee, SLC - Sustainability Leadership Committee,
SRC - Stakeholders' Relationship Committee, SCC - Sustainability and CSR Committee

34
 Annual Report 2018-19

Materiality matrix

Corporate Overview
Category Material Topics Stakeholders Upstream Business/Company Downstream

Rail & Road Logistics

In-house Logistics
Marine Transport

Cargo Handling
Government

Community

Employees
Customers

End Users
Investors

Berthing
Vendor

Statutory Reports
Economic Economic Performance
Governance Compliance
Environment Emissions
Waste
Water & Effluents
Energy
Social Safety
Training & Development
Employee Wellbeing

Financial Statements
Vendor/Supplier Management
Customer Relations
Community Development

Using this analysis among its inputs, the Committee has concluded that the three key sustainability issues for the
business are:
• Health and safety
• Climate change and energy
• Water and effluents
These three issues are discussed briefly in the following pages. A comprehensive discussion of these as well as the full
range of other sustainability issues relevant to our business can be found in our FY19 Sustainability Report.

Health and safety and No Excuses'. For us, Occupational the lessons and apply them across the
Health and Safety is not just a set of business as a whole. Our thoughts are
Health and safety remain our top
rules, but it is a way of life. with the deceased’s family.
priority. Our workforce has the right
to expect that we will provide a During the FY 19, 6,182 person-days The recordable work-related injury
safe working environment, enabling were lost due to 13 work-related rate was 0.18. There were no reported
them to perform at their best and injuries and unfortunately, we lost a cases of any occupation-related
demonstrate the efficiency and third-party associate at Hazira. As with ailments at any of the locations.
discipline of our operations. Our clearly any fatality, this was considered at the
stated goal is 'No Fatality, No Injuries Board level and we are seeking to learn

Overall safety performance (On Roll + Contractural + Third Party Associates)

0.29

0.22 0.25

0.21
0.18 0.18

0.06
0.03 0.02 14 18 13 16 23 14
2 5 1

FY17 FY18 FY19 FY17 FY18 FY19 FY17 FY18 FY19

Work Related Injury High Consequence Work Recordable Work Related
(Fatality) Related Injuries (LTI) Injuries (Fatality + LTI)
Number Rate

35
Adani Ports and Special Economic Zone Limited

Sustainability Highlights

Climate change and energy declines in energy intensity and in absolute Greenhouse
Gas (GHG) emissions, as well as significant reductions in
We are continuing to work on several process improvements
emissions intensity.
and have successfully implemented projects in line with
our goal of mitigating environmental impacts. Our main We have begun a process of considering the risks of
action is to transition from a fuel-intensive energy mix to physical climate change impacts on our business, including
a cleaner and balanced energy mix, and we are pleased extreme weather events and sea level rise. We intend to
by our progress in this regard, leading to significant develop this thinking further and report on it over time.

Energy

15,503
14,356

1,748 44,610
52,851
9,071
6,246 9,738
3,296

1,743
7,043 15,806
23,42,188 22,95,625 18,50,402
6,81,000 4,64,162 3,05,201
FY17 FY18 FY19 FY17 FY18 FY19
Standalone Consolidated

Non-Renewable Energy (GJ) Renewable Energy (GJ) Intensity (GJ/MMT)

Energy consumption per MMT of cargo handled ↓ 47% Energy consumption per MMT of cargo handled ↓ 32%
from previous year from previous year

GHG emissions

2,060 2,090
1,977 1,781

13,82
1,218

1,75,568 1,76,616 1,93,817

66,795 65,279
67,577

88,245 92,383 51,064 1,23,270 1,13,668 76,353

FY17 FY18 FY19 FY17 FY18 FY19

Standalone Consolidated
Scope 1 Scope 2 Intensity (tCO2/MMT)

GHG emission per MMT of cargo handled ↓ 42% GHG emission per MMT of cargo handled ↓ 22%
from previous year from previous year

36
 Annual Report 2018-19

Corporate Overview
Water withdrawal
Water and effluents need to thrive. Additionally, we have
supplied 6.71 Million Litre (ML) of (%)
Fresh water is a precious resource that
potable water to our fisherfolks at 9
must be carefully preserved in India. 6
Mundra under Machhimar Shudhh Jal
Four of our nine operational ports are 4
Yojana during extreme water scarcity

Statutory Reports
in Gujarat which is deemed to be a 15 9 3
months in the reporting year. 18
low to medium freshwater availability 16
zone as per the India water tool. We Overall, we have reduced our
21
have implemented site-specific water freshwater extraction to only 28%
40
management plans to minimise the of overall needs, by using treated 27 44
54
impact of our and our customers’ wastewater and desalinated water 32 67
water use on local communities both as far as possible. We are seeking to 35
in these areas and in others where continue to reduce our freshwater
availability is less stressed. It is an extraction further, with the greatest

Financial Statements
important element of our relationship focus in regions of low to medium
with local communities and we ensure water availability.
Surface Water Sea Water
that they have the resources they
Ground Water Third Party

Water consumption

24
18
13 20
11
9

804 992 896 3,648 3,254 3,508

FY17 FY18 FY19 FY17 FY18 FY19

Standalone Consolidated

Consumption (ML) Intensity (ML/MMT)

Water consumption per MMT of cargo handled ↓ 31% Water consumption per MMT of cargo handled ↓ 10%
from previous year from previous year

UN Sustainable Development Goals (SDGs)

We believe that our sustainability efforts are relevant to the following SDGs:

37
Adani Ports and Special Economic Zone Limited

Corporate Social Responsibility

Committed to
holistic wellbeing

The Adani Foundation is the CSR, 1. Education 100,000 children through 600
sustainability and community outreach schools and balwadis
arm of Adani Group. Established in Children are the future of the nation
1.1 NABET Accreditation
1996, the Foundation aligns its mission and education is the most effective
for Adani schools
with the Group philosophy of ‘Growth tool for transformation, and thus the
with Goodness’. The Foundation most effective way of developing NABET under Quality Council of
is committed to the cause of the a better society and a prosperous India (QCI) certified Adani Vidya
deprived and underprivileged and has nation. To contribute to a better, Mandir, Ahmedabad (AVMA) as an
been working relentlessly across 2,250 educated India, the Adani Foundation ‘NABET-Accredited School’, thus
villages in 18 states to uplift the lives is undertaking the following initiatives: making AVMA the first cost-free school
of 3.2 million people a year with a in India and the first private school in
• Adani Vidya Mandirs
multi-faceted approach. Ahmedabad city to achieve this feat.
(AVMs) are schools that impart
The Adani Foundation works in free-of-cost quality education to AVMs are providing completely
four key areas—Education, Health, more than 2,100 underprivileged cost-free quality education to 2,100
Sustainable Livelihood Development students annually meritorious students from the
and Community Infrastructure economically weaker section of the
• Adani Public School in Mundra,
Development—while aligning with society. These schools are operational
Adani Vidyalayas in Tirora and
the Sustainable Development Goals in Ahmedabad (Gujarat), Bhadreshwar
Kawai, Adani DAV Public School in
(SDGs). Focusing on inclusive and (Gujarat) and Surguja (Chhattisgarh).
Dhamra and Navchetan Vidyalaya
sustainable growth of society, the The students are also provided with
in Hazira provide subsidised quality
Foundation emphasises on long-term transportation, uniform, textbooks,
education to more than 2,600
behaviour change processes through notebooks and meals, the cost of
students annually
special projects, namely SuPoshan, which are completely borne by
Swachhagraha, Saksham and Udaan. • The Adani Foundation also the Foundation.
provides quality education to

38
 Annual Report 2018-19

2. Community health

Corporate Overview
Adani Foundation introduced As many as 3,37,853 treatments were
‘Coding Sandpit’ in all the AVMs provided exclusively through MHCUs.
in partnership with Cambridge The Adani Foundation firmly believes
2.2 Rural clinics
University Press, UK. Coding Sandpit that ensuring and improving the
is a type of teaching that focuses overall health of the citizens can The Adani Foundation also operates
on problem-solving, computational directly result in the economic growth numerous Rural Health Clinics where
thinking and critical reasoning skills. of the nation. Healthy people can cost-free healthcare services are
This is the first time in India that a leverage the growth opportunities provided to the needy people on a
structured coding curriculum is being made available to them and daily basis. These clinics, operating
launched in schools. charter a better future, while also in Mundra, Anjar and Mandvi in

Statutory Reports
contributing to the development of Gujarat, are an important step by the
Adani Public School, Mundra is
the nation. To bring healthcare to Foundation to ensure that quality
now the first school in Kutch and
the remotest regions of the country, medical services are made accessible
Saurashtra regions to receive the
the Foundation has undertaken the to the rural populace. 33,674
NABET Accreditation. With this
following initiatives: treatments were provided through
achievement, Adani Schools have
these rural clinics.
created a benchmark in educational • 17 Mobile Health Care Units
excellence for others to follow. (MHCUs) attending to more than 2.3 Health cards to senior
3,20,000 patients annually citizens and medical insurance
1.2 Project Utthan

Financial Statements
• 12 rural clinics treating more than The Vadil Swasthya Yojana is a
The Government of Gujarat approved
30,000 patients annually scheme under which health cards
Adani Foundation’s proposal to adopt
are provided to senior citizens from
17 Government Primary Schools in the • Various medical health camps
socio-economically marginalised
Mundra taluka in Gujarat covering providing diagnostic and treatment
sections. The main objective of this
seven villages, namely Zarpara, Navinal, facilities to more than 51,000
scheme is to make timely healthcare
Shiracha, Nanakapaya, Tunda, Wandh patients annually
services available to senior citizens.
and Dhrub on 25th May, 2018. For
• Treatments provided to over Under this scheme, senior citizens
the academic year 2018-19, 2,598
4,00,000 people annually with family income of less than
students benefited directly and are a
C 2,00,000 per annum are provided
step closer to better careers. 2.1 Mobile health care units
with green cards through which they
1.3 Gyanodaya Project The MHCUs are operated by the can avail free healthcare services
Adani Foundation nationally with the amounting to C 50,000 for a period
In partnership with the District
objective of providing basic healthcare of three years. Senior citizens with
Administration and Eckovation
facilities to the remotest rural areas family income of more than C 2,00,000
Solutions Pvt. Ltd., the Foundation
and underserved communities. per annum are given blue cards,
launched the Gyanodaya Project in
These facilities include diagnostics, which allows them to avail healthcare
August 2018 to promote e-learning
medicines, free-of-cost consultation services at the Adani Hospitals at
through ‘smart’ classes. The project
and referrals by certified doctors at the highly subsidised rates. This scheme is
covers 157 government schools in nine
doorstep of community members. The currently offered in Mundra, Gujarat. A
blocks across 200 villages of Godda
efforts made by the Foundation helps total of 10,161 treatments were availed
district of Jharkhand, reaching out
patients save cost on consultation by 8,599 cardholders.
to 65,000 students studying in 8th to
fees, medicines and travel, and reduce
12th standards. 2.4 Medical camps
the possibility of losing livelihood due
to weak connectivity to the public The Adani Foundation regularly
healthcare system. conducts various general and

39
Adani Ports and Special Economic Zone Limited

Corporate Social Responsibility

specialised medical camps in and the villages, several communities are 3.1 Women’s Co-operative
around its operational locations for the economically sidelined and weaker. Mahila Udayami Bahuddheshiy
benefit of local communities. At these They depend on a single income Sahakari Samiti Limited
camps, gynaecologists, orthopaedic source, which is meagre, or are
When women in the communities
surgeons, heart specialists, unemployed. Sustainable livelihood
get successfully engaged in
skin specialists, paediatricians, projects have been launched to
income-generation activities, their
ophthalmologists and ENT surgeons inculcate financial independence
roles in reforming the bad habits
work round the clock to provide among the economically weaker
among the male members become
related services to the community sections by building local partnerships,
more successful and effective. In the
members at no cost. During the year, providing diverse livelihood avenues,
process, the future of the coming
51,779 patients were treated through embedding the attitude of establishing
generations is also secured.
the Health Camps. savings, equipping them to earn and
updating their local skills by making Mahila Udayami Bahuddheshiy
2.5 Gujarat Adani Institute of
use of existing resources to encourage Sahakari Samiti Limited is a rural
Medical Sciences (GAIMS) and
self-reliant lifestyles. co-operative whose members include
G. K. General Hospital (GKGH)
250 women from 10 villages of Parsa
Participation is encouraged by
On an average, 1,700 patents avail the in Surguja district of Chhattisgarh. The
launching specific projects for
medical benefits of the hospital every co-operative creates more equitable
fishermen communities, farmers and
day. In addition, 48 General Health and sustainable development
cattle owners, and youth and women.
Camps and Specialty Camps were by increasing control over newly
Some of these projects include:
organised in various interior villages of generated resources by local
Kutch; these camps created a magical • Over 40,000 person-days of work women of this area. It also gives the
impact and benefited 25,000 patients were provided as supplementary women an opportunity to achieve
with specialised treatments. In order to livelihood opportunity to financial independence.
spread awareness about the services fisherfolk families
Under this project, women connected
available in the hospital, 11 awareness
• Quality of life of 10,650 fisherfolk with the co-operative are trained
camps and 293 village-level meetings
families improved with the Adani and supported through various
were organised in rural Kutch.
Foundation's support livelihood-earning activities.
3. Sustainable • 5,100 farmers benefited from the The various livelihood activities that
livelihood SRI technique covering 9,200
acres of land, 900 vermi compost
have been initiated by the women
co-operative are:
development beds and 200 home biogas plants,
• White phenyl production
and 600 farmers were supported
The Sustainable Livelihood
for drip irrigation covering 1,600 • Operation of water filtering plant
Development programme envisages
hectares of land
empowering lives and broadening • Mushroom cultivation
people’s scope for economic • More than 800 women from
• Stitching uniforms
opportunities. The programme is based 114 Self-Help Groups (SHGs)
on community-based approaches. In are earning their livelihood • Preparing breakfasts
through various income and midday meals
generation activities
40
 Annual Report 2018-19

Corporate Overview
Statutory Reports
Financial Statements
3.2 Project Swavlamban 3.4 Animal husbandry Notable achievements of the
Academy this year are:
This project was launched with Cattle are indispensable for a farming
the blessings and goodwill of the community. Most of the families in • 6 players participated in the
differently-abled people of Mundra the villages in and around Hazira keep National Football Tournament in
taluka. The objectives behind the cows and buffaloes for milk as well as the U-14 age group
initiative were to increase awareness for manure. Since the farmers lacked
• 9 players participated in the
about government schemes for information about their maintenance
National Football Tournament in
Divyang people, widows and senior and upkeep, the majority of animals
the U-19 age group
citizens and connect them with the in the area had low productivity. This
Social Welfare Department. The project started with an objective • The Academy was the winner
Adani Foundation also helped the of improving the breed of these of Surguja Football League
specially-abled people in getting animals through various support and for the third time
income generation equipment support services, which include:
and proper training to make them
• Artificial insemination
4. Community
self-reliant in the true sense. This year,
154 beneficiaries were linked up with • Infertility treatment
infrastructure
the pension scheme.
• Deworming
development
A total benefit worth C 15 lakh reached Community infrastructure bears a
• Feedstock demonstration
533 people, including the disabled, direct impact on the standard of
widows and senior citizens. • Vaccinations living and the micro economy of the
community. The Adani Foundation
3.3 Machhimar Ajivika A total of six livestock development
has worked towards improving the
Uparjan Yojana centres have been established to
infrastructure in numerous rural areas.
reach out to the rural cattle breeders,
The Ajivika Uparjan Yojana was
covering more than 10,000 families • 20 check dams built and 320 ponds
implemented to promote and support
across four locations. deepened, increasing water storage
alternative livelihoods among the
capacity to 34,39,235 m3
fisher-folk communities during the 3.5 Adani Sarguja
non-fishing months. The Adani Football Academy • 8 schools constructed and
Foundation introduced Mangrove numerous government schools'
The Football Academy is a residential
Nursery Development and Plantation infrastructure upgraded
academy that provides free training,
in the area as an alternative
coaching and medical facilities to • More than 683 residential units
income-generating activity for the
the youth from underprivileged constructed and repaired for Below
people of the region. Both men and
backgrounds so that they get an Poverty Line (BPL) families and the
women received training on mangrove
opportunity to excel in football at fisherfolk community
plantation, moss cleaning, and other
the district, state and national levels.
such areas. The Adani Foundation • Around 330 potable water facilities
These promising players are selected
provided them with employment made available to villagers
from the district of Surguja by a team
equivalent to 6,261 person-days.
of coaches, physiotherapists and
Till date, employment worth 35,787
support staff at the Academy.
person-days has been provided.

41
Adani Ports and Special Economic Zone Limited

Corporate Social Responsibility

4.1 Free residential school for Around 3,00,000 young students have 65%. The Foundation carried out the
tribal children visited our facilities so far, across all following activities under SAKSHAM:
locations. This year, more than 47,124
The Adani Foundation has joined • SAKSHAM Udyamiyta Kendra
children took part in the project.
hands with the Kalinga Institute of
The exercise stimulates the young • A women entrepreneurship group
Social Sciences (KISS) at Baripada,
minds to dream big and help them named Saksham Udhyamiyta Kendra
Odisha in setting up a residential
become entrepreneurs, innovators (SEC) has been successfully running
school (from Class I to X) with an aim
and achievers of tomorrow, and thus centres at Motiya, Dumariya and
to provide cost-free quality education
play an active role in the process of Basantpur villages. These centres
for the tribal children of the region.
nation-building. provide tailoring techniques to the
The Foundation has already released
enrolled members of the sewing
its first installment of funds to KISS
group with support from the Adani
for the first phase of infrastructure
Foundation. During the year, these
development work. The school is
groups have made a turnover of
expected to become operational soon.
` 1.76 lakh from tailoring.
SAKSHAM
Special Projects SAKSHAM or the Adani Skill
• The District Administration, Godda
in Jharkhand has entrusted our
Development Centre (ASDC) is a SAKSHAM trainees with stitching
non-for-profit organisation that was and delivering 3,02,000 pairs of
registered in May 2016. It focuses uniform for government schools
on skill development activities to students between standards I to X
contribute towards nation-building for the academic session 2019-20.
UDAAN
by bridging the skill gap demand and This is a big step towards making
Project Udaan is an inspiration tour supply, in the line with Government 1,000 trained women economically
and a learning-based initiative focused of India’s Skill India Mission. ASDC independent and this has brought a
on the young minds of our nation. has partnered with the National Skill ray of hope in their lives.
Under this project, an exposure tour is Development Corporation (NSDC) and
• The Adani Foundation has set up a
organised where school children are has trained more than 31,030 youth
mass production centre with 100
given a chance to visit the Adani Group (20,800 in FY19) in over 40 courses
Industrial Sewing Machines at ITI
facilities such as Adani Ports, Adani at 65 centres across eight states of
Siktia to support these women in
Power and Adani Wilmar facilities at India. It takes a four-step approach to
fulfilling their commitment with
Mundra, Hazira, Kawai, Tiroda, Dhamra skilling every individual – Mobilising,
the District Education Department.
and Udupi, to get an insight into the Counselling, Training and Post-training
Over 700 women are engaged
large-scale business operations and support. The job-oriented and
at 11 Uniform Production cum
thus get inspired to dream big in life. hands-on skilling programmes ensured
Training Centres spearheaded by
a livelihood generation ratio of about
Phoolo Jhano Saksham Aajeevika

42
 Annual Report 2018-19

Corporate Overview
Sakhi Mandal. These women have aims at leveraging existing projects This warrants an immediate and
collectively earned over C 10,42,542 and opportunities to reach out to multi-pronged approach to tackle the
in FY19 through this initiative. larger masses. issue and break the vicious chain.
Swachhagraha reached out to 12 crore SuPoshan targets children under 0-5

Statutory Reports
citizens, encouraging them to take years of age, adolescent girls, pregnant
personal responsibility of maintaining women, lactating mothers and women
cleanliness at public places and in the reproductive age, with special
be Swachhagrahis. emphasis on the latter two target
groups. ‘SuPoshan Sangini’ is a village
health volunteer who plays a pivotal
SWACHHAGRAHA
role in spreading awareness, giving
Swachhagraha, inspired by the referrals and promoting behavioural
Satyagraha movement, is a project change among the target groups to

Financial Statements
dedicated towards creating a culture achieve the project objectives.
of cleanliness by bringing about a
Currently, 588 Sanginis are working
behavioural change and promoting
in 1,209 villages and municipal wards
anti-littering attitude among the
SUPOSHAN - For a across the country and providing
masses. This programme has four
healthy growing nation services to 3,00,750 households.
major components, the first being the
School Intervention Programme (SIP). Malnutrition and anaemia are Expansion of Project Suposhan
This component aims at creating a intergenerational in nature, Encouraged by the success of Project
brigade of Swachhagrahis who will which prevents our society from SuPoshan at 14 locations covering
influence three generations. Through achieving its true potential in approximately 5,00,000 population,
SIP, we have reached out to 5,700 many spheres. Malnutrition results the Company decided to double the
schools across 19 states and have from a poor diet, lack of food, poor coverage areas by adding six more
more than 80,000 swachhagraha sanitation and hygiene practices, locations, namely Tharad and Narmada
dal members, spreading the message coupled with low literacy levels, in Gujarat, Varanasi in Uttar Pradesh,
further to 26,50,000 students. especially among women. Saoner in Maharashtra, Haldia in West
Bengal and Bundi in Rajasthan.
The Foundation supports the Youth Malnutrition during childhood can
Intervention Programme in working lead to long-term health problems
with university students to spread the and to educational challenges and
Swachhagraha message further. limited work opportunities in future.
Malnutrition and anaemia among
The integration of Swachhagraha with
children, adolescent girls and women
Adani Group companies and other
in India is an alarming phenomenon.
activities of the Adani Foundation

43
Adani Ports and Special Economic Zone Limited

Corporate Social Responsibility

Key achievements of Project Disaster relief Mallappuzhasseri Panchayat; and

Suposhan during the year:
Malnutrition activities: Kerala Mangaram and Maroor villages in
Konni. Each relief kit contained rice,
• 3,320 children who were identified flood relief rice flakes, biscuits, bathing soap,
as SAM are now in MAM washing soap, toothpaste, toothbrush,
APSEZ contributed C 25 crore to candles, matchbox, lungi, nightclothes
• 8,562 children who were identified
the Kerala Chief Minister’s Distress and cloth bags.
as MAM are now in the Healthy state
Relief Fund to aid the state in its
The Adani Foundation also pressed
• 6,80 SAM children with signs of herculean task of reconstruction and
into service its MUH in Kozhancherry,
complications were referred to NRC rehabilitation in the aftermath of the
equipped with a doctor, pharmacist
devastating floods in August 2018. The
• 1,037 SAM children without signs and social worker, besides medicines
cheque was handed over to the Kerala
of complication were provided with and stationed it at the relief
Chief Minister on August 23, 2018.
Energy Dense Nutritious Food camps. More than 1,000 patients
As soon as heavy rains started pouring in different camps were provided
Anaemia
in unabated, relief kits were distributed medical assistance.
• The anaemia levels of 2,149
to 1,500 flood-affected people in
adolescent girls has improved Cleaning residential premises,
Ranni Taluk of Pathanamthitta.
community places and schools, among
• The anaemia levels of 3,105 The relief group comprising
others were of paramount importance
women of the reproductive employees, and Adani Foundation
as the flood water receded. This would
age group improved teams and volunteers reached
prevent spreading of diseases and
out to the villages of Kokkathode,
also help the premises become usable
Mundanplavu, Nellikkampara and
again. Cleaning works were carried
Kottampara Kurisadi Junction in
out in schools, hospitals and pathways
Aruvapulam Panchayath; Thekkemala,
with a team of 52 members, including
Vanchipramala, Catholic church
the Adani Foundation team, Company
and St. George Orthodox Church in
staff and community volunteers.

44
 Annual Report 2018-19

Corporate Overview
Awards and Recognitions

Statutory Reports
Financial Statements
 dani Skill Development Centre
A Dr. Priti Adani received the Banas GAIMS, Bhuj, received the
received the Special Jury Recognition Ratna Award. The award, held each Kayakalp Award by the Health
Award at the Indian Chamber year, is given to people belonging and Family Welfare Department,
of Commerce Social Impact to or having roots in Banaskantha Government of Gujarat.
Awards in Kolkata. region and having worked in the
area’s community service and
nation-building process.

Adani Vizhinjam Port Pvt. Ltd. won the SuPoshan won the BSNL Dainik SuPoshan has been awarded with the
TMA -Terumo Penpol CSR Award 2018 Jagran CSR Awards in the esteemed PublicAffairsAsia (PAA)
in recognition of its CSR excellence. Health category. Gold Standard Award for Corporate
Citizenship (Community Relations).

SuPoshan won the Silver Award at the Adani Vizhinjam Port Pvt. Ltd. won the Ek Kaam Desh ke Naam organisation
53rd SKOCH State of Indywood CSR Award. in Delhi was awarded the Platinum
Governance Summit 2018. Award to Senior Citizen’s
Health Card Scheme of Adani
Foundation at Mundra.

Adani Skill Development Centre received a commemoration certificate on November 1, 2018 in recognition of its
outstanding contribution and a certificate of merit for Best Vocational Training Provider (VTP) -Training by ASSOCHAM.

45
Adani Ports and Special Economic Zone Limited

Board of Directors

Mr. Gautam Adani Mr. Rajesh Adani Mr. Karan Adani Dr. Malay Mr. Sanjay
Mahadevia Lalbhai

Mr. Gautam Adani is responsible for the strategic Textile Industry’s Research Association
Chairman and Managing Director development of the Adani Group and and a member of the council of
overlooks its day-to-day operations. management of the Physical Research
Mr. Gautam Adani has more than
He aims to build the Adani Group’s Laboratory. He is also the Chairman
33 years of business experience.
identity around an integrated of Center for Environmental Planning
Under his leadership, Adani Group
business model, backed by his sound and Technology. Mr. Sanjay S. Lalbhai
has emerged as a global integrated
understanding of new processes, is a member on the governing
infrastructure player with interest
systems and macro-economic issues, body of National Institute of
across Resources, Logistics and
coupled with his growing experience. Fashion Technology.
Energy verticals.
Dr. Malay Mahadevia Prof. Ganesan Raghuram
His journey has been marked by his
Whole-Time Director Independent and Non-Executive Director
ambitious and entrepreneurial vision,
coupled with great vigour and hard Dr. Malay Mahadevia holds a master’s Prof. Ganesan Raghuram holds a
work. This has not only enabled the degree in dental surgery from Nair bachelor’s degree in technology from
Group to achieve numerous milestones Hospital Dental College. He was the Indian Institute of Technology,
but also resulted in creation of a conferred with a Doctor of Philosophy Madras and a post graduate diploma in
robust business model which is in coastal ecology around Mundra management from the Indian Institute
contributing towards building sound area, Kutch District, Gujarat by the of Management (IIM), Ahmedabad
infrastructure in India. Gujarat University in 2008. He has and a doctorate in philosophy from
been working with the Company Northwestern University.
Mr. Rajesh Adani
since 1992 and has worked on the
Non-Independent and Non-Executive Director He is currently a Director of Indian
development of the Mundra Port
Institute of Management, Bangalore.
Mr. Rajesh Adani has been associated since its conceptualisation. He
Prior to taking over as director of
with Adani Group since its inception. is Vice President of Ahmedabad
IIM Bangalore, he was professor and
He is in-charge of the operations of Management Association.
chairperson of the Public Systems
the Group and has been responsible for
Mr. Sanjay Lalbhai Group at IIMA. He has been Dean
developing its business relationships.
Independent and Non-Executive Director (Faculty), IIMA, Vice-Chancellor of the
His proactive, personalised approach
Indian Maritime University and Indian
to the business and competitive spirit Mr. Sanjay Lalbhai holds a bachelor’s
Railways Chair Professor.
has helped the Group grow and branch degree in science from Gujarat
out into various businesses. University and a master's degree in He specialises in infrastructure and
business management from Jamnalal transport systems, logistics and supply
Mr. Karan Adani
Bajaj Institute of Management chain management. He is a Fellow
Whole-Time Director
Studies. He is the Chairman and of the Operational Research Society
Mr. Karan Adani holds a degree in Managing Director of Arvind Limited. of India and Chartered Institute
economics from Purdue University, He is the President of Ahmedabad of Logistics and Transport. He has
USA. He started his career by learning Education Society and the Ahmedabad teaching experience at universities
the intricacies of the port operations University. He is also a member of in India, USA, Canada, Yugoslavia,
at Mundra. Having accumulated the board of governors of the Indian Singapore, Tanzania, UAE and Japan.
experience throughout all levels Institute of Management, Ahmedabad.
of our operations since 2009, he He is also Chairman of Ahmedabad

46
 Annual Report 2018-19

Corporate Overview
Statutory Reports
Prof. Ganesan Mr. Gopal Mr. Mukesh Ms. Radhika Ms. Nirupama Rao
Raghuram Krishna Pillai Kumar, IAS Haribhakti

Financial Statements
Mr. Gopal Krishna Pillai tenures as Collector of The Dangs Empowerment and the Governing
Independent and Non-Executive Director (Ahwa), Municipal Commissioner at Council of Citigroup Micro
Bhavnagar, Rajkot and Ahmedabad, Enterprise Award.
Mr. G. K. Pillai retired from the IAS as
Managing Director of Industrial
Union Home Secretary in 2011. He is a Ms. Nirupama Rao
Extension Bureau & Gujarat State
distinguished alumnus of IIT Madras. Independent and Non-Executive Director
Project Director of Universal Education
He worked for the State Government Mission, Director of (Integrated Ms. Nirupama Rao is a post graduate
of Kerala, holding various positions Child Development Scheme-ICDs) in English Literature. She was also a
including that of District Collector, and Commissioner of Schools. In Fellow at Harvard University, Fellow at
Quilon, Special Secretary Industries, all these positions, he has received Brown University, a Jawaharlal Nehru
Secretary Health and Principal much acclaim for making noteworthy Fellow and a recipient of the degree
Secretary to the Chief Minister. regulatory, development and of Doctor of Letters (Honoris Causa)
strategic initiatives for improvement from the Pondicherry University.
In the Government of India, he has
in administrative efficiency and She was conferred with the Vanitha
worked in the Ministries of Defence,
public welfare. Ratna by the Government of Kerala in
Surface Transport, Home and
2016. She is currently a Global Fellow
Commerce. He was Chairman of Board Ms. Radhika Haribhakti
of The Wilson Center in Washington
of Approvals for SEZ, chief negotiator Independent and Non-Executive Director
D.C. and a Councillor of the World
for India at the WTO and Secretary
Ms. Radhika Haribhakti is a commerce Refugee Council.
Commerce, Government of India.
graduate from Gujarat University and
A career diplomat from the Indian
Mr. Mukesh Kumar, IAS holds a Post Graduate Diploma in
Foreign Service from 1973 to 2011,
Non-Independent and Non-Executive Director Management (Finance) from Indian
she served the Government of India in
Institute of Management, Ahmedabad.
Mr. Mukesh Kumar is an IAS Officer several important positions including
of 1996 batch. He holds B.Tech in She has over 30 years of experience in that of the Foreign Secretary of India.
Electrical Engineering from the Indian Commercial and Investment Banking She has represented India in several
Institute of Technology (Kanpur) with Bank of America, JM Morgan countries during her career and was
and Executive Masters in Public Stanley, DSP Merrill Lynch and RH the first Indian woman to be appointed
Administration from the Maxwell Financial Services. She is the founder High Commissioner to Sri Lanka and
School, Syracuse University, USA. Director of RH Financial Services, a Ambassador to China. She was also
boutique Advisory Firm focused on the first woman spokesperson of the
Mr. Mukesh Kumar, IAS is Vice
M&A and raising Private Equity. Ministry of External Affairs. After her
Chairman and Chief Executive
retirement, she was appointed as the
Officer of Gujarat Maritime Board. Ms. Haribhakti is closely associated
Ambassador of India to the United
He started his career in civil services with issues of Financial Inclusion &
States for a tenure of two years
as Assistant Collector (Vadodara) Women Empowerment and is the
from 2011 to 2013.
and brings with him over 20 years of former Chairperson of Friends of
professional experience in the public Women's World Banking (FWWB)
administration. Demonstrating a mix and current Chairperson, Swadhaar
of sector vision and business acumen, FinAccess. She has served on CII's
Mr. Mukesh Kumar has had eminent National Committee on Women

47
Adani Ports and Special Economic Zone Limited

Risk Management

The Company has established processes and guidelines, along with a strong
overview and monitoring system at the Board and senior management levels
to identify, evaluate and mitigate potential internal and external risks. As an
organisation, we encourage strong ethical values and high levels of integrity in
all our initiatives, which by itself considerably mitigates risk.

Risk Strategy We take a holistic and forward-looking for managing risk. We regularly assess
view of the risks we face, continuously and enhance our risk management
Our risk strategy aims to encourage assessing both current and emerging framework to ensure that it is fit-for-
calculated risk-taking throughout risks. This is critical for the long-term purpose and that we have suitable
the group as we pursue our sustainability of the business. Risk capacity to manage risks in a largely
targeted growth opportunities. Our mapping and mitigation measures are unpredictable operating environment.
well-developed risk management integral to our responsibilities and
framework and clear risk appetite, commitments to all our stakeholders.
which describes the levels of risk we
Our risk appetite is regularly reviewed
are prepared to accept in executing
in response to changes in our
the group strategy, ensures a
operating environments, and clearly
steady approach to managing risk
communicated to those responsible
across the group.

Strategic Risks
Material matters Definition Mitigation measures Movement
in risk

Challenging The macro-economic As other global competitors

environment with unstable grapple with severe
macro-economic demand growth, rising geo-political fluctuations,
environment commodity prices and we are in a better position
market volatility gives rise to to further business growth
business and credit risks. given the Indian economy’s
strength and pace
of development.

Trade restrictions and We have focused on building

Evolving regulatory policies strong quality control
regulatory stemming from geo-political mechanisms to govern our
events that can curb operations and our client
landscape seamless functioning. markets. Our compliant
rich operations will ensure
robust balance-sheet and
operational efficiency.

48
 Annual Report 2018-19

Corporate Overview
Financial Risks
Material matters Definition Mitigation measures Movement
in risk

Statutory Reports
Counterparty Financial assets consisting We monitor the credit
principally of marketable quality of our counterparties
credit securities, receivables and and seek to reduce
and performance advances and loans can the risk of customer
expose the Company to non-performance by
concentration of credit risk. requiring credit support
from creditworthy

Financial Statements
financial institutions.

Operational Risks
Material matters Definition Mitigation measures Movement
in risk

Maintaining operational We aim to diversify across

Multi-location efficiency across all all verticals to mitigate
operations verticals of the business can risk strategically.
be a challenge.

Steady fluctuations in Our strategic framework

Fluctuations in demand can interfere enables us to manoeuvre
demand with functioning of the fluctuations skilfully. We
business operations and are domestic market leaders
disrupt growth. with strong presence
across verticals.

Sustainable Development
Material matters Definition Mitigation measures Movement
in risk

Failure to attract and We believe in inclusive

Employee retain talent can deter growth and employee
engagement growth and gives rise to engagement is an important
reputational risks. aspect. Continual efforts
are made to improve
employee wellbeing and
satisfaction levels.

Decreased Unchanged Increased

49
Adani Ports and Special Economic Zone Limited

Awards and Recognitions

Golden Peacock Environment Management Award 19 Gold trophies 3 Silver trophies and
2018 in the Port category 1 Bronze trophy
Adani Ports and Special Economic Zone Limited, Mundra APSEZ bagged these trophies at the 29th Annual
was conferred this award by the jury, under chairmanship Convention on Quality Concepts organised by Quality
of Justice (Dr.) Arijit Pasayat, former judge of the Supreme Circle Forum of India with 23 Case Studies.
Court of India.

The All India Maritime and Logistics Awards 12th ELSC Leadership Awards and 6th Procurement
(MALA) 2018 in the ‘Best Container Handling Excellence Awards’
Terminal of the Year’ category
APSEZ won three awards in the following categories on the
This award was accorded to APSEZ on August 31, 2018 at two platforms:
the St’ Regis, Mumbai.
• Best-in-Class External Collaboration of the Year
• Best Terminals and Ports Operator
• Best Container Handling Port/Terminal)

The Gujarat Junction Award 2019 in the ‘Port of Behaviour Based Safety Award 2018 in the
the Year – Containerised Cargo’ category ‘Port’ category
This award was accorded to APSEZ at Gandhidham and This award was conferred to APSEZ, Mundra on January
contributed another feather to the already embellished cap 28, 2019 at the 3rd BBS Conference in New Delhi, organised
of APSEZ, Mundra. by the Forum of Behavioural Safety, Mumbai and in
collaboration with Indo American Chamber of Commerce
and Vision OSH, New Delhi.

50
 Annual Report 2018-19

Corporate Information

Corporate Overview
Board of Directors Key Managerial Bankers and Financial
Mr. Gautam S. Adani
Personnel Institutions
Chairman and Managing Director Mr. Deepak Maheshwari Axis Bank Ltd.

Statutory Reports
Chief Financial Officer
Bank of America
Mr. Rajesh S. Adani
Mr. Kamlesh Bhagia
Non-Independent and Barclays Bank PLC
Company Secretary
Non-Executive Director
Citi Bank NA
Mr. Karan Adani DZ Bank AG, Germany
CEO and Whole-Time Director Auditors Export-Import Bank of India
M/s. Deloitte Haskins & Sells LLP
Dr. Malay Mahadevia Export Development Canada

Financial Statements
Chartered Accountants
Whole-Time Director
Ahmedabad, Gujarat HDFC Bank Ltd.
Mr. Mukesh Kumar, IAS HSH Nord Bank AG
Non-Independent and
Non-Executive Director Registered Office ICICI Bank Ltd.
IDFC Bank Ltd.
“Adani House”, Nr. Mithakhali
Mr. Sanjay Lalbhai
Six Roads, Navrangpura, IndusInd Bank Ltd.
Independent and
Ahmedabad-380009 Gujarat
Non-Executive Director Kotak Mahindra Bank Ltd.
CIN: L63090GJ1998PLC034182
Mizuho Bank Ltd.
Prof. Ganesan Raghuram
Independent and RBL Bank Ltd.
Non-Executive Director Registrar and State Bank of India
Mr. Gopal Krishna Pillai
Transfer Agent MUFG Bank Ltd.
Independent and M/s. Link Intime India Private Limited
JP Morgan Chase Bank, N.A.
Non-Executive Director C-101, 247 Park, L.B.S. Marg,
Vikhroli (West), Mumbai-400083 Yes Bank Ltd.
Mrs. Radhika Haribhakti Phone: +91-22-49186270
Independent and Fax: +91-22-49186060
Non-Executive Director

Mrs. Nirupama Rao

Independent and
Non-Executive Director

IMPORTANT COMMUNICATION TO MEMBERS

The Ministry of Corporate Affairs has taken a “Green Initiative in the Corporate Governance” by allowing paperless compliances
by the companies and has issued circulars stating that service of notice / documents including Annual Report can be sent by
e-mail to its members. To support this green initiative of the Government in full measure, members who have not registered
their e-mail addresses, so far, are requested to register their e-mail addresses, in respects of electronic holding with the
Depository through their concerned Depository Participants.

51
Adani Ports and Special Economic Zone Limited

Directors’ Report

Dear Shareholders,
Your Directors are pleased to present the 20th Annual Report along with the audited financial statements of your Company
for the financial year ended on March 31, 2019.

Financial Performance
The audited financial statements of the Company as on March 31, 2019 are prepared in accordance with the relevant
applicable Ind AS and Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015
(“Listing Regulations”) and provisions of the Companies Act, 2013 (“Act”).
The summarised financial highlight is depicted below:
(` in crore)
Consolidated Standalone
Particulars
2018-19 2017-18 2018-19 2017-18
Revenue from operations 10,925.44 11,322.96 5,336.38 6,533.82
Other Income 1,362.34 1,010.93 2,342.90 1,607.32
Total Income 12,287.78 12,333.89 7,679.28 8,141.14
Expenditure other than Depreciation and Finance cost 3,857.96 4,177.55 1,552.34 2,024.96
Depreciation and Amortisation Expenses 1,373.48 1,188.37 474.21 470.52
Foreign Exchange (Gain) / Loss (net) 475.92 83.29 445.35 62.22
Finance Cost
- Interest and Bank Charges 1,428.30 1,257.35 1,477.22 1,218.08
- Derivative (Gain)/Loss (43.11) 238.02 (55.38) 238.80
Total Expenditure 7,092.55 6,944.58 3,893.74 4,014.58
Profit before share of profit from joint ventures, 5,195.23 5,389.31 3,785.54 4,126.56
exceptional items and tax
Add/(Less):- Exceptional Items (68.95) (155.18) (121.90) (297.38)
Total Tax Expense 1,081.47 1,544.18 1,025.92 1,421.08
Profit after tax and before share of profit from joint 4,044.81 3,689.95 2,637.72 2,408.10
ventures
Share of Profit from Joint Ventures (0.06) - - -
Net Profit for the year 4,044.75 3,689.95 2,637.72 2,408.10
Other Comprehensive income (net of tax) 15.41 9.85 18.82 8.61
Total Comprehensive Income for the year (net of tax) 4,060.16 3,699.80 2,656.54 2,416.71
Attributable to:
Equity holders of the parent 4,006.07 3,683.02 - -
Non-controlling interests 54.09 16.78 - -

There are no material changes and commitments affecting • Container volume crossed 5.76 million TEUs an
the financial position of the Company between the end of increase of 13% on YOY basis, surpassing all India
the financial year and the date of this report. container growth of 10%.
• Consolidated revenue from operations stood at ` 10,925
Performance Highlights
crore in FY 2018-19.
Your Company handled record cargo throughput of 208
• Profit after tax for the FY 2018-19 stood at ` 4,045 crore.
MMT in FY 2018-19. Mundra Port continues to rank 1st in
terms of total cargo handling and 2nd in terms of container The detailed operational performance of the Company
cargo handling during the year under review. The other has been comprehensively discussed in the Management
ports developed and being operated by your Company at Discussion and Analysis Report which forms part
Dahej, Hazira, Tuna, Dhamra, Murmugao, Vizag, Ennore and of this Report.
Kattupalli have performed well.
Dividend on Preference Shares
The key aspects of your Company’s consolidated performance
during the financial year 2018-19 are as follows: Your Directors have recommended 0.01% dividend on 0.01%
Non-Cumulative Redeemable Preference Shares of ` 10 each
• Handled cargo of 208 MMT, a growth of 15% YOY surpassing
for the financial year 2018-19. The said dividend, if approved
all India cargo growth of 5%.

52
 Annual Report 2018-19

Corporate Overview
by the members, would involve a cash outflow of ` 3,389 • Adani Agri Logistics (MP) Ltd.
including tax thereon.
• Adani Agri Logistics (Dewas) Ltd.
Transfer to Reserves • Adani Agri Logistics (Harda) Ltd.
The Company proposes to transfer ` 167.33 crore to • Adani Agri Logistics (Hoshangabad) Ltd.
Debenture Redemption Reserve out of the amount available
• Adani Agri Logistics (Satna) Ltd.
for appropriation.
• Adani Agri Logistics (Ujjain) Ltd.
Fixed Deposits
• Adani Agri Logistics (Panipat) Ltd.

Statutory Reports
During the year under review, your Company has not
• Adani Agri Logistics (Kannauj) Ltd.
accepted any fixed deposits within the meaning of Section
73 of the Act read with rules made there under. • Adani Agri Logistics (Katihar) Ltd.
• Adani Agri Logistics (Kotkapura) Ltd.
Non-Convertible Debentures
• Adani Agri Logistics (Mansa) Ltd.
During the year under review, your Company has redeemed
5,000 Listed, Secured Redeemable Non-Convertible • Adani Agri Logistics (Bathinda) Ltd.
Debentures of face value of ` 10 lakh each aggregating
• Adani Agri Logistics (Moga) Ltd.
to ` 500 crore and bought-back 7,500 Listed, Secured

Financial Statements
Redeemable Non-Convertible Debentures of face value of • Adani Agri Logistics (Barnala) Ltd.
` 10 lakh each aggregating to ` 750 crore which were listed
• Adani Agri Logistics (Nakodar) Ltd.
on the Wholesale Debt Market of BSE Limited.
• Adani Agri Logistics (Raman) Ltd.
Particulars of loans, guarantees or investments
• Adani Agri Logistics (Dhamora) Ltd.
The provisions of Section 186 of the Act, with respect to
• Adani Agri Logistics (Borivali) Ltd.
a loan, guarantee, investment or security is not applicable
to the Company, as the Company is engaged in providing • Blue Star Realtors Pvt. Ltd.
infrastructural facilities which is exempted under Section
• Dermot Infracon Pvt. Ltd.
186 of the Act. The details of investments made during the
year under review are disclosed in the financial statements. • Welspun Orissa Steel Pvt. Ltd.

Subsidiaries, Joint Ventures and Associate Cessation of Subsidiary Companies

Companies
• Adani Total Pvt. Ltd. (Formerly, Adani Petroleum
Your Company has 58 subsidiary companies (including Terminal Pvt. Ltd.)
step-down subsidiaries), 2 joint ventures and 1 associate
• Dhamra LNG Terminal Pvt. Ltd.
company as on March 31, 2019.
• Mundra LPG Terminal Pvt. Ltd.
The following changes have taken place in Subsidiaries/
Joint Ventures: • Adani Dhamra LPG Terminal Pvt. Ltd.

Subsidiary Companies formed/acquired Joint Venture formed by Subsidiary Company

• Adani Bhavanapadu Port Pvt. Ltd. • Adani NYK Auto Logistics Solutions Pvt. Ltd., joint
venture of Adani Logistics Ltd. and NYK Auto Logistics
• Marine Infrastructure Developer Pvt. Ltd.
(India) Pvt. Ltd.
• Adani Mundra Port Holding Pte Ltd., Singapore
• Adani Total Pvt. Ltd., joint venture of Adani Logistics Ltd.
and Total Holdings SAS
Step down Subsidiary Companies formed/ acquired
Pursuant to the provisions of Section 129, 134 and 136 of
• Adani Abbot Port Pte Ltd., Singapore
the Act read with rules made thereunder and Regulation
• Adani Mundra Port Pte Ltd, Singapore 33 of the Listing Regulations, the Company has prepared
consolidated financial statements of the Company and
• Adani Yangon International Terminal Company
a separate statement containing the salient features of
Ltd, Myanmar
financial statement of subsidiaries, joint ventures and
• Adani Agri Logistics Ltd. associates in Form AOC-1 forms part of this Annual Report.
• Adani Agri Logistics (Samastipur) Ltd. The annual financial statements and related detailed
information of the subsidiary companies shall be made
• Adani Agri Logistics (Darbhanga) Ltd.
available to the members of the holding and subsidiary
• Adani Agri Logistics (Dahod) Ltd. companies seeking such information on all working days

53
Adani Ports and Special Economic Zone Limited

during business hours. The financial statements of the Mrs. Dipti Shah ceased to be Company Secretary of
subsidiary companies shall also be kept for inspection by any the Company on attaining the age of superannuation w.e.f
members during working hours at the Company’s registered July 31, 2018. The Board has appointed Mr. Kamlesh Bhagia
office and that of the respective subsidiary companies as Company Secretary and Key Managerial Personnel of
concerned. In accordance with Section 136 of the Act, the Company w.e.f August 6, 2018.
the audited financial statements, including consolidated
financial statements and related information of the Company Directors’ Responsibility Statement
and audited accounts of each of its subsidiaries, are available
Pursuant to Section 134(5) of the Act, the Board of Directors,
on website, www.adaniports.com. Pursuant to Section 134
to the best of their knowledge and ability, state the following:
of the Act read with rules made thereunder, the details of
developments of subsidiaries of the Company are covered a. that in the preparation of the annual financial
in the Management Discussion and Analysis Report which statements, the applicable accounting standards have
forms part of this Report. been followed along with proper explanation relating to
material departures, if any;
Directors and Key Managerial Personnel
b. that such accounting policies have been selected and
Mr. Mukesh Kumar, IAS (DIN: 06811311), Vice Chairman & applied consistently and judgements and estimates
CEO, Gujarat Maritime Board was appointed as an Additional have been made that are reasonable and prudent so
Director of the Company w.e.f October 23, 2018 to hold as to give a true and fair view of the state of affairs of
office upto the ensuing Annual General Meeting. the Company as at March 31, 2019 and of the profit of
the Company for the year ended on that date;
Mrs. Nirupama Rao (DIN: 06954879) was appointed as
an Additional Director and also an Independent Director c. that proper and sufficient care has been taken for
for period of five consecutive years w.e.f April 22, 2019, the maintenance of adequate accounting records
subject to approval of members at the ensuing Annual in accordance with the provisions of the Act for
General Meeting. She holds office upto the ensuing Annual safeguarding the assets of the Company and for
General Meeting. preventing and detecting fraud and other irregularities;
Dr. Malay Mahadevia (DIN: 00064110) was re-appointed d. that the annual financial statements have been
as Whole Time Director of the Company for a period of five prepared on a going concern basis;
years w.e.f May 15, 2019, subject to approval of members at
e. that proper internal financial controls were in place
the ensuing Annual General Meeting.
and that the financial control were adequate and were
Pursuant to the provisions of Section 149 of the Act, Prof. operating effectively;
G. Raghuram (DIN: 01099026) and Mr. G. K. Pillai (DIN:
f. that proper systems to ensure compliance with the
02340756) were appointed as Independent Directors of
provisions of all applicable laws were in place and were
the Company for a period of five years w.e.f August 9, 2014.
adequate and operating effectively.
The Board of Directors on recommendation of Nomination
and Remuneration Committee have re-appointed them as an
Policies
Independent Directors for a second term of five consecutive
year w.e.f August 9, 2019, subject to approval of members During the year under review, the Board of Directors of
at the ensuing Annual General Meeting. The terms and the Company has amended /approved changes in Corporate
conditions of appointment of Independent Directors are as Social Responsibility policy; Nomination and Remuneration
per Schedule IV of the Act and Listing Regulations. Policy of Directors, Key Managerial Personnel and Other
Employees; Policy for determining Material Subsidiaries;
The Company has received declarations from all the
Related Party Transaction Policy; Vigil Mechanism / Whistle
Independent Directors of the Company confirming that
Blower Policy; Code of Conduct for Board of Directors
they meet with the criteria of independence as prescribed
and Senior Management of the Company; Material Events
in Section 149(6) of the Act and Regulation 16(1)(b) of
Policy; Website Content Archival Policy and Code of
the Listing Regulations and there has been no change
internal procedures and conduct for regulating, monitoring
in the circumstances which may affect their status as
and reporting of Trading by Insiders to comply with the
Independent Director.
recent amendments in the Act and Listing Regulations.
Pursuant to the requirements of the Act and Articles of Accordingly, the updated policies are uploaded on website
Association of the Company, Mr. Rajesh S. Adani (DIN: of the Company at https://www.adaniports.com/ Investors/
00006322) is liable to retire by rotation and being eligible Corporate-Governance.
offers himself for re-appointment.
Number of Board Meetings
The Board recommends the appointment/re-appointment of
above Directors for your approval. The Board of Directors met 5 (five) times during the year
under review. The details of board meetings and the
Brief details of Directors proposed to be appointed/
attendance of the Directors are provided in the Corporate
re-appointed as required under Regulation 36 of the Listing
Governance Report which forms part of this Report.
Regulations are provided in the Notice of the Annual
General Meeting.

54
 Annual Report 2018-19

Corporate Overview
Independent Directors’ Meeting Committees of Board
The Independent Directors met on March 6, 2019, without Details of various committees constituted by the Board
the attendance of Non-Independent Directors and members of Directors as per the provisions of the Act and Listing
of the Management. The Independent Directors reviewed the Regulations are given in the Corporate Governance Report
performance of Non-Independent Directors and the Board as which forms part of this report.
a whole, the performance of the Chairman of the Company,
taking into account the views of Executive Directors Sustainability and Corporate Social Responsibility
and Non-Executive Directors and assessed the quality,
The Company has constituted a Sustainability and Corporate
quantity and timeliness of flow of information between the
Social Responsibility Committee and has framed a Policy.
Management and the Board that is necessary for the Board

Statutory Reports
The brief details of Committee are provided in the Corporate
to effectively and reasonably perform their duties.
Governance Report. The Annual Report on CSR activities is
annexed and forms part of this report. The updated policy
Board Evaluation
is available on the website of the Company at https://
The Board adopted a formal mechanism for evaluating its www.adaniports.com/ Investors/Corporate-Governance.
performance as well as that of its Committees and individual
Directors, including the Chairman of the Board. The exercise Corporate Governance and Management
was carried out through a structured evaluation process Discussion and Analysis
covering various aspects of the Board functioning such
Separate reports on Corporate Governance compliance

Financial Statements
as composition of the Board & Committees, experience &
and Management Discussion and Analysis as stipulated by
competencies, performance of specific duties & obligations,
Listing Regulations forms part of this Annual Report along
contribution at the meetings and otherwise, independent
with the required Certificate from a Practising Company
judgement, governance issues etc.
Secretary regarding compliance of the conditions of
A structured questionnaire was circulated to the Board Corporate Governance as stipulated.
members in this connection. The Directors participated in
In compliance with Corporate Governance requirements as
the evaluation survey and review was carried out through
per the Listing Regulations, your Company has formulated
a peer-evaluation excluding the Director being evaluated.
and implemented a Code of Conduct for all Board members
The result of evaluation was discussed at the Independent
and senior management personnel of the Company, who
Director’s meeting held on March 6, 2019, Nomination and
have affirmed the compliance thereto.
Remuneration Committee meeting and in the Board meeting
held on May 27, 2019.
Business Responsibility Report
Policy on Directors’ appointment and The Business Responsibility Report for the year ended
remuneration March 31, 2019 as stipulated under Regulation 34 of
Listing Regulations is annexed which forms part of
The Company’s policy on Directors’ appointment and
this Annual Report.
remuneration and other matters provided in Section 178(3) of
the Act is available on the website of the Company at https://
Prevention of Sexual Harassment at Workplace
www.adaniports.com/ Investors/Corporate-Governance.
As per the requirement of The Sexual Harassment of Women
Internal Financial control system and their at Workplace (Prevention, Prohibition & Redressal) Act, 2013
adequacy and rules made thereunder, your Company has constituted
Internal Complaints Committee which is responsible for
The details in respect of internal financial control and their
redressal of complaints related to sexual harassment. During
adequacy are included in Management Discussion and
the year under review, there were no complaints pertaining
Analysis Report which forms part of this report.
to sexual harassment.
Risk Management
Extract of Annual Return
The Board of the Company has formed a Risk Management
The details forming part of the extract of the Annual Return
Committee to frame, implement and monitor the risk
in Form MGT-9 is annexed to this report as Annexure-A.
management plan for the Company. The committee is
responsible for reviewing the risk management plan and
Related Party Transactions
ensuring its effectiveness. The audit committee has
additional oversight in the area of financial risks and All the related party transactions entered into during the
controls. The major risks identified by the businesses are financial year were on an arm’s length basis and were in the
systematically addressed through mitigation actions on a ordinary course of business. Your Company has not entered
continual basis. into any transactions with related parties which could be
considered material in terms of Section 188 of the Act.

55
Adani Ports and Special Economic Zone Limited

Accordingly, the disclosure of related party transactions as 4. Have implemented online OHS – ERP solution – Adani
required under Section 134(3)(h) of the Act in Form AOC 2 is Gensuite, through which any employee / worker can
not applicable. report a safety concern using his / her mobile phone. In
last two years, more than 80,000 concerns have been
Significant and material orders passed by the reported across the Group through Adani Gensuite.
regulators or courts or tribunals impacting the
5. Have implemented a Behaviour Based Safety tool called
going concern status of the Company
- Suraksha Samwaad, wherein the leaders interact with
There are no significant and material orders passed by the the workforce regularly to engage them on safety.
Regulators or Courts or Tribunals which would impact the
Your Company released its maiden sustainability report for
going concern status and the Company’s future operations.
FY 2015-16 as per GRI-G4 guidelines and is continued for
every following year. With this, the Company has become
Insurance
the leader in port sector for disclosing its sustainability
Your Company has taken appropriate insurance for all assets performance in the country.
against foreseeable perils.
Your Company believes stakeholder engagement finds its
place at the core of business strategies which thrives for
Quality, Health, Safety and Environment
inclusive development therefore the Company has outlined
At Adani Ports and Special Economic Zone Ltd. (APSEZ), its commitment in stakeholder engagement policy and
Quality, Health, Safety and Environmental (QHSE) developed the stakeholder engagement procedure.
responsibilities are integral to operations. Your Company
Your Company ensures compliance to environment and
has acquired International Standards ISO 9001:2015,
related applicable regulations and continually improves
ISO 14001:2004, OHSAS 18001:2007, ISO 28000:2007
its performance.
certifications specifying the requirements for an Integrated
Management System (IMS) as part of its objective to improve Your Company acknowledges its responsibility towards
quality, health, safety and environment in the work place. the environment and has initiated numerous initiatives to
reduce impact on environment. The Company has developed
Apart from the ISO certification, your Company has adopted
a vision for “Zero Waste to landfill” and is working towards
its own Safety Management System (SMS) which is based on
making APSEZ – a Zero Waste Company.
the philosophy that safety is primarily line of management’s
responsibility. The SMS is divided into 20 elements, with Your Company has again succeeded to avoid waste disposal
each element being owned by an element owner who is from through landfilling for its Mundra location.
the line management at Port. These element owners are
Water is being an important resource, its management
accountable for implementation, monitoring and sustenance
is always a key concern for the Company. Your Company
of their respective element.
is putting best efforts for effective water management
Your Company aspires to be globally admired Occupational, practices for reduction in water consumptions and thereby
Health and Safety (OHS) leader in infrastructure space. The reducing the water withdrawal as part of the water
life saving safety rules are non-negotiable and sacrosanct. management plan. Your Company’s other operational site
Hazira has laid down 14 kilometre pipeline to channelised
The HSE policy, OHS vision & mission and 10 Life Saving Rules
treated wastewater from KRIBHCO to meet its industrial
have been communicated to all the stakeholders. Further, to
water requirements. Your Company has reduced its water
give impetus to organisation’s HSE & well-being, messages
consumption by 10% and other operational sites’ water
have been issued by the senior leadership team emphasising
consumption has increased by 8%. Your Company has met its
the “Safety First” culture.
water requirements by desalination of seawater. However, all
The Company has taken following major initiatives to our operational sites have saved 2,481 ML of fresh water by
advance the HSE commitment: withdrawing water from desalination of seawater and other
industries treated wastewater during financial year.
Significant Safety Initiatives
Energy is an important indicator for port operations as it
1. Successfully completed IMS surveillance audit for contributes to GHG emissions. Your Company is taking
Ports / Terminals at Dahej, Mundra, Dhamra, Goa, several initiatives for energy conservation through various
Hazira and Tuna. energy efficiency enhancement programmes, which not
only results in environmental benefits but also reduces the
2. Business wide implementation of Adani Group Safety
operational costs.
Management System. Till date total 5 Port Sites are
certified as Level 1 and 3 Port Sites are Level 0 certified. Your Company and other subsidiaries have commissioned
3.8 MW solar rooftop and 18 MW wind turbines as part
3. Have clocked more than 94 million man hours, inducted
of renewable energy project. APSEZ has decreased its
more than 1,73,661 workers and trained more than
energy consumption by 32% and including all operational
79,951 workers and employees.
sites energy consumption has reduced by 19%. APSEZ has
decreased its emission by 25% and including all operational

56
 Annual Report 2018-19

Corporate Overview
sites emissions has reduced by 7% and saved 12038 tCO2e movements, and berth occupancy and port business systems
emissions through renewable energy projects. to show port wide view of all current activities.
Total cumulative terrestrial greenbelt development done As a responsible corporate citizen, we strive to work
till date is about 673.40 hectares across all port locations, towards mitigating environmental impact while growing
cumulative mangrove afforestation is done in an approx. profitability and performance and sustaining positive
2889 hectares along with conservation of 2340 hectare community relationship. Technologies are being used to
at Mundra and a unique pilot project of development of make our port “green” by minimising congestion, pollution,
bio-shield for protection of coastal areas is in progress at emissions and more. Spatial technology is being used to
Jambusar, Gujarat. streamline workflows through visualisation and analysis of
port information to make it easier to manage new dredging

Statutory Reports
Auditors & Auditors’ Report and development.
Pursuant to the provisions of Section 139 of the Act read with
Particulars of Employees
rules made thereunder, as amended, M/s. Deloitte Haskins
& Sells LLP, Chartered Accountants (Firm Registration No The information required under Section 197 of the Act
117366W/W-100018), were appointed as Statutory Auditors read with rule 5(1) of the Companies (Appointment and
of the Company to hold office till the conclusion of the Remuneration of Managerial Personnel) Rules, 2014
Annual General Meeting of the Company to be held in the are provided in separate annexure forming part of this
calendar year 2022. They have confirmed that they are report as Annexure-C.

Financial Statements
not disqualified from continuing as Statutory Auditors of
The statement containing particulars of employees as
the Company for financial year 2019-20.
required under Section 197 of the Act read with rule 5(2)
The Notes to the financial statements referred in the Auditors of the Companies (Appointment and Remuneration of
Report are self-explanatory. There are no qualifications Managerial Personnel) Rules, 2014, will be provided upon
or reservations or adverse remarks or disclaimers given by request. In terms of Section 136 of the Act, the Report and
Statutory Auditors’ of the Company and therefore do not Accounts are being sent to the members and others entitled
call for any comments under Section 134 of the Act. The thereto, excluding the information on employees’ particulars
Auditors’ Report is enclosed with the financial statements in which is available for inspection by the members at the
this Annual Report. Registered Office of the Company during business hours on
working days of the Company. If any member is interested
Secretarial Audit Report in obtaining a copy thereof, such member may write to
the Company Secretary in this regard.
Pursuant to the provisions of Section 204 of the Act
read with the rules made thereunder, your Company
Conservation of Energy, Technology Absorption,
has re-appointed Mr. Ashwin Shah, Practising Company
Foreign Exchange Earnings and Outgo
Secretary to undertake the Secretarial Audit of the Company.
The Secretarial Audit Report for financial year 2018-19 is The information on conservation of energy, technology
annexed which forms part of this report as Annexure-B. absorption and foreign exchange earnings and outgo
There were no qualifications, reservations or adverse remarks stipulated under Section 134(3)(m) of the Act read with rule
in the Secretarial Audit Report of the Company except delay 8 of The Companies (Accounts) Rules, 2014, as amended
in appointment of Independent Director. The Company has from time to time is annexed to this report as Annexure-D.
appointed Mrs. Nirupama Rao as an Independent Director
w.e.f April 22, 2019 and has complied with the provisions of Acknowledgement
Listing Regulations.
Your Directors are highly grateful for all the guidance, support
and assistance received from the Government of India,
Information Technology
Government of Gujarat, Gujarat Maritime Board, Financial
Your Company is managing and maintaining assets, facilities, Institutions and Banks. Your Directors thank all members,
utility networks and utility consumption. To be effective, we esteemed customers, suppliers and business associates for
realise the value of information and a robust platform which their faith, trust and confidence reposed in the Company.
can provide the framework for information integration. We
Your Directors wish to place on record their sincere
have initiated the journey to develop the tools which will
appreciation for the dedicated efforts and consistent
enable business to manage, share, analyse and act on this
contribution made by the employees at all levels, to ensure
information and promote cross departmental awareness and
that the Company continues to grow and excel.
collaboration.
Through advanced technology, business is enabled to For and on behalf of the Board of Directors
maximise their efficiency and improve performance and
they are being used in different spheres of operations – Gautam S. Adani
integrating real time vessel movement, land-based transport Place: Ahmedabad Chairman and Managing Director
Date: May 27, 2019 (DIN: 00006273)

57
Adani Ports and Special Economic Zone Limited

Annexure – A to the Directors’ Report

Form No. MGT-9
EXTRACT OF ANNUAL RETURN
as on the financial year ended March 31, 2019
[Pursuant to Section 92(3) of the Companies Act, 2013, and Rule 12(1) of the Companies (Management and Administration)
Rules, 2014]

I. Registration and other details

CIN L63090GJ1998PLC034182
Registration Date May 26, 1998
Name of the Company Adani Ports and Special Economic Zone Ltd.
Category / Sub-Category of the Company Company Limited by share
Address of the Registered office and contact details Adani House, Nr. Mithakhali Six Roads, Navrangpura,
Ahmedabad-380009, Gujarat
Phone No.: 91-79-26565555
Whether listed Company Yes
Name, Registered Address and Contact details of Registrar and Link Intime India Pvt. Ltd.
Transfer Agent, if any C-101, 247 Park, L.B.S Marg, Vikhroli (West),
Mumbai-400083, Maharashtra
Phone No. : 91-22-49186270

II. Principal business activities of the Company

All the business activities contributing 10% or more of the total turnover of the Company shall be stated:
NIC Code of the % to total turnover
Name and description of main Products/ Services
Product/Service of the Company
Cargo handling incidental to water transport 52242 100%

III. Particulars of holding, subsidiary and associate companies

Sr Holding/ Subsidiary/
Name and address of the Company CIN/GLN % of shares held Applicable Section
No Associate
1. Adani Murmugao Port Terminal Pvt. Ltd. U61100GJ2009PTC057727 Subsidiary 100 2(87)
Adani House, Nr. Mithakhali Six Roads,
Navrangpura, Ahmedabad-380009
2. Adani Kandla Bulk Terminal Pvt. Ltd. U63090GJ2012PTC069305 Subsidiary 100 2(87)
Adani House, Nr. Mithakhali Six Roads,
Navrangpura, Ahmedabad-380009
3. Adani Vizag Coal Terminal Pvt. Ltd. U45203GJ2011PTC064976 Subsidiary 100 2(87)
Adani House, Nr. Mithakhali Six Roads,
Navrangpura, Ahmedabad-380009
4. Adani Hazira Port Pvt. Ltd. U45209GJ2009PTC058789 Subsidiary 100 2(87)
Adani House, Nr. Mithakhali Six Roads,
Navrangpura, Ahmedabad-380009
5. MPSEZ Utilities Pvt. Ltd. U45209GJ2007PTC051323 Subsidiary 100 2(87)
Adani House, Nr. Mithakhali Six Roads,
Navrangpura, Ahmedabad-380009
6. Adani Logistics Ltd. U63090GJ2005PLC046419 Subsidiary 100 2(87)
Adani House, Nr. Mithakhali Six Roads,
Navrangpura, Ahmedabad-380009
7. Adani Ennore Container Terminal Pvt. Ltd. U61200GJ2014PTC078795 Subsidiary 100 2(87)
Adani House, Nr. Mithakhali Six Roads,
Navrangpura, Ahmedabad-380009

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 Annual Report 2018-19

Corporate Overview
Sr Holding/ Subsidiary/
Name and address of the Company CIN/GLN % of shares held Applicable Section
No Associate
8. Mundra International Airport Pvt. Ltd. U62200GJ2009PTC057726 Subsidiary 100 2(87)
Adani House, Nr. Mithakhali Six Roads,
Navrangpura, Ahmedabad-380009
9. Karnavati Aviation Pvt. Ltd. U63090GJ2007PTC051309 Subsidiary 100 2(87)
Adani House, Nr. Mithakhali Six Roads,
Navrangpura, Ahmedabad-380009
10. Adani Warehousing Services Pvt. Ltd. U63020GJ2012PTC069972 Subsidiary 100 2(87)
Adani House, Nr. Mithakhali Six Roads,

Statutory Reports
Navrangpura, Ahmedabad-380009
11. Adani Hospitals Mundra Pvt. Ltd. U85110GJ2013PTC077422 Subsidiary 100 2(87)
Adani House, Nr. Mithakhali Six Roads,
Navrangpura, Ahmedabad-380009
12. The Dhamra Port Company Ltd. U45205OR1998PLC005448 Subsidiary 100 2(87)
HIG-20 BDA Colony, Jayadev Vihar
Bhubaneswar, Odisha-751013
13. Madurai Infrastructure Pvt. Ltd. U45200GJ2010PTC062503 Subsidiary 100 2(87)
(Formerly, Mundra LPG Infrastructure
Pvt. Ltd.)

Financial Statements
Adani House, Nr. Mithakhali Six Roads,
Navrangpura, Ahmedabad-380009
14. Shanti Sagar International Dredging U01403GJ2015PTC083090 Subsidiary 100 2(87)
Pvt. Ltd.
Adani House, Nr. Mithakhali Six Roads,
Navrangpura, Ahmedabad-380009
15. Adani Kattupalli Port Pvt. Ltd. U61100GJ2015PTC084219 Subsidiary 100 2(87)
Adani House, Nr. Mithakhali Six Roads,
Navrangpura, Ahmedabad-380009
16. Adani Vizhinjam Port Pvt. Ltd. U61200GJ2015PTC083954 Subsidiary 100 2(87)
Adani House, Nr. Mithakhali Six Roads,
Navrangpura, Ahmedabad-380009
17. The Adani Harbour Services Pvt. Ltd. U61100GJ2009FTC095953 Subsidiary 100 2(87)
Adani House, Nr. Mithakhali Six Roads,
Navrangpura, Ahmedabad-380009
18. Mundra International Gateway U61100GJ2017PTC097358 Subsidiary 100 2(87)
Terminal Pvt. Ltd.
Adani House, 56, Shrimali Society
Navrangpura, Ahmedabad-380009
19. Adani Bhavanapadu Port Pvt. Ltd. U61200GJ2018PTC102451 Subsidiary 100 2(87)
Adani House, 56, Shrimali Society
Navrangpura, Ahmedabad-380009
20. Adinath Polyfills Pvt. Ltd. U25209GJ1987PTC009481 Subsidiary 100 2(87)
303, Kaling Complex, Near Mount
Carmel School, Ashram Road,
Ahmedabad-380009
21. Marine Infrastructure Developer Pvt. Ltd U74999TN2016PTC103769 Subsidiary 97 2(87)
Ramcon Fortuna Towers, 4th Floor,
No. 1/2, Kodambakkam High Road,
Nungampakkam, Chennai- 600034
22. Adani Petronet (Dahej) Port Pvt. Ltd. U63012GJ2003PTC041919 Subsidiary 74 2(87)
Adani House, Nr. Mithakhali Six Roads,
Navrangpura, Ahmedabad-380009
23. Mundra SEZ Textile and Apparel U74999GJ2005PTC046978 Subsidiary 55.29 2(87)
Park Pvt. Ltd.*
Adani House, Nr. Mithakhali Six Roads,
Navrangpura, Ahmedabad-380009

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Adani Ports and Special Economic Zone Limited

Sr Holding/ Subsidiary/
Name and address of the Company CIN/GLN % of shares held Applicable Section
No Associate
24. Hazira Infrastructure Pvt. Ltd. U45203GJ2010PTC061029 Step down 100 2(87)
Adani House, Nr. Mithakhali Six Roads, Subsidiary
Navrangpura, Ahmedabad-380009
25. Adani Total Pvt. Ltd.** U11201GJ2016PTC091695 Step down 100 2(87)
(Formerly, Adani Petroleum Terminal Subsidiary
Pvt. Ltd.)
Adani House, Nr. Mithakhali Six Roads,
Navrangpura, Ahmedabad-380009
26. Dhamra LNG Terminal Pvt. Ltd. U11200GJ2015PTC081996 Step down 100 2(87)
Adani House, Nr. Mithakhali Six Roads, Subsidiary
Navrangpura, Ahmedabad-380009
27. Adani NYK Auto Logistics Solutions U60221GJ2018PTC104101 Step down 51 2(87)
Pvt. Ltd Subsidiary
Adani House, 56 Shrimali Society,
Nr. Mithakhali Six Roads, Navrangpura,
Ahmedabad-380009
28. Blue Star Realtors Pvt. Ltd. U45200MH1990PTC055968 Step down 100 2(87)
Dewan Towerstation Road, Subsidiary
Vasai (West), Thane- 401202
29. Dermot Infracon Pvt. Ltd. U45500GJ2016PTC094337 Step down 100 2(87)
802, Shikhar Complex, Shrimali Society, Subsidiary
Navrangpura, Ahmedabad-380009
30. Adani Agri Logistics Ltd. U63090GJ2005PLC045356 Step down 100 2(87)
Adani House, Nr. Mithakhali Six Roads, Subsidiary
Navrangpura, Ahmedabad-380009
31. Adani Agri Logistics (Samastipur) Ltd. U63090GJ2018PLC103908 Step down 100 2(87)
Adani House, 56 Shrimali Society, Subsidiary
Nr. Mithakhali Six Roads, Navrangpura,
Ahmedabad-380009
32. Adani Agri Logistics (Darbhanga) Ltd. U63090GJ2018PLC104685 Step down 100 2(87)
Adani House, 56 Shrimali Society, Subsidiary
Nr. Mithakhali Six Roads, Navrangpura,
Ahmedabad-380009
33. Adani Agri Logistics (Dahod) Ltd. U74999GJ2018PLC103504 Step down 100 2(87)
Adani House, 56 Shrimali Society, Subsidiary
Nr. Mithakhali Six Roads, Navrangpura,
Ahmedabad-380009
34. Adani Agri Logistics (MP) Ltd. U74120GJ2014PLC079278 Step down 100 2(87)
Adani House, Nr. Mithakhali Six Roads, Subsidiary
Navrangpura, Ahmedabad-380009
35. Adani Agri Logistics (Dewas) Ltd. U63090GJ2014PLC079629 Step down 100 2(87)
Adani House, 56 Shrimali Society, Subsidiary
Nr. Mithakhali Six Roads, Navrangpura,
Ahmedabad-380009
36. Adani Agri Logistics (Harda) Ltd. U63023GJ2014PLC079601 Step down 100 2(87)
Adani House, 56 Shrimali Society, Subsidiary
Nr. Mithakhali Six Roads, Navrangpura,
Ahmedabad-380009
37. Adani Agri Logistics (Hoshangabad) Ltd. U63000GJ2014PLC079611 Step down 100 2(87)
Adani House, 56 Shrimali Society, Subsidiary
Nr. Mithakhali Six Roads, Navrangpura,
Ahmedabad-380009
38. Adani Agri Logistics (Satna) Ltd. U63000GJ2014PLC079612 Step down 100 2(87)
Adani House, 56 Shrimali Society, Subsidiary
Nr. Mithakhali Six Roads, Navrangpura,
Ahmedabad-380009

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 Annual Report 2018-19

Corporate Overview
Sr Holding/ Subsidiary/
Name and address of the Company CIN/GLN % of shares held Applicable Section
No Associate
39. Adani Agri Logistics (Ujjain) Ltd. U63000GJ2014PLC079619 Step down 100 2(87)
Adani House, 56 Shrimali Society, Subsidiary
Nr. Mithakhali Six Roads, Navrangpura,
Ahmedabad-380009
40. Adani Agri Logistics (Panipat) Ltd. U63030GJ2017PLC095073 Step down 100 2(87)
Adani House, 56 Shrimali Society, Subsidiary
Nr. Mithakhali Six Roads, Navrangpura,
Ahmedabad-380009

Statutory Reports
41. Adani Agri Logistics (Kannauj) Ltd. U63030GJ2017PLC095059 Step down 100 2(87)
Adani House, 56 Shrimali Society, Subsidiary
Nr. Mithakhali Six Roads, Navrangpura,
Ahmedabad-380009
42. Adani Agri Logistics (Katihar) Ltd. U63090GJ2016PLC086566 Step down 100 2(87)
Adani House, Nr. Mithakhali Six Roads, Subsidiary
Navrangpura, Ahmedabad-380009
43. Adani Agri Logistics (Kotkapura) Ltd. U63090GJ2016PLC086571 Step down 100 2(87)
Adani House, Nr. Mithakhali Six Roads, Subsidiary
Navrangpura, Ahmedabad-380009

Financial Statements
44. Adani Agri Logistics (Mansa) Ltd. U63030GJ2017PLC095203 Step down 100 2(87)
Adani House, 56 Shrimali Society, Subsidiary
Nr. Mithakhali Six Roads, Navrangpura,
Ahmedabad-380009
45. Adani Agri Logistics (Bathinda) Ltd. U63030GJ2017PLC095224 Step down 100 2(87)
Adani House, 56 Shrimali Society, Subsidiary
Nr. Mithakhali Six Roads, Navrangpura,
Ahmedabad-380009
46. Adani Agri Logistics (Moga) Ltd. U63030GJ2017PLC095190 Step down 100 2(87)
Adani House, 56 Shrimali Society, Subsidiary
Nr. Mithakhali Six Roads, Navrangpura,
Ahmedabad-380009
47. Adani Agri Logistics (Barnala) Ltd. U63090GJ2017PLC095187 Step down 100 2(87)
Adani House, 56 Shrimali Society, Subsidiary
Nr. Mithakhali Six Roads, Navrangpura,
Ahmedabad-380009
48. Adani Agri Logistics (Nakodar) Ltd. U63030GJ2017PLC095202 Step down 100 2(87)
Adani House, 56 Shrimali Society, Subsidiary
Nr. Mithakhali Six Roads, Navrangpura,
Ahmedabad-380009
49. Adani Agri Logistics (Raman) Ltd. U63030GJ2017PLC095188 Step down 100 2(87)
Adani House, 56 Shrimali Society, Subsidiary
Nr. Mithakhali Six Roads, Navrangpura,
Ahmedabad-380009
50. Adani Agri Logistics (Dhamora) Ltd. U74999GJ2018PLC103574 Step down 100 2(87)
Adani House, 56 Shrimali Society, Subsidiary
Nr. Mithakhali Six Roads, Navrangpura,
Ahmedabad-380009
51. Adani Agri Logistics (Borivali) Ltd. U63030GJ2018PLC103573 Step down 100 2(87)
Adani House, 56 Shrimali Society, Subsidiary
Nr. Mithakhali Six Roads, Navrangpura,
Ahmedabad-380009
52. Abbot Point Operations Pty Ltd. Foreign Company Subsidiary 100 2(87)
‘AMP Place’ Level 30, 10 Eagle Street,
Brisbane City, QLD 4000
53. Adani International Terminals Pte Ltd Foreign Company Subsidiary 100 2(87)
80. Raffles Place #33-20,
UOB Plaza, Singapore 048624

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Adani Ports and Special Economic Zone Limited

Sr Holding/ Subsidiary/
Name and address of the Company CIN/GLN % of shares held Applicable Section
No Associate
54. Adani Mundra Port Holding Pte Ltd Foreign Company Subsidiary 100 2(87)
80. Raffles Place #33-20,
UOB Plaza, Singapore 048624
55. Abbot Point Bulkcoal Pty Ltd. Foreign Company Step down 100 2(87)
Level 25, 10 Eagle Street, Subsidiary
Brisbane City, QLD 4000
56. Adani Abbot Port Pte Ltd. Foreign Company Step down 100 2(87)
80. Raffles Place #33-20, Subsidiary
UOB Plaza, Singapore 048624
57. Adani Mundra Port Pte Ltd. Foreign Company Step down 100 2(87)
80. Raffles Place #33-20, Subsidiary
UOB Plaza, Singapore 048624
58. Adani Yangon International Foreign Company Step down 100 2(87)
Terminal Company Ltd. Subsidiary
Unit 15, Level 10, Tower 2, HAGL
Myanmar Centre No. 192, Kaba Aye
Pagoda Road, Bahan Township,
Yangon, Myanmar
59. Adani International Container Terminal U61200GJ2011PTC065095 Joint Venture 50 2(6)
Pvt. Ltd.
Adani House, Nr. Mithakhali Six Roads,
Navrangpura, Ahmedabad-380009
60. Adani CMA Mundra Terminal Pvt. Ltd. U61200GJ2014PTC080300 Joint Venture 50 2(6)
Adani House, Nr. Mithakhali Six Roads,
Navrangpura, Ahmedabad-380009
61. Dholera Infrastructure Pvt. Ltd. U45203GJ2006PTC049426 Associate 49 2(6)
51, Geekni House, 5th Floor, Near Law
Garden, Ahmedabad- 390006
* Including shares held by Adani Logistics Ltd.
**Became Joint venture entity w.e.f May 3, 2019

IV. Share Holding Pattern (equity share capital breakup as percentage of total equity as on March 31, 2019)
i) Category-wise Share Holding

No of Shares held at the beginning of the year No. of Shares held at the end of the year
% Change
Category of
SN % of total % of total during
Shareholders Demat Physical Total Demat Physical Total
Shares Shares the year

A. Promoter
1 Indian
a) Individuals/HUF 2 - 2 0.00 2 - 2 0.00 -
b) Central Govt./State Govt. - - - - - - - - -
c) Bodies Corporate 14,05,12,153 - 14,05,12,153 6.78 14,05,12,153 - 14,05,12,153 6.78 -
d) Banks/FI - - - - - - - - -
e) Any Others
Family Trust 88,98,27,949 - 88,98,27,949 42.97 81,27,95,189 - 81,27,95,189 39.25 (3.27)
Sub Total(A)(1) 1,03,03,40,104 - 1,03,03,40,104 49.75 95,33,07,344 - 95,33,07,344 46.03 (3.27)
2 Foreign
a) NRIs-Individuals - - - - - - - - -
b) Other-Individuals - - - - - - - - -
c) Bodies Corporate 34,21,30,972 - 34,21,30,972 16.52 33,69,22,410 - 33,69,22,410 16.27 (0.25)
d) Banks/FI - - - - - - - - -
e) Any Other - - - - - - - - -
Sub Total(A)(2) 34,21,30,972 - 34,21,30,972 16.52 33,69,22,410 - 33,69,22,410 16.27 (0.25)
Total Shareholding of 1,37,24,71,076 - 1,37,24,71,076 66.27 1,29,02,29,754 - 1,29,02,29,754 62.30 (3.97)
Promoter and Promoter
Group (A)= (A)(1)+(A)(2)

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 Annual Report 2018-19

Corporate Overview
No of Shares held at the beginning of the year No. of Shares held at the end of the year
% Change
Category of
SN % of total % of total during
Shareholders Demat Physical Total Demat Physical Total
Shares Shares the year

B. Public shareholding
1 Institutions
a) Mutual Funds/ UTI 4,61,02,624 - 4,61,02,624 2.23 4,34,42,965 - 4,34,42,965 2.10 (1.13)
b) Banks/FI 47,41,394 - 47,41,394 0.23 42,41,909 - 42,41,909 0.20 (0.03)
c) Central Govt./ State 14,24,194 - 14,24,194 0.07 17,02,429 - 17,02,429 0.08 0.01
Govt.

Statutory Reports
d) Venture Capital Funds - - - - - - - - -
e) Insurance Companies 19,57,05,645 - 19,57,05,645 9.45 21,18,83,362 - 21,18,83,362 10.23 0.78
f) FII 54,97,526 - 54,97,526 0.26 31,50,948 - 31,50,948 0.15 (0.11)
g) Foreign Venture - - - - - - - - -
Capital Funds
h) Any Other
Foreign Portfolio 37,31,87,615 - 37,31,87,615 18.02 44,87,57,688 44,87,57,688 21.67 3.65
Investor
Alternate Investment 3,000 - 3,000 0.00 1,448 - 1,448 0.00 0.00
Funds

Financial Statements
Sub-Total (B)(1) 62,66,61,998 - 62,66,61,998 30.26 71,31,80,749 - 71,31,80,749 34.44 4.18
2 Non-institutions
a) Bodies Corporate
i Indian 1,75,12,603 5,648 1,75,18,251 0.85 1,46,74,105 5,648 1,46,79,753 0.71 (0.14)
ii Overseas - - - - - - - - -
b) Individuals
i Individuals shareholders 3,75,96,498 6,09,808 3,82,06,306 1.84 3,45,97,148 4,61,295 3,50,58,443 1.69 (0.15)
holding nominal share
capital up to ` 1 lakh

ii Individual shareholders 1,05,77,062 - 1,05,77,062 0.51 1,01,16,692 - 1,01,16,692 0.49 (0.02)

holding nominal
share capital in
excess of ` 1 lakh

c) NBFCs registered - - - - 8,918 - 8,918 0.00 0.00

with RBI
d) Other (specify)
Clearing Member 7,87,145 - 7,87,145 0.04 27,83,513 - 27,83,513 0.13 (0.09)
Non Resident 8,25,350 - 8,25,350 0.04 8,15,819 - 8,15,819 0.04 -
Indian (Repat)
Non Resident 3,40,565 - 3,40,565 0.02 3,73,539 - 3,73,539 0.02 -
Indian (Non Repat)
Foreign Portfolio - - - - 8,800 - 8,800 0.00 0.00
Investor (Individual)
Trusts 2,10,457 - 2,10,457 0.01 3,06,947 - 3,06,947 0.01 -
Foreign Nationals 14,123 - 14,123 0.00 14,123 - 14,123 0.00 -
Hindu Undivided 32,04,121 - 32,04,121 0.15 32,24,653 - 32,24,653 0.16 (0.01)
Family
IEPF 1,35,307 - 1,35,307 0.01 1,50,058 - 1,50,058 0.01 -
Sub-Total (B)(2) 7,12,03,231 6,15,456 7,18,18,687 3.47 6,70,74,315 4,66,943 6,75,41,258 3.26 0.21
Total Public Shareholding 69,78,65,229 6,15,456 69,84,80,685 33.73 78,02,55,064 4,66,943 78,07,22,007 37.70 3.97
(B)= (B)(1)+(B)(2)
- Shares held - - - - - - - - -
by Custodians
for GDRs & ADRs

GRAND TOTAL (A)+(B)+(C) 2,07,03,36,305 6,15,456 2,07,09,51,761 100.00 2,07,04,84,818 4,66,943 2,07,09,51,761 100.00 -

63
Adani Ports and Special Economic Zone Limited

ii) Shareholding of Promoters/Promoters Group

Shareholding at the beginning of the year Shareholding at the end of the year
% shares % shares % Change in
Sr % of total pledged/ % of total pledged/ shareholding
Shareholder’s Name
No No. of Shares shares of the encumbered No. of Shares shares of the encumbered during the
company to total company to total year
shares shares
1 Gautambhai Shantilal Adani 87,73,17,807 42.36 22.54 81,27,65,189 39.25 24.97 (3.12)
& Rajeshbhai Shantilal
Adani (on behalf of S. B.
Adani Family Trust)
2 Gautambhai Shantilal Adani 1,24,80,142 0.60 - - - - (0.60)
& Pritiben Gautambhai Adani
(on behalf of Gautam S.
Adani Family Trust)
3 Rajeshbhai Shantilal Adani 30,000 0.00 - 30,000 0.00 - -
& Shilin Rajeshbhai Adani
(on behalf of Rajesh S.
Adani Family Trust)
4 Adani Tradeline LLP 14,05,12,153 6.78 0.21 14,05,12,153 6.78 1.39 -
5 Pan Asia Trade & 52,08,562 0.25 - - - - (0.25)
Investment Pvt. Ltd.
6 Worldwide Emerging 7,90,46,818 3.83 - 7,90,46,818 3.83 - -
Market Holding Ltd.
7 Universal Trade And 8,08,61,339 3.90 - 8,08,61,339 3.90 - -
Investments Ltd.
8 Afro Asia Trade and 9,14,37,969 4.42 - 9,14,37,969 4.42 - -
Investments Ltd.
9 Emerging Market 8,55,76,284 4.13 - 8,55,76,284 4.13 - -
Investment DMCC
10 Gautambhai Shantilal Adani 1 0.00 - 1 0.00 - -
11 Rajeshbhai Shantilal Adani 1 0.00 - 1 0.00 - -
Total 1,37,24,71,076 66.27 22.75 1,29,02,29,754 62.30 26.36 (3.97)

iii) Change in Promoters’/Promoters’ Group Shareholding

Shareholding at the Cumulative Shareholding
beginning of the year during the year
Particulars
% of total shares % of total shares
No. of Shares No. of Shares
of the Company of the Company
At the beginning of the year 1,37,24,71,076 66.27 - -
- Market Sale# (8,22,41,322) (3.97) - -
At the end of the year - - 1,29,02,29,754 62.30
#Details of shares sold by Promoter/Promoter’s Group companies during the year is as under:

Shareholding at the Cumulative Shareholding

Sr beginning of the year Increase/ during the year
No Name % of total Date (Decrease) in Reason % of total
No. of Share shares of the shareholding No. of Shares shares of the
Company Company
1 Gautambhai Shantilal Adani 87,73,17,807 42.36 21.06.18 (3,75,00,000) Market Sale 83,98,17,807 40.55
& Rajeshbhai Shantilal
Adani (on behalf of S. B. 29.06.18 (2,70,52,618) Market Sale 81,27,65,189 39.25
Adani Family Trust)
2 Gautambhai Shantilal Adani 1,24,80,142 0.60 21.06.18 (1,24,80,142) Market Sale - -
& Pritiben Gautambhai Adani
(on behalf of Gautam S.
Adani Family Trust)
3 Pan Asia Trade and 52,08,562 0.25 21.06.18 (52,08,562) Market Sale - -
Investment Pvt. Ltd.

64
 Annual Report 2018-19

Corporate Overview
iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoter and Holders of GDRs and ADRs)
Shareholding at the Change in Shareholding Shareholding at the
beginning of the year (No. of Shares) end of the year
Sr
Name of Shareholder* % of total % of total
No
No. of Shares shares of the Decrease Increase No. of Shares shares of the
Company Company
1. Life Insurance Corporation of India 19,95,10,265 9.63 - 1,61,77,641 21,56,87,906 10.41
2. Europacific Growth Fund - - - 8,38,26,574 8,38,26,574 4.05
3. New World Fund INC 58,60,000 0.28 - 4,19,44,782 4,78,04,782 2.31
4. Camas Investments Pte Ltd - - - 2,70,52,618 2,70,52,618 1.31

Statutory Reports
5. Baytree Investments (Mauritius) Pte Ltd 2,07,56,910 1.00 - - 2,07,56,910 1.00
6. Government Pension Fund Global 1,40,27,162 0.68 - 6,72,969 1,47,00,131 0.71
7. American Funds Insurance Series - - - 1,46,43,483 1,46,43,483 0.71
International Fund
8. Vanguard Emerging Markets Stock Index 1,45,65,328 0.70 34,73,666 - 1,10,91,662 0.54
Fund, a Series of Vanguard International
Equity Index Funds
9. Vanguard Total International 1,11,20,926 0.54 3,03,605 - 1,08,17,321 0.52
Stock Index Fund

Financial Statements
10. Government of Singapore 1,42,19,009 0.69 36,18,500 - 1,06,00,509 0.51
*The shares of the Company are traded on a daily basis and hence the date wise increase / decrease in shareholding is not indicated. Shareholding is
consolidated based on permanent account number (PAN) of the shareholder.

v) Shareholding of Directors and Key Managerial Personnel

Shareholding at the Change in Shareholding Shareholding at the
beginning of the year (No. of Shares) end of the year
Name % of total Date % of total
No. of Shares shares of the Increase Decrease No. of Shares shares of the
Company Company
Directors:
Mr. Gautam S. Adani 1 0.00 - - - 1 0.00
Mr. Rajesh S. Adani 1 0.00 - - - 1 0.00
Dr. Malay Mahadevia - - - - - - -
Mr. Karan Adani - - - - - - -
Prof. G. Raghuram - - - - - - -
Mr. G. K. Pillai - - - - - - -
Mr. Sanjay Lalbhai - - - - - - -
Mrs. Radhika Haribhakti - - - - - - -
Mr. Mukesh Kumar, IAS - - - - - - -
Key Managerial Personnel:
Mr. Deepak Maheshwari1 - - 09.08.18 10,000 - - -
29.03.19 - 10,000
Ms. Dipti Shah2 3,600 0.00 - - - N.A.2 N.A.2
Mr. Kamlesh Bhagia3 108 0.00 - - - 108 0.00
1
Appointed as Chief Financial Officer w.e.f May 3, 2018
2
Ceased as Company Secretary w.e.f July 31, 2018
3
Appointed as Company Secretary w.e.f August 6, 2018

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Adani Ports and Special Economic Zone Limited

V. Indebtedness
Indebtedness of the Company including interest outstanding/accrued but not due for payment

(` in crore)
Secured Loans
Total
excluding Unsecured Deposits
Indebtedness
deposits
Indebtedness at the beginning of the financial year
i) Principal Amount 7,575.52 11,829.62 - 19,405.14
ii) Interest due but not paid - - - -
iii) Interest accrued but not due 229.92 73.99 - 303.91
Total (i+ii+iii) 7,805.44 11,903.61 - 19,709.05
Change in Indebtedness during the financial year
• Addition(Principal & Interest) 725.94 38,240.67 - 38,966.61
• Reduction(Principal & Interest) 2,680.50 31,820.55 - 34,501.05
• Exchange Difference (13.29) (722.46) - (735.75)
Net Change (1,967.85) 5697.66 - 3,729.81
Indebtedness at the end of the financial year
i) Principal Amount 5,687.82 18,948.83 - 24,636.65
ii) Interest due but not paid - - - -
iii) Interest accrued but not due 176.34 97.37 - 273.71
Total (i+ii+iii) 5,864.16 19,046.20 - 24,910.36

VI. Remuneration of Directors and Key Managerial Personnel

A. Remuneration to Managing Director, Whole-time Directors and/or Manager
(` in lakh)
Malay Mahadevia Karan Adani
Sr Gautam S. Adani
Particulars of Remuneration Whole Time Whole Time Total Amount
No Managing Director
Director Director & CEO
1 Gross salary
a) Salary as per provisions contained in section 180.00 927.61 150.00 1,257.61
17(1) of the Income-tax Act, 1961
b) Value of perquisites u/s 17(2) Income-tax Act, 1961 - 3.50 - 3.50
c) Profits in lieu of salary under section 17(3) - - - -
Income-tax Act, 1961
2 Stock Option - - - -
3 Sweat Equity - - - -
4 Commission
- as % of profit 100.00 - - 100.00
- others, specify - - - -
5 Others-contribution towards PF etc. - 30.56 - 30.56
Total 280.00 961.67 150.00 1,391.67
Ceiling as per the Act ` 36,661.60 lakh (@ 10% of profits calculated as per Section 198 of the Act).

66
 Annual Report 2018-19

Corporate Overview
B. Remuneration to other Directors
(` in lakh)
Fee for attending
Sr Others, please
Particulars of Remuneration board/ committee Commission Total Amount
No specify
meetings
1. Independent Directors
Prof. G. Raghuram 6.05 12.00 - 18.05
Mr. G. K. Pillai 4.40 12.00 - 16.40
Mr. Sanjay Lalbhai 1.10 - - 1.10
Mrs. Radhika Haribhakti 6.05 12.00 - 18.05

Statutory Reports
Total (1) 17.60 36.00 - 53.60
2. Other Non-Executive Directors
Mr. Rajesh S. Adani 9.30 - - 9.30
Mr. Mukesh Kumar, IAS - - - -
Total (2) 9.30 - - 9.30
Total (1+2) 26.90 36.00 - 62.90
Overall ceiling as per the Act ` 3,666.16 lakh (@ 1% of profits calculated as per Section 198 of the Act).

C. Remuneration to key managerial personnel other than MD/WTD/Manager

Financial Statements
(` in lakh)
Deepak
Dipti Shah Kamlesh Bhagia
Sr Maheshwari
Particulars of Remuneration Company Company Total Amount
No Chief Financial
Secretary2 Secretary3
Officer1
1 Gross salary
a) Salary as per provisions contained in section 17(1) of the 533.95 7.69 29.76 571.40
Income-tax Act, 1961
b) Value of perquisites u/s 17(2) Income-tax Act, 1961 3.50 0.59 0.38 4.47
c) Profits in lieu of salary under section 17(3) - - - -
Income-tax Act, 1961
2 Stock Option - - - -
3 Sweat Equity - - - -
4 Commission
- as % of profit - - - -
5 Others- contribution towards PF etc. 30.40 20.02 1.70 52.12
Total 567.85 28.30 31.84 627.99
1
Appointed as Chief Financial Officer w.e.f May 3, 2018
2
Ceased as Company Secretary w.e.f July 31, 2018. The remuneration includes retirement benefits.
3
Appointed as Company Secretary w.e.f August 6, 2018

VII. Penalties / Punishment/ Compounding of Offences

Details of penalty/
Section of the punishment/ Authority [RD / Appeal made, if any
Type Brief Description
Companies Act compounding fees NCLT/ COURT] (give details)
imposed
A. Company
Penalty
Punishment None
Compounding
B. Directors
Penalty
Punishment None
Compounding
C. Other Officers in default
Penalty
Punishment None
Compounding

67
Adani Ports and Special Economic Zone Limited

Annexure – B to the Directors’ Report

Form No. MR-3
SECRETARIAL AUDIT REPORT
for the financial year ended March 31, 2019
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No.9 of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014]

To b. The Securities and Exchange Board of India

The Members (Prohibition of Insider Trading) Regulations, 2015;
Adani Ports and Special Economic Zone Limited
c. The Securities and Exchange Board of India
I have conducted the secretarial audit of the compliance of (Issue of Capital and Disclosure Requirements)
applicable statutory provisions and the adherence to good Regulations, 2009 (Not Applicable to the Company
corporate practices by Adani Ports and Special Economic during the Audit Period);
Zone Limited (hereinafter called “the Company”). Secretarial
d. The Securities and Exchange Board of India
Audit was conducted in a manner that provided me a
(Share Based Employee Benefit) Regulation,
reasonable basis for evaluating the corporate conducts/
2014 (Not Applicable to the Company during
statutory compliances and expressing my opinion thereon.
the Audit Period);
Based on my verification of books, papers, minute books,
e. The Securities and Exchange Board of India (Issue
forms and returns filed and other records maintained
and Listing of Debt Securities) Regulations, 2008;
by the Company and also the information provided
by the Company, its officers, agents and authorised f. The Securities and Exchange Board of India
representatives during the conduct of secretarial audit, I (Registrars to an Issue and Share Transfer Agents)
hereby report that in my opinion, the Company has, during the Regulations, 1993 regarding the Companies Act
audit period covering the financial year ended on March 31, and dealing with client;
2019 complied with the statutory provisions listed hereunder
g. The Securities and Exchange Board of India
and also that the Company has proper Board processes and
(Delisting of Equity Shares) Regulations, 2009
compliance-mechanism in place to the extent, in the manner
(Not Applicable to the Company during the
and subject to the reporting made hereinafter:
Audit Period); and;
I have examined the books, papers, minute books, forms and
h. The Securities and Exchange Board of India
returns filed and other records maintained by the Company
(Buyback of Securities) Regulations, 1998 (Not
for the financial year ended on March 31, 2019 according to
Applicable to the Company during the Audit Period);
the provisions of:
vi) Laws specifically applicable to the industry to which
i) The Companies Act, 2013 (the Act) and the rules
the Company belongs, as identified by the management,
made thereunder;
that is to say:
ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’)
a. The Explosives Act, 1884 and Gas
and the rules made thereunder;
Cylinder Rules, 2004
iii) The Depositories Act, 1996 and the Regulations and
b. The Legal Metrology Act, 2009 & The Gujarat
Bye-laws framed thereunder;
Legal Metrology (Enforcement) Rules, 2011
iv) Foreign Exchange Management Act, 1999 and the
c. The Petroleum Act, 1934 and The
rules and regulations made thereunder to the extent of
Petroleum Rules, 2002
Foreign Direct Investment, Overseas Direct Investment
and External Commercial Borrowings; d. The Gujarat Special Economic Zone Act, 2004 &
The Gujarat Special Economic Zone Rules, 2005
v) The following Regulations and Guidelines prescribed
under the Securities and Exchange Board of India Act, e. The Merchant Shipping Act, 1958
1992 (‘SEBI Act’):
f. International Convention for The Safety of
a. The Securities and Exchange Board of India Life At Sea, 2002
(Substantial Acquisition of Shares and Takeovers)
g. Gujarat Maritime Board Act, 1981
Regulations, 2011
h. The Indian Railways Act, 1989 & Wagon
Investment Scheme

68
 Annual Report 2018-19

Corporate Overview
I have also examined compliance with the applicable clauses sent at least seven days in advance, and a system exists for
of the following: seeking and obtaining further information and clarifications
on the agenda items before the meeting and for meaningful
a. Secretarial Standards issued by the Institute of
participation at the meeting.
Company Secretaries of India.
Majority decision is carried through while the dissenting
b. The Securities and Exchange Board of India
members’ views are captured and recorded as part
(Listing Obligations and Disclosures Requirements)
of the minutes.
Regulations, 2015.(“LODR")
I further report that there are adequate systems and processes
During the period under review the Company has complied
in the Company commensurate with the size and operations
with the provisions of the Act, Rules, Regulations, Guidelines,

Statutory Reports
of the Company to monitor and ensure compliance with
Standards, etc. mentioned above subject to filing of
applicable laws, rules, regulations and guidelines.
certain e-forms with additional fees. The BSE Limited and
National Stock Exchange of India Limited have imposed I further report that during the audit period the Company has:
fine for non-compliance of provisions of LODR pertaining to
1. Passed a special resolution for approval of offer or
composition of Board of Directors in relation to appointment
invitation to subscribe to Securities for an amount not
of one Independent Director during the quarter ended
exceeding ` 5,000 crore.
March 31, 2019.
2. Passed a special resolution for approval of offer or
I further report that
invitation to subscribe to Non-Convertible Debentures

Financial Statements
During the year under report, one Independent Director was on private placement basis.
required to be appointed to make the composition of the
Board of Directors in conformity with LODR. The changes CS Ashwin Shah
Place: Ahmedabad Company Secretary
in the composition of the Board of Directors that took Date: May 27, 2019 C. P. No. 1640
place during the period under review were carried out in
compliance with the provisions of the Act.
Note: This report is to be read with our letter of even date
Adequate notice is given to all Directors to schedule the which is annexed as ‘Annexure-A’ and forms an integral part
Board Meetings, agenda and detailed notes on agenda were of this report.

‘Annexure-A’
To 4. Wherever required, we have obtained the Management
The Members representation about the compliance of laws, rules and
Adani Ports and Special Economic Zone Limited regulations and happening of events etc.
Our report of even date is to be read along with this letter 5. The compliance of the provisions of Corporate and
other applicable laws, rules, regulations, standards is
1. Maintenance of secretarial record is the responsibility
the responsibility of management. Our examination was
of the management of the Company. Our responsibility
limited to the verification of procedures on test basis.
is to express an opinion on these secretarial records
based on our audit. 6. The Secretarial Audit report is neither an assurance
as to the future viability of the Company nor of the
2. We have followed the audit practices and processes as
efficacy or effectiveness with which the management
were appropriate to obtain reasonable assurance about
has conducted the affairs of the Company.
the correctness of the contents of the Secretarial
records. The verification was done on test basis to
ensure that correct facts are reflected in secretarial
records. We believe that the processes and practices,
we followed provide a reasonable basis for our opinion.
3. We have not verified the correctness and CS Ashwin Shah
appropriateness of financial records and Books of Place: Ahmedabad Company Secretary
Accounts of the Company. Date: May 27, 2019 C. P. No. 1640

69
Adani Ports and Special Economic Zone Limited

Annexure – C to the Directors’ Report

Information pursuant to Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014

i) The ratio of the remuneration of each Director to the median remuneration of the employees of the
Company for the financial year 2018-19 and the percentage increase in remuneration of each Director,
Chief Financial Officer, Chief Executive Officer, Company Secretary in the financial year 2018-19:

Ratio of remuneration to
% increase in remuneration
Name of Directors/KMP median remuneration of
in the financial year
employees
Executive Directors:
Mr. Gautam S. Adani 36.75:1 -
Dr. Malay Mahadevia 126.20:1 (13.51)
Mr. Karan Adani 19.69:1 -
Non-Executive Directors:
Mr. Rajesh S. Adani1 1.22:1 55.00
Mr. Mukesh Kumar, IAS1 - -
Mr. Sanjay Lalbhai1 0.14:1 83.00
Prof. G. Raghuram2 2.37:1 18.75
Mr. G. K. Pillai2 2.15:1 28.13
Mrs. Radhika Haribhakti2 2.37:1 23.63
Key Managerial Personnel:
Mr. Deepak Maheshwari3 N.A. N.A.
Ms. Dipti Shah4 N.A. N.A.
Mr. Kamlesh Bhagia5 N.A. N.A.
1
Reflects sitting fees
2
Reflects sitting fees and commission
3
Appointed as Chief Financial Officer w.e.f May 3, 2018
4
Ceased as Company Secretary w.e.f July 31, 2018
5
Appointed as Company Secretary w.e.f August 6, 2018

ii) The percentage increase in the median remuneration of employees in the financial year: 9.01%
iii) The number of permanent employees on the rolls of Company: 1,240 as on March 31, 2019.
iv) Average percentile increase already made in the salaries of employees other than the managerial personnel
in the last financial year and its comparison with the percentile increase in the managerial remuneration
and justification thereof and point out if there are any exceptional circumstances for increase in the
managerial remuneration:
- Average increase in remuneration of employees excluding KMPs: 1.40%
- Average increase in remuneration of KMPs: 2.71%
- KMP salary increases are decided based on the Company's performance, individual performance, inflation, prevailing
industry trends and benchmarks.
v) Affirmation that the remuneration is as per the Remuneration Policy of the Company:
The Company affirms remuneration is as per the Remuneration Policy of the Company.

70
 Annual Report 2018-19

Annexure – D to the Directors’ Report

Corporate Overview
Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo
Information as required under Section 134(3)(m) of the Companies Act, 2013 read with rule 8(3) of the Companies (Accounts)
Rules, 2014 are set out as under:

A. Conservation of Energy • Automation of back-up diesel generation set

installed at various gates & offices in out-port &
I) Steps taken or impact on
SEZ area to ON/OFF in case of failure/restoration

Statutory Reports
conservation of energy
of mains supply.
• Average power factor of the system has been
• Use of battery operated bicycles in Samudra
maintained up to 0.974 for west port.
Township & Shantivan colony for internal
• Average power factor of the system has been movements by technicians.
maintained up to 0.96 for Multi-purpose
• Remote monitoring & operation of 66KV South
Terminal (MPT).
Basin GIS, MPT S/s & South Zone GIS through
• Optimum use of lights at platform and conveyor SCADA from Central Control Room.
area while non-operational hours with PLC

Financial Statements
• Use of power cable with water sealable tap &
(programmable logic controller) based control.
HDPE outer sheath considering higher water
• Power saving through compressor house run table in coastal area.
hour optimisation with Adani Power (Mundra)
• Hot line (Live line) maintenance of electrical
Limited & Wagon loading System run hours.
system in 66KV Switchyard at MPT.
II) Steps taken by the Company for utilising
• Pilot for real time remote monitoring of earth pit
alternate sources of energy
at 220KV MRSs.
• Installation and commissioning of 1.7 MW
• Introduced electricity power demand monitoring
Solar PV (photovoltaic system) on roof tops at
software developed in house and given training
various locations (Cover Storage Area, Adani
to control room operator to optimise the same as
Hospital, Water Treatment Plant, 4ML Pumping
per requirement.
Station, Project store and Shantivan colony)
at Mundra, will generate annual electricity of • Rip detection system installed in long distance
2.68 million units. and critical conveyors at 500 meter interval to
avoid long distance belt damage.
• Installation and commissioning of 12 MW
Wind Turbine Generator in SEZ area by MPSEZ • Enhancement of operation efficiency by
Utilities Private Limited (Distribution Licensee), TLS (Truck loading System) by increasing
a subsidiary of APSEZL, will generate annual batch quantity.
electricity of 42.15 million units.
• Truck positioning sensor installation in road
III) Capital investment on energy Weigh Bridge for avoiding cargo loss or
conservation equipment theft of cargo.
• Investment of ` 7.43 crore for vendor • Sub Station auto fire prevention system
finance model for replacement of HPSV light installation for auto fire prevention in high
fittings by LED lights. voltage and low voltage panel by aerosol system.
• Integration of each installed Energy Meter into in
B. Technology Absorption
“Energy Management System (EMS)” for energy
I) Efforts made towards technology absorption consumption monitoring purpose.
A number of automation and technological • Introduced GSM based technology to on/off the
initiatives have been undertaken during the year. Capacitor Bank in Sub-Stations through mobile.
Some of these include:

71
Adani Ports and Special Economic Zone Limited

• Astro base timer installed in all lighting tower to III) In case of imported technology (imported
control the lighting based on sunrise and sunset. during the last three years reckoned
from the beginning of the financial
• Reverse parking camera system installed in
year): Not applicable
Reach stacker with warning to operator in case
of object detection. IV) Expenditure incurred on Research and
Development: Not applicable
• For Crane to Crane Collision system due to
limitation of System replaced existing system
C. Foreign Exchange Earnings and Outgo
with Radar Based technology in RTG cranes.
The particulars relating to foreign exchange earnings
II) Benefits derived like product improvement,
and outgo during the year under review are as under:
cost reduction, product development or
import substitution: (` in crore)
• Grab Ship Unloader (GSU) Crane monitoring Particulars 2018-19 2017-18
system (CMS) computer replaced by indigenous Foreign exchange earned - -
make & program converted to windows 7. Foreign exchange outgo 620.57 541.64

• Addition of 3 nos. GSU in operational from

non-operational area to increase to productivity
of receiving side.

72
 Annual Report 2018-19

Annexure to the Directors’ Report

Corporate Overview
Annual Report on Corporate Social Responsibility (CSR) activities for the financial year 2018-19 as per
Section 135 of the Companies Act, 2013

1. A brief outline of the Company’s CSR policy, 2. The Composition of the CSR Committee
including overview of projects or programmes
• Mr. Rajesh S. Adani, Chairman
proposed to be undertaken and a reference to

Statutory Reports
the web-link to the CSR policy and projects • Mr. Sanjay Lalbhai, Member
or programmes:
• Dr. Malay Mahadevia, Member
The Company has framed Corporate Social Responsibility
(CSR) Policy which encompasses its philosophy and 3. Average net profit of the Company for last
guides its sustained efforts for undertaking and three financial years: ` 3,418.41 crore
supporting socially useful programs for the welfare &
sustainable development of the society. 4. Prescribed CSR Expenditure (two percent of
the amount as in item 3 above): ` 68.37 crore
The Company carried out/ implemented its CSR activities/

Financial Statements
projects directly and through Adani Foundation.
5. Details of CSR spent during the financial year:
The Company has identified Education, Community
Health, Sustainable Livelihood and Rural Infrastructure a) Total amount spent for the financial year 2018-19:
as the core sectors for CSR activities. The CSR Policy has ` 6,837.19 lakh
been uploaded on the website of the Company at https://
b) Amount unspent, if any: Nil
www.adaniports.com/ Investors/Corporate-Governance.

c) Manner in which the amount spent during the financial year: Details are as under :

(` in lakh)
1 2 3 4 5 6 7 8
Sr CSR project or activity Sector in which Projects or programs Amount Amount spent on the Cumulative Amount spent:
No identified the Project is outlay projects or programs expenditure
covered (budget) upto to
(1) Local area or other project or Sub-heads: reporting Direct or through
(2) Specify the State and programs (1) Direct (2) period. implementing
district where projects wise expenditure Overheads agency
or programs was on projects
undertaken or programs
1. Adani Vidya Mandir – Education Ahmedabad & 317.20 317.27 - 1,548.58 Through Adani
operating CBSE School Bhadreshwar, Gujarat Foundation
Surguja, Chhattisgarh
2. Adani DAV Public Mundra, Gujarat 628.00 627.85 - 3,128.93
School and Adani - Dhamra &
KISS building cost Baripada, Odisha
3. Encouraging Education Mundra & 320.50 320.36 - 1,017.12
by distributing Ahmedabad, Gujarat
scholarships, school kits Udupi, Karnataka
and enable teachers by Tiroda, Maharashtra
giving trainings Kattupalli, Tamilnadu
4. Project - Udaan with Mundra, Gujarat 485.30 485.14 - 1,695.58
Other programmes Tiroda, Maharashtra
5. Education and Ahmedabad 55.00 55.27 - 173.27 Direct
Social development & Bhuj, Gujarat
6. Providing Infrastructure Community Bhuj, Gujarat - - - 751.00 Direct
support to Gujarat Health - - - 254.26 Through Adani
Adani Institute of Foundation
Medical Sciences
7. Swachhagraha – An Across India 174.50 174.43 - 532.20
initiative to create
culture of cleaniness
8. Catering Medical Mundra, Gujarat 62.22 62.22 - 155.97
Help through Mobile Tiroda, Maharashtra
Health Care Units Dhamra, Orissa
Udupi, Karnataka

73
Adani Ports and Special Economic Zone Limited

(` in lakh)
1 2 3 4 5 6 7 8
Sr CSR project or activity Sector in which Projects or programs Amount Amount spent on the Cumulative Amount spent:
No identified the Project is outlay projects or programs expenditure
covered (budget) upto to
(1) Local area or other project or Sub-heads: reporting Direct or through
(2) Specify the State and programs (1) Direct (2) period. implementing
district where projects wise expenditure Overheads agency
or programs was on projects
undertaken or programs
9. Medical Support Ahmedabad & 144.50 144.62 - 521.73 Through Adani
to needy and poor Mundra, Gujarat Foundation
patients including Tiroda, Maharashtra
senior citizen by Dhamra, Orissa
rural clinics and Udupi, Karnataka
medical camps and
de-addiction camps
10. Collaborative Actions Mundra, Gujarat - - - 5.54
in Lowering Maternity
Encounters Death
(CALMED)
11. Dead body carrier Mundra, Gujarat 16.75 16.72 - 35.01
vehicle support
12. Health Card to Mundra, Gujarat 98.00 98.19 - 637.16
Senior citizens
and Truck Drivers
13. Anaemia Reduction and Mundra, Gujarat 0.05 0.04 - 12.61
Prevention Programme Tiroda, Maharashtra
& Support to ICDC to
reduce Malnutrition
14. Establishing Anand, Gujarat - - - 120.00 Direct
multi-specialty
Charusat Hospital
15. Health, sanitation Ahmedabad & - - - 19.65 Through Adani
and education related Mundra, Gujarat Foundation
awareness activity
16. Health Services 1.88 1.69 - 513.77 Direct
17. Eradicating extreme Sustainable Mundra, Gujarat 2.20 2.12 - 288.88 Direct
hunger and poverty Livelihood Mumbai & Pune,
Development Maharashtra
18. Old Age Home & shelter Mumbai, 100.00 100.00 - 100.00 Direct
to elderly people Maharashtra
19 Self-sustainability and Mundra, Gujarat 7.50 7.87 - 7.87 Direct
career development
20. Self-sustainability and Mundra, Gujarat 716.50 716.59 - 2,152.31 Through Adani
career development Foundation
of youth through
enhancing skill
21. Improving agricultural Mundra, Gujarat 76.75 76.56 - 173.62
production using Tiroda, Maharashtra
technology by Dhamra, Orissa
providing training to Murmugao, Goa
farmers at local level
22. Support to Mumbai, Maharashtra - - - 306.58
Om Creation Trust
23. G-Auto Project Ahmedabad, Gujarat - - - 30.66
24. Ensuring environmental 20.25 20.24 - 45.01 Direct
sustainability

74
 Annual Report 2018-19

Corporate Overview
(` in lakh)
1 2 3 4 5 6 7 8
Sr CSR project or activity Sector in which Projects or programs Amount Amount spent on the Cumulative Amount spent:
No identified the Project is outlay projects or programs expenditure
covered (budget) upto to
(1) Local area or other project or Sub-heads: reporting Direct or through
(2) Specify the State and programs (1) Direct (2) period. implementing
district where projects wise expenditure Overheads agency
or programs was on projects
undertaken or programs
25. Support provided Rural Mundra & 704.90 704.49 - 3,512.44 Through Adani
to improve rural Infrastructure Hazira, Gujarat Foundation

Statutory Reports
infrastructure works Development Tiroda, Maharashtra,
such as community Chhindwara,
hall, pond deepening, Madhya Pradesh,
repairing and Udupi, Karnataka,
constructing houses, Vizhinjam, Kerala
bore well repairing, safe Murmugao, Goa
drinking water etc.
26. Promoting Rural Sport Rural Sports Mundra, Gujarat 11.00 11.21 - 187.68
and mobilising youth Udupi, Karnataka
Vizhinjham, Kerela

Financial Statements
27. Disaster Management Disaster Banaskantha, Gujarat - - - 75.63
– Flood relief work Management
28. Disaster Management Kerala & Odisha 2,750 2,750 - 2,750 Direct
– Flood relief work
& Ockhi Cyclone
29. Environment Environment Pan India 144.00 144.31 - 594.31 Through Adani
Awareness and Foundation
maintenance of
Ecological balance
30. Support Olympics Supporting Gujarat - - - 67.50
Athletes Athletes
Total 6,837.00 6,837.19 - 21,414.87

6. In case the Company has failed to spend the two percent of the average net profit of the last three
financial years or any part thereof, the Company shall provide the reasons for not spending the
amount in its Board Report: Not applicable

7. CSR Committee Responsibility Statement

The CSR Committee confirms that the implementation and monitoring of CSR Policy, is in compliance with CSR
objectives and policy of the Company.

Gautam S. Adani Rajesh S. Adani

Chairman and Managing Director Chairman - CSR Committee
(DIN: 00006273) (DIN: 00006322)

75
Adani Ports and Special Economic Zone Limited

Addendum to Directors’ Report

Dear Shareholders,
The Board of Directors at its meeting held on May 27, 2019, had approved the Directors' Report for the financial year ended
March 31, 2019. Subsequently, the Board at its meeting held on June 4, 2019, had recommended the final dividend on the
equity shares for the financial year ended March 31, 2019 and also approved the proposal of buy-back of equity shares
of the Company.
Accordingly, the Board has approved this Addendum to Directors’ Report dated May 27, 2019 which shall be deemed to be a
part of the original Directors’ Report and shall be read along with it.

Dividend on Equity Shares

Your Directors have recommended a final dividend of 10% (` 0.20 per equity share of ` 2 each) on the equity shares for
the financial year 2018-19. The said dividend, if approved by the members, would involve a cash outflow of ` 49.93 crore
including tax thereon.

Buyback of equity shares

Your Directors at its meeting held on June 4, 2019, approved the proposal for buy-back of upto 3,92,00,000 equity shares
(being 1.89% of the total paid-up equity share capital of the Company) from the equity shareholders of the Company as on
June 21, 2019 (the “Record Date”) at a price of ` 500 per equity share for an aggregate amount not exceeding ` 1,960 crore
on a proportionate basis through Tender Offer route in accordance with the provisions of the Securities and Exchange Board
of India (Buy-Back of Securities) Regulations, 2018 and the Companies Act, 2013 and rules made thereunder.

For and on behalf of the Board of Directors

Gautam S. Adani
Place: Ahmedabad Chairman and Managing Director
Date: June 4, 2019 (DIN: 00006273)

76
 Annual Report 2018-19

Management Discussion and Analysis

Corporate Overview
• ALL has confirmed its intent to acquire Innovative
1. Company Overview
B2B Logistics Solutions Pvt. Ltd.
Adani Ports and Special Economic Zone Limited
(APSEZ) is India’s largest private commercial ports 2. Economy Review
developer and operator company. Promoted by the
2.1 Global Economy

Statutory Reports
Adani Group, the Company has a seamless integration of
three verticals – Ports, Logistics and Special Economic Global economic activity markedly slowed in the second
Zones (SEZs). In less than two decades, it has built, half of 2018 after strong growth in 2017 and early 2018,
acquired and developed an unparalleled portfolio of mainly on account of factors emanating from advanced
ports infrastructure and services across India. Currently, economies. After expanding to 4% in 2017, global
it has 9 strategically located ports and terminals in growth remained somewhat strong at 3.8% in the first
operation and one under construction at Vizhinjam, half of 2018, only to significantly drop to 3.2% in the
second half. Global activity softened in the midst of a
The Company operates three logistics parks in Haryana,
rise in trade and tariff tensions between the US and
Punjab and Rajasthan through its subsidiary, Adani

Financial Statements
China, along with tight financial conditions globally.
Logistics Limited (ALL). When it comes to servicing
core national needs, APSEZ is prepared with scale, Growth in China weakened due to regulatory tightening
scope and speed. and an increase in trade tensions with the US. However,
diminished consumer spending and reduced business
Highlights of FY19
investment weakened this growth towards the end of
• Became the first port operator in India to handle the the year. Fading consumer and business confidence,
208 MMT cargo on consolidated basis and depleting external demand slowed down economic
growth in the eurozone.
• Cargo growth seen across all cargo segments in all
ports and regions; rate of growth outpaced all India Outlook
ports and major ports The International Monetary Fund (IMF) estimates
world output to slow down from 3.6% in 2018 to 3.3%
• Restarted operations at Vizag terminal and
in 2019, before normalising back to 3.6% in 2020. Also,
commenced commercial operations at Ennore port
the global trade volume in goods and services will
with regular weekly calls by Maersk Line
slowdown from 3.9% in 2018 to 3.4% in 2019, before
• Acquired Adani Agri Logistics Limited (AALL), which growing to 3.9% in 2020.
will add 28 locations and seven trains to Adani’s
logistics network

Global Growth (%)

Actual Projections
Particulars
2018 2019 2020
World Output 3.6 3.3 3.6
Advanced Economies 2.2 1.8 1.7
US 2.9 2.3 1.9
Eurozone 1.8 1.3 1.5
Japan 0.8 1.0 0.5
UK 1.4 1.2 1.4
Other Advanced Economies 2.6 2.2 2.5
Emerging Markets and Developing Economies 4.5 4.4 4.8
China 6.6 6.3 6.1
Source: The IMF

2.2 Indian Economy consumption and investment. Consumption remained

the larger driver, supported by rising disposable income
India continued to perform exceedingly well in
and subsequent increases in spending. Domestic
comparison to its global counterparts. India’s Central
demand strengthened on the back of structural reforms
Statistics Office (CSO) has estimated the growth rate
such as the Goods and Services Tax (GST) rollout and
for the economy in FY19 at 7.2%, a tad higher than
bank recapitalisation. In the last five years (FY15 to
last financial year’s 6.7%. Growth was primarily led by
FY19), the average GDP growth rate has been at 7.7%.

77
Adani Ports and Special Economic Zone Limited

Outlook commodities in FY19 were containers and coal, as usual.

Business cycle in India remains in an expansion phase. Along with crude and Petroleum Oil Lubricants (POL),
The output gap is negative as headwinds, especially the three constitute majority of India’s commodity
on the global front, continue. In FY19, there is also a basket of trade volumes. In minerals, iron ores reduced
likelihood of policy uncertainties around a strong substantially in FY19 compared to the previous year.
national and important provincial election calendar.
Cargo volumes handled by 12 major ports was 699 MMT
Growth outlook ahead remains positive: GDP growth in
in FY19. Out of these, nine ports witnessed growth and
FY19 is projected at 7.1-7.4% compared to 7.0% in FY18.
the remaining three – V.O. Chidambaranar, Mormugao
Higher financial flows to the commercial sector, boost
and Mumbai –contracted in cargo volumes compared to
to consumption from rural public spending and a rise in
last year. Mormugao Port registered the highest decline
household disposable incomes on account of tax cuts
in cargo traffic (-34.3%), mainly due to substantial
are seen as the growth drivers ahead.
reduction in iron ore volumes (-59.3%). Highest growth
was registered at Kamarajar Port (13.3%) followed by
Annual GDP Growth Rate (%) Kolkata (10.1%), Cochin (9.9%), Jawaharlal Nehru Port
Trust - JNPT (7.1%) and Paradip (7.1%). Cargo wise,
Deendayal Port (Kandla) handled the highest traffic
8.2

(115.4 MMT) in FY19, followed by Paradip (109.3 MMT),

7.0
7.1

6.7

JNPT (70.7MMT), Vizag (65.3 MMT) and Kolkata/Haldia

(63.7 MMT). Together, these five ports handled around
60% of major ports volume in FY19.

Cargo traffic at major ports (million tonnes)

699.05
FY16 FY17 FY18 FY19

679.36
Source: The CSO
647.43

3. Industry Review
606.37

3.1 Ports
Global seaborne trade volume grew by 4% in FY18, the
fastest in five years. Outlook for global port-handling
activity remains positive, supported by regional
economic growth and port infrastructure development
FY16 FY17 FY18 FY19
plans. Muted outlook on global demand and related
uncertainties constitute the downside risks on
global port volume. FY 17 Major port volume was 648.3 MMT(IPA)
Source: Ministry of Shipping, Indian Ports Association
Trading between different nations has always been a
significant contributor in terms of increasing wealth
and growing economy. Ports are the gateways for EXIM  stimated traffic handled by non-major ports is 576.5 MMT
E
trade and play a crucial role in India’s trade. According in FY19, reflecting a growth of 9.0% over last year. At 137
to the Ministry of Shipping, approximately 95% of MMT in FY19, Mundra Port ranked No. 1 in commercial cargo
India’s trade by volume and 70% by value moves through handling at all-India level. Arguably, Mundra Port also has
maritime transport, which clearly highlights the the most diversified commodity profile among all important
importance of ports and their contribution in backing ports in India.
the growth and development of the Indian economy.
Improvement and Efficiency
In spite of the good potential to boost cargo volumes,  hile increasing the capacity of major ports, the Ministry
W
Indian ports have not seen remarkable growth in recent of Shipping has also been focusing on improving their
years. According to Indian Ports Association (IPA), in operational capabilities through policy and procedural
FY19, estimated cargo volumes handled at Indian ports changes and mechanisation. As a result, key efficiency
was around 1,275 MMT (699 MMT by major ports and parameters have improved considerably. The Average
576 MMT by non-major ports, including the coastal Turnaround Time has reduced by 25% to 64 hours in FY18
and transhipment cargo), translating into a growth of from 87 hours in FY17. The higher efficiency and productivity
5.5% over 1,209 MMT handled in FY18. In the current had translated into net profit for major ports increasing by
fiscal year, non-major ports witnessed a healthy growth nearly 75% to 34 billion. Also, two major ports — Kandla and
of 9.0%, while growth of major ports was subdued at Paradip — achieved the milestone of handling more than
3.0%. Share of non-major ports in overall cargo handled 100 MT of cargo in FY18.
in FY19 was 45.2% against 43.8% in FY 18. Key growth

78
 Annual Report 2018-19

Average turnaround time for major ports (hours)

Corporate Overview
3. Sagarmala Pariyojana
Sagarmala Pariyojana, launched in 2015, focuses on
enhancing the performance of the logistics sector
in India by setting up new mega ports, modernising
107

existing ports, and developing 14 Coastal Employment

102

96 Zones (CEZs) and Coastal Employment Units. More than

94

605 projects having a total cost of ` 8.8 lakh crore have

87

82
been identified under Sagarmala. Of these, 89 projects
worth ` 0.14 lakh crore are completed and 443 projects

72
64
worth ` 4.32 lakh crore are under various stages of

Statutory Reports
implementation and development. The project aims to
promote port-led development with a view to reduce
logistics cost for EXIM and domestic trade.
4. Port capacity target
The Ministry of Shipping, along with the State
Governments, is striving to increase the overall
port capacity to 3,500+ Million Metric Tonnes Per
FY12 FY13 FY14 FY15 FY16 FY17 FY18 FY19 Annum (MMTPA) to cater to the projected traffic of
2,500 MMTPA by 2025. Towards this end, 249 port

Financial Statements
Note: Turnaround time is the time spent by a ship at the port until modernisation projects have been identified. Out of
departure
these, 107 port capacity expansion projects (costing
P – Provisional – Up to September 2018
Source: Ministry of Shipping, Indian Ports Association ` 67,962 crore) were identified from the port master
plans of 12 major ports and are expected to add 794
MMTPA to the major port capacity over the next 20 years.
Government Initiatives
Outlook
 o meet the ever-increasing trade requirements of the
T
Ports are the drivers of socio-economic change and
country, the Indian Government has taken multiple initiatives
aid the long-term growth trajectory of the economy.
to improve infrastructure development linked to ports.
The government is striving to develop ports into
1. 
Multi-modal terminal under the Jal Marg manufacturing ecosystems that attract trade as well
Vikas Project (JMVP) as investments. The industry has undergone significant
The JMVP is being executed on the Haldia- Varanasi changes with the introduction of new policies,
stretch of National Waterway-1 (NW-1) with the amendments to existing policies, increase in cargo
technical assistance and investment support of the traffic, spurt in private participation and development
World Bank, at an estimated cost of 53 billion on a 50:50 of new greenfield ports. Given Sagarmala’s scope
sharing basis between the Government of India and the and the huge investment requirement, the key lies in
World Bank. The project involves the construction of effective and timely project execution.
three multi-modal terminals (Varanasi, Sahibganj, and
3.2 Logistics Industry
Haldia); two inter-modal terminals; five Roll On – Roll
Off (Ro-Ro) terminal pairs, integrated vessel repair and Currently, the Indian logistics industry is highly
maintenance facilities; a Differential Global Positioning fragmented and unorganised, with organised players
System (DGPS); a River Information System (RIS); and accounting for approx. 10% of the total market share.
river training and river conservancy works. With the customer base including a wide range
of industries such as retail, automobile, telecom,
2. Port-based multi-product SEZ: JNPT
pharmaceuticals and heavy industries, the logistics
India’s No.1 port, JNPT, plans to develop the SEZ in
industry requires significant investments. There is
277 hectares and expand it under the Engineering,
a need for an organised logistics policy that removes
Procurement and Construction (EPC) model. The SEZ
approvals and communications with multiple agencies,
will be as a Self-sustainable Integrated Development
ensures effective monitoring and follows a complete
Project, having a potential of generating over 1.5 lakh
tech-driven approach. This is turn will help India’s
direct and indirect jobs. At present, JNPT has leased
logistics sector leap into becoming one of the most
a 44-acre plot to Hindustan Infra Pvt. Ltd., the Indian
promising sectors of the Indian economy.
arm of Dubai-based DP World. A dedicated team,
comprising infrastructure experts and consultants, is Outlook
deployed at the site where work is progressing rapidly. According to CARE Ratings, India’s logistics industry is
The mega-project has notched 35% financial progress projected to be worth $215 billion by FY21, recording a
so far and is due to be completed by July 2019. The cost 10% Compounded Annual Growth Rate (CAGR) over its
of the project is estimated at 40 billion. approximate size of $160 billion in FY17.

79
Adani Ports and Special Economic Zone Limited

The industry's growth is expected to be driven by Company in modern grain storage infrastructure. The
the strides in the manufacturing, retail, Fast-Moving acquisition of AALL has added 28 locations and 7 trains
Consumer Goods (FMCG) and e-commerce sectors. to the Adani logistics portfolio.
Development of logistics-related infrastructure, such
Adani Logistics has confirmed its intent to acquire
as dedicated freight corridors, logistics parks, free trade
Innovative B2B Logistics Solutions Pvt. Ltd., which would
warehousing zones and container freight stations, are
add 14 container rakes to our existing fleet of rakes and
expected to improve efficiency.
one logistic park. Adani Logistics will be operating five
logistics parks and more than 60 rakes, which include
4. Performance Overview
the existing fleets, fleets on order and newly acquired
During the year under review, the performance of ones. The Company is also in the process of doubling its
the Company is encouraging. We have been leading warehousing capacity in this fiscal year.
across all the fronts and Mundra Port continues to be
Adani Logistics operates logistics parks at Patli,
the largest commercial port in India, handling 137 MMT
Kishangarh and Kila-Raipur. It also operates CFS / EXIM
of cargo in FY19. The total cargo handled across all
yards at Mundra, Hazira and Kattupalli. The Company
Adani Ports is 208 MMT.
will be adding more facilities during the coming fiscal.
We maintained a growth record that was better than Adani Logistics also extends trucking solutions, first/
the rest of the industry and registered a 15% growth last mile transport and domestic movements.
in cargo volumes in FY19 compared to FY18. We will
Shanti Sagar International Dredging Pvt. Ltd. (SSIDPL)
continue to lead innovative practices, adopt technology
has a total fleet of 18 dredgers, the largest in India.
and set examples of efficient port operations.
SSIDPL has ordered for four more dredgers, which will
Performance Highlights be operational in FY20. By the end of FY20, its dredging
fleet will stand at 22 dredgers.
We operate nine ports and terminals across the
coastline of India. APSEZ facilities have a pan-India Our port services include marine, intra-port transport,
footprint, with presence in five maritime states of India, storage, and other value-added and evacuation
viz. Gujarat, Goa, Andhra Pradesh, Tamil Nadu and services for a diverse range of customers, primarily
Odisha. Our Vizhinjam Port is in the project phase. It terminal operators, shipping lines and agents,
will be India’s first transshipment port and is expected exporters, importers and other port users. This helps
to be operational by 2022. us diversify income sources, eliminate revenue leakage,
reduce financial risk and compete more effectively.
The nine ports and terminals consist of 47 berths
Consequently, our cargo and service mix has a
spanning across 14,000+ metres of quay length and
significant effect on the results of operations.
two single-point moorings to facilitate the handling of
Dry Bulk, Liquid Cargo, Crude Oil, Containers, Ro-Ro and Special Economic Zone
Project Cargo. Our operational facilities are equipped
The multi-product SEZ at Mundra is the largest notified
with the latest cargo-handling facilities, which are not
SEZ in India, with notified area of 8,481.28 hectares.
only best in class but are also capable of handling the
Exports from Mundra SEZ up to March 2019 was
largest vessels calling at Indian ports.
about ` 18,957 crore (cumulative). With its multi-modal
APSEZ formed a strategic collaboration with CMA connectivity, including road, rail, seaport and airport,
Terminals and with Mediterranean Shipping Company Mundra SEZ is expected to attract an increasing
to jointly operate two container terminals with a amount of investments in the coming years.
combined capacity of 4.2 million TEU’s at Mundra port.
In addition to the 16 codevelopers approved by the
Both these terminals put together handled 2.68 million Government of India for providing various infrastructure
TEU’s achieving a growth rate of 30% over last year. facilities, as on March 31, 2019, total 46 entities have
obtained approval for setting up their units in the SEZ.
APSEZ, along with its subsidiary Adani Logistics Ltd.
Some of them have already started operations and
(Adani Logistics), has been a pioneer in investing in the
export activities. Some are under construction. These
recently launched General Purpose Wagon Investment
units have already invested about ` 9,288 crore.
Scheme of Indian Railways, which allows private players
to own general-purpose rakes. The combination of ports As part of the growth strategy that relies on cluster-based
and general-purpose rakes will enable us to achieve the development, a chemical cluster, including propane
objective of providing end-to-end logistics solution to dehydrogenation and its downstream ancillary
customers, including port operations and hinterland units, is also being developed within the industrial
logistics for bulk cargo. During the year Adani Logistics estate at Mundra.
continued to acquire container rakes and general
Strategy
purpose wagon rakes.
• Continue to add capacity at appropriate ports and
Adani Logistics in March, 2019 acquired Adani Agri target new ports in other states like Maharashtra,
Logistics Limited (AALL), which is India’s largest Andhra Pradesh and West Bengal

80
 Annual Report 2018-19

Corporate Overview
• Expand portfolio of logistics services and assets and PSA International Pte. Ltd. has resulted in competition
become a one-stop solution provider among western ports for the NCR region cargo. Apart
from port infrastructure, there are also challenges on
• Aim to have logistics parks at over 15 locations,
the commodity front. With the government’s focus
operating 100 rakes by 2023
on domestic thermal coal production and fertiliser
• Digitise the logistics value chain to the extent that manufacturing, import of these commodities might
customers and other stakeholders not only get to witness substantial fall in the long run.
view cargo movement and transactions on their
Connectivity and operational efficiency improvement at
screens, but also get to control them
major ports pose a challenge to APSEZ ports. However,
• Commit to conserve and improve our environment APSEZ has developed a formal risk assessment and

Statutory Reports
and take steps towards building a vibrant, secure and management system that periodically identifies such
resilient society risks, evaluates their consequences, initiates risk
mitigation strategies and implements corrective actions
Outlook
wherever required. The APSEZ Audit Committee reviews
By consistently growing in double digit in terms of
the report on risk management on a quarterly basis and
cargo volumes, APSEZ has positioned itself as a market
recommends corrective actions for implementation.
leader in the Indian port industry. Port modernisation
The risk assessment developed at APSEZ as per
and capacity addition projects at major ports through
OHSAS 18001 standards are reviewed regularly or as
Sagarmala and other initiatives have lately given
and when any change in system/ process takes place

Financial Statements
rise to competition. However, factors such as deep
or any incident takes place. APSEZ has been making
draught berths, minimum pre-berthing delays and fast
steady progress in addressing specific risks and threats
turnaround of vessels make APSEZ stand out. Additional
through cargo diversification, strategic capacities at
features such as state-of-the-art port infrastructure
ports, long-term customer contracts, enhancement in
facilities, domain expertise in the port services industry,
operational efficiencies, cost optimisation and provision
specialised infrastructure constructed to handle specific
of integrated logistics services.
commodities, established customer relationships,
ability to facilitate port-based development, consistent In recent times, various new policy initiatives have
high-quality service and the ability to flexibly meet our generated new business opportunities in the ports
customers’ requirements (including in tariffs) equip and logistic sector in India. The government’s thrust
APSEZ to compete strongly with state-run as well as on adoption of cleaner and greener energy has
private ports. meant new business opportunities in the LPG + LNG
business. Opportunities also exist for Ship-to-Ship (STS)
To pave way for the next round of growth at APSEZ,
cargo-handling operations at certain ports. APSEZ
thrust on comprehensive logistics services is essential.
has started STS at Dhamra in order to feed regional
In order to achieve this, logistic parks will be developed
ports. However, nearly a third of India-bound container
across the country. Similarly, the number of rake fleet
cargo still follows transhipment route, especially from
will be increased substantially in the coming years.
Colombo, Singapore and other regional countries’
Exchange to Exchange (E2E) logistics, Third-party
ports. Substantial opportunity thus exists for the
Logistics (3PL), warehousing, and other similar
development of transhipment port on the Indian coast.
facilities and services shall be offered to customers
APSEZ’s strategic investment in Vizhinjam port, close to
to enhance the competitiveness of APSEZ. Focus on
the global container trunk route, presents an excellent
next-generation technology adoption and innovation
business opportunity.
culture development will cement APSEZ’s position
as a market leader. New avenues for international Recent trends in upsizing of cargo vessels to
expansion of ports at selective locations are in the achieve economies of scale require next-generation
exploratory stage to create value to the organisation infrastructure at ports. Infrastructure and
and its stakeholders. super-infrastructure available at APSEZ ports, such as
deep draft, longer quay lengths, and high mechanisation
5. Risks, Opportunities and Threats and evacuation facilities, has made the Company the
first choice among many customers. Superior and
Over-capacity at regional levels is one of the key
reliable services as well as long-term relationships with
concerns in the port industry. Through various
the customers give an edge to APSEZ in the market. New
initiatives, the government and private players have
opportunities in coastal shipping, inland waterways and
continuously added new capacities, even as cargo
dredging are being evaluated. APSEZ is keenly following
volumes have not matched up accordingly. Resulting
these markets to leverage and aid future growth with
inter-port competitions have become challenging,
key infrastructure projects in pipeline to capture value
leading port operators to rethink business strategies.
at the opportune time. Efficient and reliable multi-modal
For example, overcapacities in container terminals at
port connectivity is a decisive factor in the successful
the Chennai port cluster (ports of Chennai, Kattupalli,
journey of ports. APSEZ is hence making serious efforts
Ennore and Krishnapatnam) will likely result in stiff
to increase multi-modal connectivity (new connectivity
competition for common hinterland container cargo. In
+ capacity augmentation). For an integrated logistics
the western region, operationalisation of JNPT 4th CT by

81
Adani Ports and Special Economic Zone Limited

business like APSEZ, there is ample opportunity to grow By acquiring the right talent, providing a motivating
organically as well as inorganically in future. work environment, empowering employees to be
proactive, encouraging informed risk taking, offering
6. Human Resource Development growth opportunities and developing future leaders, we
have built a strong team culture.
At APSEZ, people are our competitive advantage. It is
our employees who create extraordinary results for our At APSEZ, our people always come first; profits naturally
customers on a continuous basis. Growth and speed are follow. We strive to be not merely another employer, but
a way of life at APSEZ. Exponential growth, expansion an employer that empowers its people to experience
and exploring new territories have created a wide range and celebrate the success of businesses.
of career opportunities, which not only fuel the passion
of people, but also meet their professional aspirations. 7. Financial Review
APSEZ provides an open and dynamic work environment Consolidated Financial Performance
where the organisation believes in its people and also
The Company recorded total income to the tune of
recognises that its success and growth are driven by
` 12,287.78 crore during FY19 compared to ` 12,333.89
them. It is the competence and capability of our people
crore in the corresponding previous financial year.
that sets us apart from other players in the industry
and lends us the competitive edge to build tomorrow’s The Company generated Earnings before Interest,
enterprise, today. Depreciation and Tax (EBIDTA) of ` 8,429.82 crore
during FY19 compared to ` 8,156.34 crore in the
We understand the strategic importance of
previous year (excluding foreign exchange gain/loss).
organisational and employee capability building in
achieving our vision and business result. Therefore, all Profit before Tax (PBT) for FY19 stood at ` 5,126.28
systems, processes and people practices are designed crore compared to ` 5,234.13 crore in the previous year.
and executed to enhance organisational performance.
Net profit for FY19 is ` 4,044.75 crore compared to
We pride ourselves in our people management ` 3,689.95 crore in the previous financial year.
processes that help us meet commitments consistently.
Earnings per Share (EPS) stood at ` 19.27 on face
We offer not just a job, but a satisfying career and a
value of ` 2 each.
workplace of the future. APSEZ is a young and vibrant
company where the average workforce age is 39 years.
We respect our people and value the strength of each
and every employee.

Key Financial Ratios and Return on Net Worth

The key financial ratios compared to the last financial year are as under:

Current Previous
Sr.
Particulars FY ended FY ended Changes %
No.
March 31, 2019 March 31, 2018
1 Debtors Turnover (Days) 100 89 12%
2 Inventory Turnover (Days) 22 19 17%
3 Interest Coverage Ratio 6.09 5.45 12%
4 Current Ratio 1.58 4.45 -64%
5 Debt Equity Ratio 0.85 1.01 -16%
6 Operating Profit Margin (%) 65% 63% 3%
7 Net Profit Margin (%) 33% 30% 10%
8 Return on Average Net Worth (%) 18% 19% -7%
Notes:
a. Above ratios are based on consolidated financial statements of the company.
b. Current Ratio : There is a change of approx. 64% in current ratio due to increase in short term borrowings to fund certain acquisitions
planned for the month of March, 2019 and to hold liquidity for certain debt maturities due April, 2019.
c. Definitions of Ratios :
1. Debtors Turnover : average trade receivable by revenue from operations for the year.
2. Inventory Turnover : average inventory by revenue from operations for the year.
3. Interest Coverage Ratio : total EBIDTA by finance cost for the year.
4. Current Ratio : current assets by current liabilities (excluding current maturity of long term borrowings).
5. Debt Equity Ratio :total debt (excluding working capital borrowings) by total equity at the end of the year.
6. Operating Profit Margin : operating EBIDTA by operating revenue for the year.
7. Net Profit Margin :profit for the year by total income for the year.
8. Return on Average Net Worth : profit for the year by average net worth for the year.
 Where, Operating EBIDTA means Operating Income less operating expenses, employee costs and other/administrative expenses, excluding
foreign exchange gain/loss.

82
 Annual Report 2018-19

Corporate Overview
8. Internal Control Systems and Their Adequacy periodically engages outside experts to carry out an
independent review of the effectiveness of various
The Company has put in place strong internal control
business processes.
systems and best-in-class processes commensurate
with its size and scale of operations. • Internal audit is carried out in accordance with the
auditing standards to review design effectiveness
There is a well-established multidisciplinary
of the internal control system and procedures to
Management Audit & Assurance Services (MA&AS)
manage risks, operation of monitoring control and
that consists of professionally qualified accountants,
compliance with relevant policies and procedures,
engineers and SAP-experienced executives. It
and recommend improvement in the processes
carries out extensive audit throughout the year,
and procedures.

Statutory Reports
across all functional areas and submits its reports to
the Management and Audit Committee about the The Audit Committee of the Board of Directors
compliance with internal controls, efficiency and regularly reviews the execution of the Audit Plan
effectiveness of operations and key process risks. and the adequacy and effectiveness of internal audit
systems, and monitors the implementation of internal
Some key features of the Company’s internal
audit recommendations, including those relating to
controls system are:
the strengthening of the Company’s risk management
• Adequate documentation of policies and guidelines. policies and systems.
• Preparation and monitoring of Annual Budgets
9. Cautionary Statement

Financial Statements
through monthly review for all operating and
service functions. The discussion hereunder covers the performance of
APSEZ and its business outlook for the future. This
• The MA&AS department prepares a Risk-based
outlook is based on assessment of the current business
Internal Audit scope with the frequency of audit
environment and government policies. The change in
being decided by risk ratings of areas/functions.
future economic and other developments are likely to
Risk-based scope is discussed among the MA&AS
cause variation in this outlook.
team, functional heads / process owners / CEO & CFO.
The audit plan is formally reviewed and approved by Statements in the Management Discussion and
the Audit Committee of the Board. Analysis describing the Company’s objectives,
projections, estimates, expectations and others may
• The entire internal audit processes are
constitute ‘forward-looking statements’ within the
web-enabled and managed on-line by the Audit
meaning of applicable securities, laws and regulations.
Management System.
Actual results may differ from those expressed or
• The Company has a strong compliance management implied. Several factors that could significantly impact
system, which runs on an online monitoring system. the Company’s operations include economic conditions
affecting demand, supply and price conditions in
• The Company has a well-defined delegation of power
the domestic and overseas markets, changes in the
with authority limits for approving revenue and capex
government regulations, tax laws and other statutes,
expenditure, which is reviewed and suitably amended
climatic conditions and such incidental factors over
on an annual basis.
which the Company does not have any control.
• The Company uses an Enterprise Resource Planning
The Company undertakes no obligation to publicly
(ERP) system (SAP) to record data for accounting,
update or revise any forward-looking statements,
consolidation and management information
whether as a result of new information, future
purposes and connects to different locations for
events or otherwise.
efficient exchange of information.
• Apart from having all policies, procedures and an
internal audit mechanism in place, the Company

83
Adani Ports and Special Economic Zone Limited

Corporate Governance Report

the Company is managed in a manner that fulfils

1. Company's Philosophy on Code of Governance
stakeholder’s aspirations and societal expectations.
Corporate Governance is about meeting our strategic
Composition of the Board
goals responsibly and transparently, while being
accountable to our stakeholders. The Company is The Company has a balanced Board with optimum
equipped with a robust framework of corporate combination of Executive and Non-Executive Directors,
governance that considers the long-term interest of including independent professionals, which plays a
every stakeholder as we operate with a commitment to crucial role in Board processes and provides independent
integrity, fairness, equity, transparency, accountability judgment on issues of strategy and performance.
and commitment to values. The framework lays down
The Board currently comprises of 10 (ten) Directors out
procedures and mechanisms for enhancing leadership
of which 3 (three) Directors are Executive Directors, 2
for smooth administration and productive collaboration
(two) are Non-Executive, Non-Independent Director
among employees, value chain, community, investors
and remaining 5 (five) are Independent Directors.
and the Government.
Independent Directors are Non-Executive Directors
Courage, Trust and Commitment are the main tenets of as defined under Regulation 16(1)(b) of the Listing
our Corporate Governance Philosophy: Regulations. The maximum tenure of the Independent
Directors is in compliance with the Companies Act,
• Courage: we shall embrace new ideas and businesses.
2013 (“Act”). All the Independent Directors have
• Trust: we shall believe in our employees and confirmed that they meet the criteria as mentioned
other stakeholders. under regulation 16(1)(b) of the Listing Regulations
and Section 149 of the Act. The present strength of
• Commitment: we shall stand by our promises and
the Board reflects judicious mix of professionalism,
adhere to high standard of business.
competence and sound knowledge which enables the
The Company believes that sustainable and long-term Board to provide effective leadership to the Company.
growth of every stakeholder depends upon the judicious
No Director is related to each other except Mr. Gautam
and effective use of available resources and consistent
S. Adani and Mr. Rajesh S. Adani, who are related to
endeavour to achieve excellence in business along with
each other as brothers and Mr. Karan Adani who is son
active participation in the growth of society, building of
of Mr. Gautam S. Adani.
environmental balances and significant contribution in
economic growth. None of the Directors on the Company’s Board is
a Member of more than 10 (ten) Committees and
The Company is in compliance with the conditions
Chairman of more than 5 (five) Committees (Committees
of corporate governance as required under the SEBI
being, Audit Committee and Stakeholders’ Relationship
(Listing Obligations and Disclosures Requirements)
Committee) across all the companies in which he/
Regulations, 2015 (“Listing Regulations”), as applicable.
she is Director. All the Directors have made necessary
disclosures regarding Committee positions held by
2. Board of Directors
them in other companies and do not hold the office of
At the helm of the Company’s Corporate Governance Director in more than 10 (ten) public companies as on
practice is its Board. The Board provides strategic March 31, 2019.
guidance and independent views to the Company’s
The current composition of the Board is in conformity
senior management while discharging its fiduciary
with the Regulation 17 of the Listing Regulations.
responsibilities. The Board also provides direction
and exercises appropriate control to ensure that

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 Annual Report 2018-19

Corporate Overview
 The composition of the Board of Directors as on May 27, 2019 and the number of other Directorship and Committee
positions held by them as on March 31, 2019 are as under.

No. of other Details of Committee4

Name, Designation & Directorship (other than APSEZL)
Category of Directorship
DIN of Director held3 (other than
APSEZL) Chairman Member
Mr. Gautam S. Adani, Promoter & Executive 5 - -
Chairman & Managing Director
DIN: 00006273
Mr. Rajesh S. Adani, Promoter & Non-Executive 6 1 7

Statutory Reports
Director
DIN: 00006322
Dr. Malay Mahadevia, Executive 4 - 1
Whole-Time Director
DIN: 00064110
Mr. Karan Adani, Executive 8 - -
Whole-Time Director & CEO
DIN: 03088095
Mr. Mukesh Kumar, IAS1 Non-Independent & Non-Executive 9 - -

Financial Statements
Director
DIN: 06811311
Prof. G. Raghuram, Independent & Non-Executive 1 - -
Director
DIN: 01099026
Mr. G. K. Pillai, Independent & Non-Executive 4 1 3
Director
DIN: 02340756
Mr. Sanjay Lalbhai, Independent & Non-Executive 4 1 1
Director
DIN: 00008329
Mrs. Radhika Haribhakti, Independent & Non-Executive 5 - 5
Director
DIN: 02409519
Mrs. Nirupama Rao2, Independent & Non-Executive N.A. N.A. N.A.
Director
DIN: 06954879
1
Appointed as Director w.e.f. October 23, 2018
2
Appointed as Director w.e.f. April 22, 2019
3
Excluding Private Ltd. Companies, which are not the subsidiaries of Public Ltd. Companies, Foreign Companies, Section 8 Companies and
Alternate Directorships.
4
Includes only Audit Committee and Stakeholders' Relationship Committee.

85
Adani Ports and Special Economic Zone Limited

Details of name of other listed entities where Directors of the Company are Directors and the category of
Directorship are as under:

Name of other Listed entities in which

Name of Director Category of Directorship
the concerned Director is a Director
Mr. Gautam S. Adani, Adani Enterprises Ltd. Promoter & Executive
DIN: 00006273 Adani Transmission Ltd. Promoter & Executive
Adani Gas Ltd. Promoter & Non-Executive
Adani Power Ltd. Promoter & Non-Executive
Adani Green Energy Ltd. Promoter & Non-Executive
Mr. Rajesh S. Adani, Adani Enterprises Ltd. Promoter & Executive
DIN: 00006322 Adani Transmission Ltd. Promoter & Executive
Adani Power Ltd. Promoter & Executive
Adani Green Energy Ltd. Promoter & Non-Executive
Dr. Malay Mahadevia, Vadilal Industries Ltd. Non-Executive & Independent Director
DIN: 00064110
Mr. Karan Adani, - -
DIN: 03088095
Mr. Mukesh Kumar, IAS Gujarat Pipavav Port Ltd. Non-Executive & Non-Independent Director
DIN: 06811311
Prof. G. Raghuram, Take Solutions Ltd. Non-Executive & Independent Director
DIN: 01099026
Mr. G. K. Pillai, Zuari Agro Chemicals Ltd. Non-Executive & Independent Director
DIN: 02340756 Berger Paints India Ltd. Non-Executive & Independent Director
Mr. Sanjay Lalbhai, Arvind Ltd. Promoter & Executive
DIN: 00008329 Arvind SmartSpaces Ltd. Promoter & Non-Executive
Arvind Fashions Ltd. Promoter & Non-Executive
The Anup Engineering Ltd. Promoter & Non-Executive
Mrs. Radhika Haribhakti, Navin Fluorine International Ltd. Non-Executive & Independent Director
DIN: 02409519 Rain Industries Ltd. Non-Executive & Independent Director
Mahanagar Gas Ltd. Non-Executive & Independent Director
ICRA Ltd. Non-Executive & Independent Director
EIH Associated Hotels Ltd. Non-Executive & Independent Director
Mrs. Nirupama Rao, ITC Ltd. Non-Executive & Independent Director
DIN: 06954879 KEC International Ltd. Non-Executive & Independent Director
JSW Steel Ltd. Non-Executive & Independent Director

Board Meeting and Procedure

agenda papers, the same is placed before the Board by
The internal guidelines for Board/Committee meetings way of Table Agenda or Chairman’s Agenda. Frequent
facilitate the decision making process at the meetings and detailed deliberation on the agenda provides the
of the Board/Committees in an informed and strategic roadmap for the future growth of the Company.
efficient manner.
Minimum 4 (four) pre-scheduled Board meetings are
Board Meetings are governed by structured agenda. held every year. Apart from the above, additional Board
All major agenda items are backed by comprehensive meetings are convened by giving appropriate notice to
background information to enable the Board to address the specific needs of the Company. In case of
take informed decisions. The Company Secretary in business exigencies or urgency of matters, resolutions
consultation with the Senior Management prepares the are also passed by way of circulation.
detailed agenda for the meetings.
Detailed presentations are made at the Board /
Agenda papers and Notes on Agenda are circulated to Committee meetings covering finance and operations of
the Directors, in advance, in the defined Agenda format. the Company, global business environment, all business
All material informations are being circulated along with areas of the Company including business opportunities,
Agenda papers for facilitating meaningful and focused business strategy and the risk management practices
discussions at the meeting. Where it is not practicable before taking on record the quarterly / half yearly /
to attach any document to the Agenda, the same is annual financial results of the Company.
tabled before the meeting with specific reference to
The required information as enumerated in Part A of
this effect in the Agenda. In special and exceptional
Schedule II of Listing Regulations is made available to
circumstances, additional or supplementary item(s) on
the Board of Directors for discussions and consideration
the Agenda are permitted. In order to transact some
at every Board Meetings. The Board periodically
urgent business, which may come up after circulation

86
 Annual Report 2018-19

Corporate Overview
reviews compliance reports of all laws applicable to at least once in every quarter to review the Company’s
the Company as required under Regulation 17(3) of the operations and financial performance. The maximum
Listing Regulations. time gap between any two meetings is not more
than 120 days. The necessary quorum was present in
The important decisions taken at the Board / Committee
all the meetings.
meetings are communicated to departments concerned
promptly. Action taken report on the decisions taken at The Act read with the relevant rules made thereunder,
the meeting(s) is placed at the immediately succeeding now facilitates the participation of a Director in Board/
meeting of the Board / Committee for noting by the Committee Meetings through video conferencing or
Board/Committee. other audio-visual mode. Accordingly, the option to
participate in the Meeting through video conferencing

Statutory Reports
During the year under review, Board met five times
was made available for the Directors in compliance with
on May 3, 2018, August 6, 2018, October 23, 2018,
the provisions of the Act.
February 6, 2019 and March 18, 2019. The Board meets

The details of attendance of Directors at the Board Meetings and at the last Annual General Meeting are as under:

No. of Meetings
Attendance at
Name of Director Held during the
Attended last AGM
tenure
Mr. Gautam S. Adani 5 4 Yes

Financial Statements
Mr. Rajesh S. Adani 5 4 Yes
Dr. Malay Mahadevia 5 5 Yes
Mr. Karan Adani 5 4 Yes
Prof. G. Raghuram 5 5 Yes
Mr. G. K. Pillai 5 5 Yes
Mr. Sanjay Lalbhai 5 2 No
Mrs. Radhika Haribhakti 5 5 Yes
Mr. Mukesh Kumar, IAS1 2 - N.A
Mrs. Nirupama Rao2 N.A. N.A. N.A.
1
Appoitned as Director w.e.f. October 23, 2018
2
Appointed as Director w.e.f. April 22, 2019

Skills / expertise competencies of the Meeting, fulfil the conditions specified in the Listing
Board of Directors Regulations and are independent of the Management.
The following is the list of core skills / competencies Note on appointment/re-appointment of Director
identified by the Board of Directors as required in the
Mr. Rajesh S. Adani, Director is retiring at the ensuing
context of the Company’s business and that the said
Annual General Meeting and being eligible, has offered
skills are available within the Board Members:
himself for re-appointment.
1) Embrace the shared vision, mission and values of
Mr. Mukesh Kumar, IAS and Mrs. Nirupama Rao were
the organisation;
appointed as Additional Directors w.e.f October 23,
2) Knowledge of industry / sector, policies, major 2018 and April 22, 2019 respectively. The Company
risks / threats and potential opportunities in which has received notice from the member of the Company
the Company operates; signifying its intention for their appointment as
Directors of the Company.
3) Technical skills / experience in accounting / finance
/ government or public policy / economy / human The Board had re-appointed Dr. Malay Mahadevia as
resource management / strategy development and Whole Time Director for tenure of five years w.e.f May
implementation / Capital planning; 15, 2019 subject to approval of members at the ensuing
Annual General Meeting of the Company.
4) Governance competencies like Director in large
organisation, compliance focus, leadership, risk The Board had also re-appointed Prof. G. Raghuram and
management experience, Business judgement. Mr. G. K. Pillai as Independent Directors for a second
term of five consecutive years w.e.f. August 9, 2019
Confirmation as regards independence of
subject to approval of members at the ensuing Annual
Independent Directors
General Meeting of the Company.
In the opinion of the Board, both the existing
The brief resume and other information required to be
Independent Directors and those who are proposed
disclosed under this section is provided in the Notice
to be appointed/ re-appointed at the Annual General
convening the Annual General Meeting.

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Adani Ports and Special Economic Zone Limited

Code of Conduct a. Matters required to be included in the

Director’s Responsibility Statement to be
The Board has laid down a Code of Conduct for all
included in the Board’s report in terms of
the Board Members and Senior Management of
clause (c) of sub-section 3 of Section 134 of
the Company (the “Code”). The Code is available on
the Companies Act, 2013;
the website of the Company www.adaniports.com. All
Board Members and Senior Management Personnel b. Changes, if any, in accounting policies and
have affirmed compliance of the Code. A declaration practices and reasons for the same;
signed by the Whole Time Director & CEO to this effect
c. Major accounting entries involving
is attached to this report.
estimates based on the exercise of judgment
by management;
3. Committees of the Board
d. Significant adjustments made in the financial
The Board Committees play a vital role in ensuring sound
statements arising out of audit findings;
Corporate Governance practices. The Committees are
constituted to handle specific activities and ensure e. Compliance with listing and other legal
speedy resolution of the diverse matters. The Board requirements relating to financial statements;
Committees are set up under the formal approval of
f. Disclosure of any related party transactions;
the Board to carry out clearly defined roles which are
considered to be performed by members of the Board, g. Modified opinion(s) in the draft audit report.
as a part of good governance practice. The Board
5. Reviewing, with the management, the quarterly
supervises the execution of its responsibilities by the
financial statements before submission to the
Committees and is responsible for their action. The
board for approval;
minutes of the meetings of all the Committees are
placed before the Board for review. 6. Reviewing, with the management, the statement
of uses / application of funds raised through an
A) Audit Committee
issue (public issue, rights issue, preferential issue,
The Audit Committee of the Company was constituted etc.), the statement of funds utilised for purposes
on September 22, 2001 and subsequently reconstituted other than those stated in the offer document /
from time to time to comply with statutory requirement. prospectus / notice and the report submitted by
the monitoring agency monitoring the utilisation
The Audit Committee acts as a link among the
of proceeds of a public or rights issue, and making
Management, the Statutory Auditors, Internal Auditors
appropriate recommendations to the Board to
and the Board of Directors to oversee the financial
take up steps in this matter;
reporting process of the Company. The Committee’s
purpose is to oversee the quality and integrity of 7. Review and monitor the auditor’s independence
accounting, auditing and financial reporting process and performance, and effectiveness of
including review of the internal audit reports and audit process;
action taken report.
8. Approval or any subsequent modification of
Terms of reference transactions of the Company with related parties;
The powers, role and terms of reference of the Audit
9. Scrutiny of inter-corporate loans and investments;
Committee covers the areas as contemplated under
Listing Regulations and Section 177 of the Act. The brief 10. Valuation of undertakings or assets of the Company,
terms of reference of Audit Committee are as under: wherever it is necessary;
1. Oversight of the Company’s financial reporting 11. Evaluation of internal financial controls and risk
process and the disclosure of its financial management systems;
information to ensure that the financial statement
12. Reviewing, with the management, the performance
is correct, sufficient and credible;
of statutory and internal auditors, adequacy of the
2. Recommendation for appointment, remuneration internal control systems;
and terms of appointment of auditors
13. Reviewing the adequacy of internal audit function,
of the Company;
if any, including the structure of the internal audit
3. Approval of payment to statutory auditors for any department, staffing and seniority of the official
other services rendered by the statutory auditors; heading the department, reporting structure
coverage and frequency of internal audit;
4. Reviewing, with the management, the annual
financial statements and auditor's report thereon 14. Discussion with internal auditors of any significant
before submission to the board for approval, with findings and follow up there on;
particular reference to:

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 Annual Report 2018-19

Corporate Overview
15. Reviewing the findings of any internal 22. Carrying out any other function as is mentioned in
investigations by the internal auditors into matters the terms of reference of the Audit Committee.
where there is suspected fraud or irregularity or a
Review of Information by Audit Committee
failure of internal control systems of a material
1. The management discussion and analysis of
nature and reporting the matter to the board;
financial condition and results of operations;
16. Discussion with statutory auditors before the
2. Statement of significant related party transactions
audit commences, about the nature and scope of
submitted by management;
audit as well as post-audit discussion to ascertain
any area of concern; 3. Management letters / letters of internal control
weaknesses issued by the statutory auditors;

Statutory Reports
17. To look into the reasons for substantial defaults, if
any, in the payment to the depositors, debenture 4. Internal audit reports relating to internal
holders, shareholders (in case of non-payment of control weaknesses;
declared dividends) and creditors;
5. The appointment, removal and terms of
18. To review the functioning of the Whistle remuneration of the Chief Internal Auditor.
Blower mechanism;
6. Statement of deviations:
19. Approval of appointment of Chief Financial Officer
a) quarterly statement of deviation(s) including
after assessing the qualifications, experience and
report of monitoring agency, if applicable,

Financial Statements
background, etc. of the candidate;
submitted to stock exchange(s).
20. Reviewing financial statements, in particular
b) annual statement of funds utilised for
the investments made by the Company’s
purposes other than those stated in the offer
unlisted subsidiaries;
document / prospectus / notice.
21. Reviewing the utilisation of loans and/ or advances
Meeting, Attendance & Composition of the
from/investment by the holding company in the
Audit Committee
subsidiary exceeding ` 100 crore or 10% of the
During the year under review, Audit Committee met five
asset size of the subsidiary, whichever is lower
times on May 3, 2018, August 6, 2018, October 23, 2018,
including existing loans / advances / investments;
February 6, 2019 and March 18, 2019. The intervening
gap between two meetings did not exceed 120 days.

The Composition of the Audit Committee and details of attendance of the members at the meetings held during the
year are given below:
No. of Meetings
Name and designation Category Held during the
Attended
tenure
Mr. G. K. Pillai, Chairman Non-Executive & Independent Director 5 5
Prof. G. Raghuram, Member Non-Executive & Independent Director 5 5
Mr. Rajesh S. Adani, Member Non-Executive & Non-Independent Director 5 4
Mrs. Radhika Haribhakti, Member Non-Executive & Independent Director 5 5

All members of the Audit Committee have accounting and subsequently reconstituted from time to time to
and financial management knowledge and expertise / comply with statutory requirement.
exposure. The Audit Committee meetings are attended
Terms of reference
by the Chief Financial Officer, representatives of
The powers, role and terms of reference of Nomination
Statutory Auditors, Internal Auditor and Finance &
and Remuneration Committee covers the areas as
Accounts department.
contemplated under the Listing Regulations and
The Board of Directors review the Minutes of the Audit Section 178 of the Act. The brief terms of reference of
Committee Meetings at its subsequent Board Meetings. Nomination and Remuneration Committee are as under:
The Company Secretary and Compliance Officer act as 1. Formulation of the criteria for determining
Secretary of the Committee. qualifications, positive attributes and
independence of a director and recommend to
Mr. G. K. Pillai, Chairman of the Audit Committee was
the Board a policy, relating to the remuneration
present at the last Annual General Meeting to answer
of the directors, key managerial personnel and
shareholder queries.
other employees;
B) Nomination and Remuneration Committee
2. Formulation of criteria for evaluation of
The Nomination and Remuneration Committee of Independent Directors and Directors and the Board;
the Company was constituted on September 3, 2005
3. Devising a policy on Board diversity;

89
Adani Ports and Special Economic Zone Limited

4. Identifying persons who are qualified to become 7. To recommend to the board, all remuneration, in
directors and who may be appointed in senior whatever form, payable to senior management;
management in accordance with the criteria
8. Carrying out any other function as is mandated
laid down and recommend to the Board their
by the Board from time to time and / or enforced
appointment and removal;
by any statutory notification, amendment or
5. To extend or continue the terms of appointment modification, as may be applicable.
of the independent director, on the basis
Meeting, Attendance & Composition of the
of the report of performance evaluation of
Nomination and Remuneration Committee
independent directors;
During the year under review, Nomination and
6. To recommend / review remuneration of the Remuneration Committee met three times on May 3,
Managing Director(s) and Whole-time Director(s) 2018, August 6, 2018 and October 23, 2018.
based on their performance and defined
assessment criteria;

The composition of the Nomination and Remuneration Committee and details of attendance of the member at the
meetings held during the year are given below:

No. of Meetings
Name and designation Category Held during the
Attended
tenure
Prof. G. Raghuram, Chairman Non-Executive & Independent Director 3 3
Mr. Rajesh S. Adani, Member Non-Executive & Non-Independent Director 3 3
Mrs. Radhika Haribhakti, Member Non-Executive & Independent Director 3 3

The Board of Directors review the Minutes of the The Company has also taken a Directors’ & Officers’
Nomination and Remuneration Committee Meetings at Liability Insurance Policy.
its subsequent Board Meetings.
ii) Performance Evaluation Criteria for Independent
The Company Secretary and Compliance Officer act as Directors
Secretary of the Committee. The performance evaluation criteria for
independent directors are determined by the
Remuneration Policy
Nomination and Remuneration Committee. An
The remuneration policy of the Company is directed
indicative list of factors that may be evaluated
towards rewarding performance, based on review
include participation and contribution by a
of achievements on a periodic basis. The Company
director, commitment, effective deployment of
endeavours to attract, retain, develop and motivate
knowledge and expertise, effective management
the high-caliber executives and to incentivise them
of relationship with stakeholders, integrity and
to develop and implement the Group’s Strategy,
maintenance of confidentiality and independence
thereby enhancing the business value and maintain
of behaviour and judgement.
a high-performance workforce. The policy ensures
that the level and composition of remuneration of the iii) Remuneration to Executive Directors
Directors is optimum. The remuneration of the Executive Directors
is recommended by the Nomination and
i) Remuneration to Non-Executive Directors
Remuneration Committee to the Board based
The remuneration by way of commission to the
on criteria such as industry benchmarks,
non-executive directors is decided by the Board
the Company’s performance vis-à-vis the industry,
of Directors. The members at the Annual General
responsibilities shouldered, performance/track
Meeting held on August 11, 2015 approved the
record, macro-economic review on remuneration
payment of remuneration by way of commission
packages of heads of other organisations. On
to the non-executive directors of the Company,
the recommendation of the Nomination and
of a sum not exceeding 1% per annum of the net
Remuneration Committee, the remuneration
profits of the Company, calculated in accordance
paid/payable by way of salary, perquisites and
with the provisions of the Act for a period of 5
allowances (fixed component), incentive and/or
years commencing April 1, 2015. In addition to
commission (variable components) to its Executive
commission, non-executive directors are paid
Directors within the limits prescribed under the
sitting fees of ` 50,000 for attending Board and
Act is approved by the Board of Directors and by
Audit Committee and ` 25,000 for attending
the members in the General Meeting.
other Committees and actual reimbursement of
expenses incurred for attending each meeting of The Executive Directors are not being paid sitting
the Board and Committee. fees for attending meetings of the Board of
Directors and its Committee.

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Corporate Overview
Details of Remuneration
i) Non-Executive Directors
The details of sitting fees and commission paid to Non-Executive Directors during the financial year
2018-19 is as under:

(` in lakh)
Name Commission Sitting Fees Total
Mr. Rajesh S. Adani - 9.30 9.30
Prof. G. Raghuram 12.00 6.05 18.05
Mr. G. K. Pillai 12.00 4.40 16.40
Mr. Sanjay Lalbhai - 1.10 1.10

Statutory Reports
Mrs. Radhika Haribhakti 12.00 6.05 18.05

Other than sitting fees and commission paid to Non-Executive Directors, there were no pecuniary relationships
or transactions by the Company with any of the Non-Executive Directors of the Company. The Company has not
granted stock options to Non-Executive Directors.
ii) Executive Directors
Details of remuneration paid/payable to Chairman & Managing Director and Whole Time Director during the
financial year 2018-19 are as under:

Financial Statements
(` in lakh)
Perquisites,
Name Salary Allowances & Commission* Total
other Benefits
Mr. Gautam S. Adani 180.00 - 100.00 280.00
Dr. Malay Mahadevia 184.75 776.92 - 961.67
Mr. Karan Adani 150.00 - - 150.00
*Payable in financial year 2019-20

iii) Details of shares of the Company held by Directors 1. Resolving the grievances of the security holders
as on March 31, 2019 are as under: including complaints related to transfer/
transmission of shares, non-receipt of annual
Name No. of shares held
report, non-receipt of declared dividends, issue of
Mr. Gautam S. Adani 1 new/duplicate certificates, general meetings etc.;
Mr. Rajesh S. Adani 1 2. Reviewing the measures taken for effective
exercise of voting rights by shareholders;
 Except above, none of Directors of the Company
3. Reviewing of adherence to the service standards
holds equity shares of the Company in their
adopted in respect of various services being
individual capacity. The Company does not have
rendered by the Registrar & Share Transfer Agent;
any Employees’ Stock Option Scheme and
there is no separate provision for payment of 4. Reviewing the various measures and initiatives
Severance Fees. taken for reducing the quantum of unclaimed
dividends and ensuring timely receipt of dividend
C) Stakeholders’ Relationship Committee
warrants/annual reports/statutory notices by the
The Stakeholders Relationship Committee of Directors shareholders of the Company;
was constituted on January 30, 2007 and subsequently
5. Carrying out any other function as is referred by
reconstituted from time to time to comply with
the Board from time to time or enforced by any
statutory requirement.
statutory notification / amendment or modification
Terms of reference as may be applicable.
 The powers, role and terms of reference of Stakeholders
Meeting, Attendance & Composition of the
Relationship Committee covers the areas as
Stakeholders’ Relationship Committee
contemplated under the Listing Regulations and
During the year under review, Stakeholders Relationship
Section 178 of the Act. The brief terms of reference of
Committee met four times on May 3, 2018, August 6,
Stakeholders Relationship Committee are as under:
2018, October 23, 2018 and February 6, 2019.

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Adani Ports and Special Economic Zone Limited

The composition of the Stakeholders Relationship Committee and details of attendance of the members at the
meetings held during the year are given below:

No. of Meetings
Name and designation Category Held during the
Attended
tenure
Mr. Rajesh S. Adani, Chairman Non-Executive & Non-Independent Director 4 4
Prof. G. Raghuram, Member Non-Executive & Independent Director 4 4
Mrs. Radhika Haribhakti, Member Non-Executive & Independent Director 4 4

The Board of Directors review the Minutes of the Stakeholders Relationship Committee Meetings at its subsequent
Board Meetings.
Mr. Kamlesh Bhagia, Company Secretary and Compliance Officer act as Secretary of the Committee.
Details of complaints received and redressed during the year
During the year
Opening Balance Pending Complaints
Received Resolved
1* 7 8 Nil
*The complaint was received on March 31, 2018 and the same was resolved on April 5, 2018

All complaints have been resolved to the satisfaction 3. To monitor the implementation of CSR policy and
of shareholders. review overall performance in CSR Programmes;
D) Sustainability and Corporate Social 4. To review from time to time Sustainability policy
Responsibility Committee in the global context and evolving statutory
framework such as BRR;
The Sustainability and Corporate Social Responsibility
Committee of the Company was constituted on May 15, 5. To review overall Sustainability performance and
2014 and subsequently reconstituted from time to time Sustainability Reporting of the Company;
to comply with statutory requirement.
6. To review from time to time different aspect
Terms of reference of Sustainability Performance such as ethical
The powers, role and terms of reference of Sustainability governance, environmental stewardship, safety
and Corporate Social Responsibility Committee covers performance at sites, water and energy use etc.;
the areas as contemplated under Section 135 of the
7. The authority to decide on Disclosure on
Act. The brief terms of reference of Sustainability and
Management Approach in Sustainability Reporting
Corporate Social Responsibility Committee are as under:
and to steer Sustainability Performance is hereby
1. To review from time to time Corporate Social delegated to CEO of the Company.
Responsibility (CSR) policy in the light of emergent
Meeting, Attendance & Composition of the
situation and statutory framework;
Sustainability and Corporate Social Responsibility
2. To recommend the amount of investment to be Committee
made on CSR activities; During the year under review, Committee met two times
on May 3, 2018 and August 6, 2018.

The composition of the Committee and details of the attendance of the members at the meetings held during the year
are given below:

No. of Meetings
Name and designation Category
Held Attended
Mr. Rajesh S. Adani, Chairman Non-Executive & Non-Independent Director 2 2
Dr. Malay Mahadevia, Member Executive Director 2 2
Mr. Sanjay Lalbhai, Member Non-Executive & Independent Director 2 1

The Board of Directors review the Minutes of the CSR Policy

Sustainability and Corporate Social Responsibility The CSR Policy of the Company is available on the
Committee Meetings at its subsequent Board Meetings. website of the Company at https://www.adaniports.
com /Investors/Corporate-Governance.
The Company Secretary and Compliance Officer act as
Secretary of the Committee.

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Corporate Overview
E) Risk Management Committee 2. To monitor and review the risk management plan
of the Company;
The Risk Management Committee of the Company
was constituted on October 1, 2014 and subsequently 3. To review the current and expected risk exposures
reconstituted from time to time to comply with of the organisation, to ensure the same are
statutory requirement. identified, qualitatively and quantitatively
evaluated, analysed and appropriately managed;
Terms of reference
The powers, role and terms of reference of Risk 4. To carry out any other function as is referred by
Management Committee covers the areas as the Board from time to time or enforced by any
contemplated under Regulation 21 of the Listing statutory notification / amendment or modification

Statutory Reports
Regulations. The brief terms of reference of Risk as may be applicable.
Management Committee are as under:
Meeting, Attendance & Composition of the Risk
1. To review the Company’s risk governance structure, Management Committee
risk assessment and minimisation procedures and During the year under review, Risk Management
the guidelines, strategies and policies for risk Committee met on May 3, 2018.
mitigation on short term as well as long term basis;

The composition of the Committee and details of attendance of the members at the meetings held during the year
are given below:

Financial Statements
No. of Meetings
Name Category Held during
Attended
the tenure
Mr. Rajesh S. Adani, Chairman Non-Executive & Non-Independent Director 1 1
Mr. Sanjay Lalbhai, Member Non-Executive & Independent Director 1 1
Dr. Malay Mahadevia, Member Executive Director 1 1
Capt. Unmesh Abhyankar, Member Member of Management 1 1
Mr. Deepak Maheshwari1, Member Member of Management N.A. N.A
1
Appointed as member w.e.f May 3, 2018

The Board of Directors review the Minutes of the Risk 3. To affix or authorise fixation of common seal
Management Committee Meetings at its subsequent of the Company on the equity, preference
Board Meetings. share certificates and debenture certificate
of the Company;
The Company Secretary and Compliance Officer act as
Secretary of the Committee. 4. To issue duplicate equity and preference share
certificates and debenture certificate;
F) Transfer Committee
5. To apply for dematerialisation of the equity,
The Transfer Committee of the Company was
preference shares and debentures;
constituted on September 25, 2000 and subsequently
reconstituted from time to time to comply with 6. To do all such acts, deeds or things as may
statutory requirement. be necessary or incidental to the exercise
of above powers.
Terms of reference
1. To approve and register transfer and/or  Meeting, Attendance & Composition of the
transmission of equity and preference shares Transfer Committee
and debentures; During the year under review, Transfer Committee met
four times on January 2, 2019, February 13, 2019, March
2. To subdivide, consolidate and issue equity and
4, 2019 and March 16, 2019.
preference share certificates and/or debenture
certificate on behalf of the Company;

The composition of the Transfer Committee and details of attendance of the members at the meetings held during the
year are given below:

No. of Meetings
Name and designation Category Held during
Attended
the tenure
Mr. Gautam S. Adani, Chairman Executive Director 4 4
Mr. Rajesh S. Adani, Member Non-Executive & Non-Independent Director 4 2
Dr. Malay Mahadevia, Member Executive Director 4 4

93
Adani Ports and Special Economic Zone Limited

The Board of Directors review the Minutes of the 2. Minutes of unlisted subsidiary companies are
Transfer Committee Meetings at its subsequent placed before the Board of the Company regularly.
Board Meetings.
3. A statement, wherever applicable, of all significant
The Company Secretary and Compliance Officer act as transactions and arrangements entered into by
Secretary of the Committee. the Company’s subsidiaries is presented to the
Board of the Company at its meetings.
4. Subsidiary Companies
The Company has a policy for determining ‘material
The Company does not have any material non-listed subsidiaries’ which is uploaded on the website of
subsidiary, and hence, the Company is not required to the Company at https://www.adaniports.com/
nominate an Independent Director of the Company Investors/Corporate-Governance.
on the Board of any subsidiary. The subsidiaries of
the Company function with an adequately empowered 5. Whistle Blower Policy
Board of Directors and sufficient resources.
The Company has adopted a whistle blower policy
For more effective governance, the Company monitors and has established the necessary vigil mechanism
performance of subsidiary companies, inter alia, by for employees and directors to report concerns about
following means: unethical behaviour. No person has been denied access
to the Chairman of the Audit Committee. The said policy
1. Financial statements, in particular investments
is uploaded on the website of the Company at https://
made by unlisted subsidiary companies,
www.adaniports.com/Investors/Corporate-Governance.
are reviewed quarterly by the Company’s
The Audit Committee monitored and reviewed
Audit Committee.
investigations of the whistle blower complaints
received during the year.

6. General Body Meetings

a) Annual General Meetings
The date, time and location of the Annual General Meetings held during the preceding 3 years and special resolutions
passed thereat are as follows:

No. of special
Financial Year Date Location of Meeting Time
resolutions passed
2015-16 09-08-2016 J. B. Auditorium, Ahmedabad Management 10.30 a.m. 3
Association, AMA Complex, Atira, Dr. Vikram
Sarabhai Marg, Ahmedabad-380015.
2016-17 09-08-2017 J. B. Auditorium, Ahmedabad Management 9.30 a.m. 2
Association, AMA Complex, Atira, Dr. Vikram
Sarabhai Marg, Ahmedabad-380015.
2017-18 06-08-2018 J. B. Auditorium, Ahmedabad Management 9.30 a.m. 2
Association, AMA Complex, Atira, Dr. Vikram
Sarabhai Marg, Ahmedabad-380015.

b) Whether special resolutions were put through 7. Means of Communication

postal ballot last year, details of voting pattern: No
a) Financial Results
c) Whether any resolutions are proposed to be
The quarterly/half-yearly and annual results of
conducted through postal ballot
the Company are normally published in the Indian
No Special Resolution requiring a postal ballot is being Express (English) and Financial Express (a regional
proposed at the ensuing Annual General Meeting daily published from Gujarat). These results are not
of the Company. sent individually to the shareholders but are put on the
website of the Company.
d) Procedure for postal ballot
The Company’s financial results, press release, official
Prescribed procedure for postal ballot as per the
news and presentations to investors are displayed on
provisions contained in this behalf in the Act read with
the Company’s website www.adaniports.com.
rules made thereunder as amended from time to time
shall be complied with whenever necessary.

94
 Annual Report 2018-19

Corporate Overview
b) Intimation to Stock Exchanges Particulars : Tentative Schedule
The Company also regularly intimates to the Stock Quarterly Results
Exchanges all price sensitive and other information Quarter ending on June 30, 2019 : Mid August, 2019
which are material and relevant to the investors. Quarter ending on
September 30, 2019 : Mid November, 2019
c) Earnings Calls and Presentations to Analysts
Quarter ending on
At the end of each quarter, the Company organises December 31, 2019 : Mid February, 2020
meetings / conference call with analysts and investors Annual Result of 2019-20 : End May, 2020
and the presentations made to analysts and transcripts
of earnings calls are uploaded on the website thereafter.

Statutory Reports
e) Book closure date
Your Company has maintained consistent
The Register of Members and Share Transfer Books of
communication with investors at various forums
the Company will be closed from Tuesday, July 30, 2019
organised by investment bankers and by organising
to Tuesday, August 6, 2019 (both days inclusive) for the
investors visit to the port and SEZ site.
purpose of entitlement of dividend and 20th Annual
General Meeting.
8. General Shareholders Information
f) Divined payment date
a) Company Registration details
Dividend of ` 0.20 per share (10%) will be paid on or

Financial Statements
The Company is registered in the State of Gujarat,
after August 7, 2019, if approved by the members at the
India. The Corporate Identity Number allotted to
ensuing Annual General Meeting.
the Company by the Ministry of Corporate Affairs is
L63090GJ1998PLC034182. g) Dividend Distribution Policy
b) Annual General Meeting The Dividend Distribution Policy of the Company is
available on the website of the Company at https://www.
Day and Date Time Venue adaniports.com/Investors/Corporate-Governance.

Tuesday, 10:30 am H.T. Parekh Hall, AMA Complex, h) Listing on Stock Exchanges
August ATIRA, Dr. Vikram Sarabhai Marg,
The Company's shares are listed on the following
6, 2019 Ahmedabad - 380015
stock exchanges:
c) Registered Office Name of Stock
Address Code
Exchange
“Adani House”, Nr. Mithakhali Six Roads, Navrangpura,
Ahmedabad-380009. BSE Limited Floor 25, P. J 532921
(BSE) Towers, Dalal Street,
d) Financial Calendar for 2019-20 Mumbai - 400001
Financial year is 1st April to 31st March and financial National Stock Exchange Plaza, ADANIPORTS
Exchange Bandra Kurla Complex,
results will be declared as per the following schedule.
of India Limited Bandra (E),
(NSE) Mumbai - 400051

Annual listing fees for the year 2019-20 have been paid
by the Company to BSE and NSE.
i) Market Price Data
BSE NSE
Month Volume Volume
High (`) Low (`) High (`) Low (`)
(No. of shares) (No. of shares)
April, 2018 410.80 354.20 33,72,997 411.30 356.00 7,22,62,375
May, 2018 418.00 365.00 1,33,71,928 415.65 364.70 6,60,24,227
June, 2018 394.95 356.00 9,08,68,614 395.40 355.15 6,72,66,667
July, 2018 404.00 356.10 44,79,534 402.45 355.60 4,64,42,874
August, 2018 406.35 368.00 44,15,897 406.40 367.30 5,74,26,811
September, 2018 397.00 320.75 73,06,000 392.95 316.55 5,47,68,118
October, 2018 340.00 293.95 78,73,443 339.30 294.10 9,41,45,410
November, 2018 374.40 314.30 1,17,90,204 374.60 313.90 7,64,72,473
December, 2018 390.00 348.50 54,70,162 390.75 347.00 7,62,46,687
January, 2019 402.60 299.80 74,59,641 402.70 292.10 8,45,34,851
February, 2019 359.00 316.00 1,31,15,039 359.25 315.75 13,35,58,828
March, 2019 385.90 327.20 32,84,698 385.90 327.00 7,00,90,763

95
Adani Ports and Special Economic Zone Limited

j) Performance in comparison to broad-based indices such as BSE Sensex:

500.00 39000.00
38000.00
APSEZL Share Price

400.00
37000.00

Sensex
300.00 36000.00

200.00 35000.00
34000.00
100.00
33000.00

0.00 32000.00
Apr-18

May-18

Jun-18

Jul-18

Aug-18

Sep-18

Oct-18

Nov-18

Dec-18

Jan-19

Feb-19

Mar-19
Months
Adani Port BSE Sensex

k) Registrar & Transfer Agents liable to be transferred to IEPF. The Company had also
given newspaper advertisements, before such transfer
M/s. Link Intime India Pvt. Ltd. are appointed as
in favour of IEPF. The Company had also uploaded the
Registrar and Transfer (R&T) Agents of the Company for
details of such shareholders and shares transferred to
both Physical and Demat Shares. The registered office
IEPF on the website of the Company at https://www.
address is given below:
adaniports.com/Investors/Corporate-Governance.
C-101, 247 Park, L B S Marg, Vikhroli West, Mumbai-400083
Shareholders may note that both the unclaimed
Tel: +91-22-4918 6270 | Fax: +91-22-4918 6060
dividend and corresponding shares transferred to
E-mail: rnt.helpdesk@linkintime.co.in
the IEPF Authority including all benefits accruing on
Website: www.linkintime.co.in
such shares, if any, can be claimed back by them from
Shareholders are requested to correspond directly IEPF Authority after following the procedure (i.e. an
with the R&T Agent for transfer/transmission of application in E-form No. IEPF-5) prescribed in the
shares, change of address, queries pertaining to their Rules. Shareholders may refer Rule 7 of the said Rules
shares, dividend etc. for Refund of shares / dividend etc.
l) Transfer to Investor Education and Protection m) Share Transfer System
Fund (IEPF)
The Company’s shares are compulsorily traded in
In terms of the Section 125 of the Act, the amount the demat segment on stock exchanges, bulk of the
that remained unclaimed for a period of seven years transfers take place in the electronic form. The share
is required to be transferred to the Investor Education transfers received in physical form are processed
and Protection Fund (IEPF) administered by the through R&T Agent, within seven days from the date
Central Government. of receipt, subject to the documents being valid and
complete in all respects. The Board has delegated the
During the year under review, the unclaimed dividend
authority for approving transfer, transmission, issue of
amount for the year 2010-11 (2nd interim) and 2011-12
duplicate share certificate, dematerialisation etc. to the
(interim) was transferred to the IEPF established
Transfer Committee. All the physical transfers received
by the Central Government under applicable
are processed by the R&T Agent and are approved
provisions of the Act.
by the Transfer Committee well within the statutory
In terms of Section 124(6) of the Act read with Investor period of one month. The Transfer Committee meets for
Education and Protection Fund Authority (Accounting, approval of the transfer, transmission, issue of duplicate
Auditing, Transfer and Refund Rules, 2016), share certificate, dematerialisation/ rematerialisation
the Company has transferred the shares in respect of of shares etc. and all valid share transfers received
which the dividend has not been claimed for a period during the year ended March 31, 2019 have been acted
of seven years or more to the demat account of IEPF upon. The share certificates duly endorsed are returned
Authority. The Company had communicated to all the immediately to the shareholders by the R&T Agent.
concerned shareholders individually whose shares were

96
 Annual Report 2018-19

The Company obtained following certificate(s) from a 2. Certificate regarding reconciliation of the share

Corporate Overview
Practising Company Secretary and submitted the same capital audit of the Company on quarterly basis.
to the stock exchanges within stipulated time:
All share transfer and other communication regarding
1. Certificate confirming due compliance of share share certificates, change of address, dividend etc.
transfer formalities by the Company pursuant to should be addressed to R&T Agent of the Company at
Regulation 40(9) of the Listing Regulations for the address given above.
half year ended September 30, 2018 and March 31,
2019 respectively with the Stock Exchanges; and

n) Shareholding as on March 31, 2019

Statutory Reports
(a) Distribution of Shareholding as on March 31, 2019
Equity Shares in each category Number of shareholders
No. of shares
Total Shares % of total Holders % of total
1-500 2,01,43,743 0.97 2,45,815 96.45
501-1000 32,73,993 0.16 4,400 1.73
1001-2000 27,71,892 0.13 1,908 0.75
2001-3000 18,17,502 0.09 710 0.28
3001-4000 10,01,100 0.05 287 0.11

Financial Statements
4001-5000 11,18,513 0.05 241 0.09
5001-10000 33,14,315 0.16 472 0.19
10001 & above 2,03,75,10,703 98.39 1,024 0.40
Total 2,07,09,51,761 100.00 2,54,857 100.00

(b) Shareholding Pattern as on March 31, 2019

Total No. of
Category % of holding
Shares
Promoter and Promoter Group 1,29,02,29,754 62.30
Foreign Institutional Investors / Portfolio Investor 45,19,17,436 21.82
Insurance Companies 21,18,83,362 10.23
Mutual Funds/Banks/Financial Institutions 4,76,95,240 2.30
NRI/Foreign Nationals 12,03,481 0.06
IEPF/Clearing Member 29,33,571 0.14
Bodies Corporate 1,46,79,753 0.71
Indian Public and others 5,04,09,164 2.44
Total 2,07,09,51,761 100.00

o) Dematerialisation of Shares and Liquidity q) Debenture Trustee (for privately placed

debentures)
The Equity Shares of the Company are tradable in
compulsory dematerialised segment of the Stock IDBI Trusteeship Services Ltd.
Exchanges and are available in depository system of Asian Building, Ground Floor, 17, R. Kamani Marg,
National Securities Depository Limited (NSDL) and Ballard Estate, Mumbai - 400001
Central Depository Services (India) Limited (CDSL). Phone No. +91-22-4080 7000 | Fax: +91-22-6631 1776
The demat security (ISIN) code for the equity share E-mail ID: itsl@idbitrustee.com
is INE742F01042. Website: www.idbitrustee.com
The equity shares of the Company representing 99.98% r) Outstanding GDRs/ADRs/Warrants or any
of the Company’s share capital are dematerialised as on convertible instrument, conversion and likely
March 31, 2019. impact on equity: Nil
The Company’s shares are regularly traded on the ‘BSE s) Commodity Price Risk/Foreign Exchange
Limited’ and ‘National Stock Exchange of India Limited’. Risk and Hedging
p) Listing of Debt Securities In the ordinary course of business, the Company is
exposed to risks resulting from exchange rate fluctuation
The Rated, Listed, Secured, Redeemable,
and interest rate movements. It manages its exposure
Non-Convertible Debentures issued on private
to these risks through derivative financial instruments.
placement basis by the Company are listed on the
The Company’s risk management activities are subject
Wholesale Debt Market (WDM) of BSE Limited.
to the management, direction and control of Treasury

97
Adani Ports and Special Economic Zone Limited

Team of the Company under the framework of Risk The decision of whether and when to execute derivative
Management Policy for Currency and Interest rate risk financial instruments along with its tenure can vary
as approved by the Board of Directors of the Company. from period to period depending on market conditions
The Company’s Treasury Team ensures appropriate and the relative costs of the instruments. The tenure is
financial risk governance framework for the Company linked to the timing of the underlying exposure, with the
through appropriate policies and procedures and that connection between the two being regularly monitored.
financial risks are identified, measured and managed
t) Site location
in accordance with the Company’s policies and risk
objectives. It is the Company’s policy that no trading in "Adani House”, Navinal Island, Mundra - 370421,
derivatives for speculative purposes may be undertaken. Kutch, Gujarat.

u) Address for Correspondence

Mr. Kamlesh Bhagia, For transfer/dematerialisation of shares, change of address of
Company Secretary & Compliance Officer members and other queries.
“Adani House”, Nr. Mithakhali Six Roads, Navrangpura, Link Intime India Pvt. Ltd.
Ahmedabad - 380009 C-101, 247 Park, L B S Marg, Vikhroli West,
Tel.: +91-79-2656 5555 Mumbai - 400083
Fax: +91-79-2656 5500 Tel.: +91-22-4918 6270
E-mail: investor.apsezl@adani.com Fax.: +91-22-4918 6060
E-mail: rnt.helpdesk@linkintime.co.in

v) Credit Rating
International Rating

Rating Agency Facility Rating/Outlook

Standard & Poor's Long-term Foreign Currency Issuer Credit Rating BBB -/ Stable
Moody's Long-term Foreign Currency Issuer Rating Baa3 / Stable
Fitch Long-term Foreign Currency Issuer Default Rating BBB - / Stable

Domestic Rating

Rating Agency Facility Rating/Outlook

ICRA, India Ratings & Research, CARE Long Term Facilities and NCDs AA +/ Stable
ICRA, India Ratings & Research Short Term Facilities – Commercial Papers A1+

w) Non-mandatory Requirements
4. Separate posts of Chairperson and Chief
The non-mandatory requirements have been adopted Executive Officer
to the extent and in the manner as stated under the Mr. Gautam S. Adani is a Chairman and Mr. Karan Adani
appropriate headings detailed below: is a CEO & WTD of the Company.
1. The Board 5. Reporting of Internal Auditor
Your Company has an Executive Chairman and hence, The Internal Auditor of the Company is a permanent
the need for implementing this non mandatory invitee to the Audit Committee Meeting and regularly
requirement does not arise. attends the Meeting for reporting their findings of the
internal audit to the Audit Committee Members.
2. Shareholders Right
The quarterly, half-yearly and annual financial results of
9. Other Disclosures
your Company are published in newspapers and posted
on Company’s website www.adaniports.com. The same a) There were no materially significant Related Party
are also available on the sites of stock exchanges where Transactions and pecuniary transactions that
the shares of the Company are listed i.e. www.bseindia. may have potential conflict with the interest of
com and www.nseindia.com. the Company at large. The details of Related Party
Transactions are disclosed in financial section of
3. Modified opinion(s) audit report
this Annual Report.
The Company already has a regime of unqualified
financial statements. Auditors have raised no The Company has developed a policy on materiality
qualification on the financial statements. of Related Party Transactions and also on dealing
with Related Party Transactions.

98
 Annual Report 2018-19

Corporate Overview
The Company has developed a Related Party k) The Company complies with all applicable
Transaction Policy which is uploaded on the secretarial standards.
website of the Company at https://www.
l) The Company has complied with all the mandatory
adaniports.com/Investors/Corporate-Governance.
requirements specified in Regulations 17 to 27
b) In the preparation of the financial statements, and clauses (b) to (i) of Regulation 46(2) of the
the Company has followed the accounting Listing Regulations except delay in appointment
policies and practices as prescribed in the of Independent Director. The Company has
Accounting Standards. appointed Mrs. Nirupama Rao as an Independent
Director w.e.f April 22, 2019 and has complied with
c) The Company has complied with all the
the provisions of Listing Regulations.

Statutory Reports
requirements of the Stock Exchanges as well as
the regulations and guidelines prescribed by the m) As required under Regulation 36(3) of the Listing
Securities and Exchange Board of India (SEBI). Regulations, particulars of Director seeking
There were no penalties or strictures imposed appointment/ re-appointment at the ensuing
on the Company by Stock Exchanges or SEBI or Annual General Meeting are given in the Annexure
any statutory authority on any matter related to to the Notice of the 20th Annual General Meeting
capital markets during the last three years. to be held on August 6, 2019.
d) The Chief Executive Officer and the Chief n) The Company has obtained certificate from
Financial Officer have furnished a Certificate to CS Chirag Shah, Practising Company Secretary

Financial Statements
the Board for the year ended on March 31, 2019 confirming that none of the Directors of
in compliance with Regulation 17(8) of Listing the Company is debarred or disqualified by the
Regulations. They have also provided quarterly Securities and Exchange Board of India / Ministry
certificate on financial results while placing the of Corporate Affairs or any such authority from
same before the Board pursuant to Regulation 33 being appointed or continuing as Director of
of Listing Regulations. the Company and the same is also attached
to this Report.
e) The Company discloses to the Audit Committee,
the uses/application of proceeds/funds raised o) Total fees for all services paid by the Company and
from Rights Issue, Preferential Issue as part of the its subsidiaries, on a consolidated basis, to the
quarterly review of financial results as applicable. statutory auditor and all entities in the network
firm / network entity of which the statutory auditor
f) The designated Senior Management Personnel of
is a part, is given below:
the Company have disclosed to the Board that no
material, financial and commercial transactions M/s. Deloitte Haskins & Sells LLP
have been made during the year under review
in which they have personal interest, which may (` in crore)
have a potential conflict with the interest of Payment to Statutory Auditor FY 2018-19
the Company at large. Audit Fees 1.60
Limited Review 0.45
g) The Company has adopted Material Certification Fees 0.18
Events Policy which is uploaded on the Other Services 0.11
website of the Company at https://www. Reimbursement of Expenses 0.04
adaniports.com/Investors/Corporate-Governance. Total 2.37
h) Details of the familiarisation programmes imparted
to the independent directors are available on the p) As per the requirement of the Sexual Harassment
website of the Company at https://www.adaniports. of Women at Workplace (Prevention, Prohibition &
com/Investors/Corporate-Governance. Redressal) Act, 2013 and rules made thereunder,
your Company has constituted Internal Complaints
i) With a view to regulate trading in securities by the
Committee which is responsible for redressal of
directors and designated employees, the Company
complaints related to sexual harassment. During
has adopted a Code of Conduct for Prohibition of
the year under review, there were no complaints
Insider Trading.
pertaining to sexual harassment.
j) The Company has put in place succession
plan for appointment to the Board and to
senior management.

99
Adani Ports and Special Economic Zone Limited

Declaration
I, Karan Adani, Whole Time Director & CEO of Adani Ports and Special Economic Zone Limited hereby declare that as of
March 31, 2019, all the Board Members and Senior Management Personnel have affirmed compliance with the Code of
Conduct and Ethics for Board of Directors and Senior Management Personnel laid down by the Company.

For and on behalf of the Board of Directors

Place: Ahmedabad Karan Adani

Date: May 27, 2019 Whole Time Director & CEO

Certificate on Corporate Governance

To,
The Members of
Adani Ports and Special Economic Zone Limited

We have examined the compliance of Corporate Governance by Adani Ports and Special Economic Zone Limited
(“the Company”) for the year ended on March 31, 2019 as stipulated in the applicable regulations of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015 of the said Company with the Stock Exchanges.

The compliance of conditions of Corporate Governance is the responsibility of the management. Our examination was
limited to a review of procedures and implementations thereof adopted by the Company for ensuring the compliance of
the conditions of Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements
of the Company.

In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company has
complied with the conditions of Corporate Governance as stipulated in the applicable regulations of SEBI (Listing Obligations
and Disclosure Requirements) Regulations, 2015. However, one Independent Director was required to be appointed during
the quarter ended March 31, 2019 to make the composition of the Board of Directors in conformity with LODR.

We further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency
or effectiveness with which the management has conducted the affairs of the Company.

CS Ashwin Shah
Place: Ahmedabad Company Secretary
Date: May 27, 2019 C. P. No. 1640

100
 Annual Report 2018-19

Certificate of Non-Disqualification of Directors

Corporate Overview
(Pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations, 2015)

To,
The Members of
Adani Ports and Special Economic Zone Limited
Adani House,
Nr. Mithakhali Six Roads,

Statutory Reports
Navrangpura,
Ahmedabad – 380009

We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of Adani Ports
and Special Economic Zone Limited having CIN L63090GJ1998PLC034182 and having registered office at Adani House,
Nr. Mithakhali Six Roads, Navrangpura, Ahmedabad 380009 (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 Para-C Sub clause 10(i) of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015.

Financial Statements
In our opinion and to the best of our information and according to the verifications (including Directors Identification Number
(DIN) status at the portal www.mca.gov.in) as considered necessary and explanations furnished to us by the Company & its
officers, We hereby certify that none of the Directors on the Board of the Company as stated below for the financial year
ending on March 31, 2019 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. No. Name of Director DIN Date of appointment in Company

1. Mr. Gautam S. Adani 00006273 26/05/1998
2. Mr. Rajesh S. Adani 00006322 26/05/1998
3. Dr. Malay Mahadevia 00064110 20/05/2009
4. Mr. Karan Adani 03088095 24/05/2017
5. Mr. Mukesh Kumar, IAS 06811311 23/10/2018
6. Mr. Sanjay Lalbhai 00008329 24/12/2012
7. Prof. G. Raghuram 01099026 14/05/2012
8. Mr. G. K. Pillai 02340756 19/10/2012
9. Mrs. Radhika Haribhakti 02409519 30/03/2015
10. Mrs. Nirupama Rao 06954879 22/04/2019

Ensuring the eligibility of appointment / continuity of every Director on the Board is the responsibility of the management
of the Company. Our responsibility is to express an opinion 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 Chirag Shah & Associates

Chirag Shah
Partner
Place: Ahmedabad Membership No. 5545
Date: May 27, 2019 C P No.: 3498

101
Adani Ports and Special Economic Zone Limited

Chief Executive Officer and Chief Financial Officer Certification

The Board of Directors
Adani Ports and Special Economic Zone Limited

We, Karan Adani, Whole Time Director & CEO and Deepak Maheshwari, Chief Financial Officer of Adani Ports and Special
Economic Zone Limited (“the Company”), to the best of our knowledge and belief, hereby certify that;

a) We have reviewed the financial statements and the cash flow statements of the Company for the year ended
March 31, 2019 and:

i) these statements do not contain any materially untrue statement or omit any material fact or contain statements
that might be misleading;

ii) these statements together present a true and fair view of the Company’s affairs and are in compliance with
existing accounting standards, applicable laws and regulations.

b) There are no transactions entered into by the Company during the year ended March 31, 2019, which are fraudulent,
illegal or violative of the Company’s Code of Conduct.

c) We are responsible for establishing and maintaining disclosure controls and procedures and internal controls over
financial reporting for the Company and we have:

i) designed such disclosure controls and procedures or caused such disclosure controls and procedures to
be designed under our supervision to ensure that material information relating to the Company, including its
subsidiaries, is made known to us by others within those entities, particularly during the period in which this report
is being prepared;

ii) designed such internal control over financial reporting or caused such internal control over financial reporting
to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements of external purpose in accordance with Indian Accounting
Standards (Ind AS);

iii) evaluated the effectiveness of the Company’s disclosure, controls and procedure;

iv) disclosed in this report, changes, if any, in the Company’s internal control over financial reporting that occurred
during the Company’s most recent fiscal year that has materially affected or is reasonable likely to materially
affect, the Company’s internal control over financial reporting.

d) We have indicated to the Auditors and the Audit Committee, wherever applicable:

i) significant changes, if any, in internal control over financial reporting during the year;

ii) all significant changes in accounting policies during the year, if any, and the same have been disclosed in the notes
to the financial statements;

iii) there have been no instances of significant fraud of which we have become aware and involvement therein, if
any, of the management or an employee having a significant role in the Company’s internal control system over
financial reporting.

Place: Ahmedabad Karan Adani Deepak Maheshwari

Date: May 27, 2019 Whole Time Director & CEO Chief Financial Officer

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 Annual Report 2018-19

Business Responsibility Report

Corporate Overview
Section A: General Information about the Company
1. Corporate Identity Number (CIN) : L63090GJ1998PLC034182
2. Name of the Company : Adani Ports and Special Economic Zone Ltd.
3. Registered Address : “Adani House”, Nr. Mithakhali Six Roads,

Statutory Reports
Navrangpura, Ahmedabad - 380009
Gujarat, India
4. Website : www.adaniports.com

5. Email id : investor.apsezl@adani.com
6. Financial year reported : April 1, 2018 to March 31, 2019
7. Sector(s) that the Company is engaged in (industrial activity code-wise):

Financial Statements
Service category (ITC 4 digit) code 9967
Service category (ITC 8 digit) code 99675111
Description of service category Port Services
As per National Industrial Classification - Ministry of Statistics and Programme Implementation.
8. List three key products that the Company manufactures/provides (as in balance sheet)
The Company is in the business of development, operations and maintenance of port infrastructure facilities and
has linked multi product Special Economic Zone (SEZ), integrated logistics and related infrastructure contiguous
to Mundra Port.
9. Total number of locations where business activity is undertaken by the Company
The Company’s main business activity is undertaken at Mundra Port (in Kutch, Gujarat).
Adani Ports and Special Economic Zone Ltd operates a dry bulk terminal at the ports of Dahej & Kandla in Gujarat and
at port of Dhamra in east coast; a bulk and container handling terminal at the port of Hazira, Gujarat; coal handling
terminals at the ports of Mormugao, Goa and Visakhapatnam, Andhra Pradesh; and a container terminal at the ports
of Ennore & Kattupalli, Tamil Nadu. The Company is developing port infrastructure at Vizhinjam, Kerala. Adani Logistics
Ltd., subsidiary of the Company offer logistics solution across western and northern region.
10. Markets served by the Company: State, National, International

Section B: Financial Details of the Company

1. Paid up capital (INR) : ` 417.00 crore (Equity & Preference Capital)
2. Total turnover (INR) : ` 7,679.28 crore
3. Total profit after tax (INR) : ` 2,637.72 crore
4. Total spending on Corporate Social Responsibility (CSR) as percentage of profit after tax
The Company has spent ` 68.37 crore on CSR activities. This amount is 2% of average profit for the three previous years
with respect to standalone financial statements.
5. List of activities in which expenditure in 4 above has been incurred
The major activities in which CSR was undertaken are primary education, community health, sustainable livelihood,
disaster management and community infrastructure. Please refer page 73 to 75 for detail activities carried out for CSR.

Section C: Other Details

1. Does the Company have any subsidiary company / companies?
Yes, the Company has 58 subsidiary companies (including step-down subsidiaries) as on March 31, 2019.
2. Do the subsidiary company / companies participate in the Business Responsibility (BR) initiatives of the
parent Company?
Business Responsibility initiatives of the parent Company are applicable to the subsidiary companies to the extent that
they are material in relation to the business activities of the subsidiaries.

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Adani Ports and Special Economic Zone Limited

3. Do any other entity / entities that the Company does business with participate in the BR initiatives
of the Company?
No other entity / entities participate in the BR initiatives of the Company.

Section D: BR Information
1. Details of Director / Directors responsible for BR:
a) Details of the Director / Directors responsible for implementation of the BR policy/ policies:
DIN Number: 00064110
Name: Dr. Malay Mahadevia
Designation: Whole Time Director
b) Details of the BR head:
DIN Number (if applicable): NA
Name: Capt. Unmesh Abhyankar
Designation: Joint President - CEO office
Telephone Number: 079 – 25555378
Email id: unmesh.abhyankar@adani.com
2. Principle-wise (as per NVGs) BR Policy / policies (Reply in Y/N):
Business Product Life Employee Stakeholder Human Policy Inclusive Customer
Sr. Environment
Questions Ethics Responsibility Well-being Engagement Rights Advocacy Growth Value
No.
P1 P2 P3 P4 P5 P6 P7 P8 P9
1 Do you have policy/policies for.... Y Y Y Y Y Y Y Y Y
2 Has the policy been formulated Y Y Y Y Y Y Y Y Y
in consultation with the
relevant stakeholders?
3 Does the policy conform to The policies reflect the intent of the United Nations Global Compact, GRI guidelines
any national /international and international standards such as ISO 14001, ISO 45001: 2018 and NVG Guidelines
standards? If yes, specify? issued by Ministry of Corporate Affairs, Government of India.
4 Has the policy been approved Y - - Y - - - - -
by the Board? If yes, has it
been signed by MD/owner/CEO/
appropriate Board Director?
5 Does the Company have a Y Y Y Y Y Y Y Y Y
specified committee of the Board/
Director/ Official to oversee the
implementation of the policy?
6 Indicate the link for the policy to https://www.adaniports.com/Investors/Corporate-Governance
be viewed online?
7 Has the policy been formally The policies have been communicated to key internal stakeholders. The
communicated to all relevant communication is an ongoing process to cover all internal and external stakeholders
internal and external stakeholders?
8 Does the Company have in- Y Y Y Y Y Y Y Y Y
house structure to implement
the policy/policies?
9 Does the Company have a Y Y Y Y Y Y Y Y Y
grievance redressal mechanism
related to the policy/policies to
address stakeholders’ grievances
related to the policy/ policies?
10 Has the Company carried out Y Y Y Y Y Y Y Y Y
independent audit/ evaluation
of the working of this policy by
an internal or external agency?

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 Annual Report 2018-19

Corporate Overview
2a. If answer to S. No. 1 against any principle, is ‘No’, please explain why: (Tick up to 2 options):
Sr. No. Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
1 The Company has not understood the principle
2 The Company is not at stage where it finds itself in a position to
formulate and implement the policies on specified principle
3 The Company does not have financial or manpower resources
Not Applicable
available for the task
4 It is planned to be done within next six month
5 It is planned to be done within next one year
6 Any other reason (please specify)

Statutory Reports
3. Governance related to BR: Principle 2: Business should provide goods and
services that are safe and contribute to sustainability
(i) Indicate the frequency with which the Board of
throughout their life cycle.
Directors, Committee of the Board or CEO to assess
the BR performance of the Company. Within 3 1. List up to 3 of your products or services whose
months, 3-6 months, Annually, More than 1 year. design has incorporated social or environmental
The Company’s Business Responsibility performance is concerns, risks and/or opportunities.
assessed annually. The Company is in the port and infrastructure

Financial Statements
development sector, which provides services for cargo
(ii) Does the Company publish a BR or a Sustainability
handling & logistic, operations & maintenance of port
Report? What is the hyperlink for viewing this
sector. The Company has incorporated social and
report? How frequently it is published?
environmental concerns for infrastructure development
The Company publishes Business Responsibility Report
to logistic services. A number of sustainability initiatives
and Sustainability Report annually and the same is
have taken during the FY 2018-19 enhancing our
available on http://www.adaniports.com.
operational, environmental and safety performance.
Please refer page 56, 57, 71 and 72 of Annual Report.
Section E: Principle-wise Performance
2. For each such product, provide the following
Principle 1: Business should conduct and govern
details in respect of resource use (energy, water,
themselves with Ethics, Transparency and
raw material etc) per unit of product (optional).
Accountability.
I. 
Reduction during sourcing / production /
1. Does the policy relating to ethics, bribery and distribution achieved since the previous year
corruption cover only the Company? Yes/No. Does through the value chain:
it extend to the Group /Joint Ventures /Suppliers / The Company is taking various energy reduction
Contractors /NGOs / Others? initiatives year on year and achieving the energy
The Company has adopted Code of Conduct for its reductions through its sustainable initiatives such
Directors, Senior Management and all employees as implementation of renewable energy projects.
of Adani Group Companies. It does not extend to
II. 
Reduction during usage by consumers (energy,
other entities.
water) achieved since the previous year?
Senior management and the Directors of the Company The Company has reduced its energy intensity
have to adhere to the Code of Conduct, constituted by 47% and water intensity by 32% than previous
with an objective to promote ethics and transparency year. It has recycled and reused 60 ML of treated
in the conduct of its operations. wastewater of its treatment plants and avoid
freshwater withdrawal from shared resources.
Policies including whistle blower are applicable to each
Replaced HPSV and tube lights with LED lighting
employee working with the organisation.
fixture continuing the energy reduction drive.
2. How many stakeholder complaints have been During the FY 2018-19, the Company has replaced
received in the past financial year and what total 150 HPSV and 51 tube light fixtures with LED
percentage was satisfactorily resolved by the lighting fixtures and achieved 66% & 77% energy
management? If so, provide details thereof, in reduction compared to the HPSV and conventional
about 50 words or so. lighting energy consumption respectively.
Stakeholder’s Relationship Committee received 7
3. Does the Company have procedures in place for
complaints related to shareholders like non-receipt
sustainable sourcing (including transportation)?
of Annual Report, non-receipt of declared dividend,
Yes, the Company is practicing the sustainable sourcing
revalidation of dividend warrant or refund order etc.
for its operations. The mechanised conveyors for coal
All complaints were satisfactorily resolved. Please refer
transportation, procuring E-RTG cranes, introduction of
page 92 of Annual Report.

105
Adani Ports and Special Economic Zone Limited

EV ITVs, procuring high energy rating equipment, water 4. Please indicate the number of permanent employees
less urinals are the examples of sustainable sourcing. with disabilities.
The Company has one permanent employee with
4. Has the Company undertaken any steps to procure
disabilities as on March 31, 2019.
goods and services from local and small producers,
including communities surrounding their place 5. Do you have an employee association that is
of work? If yes, what steps have been taken recognised by the Management?
to improve the capacity and capability of local The Company does not have an employee association
and small vendors? recognised by the Management.
The Company encourages procurement of goods
6. What percentage of permanent employees who are
from local vendors, thereby creating direct and
members of this recognised employee association?
indirect economic impact in the surrounding region.
Not applicable.
Additionally, the Company also procures various services
(civil work, manpower supply, maintenance work etc.) 7. Please indicate the number of complaints relating
from local contractors, which has led to creation of to child labour, forced labour, involuntary labour,
employment opportunities and skill development of the sexual harassment in the last financial year and
local population. those pending as on the end of the financial year.
There were no complaints of this nature during the
The Company follows a systematic process of vendor
financial year.
relationship management. The Company has initiated
various programmes to transfer skills and knowledge 8. What percentage of under mentioned employees
to its supply chain. It has conducted annual vendor were given safety and skill up-gradation training in
meets to encourage them and build strong relationship. the last year? (Permanent employees, permanent
The Company encourages for developing local vendors women employees, causal / subcontracted
and service providers for procuring the material and employees, employees with disabilities).
waste management services. Employee training and skills development is an integral
aspect of the Company’s human resources strategy.
5. Does the Company have a mechanism to recycle
The Company’s training programs extend to all
products and waste? If yes, what is the percentage
permanent and contractual employees, which are rolled
of recycling of products and waste? If yes, what is
out as per the annual training calendar and individual
the percentage of recycling of products and waste
employee training needs, covering a significant
(Separately as < 5%, 5-10%, >10%). Also, provide
percentage of employees. All contractual employees
details thereof, in about 50 words or so.
are given mandatory safety training on induction as
The Company complies with all applicable regulatory
well as on the job skills related training through the
requirements pertaining to waste management.
contractors and the Company. Total 80,153 employees
The Company is providing cargo handling & logistic
(including permanent employees as well as contractor
services, which generates non-hazardous and
ones) were trained and 1,73,814 employees (including
hazardous wastes. The Company is disposing its waste
permanent employees as well as contractor ones) were
in environmental friendly manner through CPCB / SPCB
given Safety Induction under 5,150 batches during the
registered CHWIF/ TSDF or authorised recyclers. The
year FY 2018-19.
hazardous waste generation was increased by 38% in
FY 19. Being a service industry, we don’t have potential Principle 4: Business should respect the interest
to recycling of generated waste in our operations, of, and be responsive towards all stakeholders,
however 52% hazardous and 71% non-hazardous wastes especially those who are disadvantaged, vulnerable
has been sell to the registered recycler/re-processors. and marginalised
No waste was disposed at landfill site, which has been
1. Has the Company mapped its internal and
assured by third party.
external stakeholders?
Principle 3: Business should promote the wellbeing Yes, the Company has mapped its stakeholders and has
of all employees. a systematic stakeholder engagement process.
1. Please indicate total number of employees. 2. Out of the above, has the Company
The Company has a total of 1,240 employees as on identified the disadvantaged, vulnerable and
March 31, 2019. marginalised stakeholders?
The Company has identified disadvantaged, vulnerable
2. Please indicate total number of employees hired on
& marginalised stakeholders. The Company, through its
temporary/contractual/casual basis.
social arm Adani Foundation works for the development
The Company has a total of 35 employees hired on
of the said stakeholder group.
contractual basis as on March 31, 2019.
3. Special initiatives taken by the Company to
3. Please indicate the number of permanent
engage with the disadvantaged, vulnerable and
women employees.
marginalised stakeholders:
The Company has 8 women employees as on
The Company firmly believes in sustainable community
March 31, 2019.
development, especially for the vulnerable and

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 Annual Report 2018-19

Corporate Overview
marginalised sections and endorses the same as a students (1030 Girls and 1568 Boys) are the direct
business entity. It strives to create an environment beneficiaries for the academic year 2018–19.
of coexistence where there is an equitable sharing
The project has enthusiastically involved school
of resources followed by sustained growth,
teachers, principals, district education department as
development and community empowerment across its
well as the community.
business locations.
The highlights of Project Utthan include:
The Company has been promoting CSR activities in
its operational areas through Adani Foundation. It has a) 
Empowering ‘Priya’ students: Utthan Sahayaks
been strategically supporting a number of initiatives enhance the reading, writing and numerical
run by Adani Foundation in the areas of education, skills of ‘Priya’ students by customised

Statutory Reports
community health, sustainable livelihood development teaching-learning methodologies
and rural infrastructure development. The following
b) Introducing English as a third language: Utthan
Adani Foundation initiatives have been supported by
Sahyaks, who are the natives and have studied
the Company at various locations.
throughout in English Medium, teach English in
1. EDUCATION classes 1 to 4 using tailor-made curriculum. In the
The Company and Adani Foundation believe that government schools, English as a third language
Education is the stepping stone to lead a life of commence from class 5.
dignity and quality, especially for the underserved
c) 
Capacity Building Programme (CBP): Scheduled

Financial Statements
and the vulnerable. The main objective behind the
CBPs inviting external experts for the teachers of
educational initiative is to provide ‘quality’ education
all 17 Utthan schools.
with a unique learning experience to the young minds.
Going by the afore-mentioned ideals, the organisation d) Smart Classrooms: Customised and subject-wise
has undertaken numerous impactful educational digital content through large TV is facilitated in all
endeavours during the year. the 17 schools to enhance the learning experience.
1.1 
Adani Vidya Mandir, Bhadreshwar near Mundra e) 
Regularity of the students: Mothers’ Meet at
in Kutch district of Gujarat is an exemplary regular intervals; Audio message through ‘Aawaz
cost-free school that provides quality education De’; regular Home visits by Adani Foundation Team.
to around 387 students out of which 134 are from
1.4 Shala Praveshotsav: In order to create a ‘joyful
neighboring fisher-folk communities. Further, the
learning experience” welcome educational kits
school has also been providing nutritious food,
are presented to children when they join school.
uniforms and many other tools and services to the
During the year 2300 children from 62 villages of
children for free. Many of the students are first
Mundra taluka got enrolled in Standard 1 across
generation learners. Hence, additional coaching is
111 govt. primary schools.
also provided to the identified students in order to
cope up with the syllabus and excel in study. 1.5 Machhimar Vidya Deep Yojana of Adani Foundation
is focused on the upliftment of the fisherfolk
1.2 
Adani DAV Public School in Bhadrak district of
community. Under the project, four Balwadis
Odisha has been providing quality education
were constructed. These are part of a great
at subsidised cost to children from rural and
amount efforts being put in developing school
underprivileged families. The school building is
preparedness of the community children. Aimed
spread across five acres and is equipped with 16
at children between 2.5 and 5 years, the project
modern classrooms, two libraries, science and
includes nutritious food, awareness on health,
computer labs, an audiovisual room as well as
hygiene, cleanliness, discipline, regularity and
facilities to promote sports, outdoor games and
development of basic age-appropriate concepts
creative activities. This school is run by the Adani
for the beneficiaries. The overall objective is to
Foundation in collaboration with the DAV College
bring the children of fisherfolk into school and
Trust. Presently, 385 students from numerous
help dream for a better future with option aplenty.
villages mostly from Bhadrak dist. are enrolled
in the school. 1.6 
Vidya Sahay Yojana (Scholarship Support) is a
participatory scholarship support for 12th standard
1.3 Project Utthan: The Government of Gujarat
children of fishing community studying in SMJ
approved Adani Foundation’s proposal to adopt 17
High School, Luni. Adani Foundation contributes
government primary schools in the Mundra taluka
80% and 20% is willingly borne by the parents.
in Gujarat covering seven villages namely, Zarpara,
We also encourage them for technical education
Navinal. Shiracha, Nanakapaya, Tunda, Wandh
for good job opportunities. A total of 66 students
and Dhrub on May 25, 2018. As of now, 2598
have already been benefitted. In addition, this
year 68 students received textbook support and

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Adani Ports and Special Economic Zone Limited

eight students received new bicycles for pursuing Dhamra. 2486 students are getting benefit out of
higher secondary studies. it every academic session.
1.7 
School Enrolment Drive & Free School Kits is 1.11 
Support to Rural School in bridging the basic
a popular programme in Dahej, Gujarat. The facilities: Adani Foundation firmly believes
drive is carried across the neighbouring villages that quality and compulsory education is the
complementing the government’s efforts to bring foundation for a progressive nation. Guided by
children to school. Rural parents were encouraged this belief, in the process of interactions during
specially to enroll girl children without fail. the visits to the schools, consultation with the
teachers and SMC members, it was observed there
In addition, Adani Foundation distributed 290
are many factors, which are responsible for not
school kits comprising of school bag, textbooks,
achieving the desired quality in education.
pencils, and stationery as a welcome gift to
children joining Class 1. This initiative covered In this stride following the participatory processes,
young students in 9 government schools from 7 Adani Foundation has identified various spheres
villages. Besides creating a sense of excitement which call attention to create conducive
in going to school for the kids, the exercise also environment in the educational institutions, which
helped motivate parents to admit their wards in ultimately catalyze the process of transfer of
school. Moreover, parents didn’t have to spend education form teachers following a child centric
money on buying school kits. process.
In Udupi district of Karnataka, distribution of While deciding this program, the utmost attention
Quality Education Kits involving branded Slates, was given to avoid duplication of the resources
Notebooks, Bags, Geometry Boxes, Umbrellas to provided by the government. Moreover, these
6505 students (of 78 schools) studying in Kannada supports are the supplementing factor to ensure
Medium Government & Government Aided Schools. uninterrupted and quality education. In this FY
2018-19, a total of 1994 students from 24 schools
1.8 Support to Schools: In and around Dhamra, Adani
were supported with School bags and 10 High
Foundation, on behalf of the Company, provides
Schools from railway corridor were supported with
the required support to the rural schools of the
200 pairs of bench & desks.
region with intent to give a pleasant learning
experience to the students. With an objective 1.12 Free Residential School for Tribal Children: Adani
of bringing about a positive change in the Foundation has joined hands with the Kalinga
current educational scenario in Odisha, this year Institute of Social Sciences (KISS) at Baripada,
a total of 1994 students from 24 schools were Odisha in setting up a residential school (from
supported with School bags and 10 High Schools Class-I to X) with an aim to provide cost free
from railway corridor were supported with 200 quality education for the Tribal children of the
pairs bench & desks. region. Adani Foundation has already released first
instalment of the fund to KISS for the first phase
1.9 
Merit Scholarship support was introduced to
of infrastructure development work. The school is
ensure that meritorious students were not
expected to become operational soon.
deprived of educational opportunities owing
to lack of funds. Adani Foundation provides 1.13 
Merit Scholarship and Open Houses: Merit
merit scholarships to deserving students from Scholarship is provided to 100 students every
economically underprivileged backgrounds of year from economically weaker sections based
Dhamra region to support their higher education. on their performance in SSLC with a scholarship
Under this programme we have supported 198 amount of ` 10,000 per student for a period of
Students from immediate eight GPs till date and two years. Monthly open houses are conducted to
the response has been overwhelming. In Udupi these students with aptitude assessment test by
region, 776 students of SSLC standard and above Lifology institute, career goal setting and career
awarded with scholarships. guidance. This has enabled these students to
decide their career path.
1.10 
School Libraries in High Schools & ME School:
The “AMA (Our) School Library Programme” 1.14 
Navodaya Coaching Center in Tiroda: Navodaya
aims to catalyze quality education by providing Coaching Centre (NCC) is a unique experiment
well-planned libraries in schools. Access to books in school education within India. Its significance
through School libraries develops a lifelong positive lies in the selection of talented rural children as
attitude among students towards reading and the target group and the attempt to provide them
help them read more. The earlier the foundation with quality education comparable to the best
can be laid, the better it is for their future. As on residential school system.
date, we have set up nine libraries in as many
Three NCC centers at ZP Upper primary school
High Schools in eight immediate panchayats near
Birshi, ZP Upper primary school Gumadhawada
and ZP High School and junior college Tiroda are

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Corporate Overview
already operational and are free of cost. In the year standards of and strengthening healthcare systems in
2018-19 total 75 students from 16 Government and around our operational locations in India to ensure
schools have benefitted with this coaching center. healthy families and society in alignment with the
Sustainable Development Goals of the UN. Through our
1.15 
Aamchi Shala- Adarsh Shala Competition (Ideal
efforts in community healthcare, we aim to help people
School Competition): In and around Tiroda,
realise their dreams of leading a healthy and happy life.
Maharashtra Adani Foundation has started a
unique initiative “Aamchi shala Adarsha shala” ideal 2.1 Mobile Health Care Units (MHCUs): The MHCUs
school competition in nearby villages Government are operated by Adani Foundation nationally with
Schools of APML. The aim is to enhance the the objective of providing basic healthcare facilities
quality of government school’s education and to the remotest rural areas and underserved

Statutory Reports
break Govt. School’s negative perception within communities. These facilities include diagnostics,
people. It aims to improve outcomes related medicines, free of cost consultation and referrals
to student learning, teacher performance and by certified doctors at the doorstep of community
functional and effective education systems. In members. As a result, these patients save money
this competition the competitors’ schools has on consultation fees, medicines and travel costs
been judged on the total 29 parameters which reducing the possibility of losing livelihood due to
mainly based on infrastructure and other aspects weak connectivity to public healthcare system.
as well like Quality of education, E-learning status,
As many as 20,615 treatments were provided
Social values and its awareness, Attendance,
exclusively through MHCUs.

Financial Statements
Participation of villagers etc. In 2016 we started
off with 19 schools which participated in the In Dhamra region, two Mobile Health Care Units
competition. During 2018-19 a total of 33 School caters to needy and vulnerable community
Participated from Tiroda block. members of 42 villages from twenty panchayats
from three blocks namely; Tihidi, Chandbali and
1.16 
Gyan Jyoti Support (E-Learning Package
Bhadrak. A total of 59,808 treatments have
Distribution): The E-Learning programme was
been provided during the financial year. The
initiated to bring rural students into the world of
beneficiaries included 26,104 male, 29,501 female
learning through multimedia. The intention was
and were children. In addition, 3,803 patients were
improving the quality of learning in an innovative
treated at the Medical Centre.
and interactive way and developing child-friendly
classrooms. We have provided E-Learning kits Adani Foundation also operates numerous Rural
to schools under Gyan Jyoti Support. Each kit Health Clinics where healthcare services are
includes installed E-Learning Syllabus Software, provided free of cost to the needy people on daily
Projector, CPU, Speakers, etc. It has all subjects basis. These clinics, operating in Mundra, Anjar and
as per the syllabi of Standard 1st till 10th. In Mandvi in Gujarat, are an important step by the
2018-2019 51 Zila Parishad Primary Schools have Foundation to ensure that quality medical services
got our kits, benefiting 2302 students. are made accessible to the rural populace. 22,256
treatments provided through these rural clinics.
1.17 
DISHA - Career planning workshop for Youths:
In order to fulfill that gap of career planning and The MHCU in Udupi, Karnataka reaches covers 12
guidance, Adani Foundation has planned Career villages and provides free medical treatment free
planning workshops for youths in Tiroda. About of cost at the doorsteps. During the year, 20,413
105 students from Manvata High school, Berdipar, treatments were provided.
Ganesh High school Gumadhawada, Tribal Ashram
As many as 390 units of bloods were donated
School, Majitpur were participated. In Career
under “Go-Red” drive and handed over to the
planning our 250 Pre-police Training youths also
District Hospitals of Udupi and Mangalore.
took part. This workshop has given an idea to the
students to choose their future career pathways Under Poor Patients Assistance Programme
according to their interest areas, also students extended support to 11 patients who are in difficult
have started to think accordingly. financial position or out of any source of income.
2. COMMUNITY HEALTH A total of 9,483 villagers were covered under the
We firmly believe that ensuring and improving overall Adani Aarogya Card / Health Insurance programme.
healthcare of the citizens can directly result in It covers family size of 7 members and allows
economic growth of the nation. Healthy people can cash-less medical treatment in multispecialty
utilise growth opportunities made available to them hospitals, requiring specialised treatments, thus
in a better way. In many cases, it can save them from reducing the burden of treatment cost.
slipping into poverty too.
2.2 
Health Cards to Senior Citizens and Medical
Lack of health seeking behaviour as well as access Insurance: The Vadil Swasthya Yojana is a scheme
to basic healthcare have a detrimental impact on the under which health cards are provided to senior
health and well-being of the people. We, at the Adani citizens from socio-economically marginalised
Foundation, have committed ourselves to raising the sections. The main objective of this scheme is

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Adani Ports and Special Economic Zone Limited

to make timely healthcare services available 2.8 

Machhimar Shudhh Jal Yojana: This scheme of
according to needs of these senior citizens. Under providing potable water has helped in bringing
this scheme, senior citizens with family income convenience in fetching water for community
of less than ` 2,00,000 per annum are provided women, besides contributing largely towards
with green cards through which they can avail general wellbeing. Water tank platforms have been
free healthcare services amounting to ` 50,000 constructed and tanks have been set up in order
for a period of three years. Senior citizens with to provide clean potable drinking water to the
family income of more than ` 2,00,000 per annum community at convenient spots. On a daily basis,
are given blue cards, which allows them to avail 1,18,000 litres of clean potable water is being
healthcare services at the Adani Hospitals at highly supplied at different settlements.
subsidised rates. This scheme is currently offered
2.9 Mega Health Camp in Dhamra: Adani Foundation
in Mundra, Gujarat. A total of 10,161 treatments
regularly conducts various general and specialised
were availed by 8,599 cardholders.
medical camps for the benefit of local communities
2.3 Medical camps: Adani Foundation regularly in and around its operational locations. At these
conducts various general and specialised medical camps services of gynaecologists, orthopaedic
camps in and around its operational locations for surgeons, heart specialists, skin specialists,
the benefit of local communities. At these camps paediatricians, ophthalmologist, ENT surgeons
services of gynaecologists, orthopaedic surgeons, are provided to the community members at no
heart specialists, skin specialists, paediatricians, cost. Free of cost follow-up services are also
ophthalmologist, ENT surgeons are provided to the made available and necessary discounts are
community members at no cost. During the year negotiated in cases requiring surgery. One Mega
6,145 patients were treated and 1,137 students Health Camps was organised in collaboration with
benefited from school health camps. Apollo hospital Bhubaneswar and Rotary club
Bhadrak where 2003 patients from Karanjmal and
2.4 Health Awareness Programme: Such customised
Kaithkhola Gram Panchayats and few neighboring
programmes play crucial role in checking seasonal
villages received treatments.
diseases. 987 villagers benefited through 13
awareness programmes. 2.10 First-aid Training: Adani Foundation, in collaboration
with St. John ambulance, conducted a training
2.5 
Gujarat Adani Institute of Medical Sciences
programme at Adani DAV School premises where
(GAIMS): On an average more than 30,000
DEO, Bhadrak inaugurated it. Thirty-six teachers
needy patients receive healthcare services in the
from different schools participated in the two-day
general hospital every month. In addition, Adani
training programme. Dr. P.K. Mohapatra, Lecturer
Foundation organised 48 General Health Camps
and Examiner in First Aid, St. John ambulance,
and Specialty Camps in various interior villages of
Bhubaneswar along with Dr. Amiya Mohanty
Kutch in coordination with GKGH which created
conducted training.
magical impact and benefitted 25,000 patients.
Eleven awareness camps and village level meetings Ensuring that children are safe while in school
in 293 villages of Kutch were also organised. is one of the major priorities of parents. If any
emergency occurs the students and staffs who
2.6 
Hearse Service (Dead body van): Providing
are well trained with First aid skills make a great
dignity to departed souls is a noble cause. If a
difference in the entire safety of the schools. Many
patient succumbs to terminal disease or medical
accidents occur in schools leading to wounds,
conditions in the GKG Hospital, the body of the
bleeding, fractures, sprain, strain and many
departed soul is shifted to the native village in
other health problems that need to be handled
Kutch district free of cost. A total of 543 such
quickly. Providing a teacher and a staff with First
services have been rendered.
aid training is a great initiative that ensures the
2.7 
Machhimar Arogya Yojana A healthy person proper risk assessment and management in the
can continue to work well and provide for his schools, because in any accidents or emergencies
family. Moreover, a mix of promotive, preventive ambulance takes minimum 20-30 minutes to
and curative services to children, women, adult reach there. By having people with the right first
and elderlies alike bring a great solace to the aid skills and have confident on how to utilise the
whole family. The Mobile Health Care Units and skills, emergency first aid can be done immediately,
dispensaries have been run by Adani Foundation thus saving a life or preventing more damage.
since 2009. The mobile dispensary is also near
3. SUSTAINABLE LIVELIHOOD DEVELOPMENT
the coast, away from the settlement, where the
The Sustainable Livelihood Development programme
fishermen work round the clock. They avail the
envisages empowering lives and broadening people’s
facilities as and when needed. Close to 1000
scope for economic opportunities. This is based
fishermen were benefitted by Mobile Dispensary
on community-based approaches. In the villages,
during last half year.
several communities are economically side-lined and

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Corporate Overview
weaker that depend on a sole income source or are to convince them for NB21 at least in
unemployed. Sustainable livelihood projects have been one acre land;
launched to cater financial independence through
3. Village Level Fodder Cultivation: Participatory
building local partnerships, providing diverse livelihood
Approach (a) Winter crop Cultivation –
avenues, inculcate the attitude to establish savings,
Support to 180 Individual (Supported for
equipping to earn and updating local skills by making
seeds of Makai for 180 acre land) (b) Winter
use of existing resources to encourage self-reliant
Crop Cultivation – Support to Group of
lifestyles. Participation is encouraged by launching
Farmers (200 acre of land with 32 farmers)
specific projects for fishermen communities, farmers
and cattle owners, youth and women. Win-win situation of this project (outcome) - Cost

Statutory Reports
saving initiative: Financial saving by ` 7.23 lakh in
3.1 
Women Empowerment Projects: When women
three months (15%), Assured of green fodder and
in the communities get successfully engaged
supply; Empowerment of farmers by providing
in income-generation activities, their roles in
livelihood; Increase of Green fodder cover; Milk
reforming bad habits among the male members
productivity enhancement; Fulfilment of double
become more successful and effective. In
the farmer income concept of Govt. of India; Crop
the process, future of the coming generation
rotation increases the soil fertility.
is also ensured.
3.3 Project Swavlamban was launched with the
In Kutch, we initiated a novel training programme
blessings and goodwill of differently abled

Financial Statements
with two major women’s group of villages near
people of Mundra taluka. The objectives behind
Adani Power and Adani Ports. Both the groups
the initiative were to increase awareness about
of women (132 women in total) successfully
Government schemes for Divyang people, widows
completed their training for preparing washing
and senior citizens and coordinate them with
powder, phenyl, liquid for cleaning utensils and
Social Welfare Department. We have also helped
hand wash etc. Today, we have selected 12 women
the special people in getting income generation
groups having 132 members in total as per their
equipment support and proper training provision to
interest and areas of strength i.e. accounting,
make them self-reliant in true sense. This year 154
banking, leadership, marketing, administration
beneficiaries were linked up with pension scheme.
etc. As a further step to bring sustainability, we
thought of starting a shop “Saheli Mahila Gruh A total benefit worth ` 15 lakhs reached to 533
Udyog” at Shantivan Colony. Washing Powder, people that included disabled, widows and
Phynayle Dish wash liquid, Pickle of Bijora, Suf senior citizens.
handicraft, Ahir Handicraft etc. are now produced
3.4 
Skilling Youth and Linkages with Authorities:
by them, marketed and sold.
Coordination with Coast Guard, Marine Department
3.2 
Techniques to increase Farm Income: initiated and Fisher-folk for smooth Port operations Regular
Programme for Awareness of Farmers in Meetings with fisherman for various innovate
collaboration with KVK. The outreach is technology for fishing. Apart from providing formal
approximately 141 farmers in 5 villages. education, special programmes were conducted to
enhance youth employability. Based on the need of
Fodder Cultivation: Fodder is the main issue as
assessment, a number of trades were introduced
rainfall is very less in Kutch region. We provide
by the Adani Skill Development Centre in Mundra,
fodder during the time of scarcity and the last
where the fisher folk youth could join and get
three months of summer every year. This has given
vocational training for a number of technical and
stability to the families who earn their livelihood
non-technical skills. 68 students were trained
through animal husbandry. In order to meet the
on Mud work, Dori work and Checker cum RTG
demand of fodder, the Adani Foundation purchases
Crane operator.
it from the regional farmers. This gives them fair
rates in return. This year we have given 1,78,000 3.5 
Machhimar Ajivika Uparjan Yojana: The ‘Ajivika
delivery of fodder worth ` 402 Lakh in Mundra, Uparjan Yojana’ was implemented to promote
Lakhpat, Anjar, Abdasa and Rapar talukas. Adani and support alternative livelihoods among the
Foundation is working intensively in direction of fisher-folk communities during the non-fishing
fodder sustainability in three ways - months. Adani Foundation introduced ‘Mangrove
Nursery Development and Plantation’ in the area
1. Individual Fodder Cultivation Support – NB21
as an alternate income generating activity for
demonstration – Supported 140 Farmers of
the people of the region. Both men and women
Dhrub and Zarpara;
received training on Mangrove plantation, moss
2. Drip Irrigation support Linkages with Fodder cleaning, etc. Adani Foundation provided them
– First phase we will support drip irrigation with employment equivalent to 6,261 person–days.
in 22 villages and these linkages will help Till date employment worth of 35,787 person-days
has been provided.

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Adani Ports and Special Economic Zone Limited

3.6 Seaweed culture: Sea weed culture as alternate roads of 5000 meter each for Zarpara Fishermen
livelihood for fishermen has been started on pilot and Luni Pagadiya; drinking water storage tank
base with Vivekananda Research and Training of 5000 liter capacity at Bavdi Bandar-2, Juna
Institute. Seaweed rafts have been installed at Bandar-2, Kutdi Bandar-1, installation of a 2000
Juna Bandar. After successful results we will meter water pipeline at Wandi village were
support for more rafts to fisherman as a source of undertaken during the year.
off-season employment. Natural seaweed which is
4.4 Development of basic and crucial community
available at Luni coast and being obstacle in fish
infrastructure is one of the key components in
net is collected and then sent for selling taking
Adani Foundation’s area of focus in the Dhamra
expertise from VRTI.
port periphery. A need assessment is done in
3.7 
Sorting Sieve - Time Saving for Fisher Women: consultation with the Govt. and the PRI members
During bulk fishing catch fisher-women remain and then we prioritise the works as per the
engages the whole day to sort it out by hand. The immediate need. Primarily activities like water
work used to be time consuming, needing hard toil proofing of school roof, construction of additional
and painful to fingers too. Adani Foundation has classrooms through “MO SCHOOL ABHIYAN’’,
provided them with wooden sorting sieve for small building girls toilets, construction of concrete road,
fishes. Adani Foundation, Fisheries Department GSB road & WBM road, hand pump installation,
GOG & CMFRI (Central Marine Fisheries Research high mast light at fish market, etc. are some major
Institute) had organised sessions on alternate highlights in Dhamra area during the year.
livelihood for fisher women. Importance of
4.5 This year, 10 houses were constructed for BPL
savings, opening and operating bank accounts
(Below Poverty Line) families of Lakhigam village
and also usage of sieve for fish-sorting work were
near Dahej. One traffic circle was also constructed
organised. Till now 78 wooden sorting sieves have
at the Dahej Bus Stand, resulting in ease of
been distribution.
vehicular movement and enhanced road safety.
3.8 
Supporting Aahaar Scheme: Aahaar is a food
4.6 Karimpallikkara is a fishermen colony in the ward
subsidisation programme run by the Government
of Kottappuram close to Adani Vizhinjam Port
of Odisha which provides low-cost lunch to the
Pvt. Ltd. There exists an open natural pond at
poor people at five rupees. The actual cost of the
Karimpallikkara, which both men and women use
food is around ` 20 but is subsidised to ` 5 due
for bathing. There are more than 150 houses near
to financial assistance provided by Adani Dhamra
this pond, using it on a day to day basis. To save
Port. On an average around 500 people visit the
the pond Adani Foundation renovated it with
Aahaar Center to take advantage of subsidised
separate bathrooms for men and women along
meals each day. During the year 2018-19, a total
with facilities for washing clothes.
of 1,50,000 nutritious meals were served to
the needy people. 4.7 A total of 38 roads and six toilet blocks have been
constructed in seven gram panchayats around
4. COMMUNITY INFRASTRUCTURE DEVELOPMENT
Udupi, Karnataka bringing much solace and
Community infrastructure bears a direct impact on
convenience to the villagers.
the standard of living and the micro economy of
the community. With the support of the Company, 5. UDAAN
Adani Foundation has worked towards improving  Project Udaan is an inspiration tour and a learning-based
the infrastructure in numerous rural and initiative focused on the young minds of our nation.
migrant populations. Under this project, exposure tour is organised wherein
school children students are given a chance to visit the
4.1 Under the Dignity of Drivers Project, Adani
Adani group facilities such as Adani Port, Adani Power
Foundation has constructed Resting Shed at
& Adani Wilmar facilities at Mundra, Hazira, Kawai,
the entrance of the SEZ premises in Mundra. A
Tiroda, Dhamra and Udupi, to get an insight into the
total of 50 beds, drinking water and sanitation
large-scale business operations and thus get inspired
facilities and recreational aids such as TV have
to dream big in life. Around 300,000 young students
been installed.
have so far visited our facilities across all locations. This
4.2 The present condition of migrant labour year, more than 47,124 children took part in the project.
community of port, power and refinery was taken The exercise stimulates the young minds to dream big
up for improvement in Mundra. Adani Foundation and help them become entrepreneurs, innovators and
has constructed 45 toilet blocks and proper achievers of tomorrow, and thus play an active role in
bathing facilities place for them in order to bring the process of nation building.
basic convenience and ease of living.
6. SAKSHAM
4.3 Road repairing work, building open shed, sand SAKSHAM or the Adani Skill Development Centre
filling plot, concrete step ladder at Juna Bandar, (ASDC) is a non-for-profit organisation was registered
house construction at Shekhadia, two approach on May 2016, to focus on skill development activities to

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 Annual Report 2018-19

Corporate Overview
contribute towards nation building by bridging the skill total of 485 children from the fishing community
gap demand and supply, in the line with government of participated in it.
India’s Skill India Mission. ASDC has partnered with the
8.2 Festival Celebration: Adani Dhamra Port has always
National Skill Development Corporation (NSDC) and has
given importance to the community festivals in
trained more than 30,029 youth (20,800 in 2018-19)
order to preserve and promote local art, culture
in over 40 courses at 65 centres across 8 states of
and traditions. The festivals are connected to the
the Nation. It has four-step approach to skilling every
social and environmental context of the villagers,
individual – Mobilising, Counselling, Training and
besides their sense of pride. Special festivals like
post training support. The job-oriented and hands-on
Makara Sankranti, Durga Puja and Basant Puja etc.
skilling programmes ensured a livelihood generation
were celebrated spanning many days with lots of

Statutory Reports
ratio of about 65%.
joy and enthusiasm during the year.
ASDC has conducted various training programs which
9. KERALA FLOODS RELIEF
includes alliances with the government schemes i.e.
The Company contributed ` 25 crore to the Kerala
• Pradhan Mantri Kaushal Vikas Yojana (PMKVY) Chief Minister’s Distress Relief Fund to aid the state in
its herculean task of reconstruction and rehabilitation
• Deen Dayal upadhayy Gramin Kaushalya
in the aftermath of the devastating floods in August
Yojana (DDUGKY)
2018. The cheque was handed over to the Kerala Chief
• Tribal Development Department Project Minister on August 23, 2018.

Financial Statements
• National Urban Livelihoods Mission (NULM) As soon as heavy rains started pouring in unabated,
relief kits were distributed to 1500 flood affected people
• Madhyapradesh Council of Employment and
in Ranni Taluk of Pathanamthitta. The relief group
Training (MAPCET)
comprising of employees, Adani Foundation teams and
• Department of Social Justice volunteers reached out to the villages of Kokkathode,
Mundanplavu, Nellikkampara and Kottampara Kurisadi
During 2018-19, Saksham received the outstanding
Junction in Aruvapulam Panchayath; Thekkemala,
contribution and certificate of Merit in Best Vocational
Vanchipramala, Catholic church and St. George
Training Provider by ASSOCHAM, Social Impact Award
Orthodox church in Mallappuzhasseri Panchayat,
by Indian Chamber of Commerce, among others.
Mangaram and Maroor villages in Konni. Each relief
7. SWACHHAGRAHA kit contained rice, rice flakes, biscuits, bathing soap,
 Swachhagraha, inspired by the Satyagraha movement, washing soap, toothpaste, toothbrush, candles,
is a project dedicated towards creating a culture of matchbox, lungi, nightclothes and cloth bags.
cleanliness by bringing about a behavioural change and
Adani Foundation also pressed into service its Mobile
promoting anti-littering attitude among the masses.
Healthcare Van in Kozhancherry from equipped with
This programme has four major components, the first
doctor, pharmacist and social worker, besides medicines
being the School Intervention Programme (SIP). This
and made it stationed at the relief camps. More than
component aims at creating a brigade of Swachhagrahis
1000 patients in different camps were provided
who will influence three generations. Through SIP we
medical assistance.
have reached out to 5,700 Schools across 19 states and
have more than 80,000 swachhagraha dal members, Cleaning residential premises, community places and
spreading message further to 26,50,000 students. schools etc. were of paramount importance as the
flood water receded. This would prevent spreading of
The second component of Youth Intervention
diseases and also help the premises become worth
Programme works with university students to spread
utilising. Cleaning works were carried out in schools,
swachhagraha message further.
hospitals and pathways with a team of 52 members
Third being Swachhagraha integration with Adani Group including Adani Foundation team, company staff and
companies and Adani Foundation other activities, aims community volunteers.
at leveraging existing projects and opportunities to
10. PROMOTION AND SUPPORT TO RURAL SPORTS
reach out to larger masses.
10.1 
Fisherman Cricket league: Adani Foundation
Fourth component of Swachhagraha is the organised the ‘Sixth Adani Premiere League’
large-scale community outreach that reached out to among Fishermen communities to promote
12 crore citizens encouraging them to take personal healthy sportsmanship and community harmony.
responsibility of maintaining cleanliness at public The Tournament was played for 13 days at SVC
places and be Swachhagrahis. (Shanti Vihar Cricket Ground) and 6 matches
per days were organised with full of enthusiastic
8. COMMUNITY ENGAGEMENT THROUGH CULTURAL EVENT
audience. A total of 65 teams with 780 youth from
8.1 Fisherman Ramatotsav: Ramotsav Week Programme
fisher folk communities from Mundra, Anjar and
was organised at various Vasahat i.e. Junabandar,
Mandvi Blocks of Kutch were participated in it.
Luni, Zarapara, Bavdi Bandar and Navinal for
students of 1st to 10th standard. This year a

113
Adani Ports and Special Economic Zone Limited

The Final Match was so nail-biting and Salaya team change and global warming in three different ways (i)
ultimately became the year’s winner over Luni through self-actions (ii) through awareness creation
Team. More than 1,200 members of audience from and (iii) through providing support for energy efficient
various villages were present. The winner’s trophy, services. The main objective behind all initiatives is
Runners-up Trophy, Man of the Series, Man of the to use and promote energy efficient technologies to
Match, Best Baller, and Best Bats-Man Trophy has reduce the energy consumption and related emission
been given to the respective teams and players. reduction. The Company has implemented number
of initiatives, which has resulted in saving in fuel
10.2 
Promotion of Rural Sports: With an aim to
consumption and thereby avoided related emissions.
promote the culture of sports and healthy living
among the youth of Dhamra region in Odisha, The Company has also conducted carbon footprint
Adani Foundation this year organised a series of assessment for six of its operating locations - Dahej,
rural sport events. Games like Kabaddi, Kho-Kho, Dhamra, Goa, Hazira, Mundra and Tuna. Based on
Volleyball, etc. were played wherein youth (both the assessment, Company will focus on reduction in
boys and girls) from the nearby communities energy consumption and emissions through various
participated. It has also a novel platform for technical and technological interventions. Energy
them showcase their potentials and pursue sport conservation targets are also taken for respective ports
skills they were passionate about. The natural and efforts are made to achieve the same. The web-link
progression for them hereafter would be to qualify is https://www.adaniports.com/sustainability.
for district and state level competitions.
3. Does the Company identify and assess potential
environmental risks? Y/N
Principle 5: Business should respect and promote
The Company has acquired International Standards ISO
human rights.
9001:2015, ISO 14001:2004, OHSAS 18001:2007, ISO
1. Does the Company's policy on human rights cover 28000:2007 certifications specifying the requirements
only the Company or extend to the Group / Joint for an Integrated Management System (IMS) as part
Ventures / Suppliers / Contractors / NGOs / others? of its objective to improve quality, health, safety and
APSEZ conduct its business in a manner that respects environment in the workplace.
the rights and dignity of all people, complying with all
Yes, the Company regularly identifies and assesses
legal requirements.
environmental risk during all stages of its existing
The Company has instituted and implemented a and planned projects being an integral part of IMS
Group level policy on human rights which covers all Certification. Additionally, the Company is also carrying
direct employees, consultants (including fixed term out detailed environmental impact assessment
appointees), associates, trainees, suppliers, vendors studies to assess all the likely impacts due to project
etc. in all companies/businesses of the Group. and also prepare environment management plan to
mitigate those impacts.
2. How many stakeholder complaints have been
received in the past financial year and what percent The Company is performing regular environmental
was satisfactorily resolved by the Management? monitoring of all the environmental parameters to
No stakeholder complaints other than mentioned in the assess the environmental status on a regular basis.
Corporate Governance Report were received during the Additionally, the Company is also carrying other
financial year. The Company has implemented the web- scientific studies including marine modelling studies
based grievance mechanism for stakeholders. The web to assess the response of marine components and
link is https://www.adaniports.com/Sustainability parameters to evaluate the marine operations safety.
4. Does the Company have any project related to
Principle 6: Business should respect, protect, and
Clean Development Mechanism (CDM)? If so
make effort to restore the environment.
provide details thereof, in about 50 words or so.
1. Does the policy pertaining to this Principle cover Also, If Yes, whether any environmental compliance
only the Company or extends to the Group / Joint report is filed?
Ventures / Suppliers / Contractors / NGOs / others? No, the Company does not have any projects related to
The Company has adopted an Occupational Health, Clean Development Mechanism (CDM).
Safety and Environment Policy as these aspects are
5. Has the Company undertaken any other initiatives
integral to the Company’s business values. The Policy
on - clean technology, energy efficiency, renewable
covers only the Company.
energy etc.? Y/N. If yes, provide hyperlink
2. Does the Company have strategies / initiatives to web page etc.
to address global environmental issues such as The Company has already taken several initiatives to
climate change, global warming, etc? Y / N. If yes, improve energy efficiency either through improved
please give hyperlink for webpage etc. operations or through adoption of better technologies.
Yes, the Company is continually doing several initiatives The Company has converted all its diesel operated
to address global environmental issues such as climate cranes into electric mode. Additionally, the Company has

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 Annual Report 2018-19

Corporate Overview
also installed and operating regenerative crane system 7. Number of show cause / legal notices received
which reduces the demand for energy consumption. from CPCB / SPCB which are pending as of end of
Golf carts are also used which in comparison to financial year.
diesel driven cars, generate less emission. Solar There are no show cause / legal notices received from
lighting and solar water heaters are also installed at CPCB/SPCB, which are pending as of end of financial
various locations within the port. The Company has year.
installed roof top solar panels of 3.33 MW capacities
at Mundra and thereby reduce the consumption & Principle 7: Business, when engaged in influencing
related emissions of conventional energy. The web-link public and regulatory policy, should do so in a
is https://www.adaniports.com/sustainability. responsible manner.

Statutory Reports
6. Are the Emissions / Waste generated by the 1. Is your Company a member of any trade and
Company within the permissible limits given by chambers of association? If yes, name only those
CPCB / SPCB for the financial year being reported? major ones that your business deals with.
Yes, the Company has adopted and implemented Yes, the Company is a member of the following
adequate pollution control measures to maintain the key associations:
norms under desired levels and accordingly emissions /
• Confederation of Indian Industry
waste generated are within the permissible limits given
by CPCB/SPCB and the Environment Monitoring data • Federation of Indian Export Organizations
including emissions and Waste generation and disposal

Financial Statements
• World Economic Forum
details are regularly submitted to statutory authorities.
Six Monthly Compliance Reports of Environment & • United Nations Global Compact
CRZ Clearance and annual Environment Statement
Adani Group is a member of the following key
submitted to regulatory authorities are kept on
associations:
Company’s website.
• Federation of Indian Chamber of Commerce and
As part of vision for Zero Waste, APSEZ has taken
Industry
several initiatives in the handling and management of
hazardous and non-hazardous waste at all operating • The Associated Chambers of Commerce and Industry
port locations by focusing on 5R principles of waste of India
management i.e. Reduce, Reuse, Reprocess, Recycle
• Ahmedabad Management Association
and Recover. As part of the initiative Mundra Port has
achieved Zero Waste to Landfill Assurance Statement. • Gujarat Chamber of Commerce and Industry
Major initiatives include, Reuse of treated sewage, 2. Have you advocated / lobbied through above
Recycling of paper, plastic, metal, E-waste, Used oil associations for the advancement or improvement
etc., Reprocess of food waste, STP & ETP sludge, Oily of public good? Yes/No; If yes specify the broad
cotton waste etc. areas (Governance and Administration, Economic
Reform, Inclusive Development Polices, Energy
• Various initiatives are implemented for reduction
security, Water, Food Security, Sustainable Business
in water and energy consumption footprint. Such
Principles, Others).
initiatives have not only resulted in net environmental
Yes, through its membership in the above bodies,
benefits but have also reduced the operational costs.
the Company has advocated on the key areas of
To meet the freshwater demand, other industries
improving the logistics and rail connectivity of ports.
treated wastewater and sea water is utilised through
The Company has also advocated regarding notification
desalination plant at Mundra.
of ports under export promotion schemes. This enables
• Developing greenbelt and conservation as well EXIM players to take benefit of export promotion
as enhancement of marine biodiversity are given schemes when they handle cargo at notified ports.
equal importance along with the development. Total
cumulative terrestrial greenbelt development done Principle 8: Business should support inclusive growth
till date is about 673.40 ha. across all port locations, and equitable development
Cumulative mangrove afforestation is done in an
1. Does the Company have specified programme /
area 2889 Ha (Approx.) along with conservation of
initiatives/ projects in pursuit of the policy related
2340 Ha at Mundra and a unique pilot project of
to principle 8? If yes details thereof.
development of bio-shield for protection of coastal
Adani Foundation works with a bottom-up approach
areas is in progress at Jambusar, Gujarat.
with the community with an inclusive agenda. Adani
In order to keep continuous track of impacts on Foundation has always endeavored to work in with the
environment, real time measurements of ambient air focus on sustainability, transparency and replicability.
quality at Goa, Vizhinjam and Kattupalli ports & sea
The Company has been pursuing and promoting the
water turbidity at Vizhinjam port are carried out by
societal mission of equitable development and inclusive
installation of latest technological instruments.

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Adani Ports and Special Economic Zone Limited

growth through Adani Foundation, the CSR and 5. Have you taken steps to ensure that community
sustainability arm of the Adani Group of Companies. development initiative is successfully adopted by
Adani Foundation, since its formation in year 1996, the community? Please explain in 50 words.
has been working in numerous strategic human Community members are included in the process of
development areas, benefitting the most deserving need assessment, inception, execution and utilisation
members of the society. of services related to any development initiative. In
addition, efforts are made to involve relevant govt.
Adani Foundation has been working across 2250
agencies and suitable non-govt. organisations. These
villages in 18 states of India, creating meaningful impact
inclusive approach help make our initiatives become
in the lives of 3.2 million individuals a year. Its core areas
more sustainable and being adopted by the community.
of focus have been on Education, Community Health,
Sustainable Livelihoods Development and Community
Principle 9: Business should engage with and
Infrastructure Development.
provide value to their customers and consumers in a
2. Are the programmes/projects undertaken through responsible manner.
in-house team / own foundation /external NGO/
The customers have always been pivotal in shaping our
Govt. structure /any other organisation?
strategies and developing business. In order to enhance our
Adani Foundation is the CSR, sustainability and
customer centricity levels way ahead of the marketplace,
community outreach arm of Adani Group. Established
we have established a dedicated Customer Service Cell
in 1996, Adani Foundation aligns its mission with the
CSC). The CSC would be single point of contact for all the
group philosophy of Growth with Goodness. Adani
customers trying to reach out and interact with us.
Foundation is committed to the cause of the deprived
and underprivileged with a multi-faceted approach 1. What Percentage of customer complaints /
of development. consumer cases are pending as on the end of
financial year 2018-19?
Adani Foundation has proper operational and
There are no customer complaints / consumer cases
functional structures in place. At various strategic
pending as of end of financial year 2018-19.
project locations across India, the organisation has got
both human resource and operational infrastructure for 2. Does the Company display product information
efficient functioning. on the product label, over and above what is
mandated as per local laws? Yes/No/N.A. /Remarks
In addition, Adani Foundation has partnerships
(additional information)
and collaborations with organisations of relevant
The Company does not manufacture any product;
expertise that include government departments &
hence this is not applicable.
institutions, non-government think-tanks & agencies,
community-based knowledge, among others. 3. Is there any case filed by any stakeholder against
the Company regarding unfair trade practices,
3. Have you done any impact assessment of your
irresponsible advertising and/or anti-competitive
initiative?
behavior during the last five years and pending as
Yes, impact assessments of the ongoing CSR programs
of end of FY 2018-19?
and need/outcome assessment at grass root level
There are no such cases against the Company in
through participatory rural appraisals are conducted at
the Court of law.
regular intervals to evaluate and continually improve the
program implementation and outcomes. The Company 4. Did your Company carry out any consumer survey /
has conducted Social Return on Investment study for consumer satisfaction trends?
its “SAKSHAM” project for Mundra location. The Company actively seeks function-wise feedback
from various stakeholders. For example, vessel feedback
4. What is the Company's direct monetary contribution
is collected from vessel masters for each and every
to community development projects and details of
vessel handled at the port.
projects undertaken?
The Company’s monetary contribution to community The Company carries out customer satisfaction survey
development projects in financial year 2018-19 was through deployment of internal resources. The survey
` 68.37 crore. The focus areas of the Company’s is normally conducted on an annual basis and covers
community development projects are outlined in feedback of customers across all port business verticals.
response to Question 5 under Section B.
Similarly, transporters and port users’ feedback is sought
by security function. The output of the survey is in form
of concise actionable points and the same helped to
improvise the services and infrastructure provided by
the port to various port users

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 Annual Report 2018-19

Independent Auditor’s Report

Corporate Overview
To statements under the provisions of the Act and the Rules
The Members of made thereunder, and we have fulfilled our other ethical
Adani Ports and Special Economic Zone Limited responsibilities in accordance with these requirements and
the ICAI’s Code of Ethics. We believe that the audit evidence
Report on the Audit of the Standalone Financial obtained by us is sufficient and appropriate to provide a basis

Statutory Reports
Statements for our audit opinion on the standalone financial statements.
Opinion Emphasis of Matter
We have audited the accompanying standalone financial We draw attention to:
statements of Adani Ports and Special Economic Zone
(i) Note 38 to the standalone financial statements,
Limited (“the Company”), which comprise the Balance Sheet
which describes the management’s assessment
as at March 31, 2019, and the Statement of Profit and Loss
for recoverability of the project cost incurred by
(including Other Comprehensive Income), the Statement of
the Company, pending execution of definitive
Cash Flows and the Statement of Changes in Equity for the
agreements between the parties.

Financial Statements
year then ended, and a summary of significant accounting
policies and other explanatory information. (ii) Note 4(b)(ii) to the standalone financial statements
which describes the basis on which Management
In our opinion and to the best of our information and
has considered that no impairment is necessary as at
according to the explanations given to us, the aforesaid
March 31, 2019 for long term-investments amounting
standalone financial statements give the information
to ` 115.89 crore and loan amounting to ` 442.47 crore
required by the Companies Act, 2013 (“the Act”) in the manner
(including interest accrued ` 48.81 crore) in Adani
so required and give a true and fair view in conformity with
Murmugao Port Terminal Private Limited and long
the Indian Accounting Standards prescribed under section
term-investments amounting to ` 120.05 crore and
133 of the Act read with the Companies (Indian Accounting
loan amounting to ` 1,233.69 crore (including interest
Standards) Rules, 2015, as amended, (“Ind AS”) and other
accrued ` 69.07 crore) in Adani Kandla Bulk Terminal
accounting principles generally accepted in India, of the
Private Limited.
state of affairs of the Company as at March 31, 2019, and its
profit, total comprehensive income, its cash flows and the Our report is not modified in respect of these matters.
changes in equity for the year ended on that date.
Key Audit Matters
Basis for Opinion
Key audit matters are those matters that, in our professional
We conducted our audit of the standalone financial judgment, were of most significance in our audit of the
statements in accordance with the Standards on Auditing standalone financial statements of the current period.
specified under section 143(10) of the Act (SAs). Our These matters were addressed in the context of our audit
responsibilities under those Standards are further described of the standalone financial statements as a whole, and
in the Auditor’s Responsibility for the Audit of the Standalone in forming our opinion thereon, and we do not provide a
Financial Statements section of our report. We are separate opinion on these matters. We have determined the
independent of the Company in accordance with the Code matters described below to be the key audit matters to be
of Ethics issued by the Institute of Chartered Accountants communicated in our report.
of India (ICAI) together with the ethical requirements
that are relevant to our audit of the standalone financial

Impairment of Long-term Investment and Loans to Adani Murmugao Port Terminal Private Limited
(“AMPTPL”) and Adani Kandla Bulk Terminal Private Limited (“AKBTPL”) — Refer to Note 4(b)(ii) to the
standalone financial statements
Key Audit Matter Description
The Company has made equity investments of ` 115.89 crore and ` 120.05 crore in AMPTPL and AKBTPL respectively.
Further the Company has also provided loans of ` 442.47 crore (including interest accrued ` 48.81 crore) and ` 1,233.69
crore (including interest accrued ` 69.07 crore) to these entities respectively.
The Company’s evaluation of impairment of its equity investments in and loan to these companies involves the comparison
of their recoverable values to their corresponding carrying values. The Company used the discounted cash flow model to
estimate recoverable values, which requires management to make estimates and assumptions related to forecasts of future
revenues and operating margins, and discount rates. Changes in these assumptions could have a significant impact on
either the recoverable value, the amount of any impairment charge, or both.

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Adani Ports and Special Economic Zone Limited

We focused on this area as Key Audit Matter due to the size/materiality of the balances of equity investment in and loans to
these companies, and because the Company’s assessment of the recoverable values involves judgements about the future
results of the business and the discount rates applied to future cash flow forecasts.
How the Key Audit Matter Was Addressed in the Audit
Our audit procedures related to forecasts of future revenue and operating margin and selection of the discount rate for
these assets included the following, among others:
• We tested the Design, Implementation and Operating effectiveness of controls over impairment assessment process,
including those over the forecasts of future revenue and operating margin, and the selection of the discount rate.
• 
We evaluated the reasonableness of management’s revenue and operating margin forecasts by comparing
the forecasts to:
• Historical revenues and operating margins.
• Internal communications to management and the Board of Directors.
• With the assistance of our fair value specialists, we evaluated the reasonableness of the (1) valuation methodology and
(2) discount rate by:
• Testing the source information underlying the determination of the discount rate and the mathematical accuracy of
the calculation.
• Developing a range of independent estimates and comparing those to the discount rate selected by management.

Recoverability of project cost — Refer to Note 38 to the standalone financial statements

Key Audit Matter Description
The Company’s assets include project inventories of ` 562.89 crore towards construction of project facilities as referred to in
a preliminary agreement entered into by the Company with one of its customers. Pending definitive agreement between the
parties, the assessment of recoverability of the project assets involved judgement and hence considered a key audit matter.
How the Key Audit Matter Was Addressed in the Audit
Our audit procedures related to the assessment of recoverability of aforesaid balances included the following:
• We tested key controls over the management judgments and the assumptions-setting processes including judgments
regarding expected realization date and value.
• Assessing the underlying preliminary agreement, project progress reports, the reports of the committee set up by the
customer to facilitate the execution of definitive agreements with the Company and various communications between
the Company and the customer, which indicate that considerable progress has been made towards signing of the
definitive agreements.

Information Other than the Financial Statements information and, in doing so, consider whether the other
and Auditor’s Report Thereon information is materially inconsistent with the standalone
financial statements or our knowledge obtained during
• The Company’s Board of Directors is responsible for the
the course of our audit or otherwise appears to be
other information. The other information comprises the
materially misstated.
information included in the Director’s Report of even
date and annexure thereof, but does not include the • If, based on the work we have performed, we conclude that
consolidated financial statements, standalone financial there is a material misstatement of this other information,
statements and our auditor’s report thereon. we are required to report that fact. We have nothing to
report in this regard.
• Our opinion on the standalone financial statements does
not cover the other information and we do not express any Management’s Responsibility for the Standalone
form of assurance conclusion thereon. Financial Statements
• In connection with our audit of the standalone financial The Company’s Board of Directors is responsible for the
statements, our responsibility is to read the other matters stated in section 134(5) of the Act with respect to

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 Annual Report 2018-19

Corporate Overview
the preparation of these standalone financial statements our opinion on whether the Company has adequate
that give a true and fair view of the financial position, internal financial controls system in place and the
financial performance including other comprehensive operating effectiveness of such controls.
income, cash flows and changes in equity of the Company in
• Evaluate the appropriateness of accounting policies used
accordance with the Ind AS and other accounting principles
and the reasonableness of accounting estimates and
generally accepted in India. This responsibility also includes
related disclosures made by the management.
maintenance of adequate accounting records in accordance
with the provisions of the Act for safeguarding the assets of • Conclude on the appropriateness of management’s use of
the Company and for preventing and detecting frauds and the going concern basis of accounting and, based on the
other irregularities; selection and application of appropriate audit evidence obtained, whether a material uncertainty

Statutory Reports
accounting policies; making judgments and estimates that exists related to events or conditions that may cast
are reasonable and prudent; and design, implementation significant doubt on the Company’s ability to continue as a
and maintenance of adequate internal financial controls, going concern. If we conclude that a material uncertainty
that were operating effectively for ensuring the accuracy exists, we are required to draw attention in our auditor’s
and completeness of the accounting records, relevant to the report to the related disclosures in the standalone
preparation and presentation of the standalone financial financial statements or, if such disclosures are inadequate,
statements that give a true and fair view and are free from to modify our opinion. Our conclusions are based on the
material misstatement, whether due to fraud or error. audit evidence obtained up to the date of our auditor’s
report. However, future events or conditions may cause
In preparing the standalone financial statements,

Financial Statements
the Company to cease to continue as a going concern.
management is responsible for assessing the Company’s
ability to continue as a going concern, disclosing, as • Evaluate the overall presentation, structure and content
applicable, matters related to going concern and using the of the standalone financial statements, including the
going concern basis of accounting unless management disclosures, and whether the standalone financial
either intends to liquidate the Company or to cease statements represent the underlying transactions and
operations, or has no realistic alternative but to do so. events in a manner that achieves fair presentation.
Those Board of Directors are also responsible for overseeing Materiality is the magnitude of misstatements in the
the Company’s financial reporting process. standalone financial statements that, individually or in
aggregate, makes it probable that the economic decisions of
Auditor’s Responsibility for the Audit of the
a reasonably knowledgeable user of the standalone financial
Standalone Financial Statements
statements may be influenced. We consider quantitative
Our objectives are to obtain reasonable assurance about materiality and qualitative factors in (i) planning the scope of
whether the standalone financial statements as a whole our audit work and in evaluating the results of our work; and
are free from material misstatement, whether due to fraud (ii) to evaluate the effect of any identified misstatements in
or error, and to issue an auditor’s report that includes our the standalone financial statements.
opinion. Reasonable assurance is a high level of assurance,
We communicate with those charged with governance
but is not a guarantee that an audit conducted in accordance
regarding, among other matters, the planned scope and
with SAs will always detect a material misstatement when it
timing of the audit and significant audit findings, including
exists. Misstatements can arise from fraud or error and are
any significant deficiencies in internal control that we
considered material if, individually or in the aggregate, they
identify during our audit.
could reasonably be expected to influence the economic
decisions of users taken on the basis of these standalone We also provide those charged with governance with a
financial statements. statement that we have complied with relevant ethical
requirements regarding independence, and to communicate
As part of an audit in accordance with SAs, we exercise
with them all relationships and other matters that may
professional judgment and maintain professional skepticism
reasonably be thought to bear on our independence, and
throughout the audit. We also:
where applicable, related safeguards.
• Identify and assess the risks of material misstatement of
From the matters communicated with those charged with
the standalone financial statements, whether due to fraud
governance, we determine those matters that were of
or error, design and perform audit procedures responsive
most significance in the audit of the standalone financial
to those risks, and obtain audit evidence that is sufficient
statements of the current period and are therefore the key
and appropriate to provide a basis for our opinion. The
audit matters. We describe these matters in our auditor’s
risk of not detecting a material misstatement resulting
report unless law or regulation precludes public disclosure
from fraud is higher than for one resulting from error, as
about the matter or when, in extremely rare circumstances,
fraud may involve collusion, forgery, intentional omissions,
we determine that a matter should not be communicated
misrepresentations, or the override of internal control.
in our report because the adverse consequences of doing
• Obtain an understanding of internal financial control so would reasonably be expected to outweigh the public
relevant to the audit in order to design audit procedures interest benefits of such communication.
that are appropriate in the circumstances. Under section
143(3)(i) of the Act, we are also responsible for expressing

119
Adani Ports and Special Economic Zone Limited

Report on Other Legal and Regulatory Requirements amended, in our opinion and to the best of our
information and according to the explanations
1. As required by Section 143(3) of the Act, based on our
given to us, the remuneration paid by the Company
audit we report that:
to its directors during the year is in accordance
a) We have sought and obtained all the information with the provisions of section 197 of the Act.
and explanations which to the best of our
h) With respect to the other matters to be included
knowledge and belief were necessary for the
in the Auditor’s Report in accordance with Rule
purposes of our audit.
11 of the Companies (Audit and Auditors) Rules,
b) In our opinion, proper books of account as required 2014, as amended in our opinion and to the
by law have been kept by the Company so far as it best of our information and according to the
appears from our examination of those books. explanations given to us:
c) The Balance Sheet, the Statement of Profit and i. The Company has disclosed the impact of
Loss including Other Comprehensive Income, pending litigations on its financial position in
the Statement of Cash Flows and Statement of its standalone financial statements;
Changes in Equity dealt with by this Report are in
ii. The Company has made provision, as required
agreement with the books of account.
under the applicable law or accounting
d) In our opinion, the aforesaid standalone financial standards, for material foreseeable losses,
statements comply with the Ind AS specified if any, on long-term contracts including
under Section 133 of the Act. derivative contracts;
e) 
On the basis of the written representations iii. 
There has been no delay in transferring
received from the directors as on March 31, 2019 amounts, required to be transferred, to the
taken on record by the Board of Directors, none of Investor Education and Protection Fund
the directors is disqualified as on March 31, 2019 by the Company.
from being appointed as a director in terms of
2. As required by the Companies (Auditor’s Report) Order,
Section 164(2) of the Act.
2016 (“the Order”) issued by the Central Government in
f) 
With respect to the adequacy of the internal terms of Section 143(11) of the Act, we give in “Annexure
financial controls over financial reporting of B” a statement on the matters specified in paragraphs 3
the Company and the operating effectiveness and 4 of the Order.
of such controls, refer to our separate Report in
“Annexure A”. Our report expresses an unmodified For DELOITTE HASKINS & SELLS LLP
Chartered Accountants
opinion on the adequacy and operating (Firm’s Registration No. 117366W/W-100018)
effectiveness of the Company’s internal financial
controls over financial reporting. Kartikeya Raval
Partner
g) With respect to the other matters to be included Ahmedabad, May 27, 2019 (Membership No. 106189)
in the Auditor’s Report in accordance with the
requirements of section 197(16) of the Act, as

120
 Annual Report 2018-19

Annexure “A” to the Independent Auditor’s Report

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

Report on the Internal Financial Controls Over controls system over financial reporting and their operating
Financial Reporting under Clause (i) of Sub- effectiveness. Our audit of internal financial controls over
section 3 of Section 143 of the Companies Act, financial reporting included obtaining an understanding of
2013 (“the Act”) internal financial controls over financial reporting, assessing
the risk that a material weakness exists, and testing and

Statutory Reports
We have audited the internal financial controls over financial
evaluating the design and operating effectiveness of
reporting of Adani Ports and Special Economic Zone Limited
internal control based on the assessed risk. The procedures
(“the Company”) as of March 31, 2019 in conjunction with
selected depend on the auditor’s judgement, including the
our audit of the standalone Ind AS financial statements of
assessment of the risks of material misstatement of the
the Company for the year ended on that date.
financial statements, whether due to fraud or error.
Management’s Responsibility for Internal
We believe that the audit evidence we have obtained is
Financial Controls
sufficient and appropriate to provide a basis for our audit
The Company’s management is responsible for establishing opinion on the Company’s internal financial controls system

Financial Statements
and maintaining internal financial controls based on the over financial reporting.
internal control over financial reporting criteria established
Meaning of Internal Financial Controls Over
by the Company considering the essential components
Financial Reporting
of internal control stated in the Guidance Note on Audit
of Internal Financial Controls Over Financial Reporting A company's internal financial control over financial reporting
issued by the Institute of Chartered Accountants of India. is a process designed to provide reasonable assurance
These responsibilities include the design, implementation regarding the reliability of financial reporting and the
and maintenance of adequate internal financial controls preparation of financial statements for external purposes in
that were operating effectively for ensuring the orderly accordance with generally accepted accounting principles.
and efficient conduct of its business, including adherence A company's internal financial control over financial
to company’s policies, the safeguarding of its assets, the reporting includes those policies and procedures that (1)
prevention and detection of frauds and errors, the accuracy pertain to the maintenance of records that, in reasonable
and completeness of the accounting records, and the timely detail, accurately and fairly reflect the transactions and
preparation of reliable financial information, as required dispositions of the assets of the company; (2) provide
under the Companies Act, 2013. reasonable assurance that transactions are recorded as
necessary to permit preparation of financial statements in
Auditor’s Responsibility
accordance with generally accepted accounting principles,
Our responsibility is to express an opinion on the Company's and that receipts and expenditures of the company are
internal financial controls over financial reporting of being made only in accordance with authorisations of
the Company based on our audit. We conducted our audit management and directors of the company; and (3) provide
in accordance with the Guidance Note on Audit of Internal reasonable assurance regarding prevention or timely
Financial Controls Over Financial Reporting (the “Guidance detection of unauthorised acquisition, use, or disposition of
Note”) issued by the Institute of Chartered Accountants the company's assets that could have a material effect on
of India and the Standards on Auditing prescribed under the financial statements.
Section 143(10) of the Companies Act, 2013, to the extent
Inherent Limitations of Internal Financial Controls
applicable to an audit of internal financial controls. Those
Over Financial Reporting
Standards and the Guidance Note require that we comply
with ethical requirements and plan and perform the audit Because of the inherent limitations of internal financial
to obtain reasonable assurance about whether adequate controls over financial reporting, including the possibility
internal financial controls over financial reporting was of collusion or improper management override of controls,
established and maintained and if such controls operated material misstatements due to error or fraud may occur and
effectively in all material respects. not be detected. Also, projections of any evaluation of the
internal financial controls over financial reporting to future
Our audit involves performing procedures to obtain audit
periods are subject to the risk that the internal financial
evidence about the adequacy of the internal financial
control over financial reporting may become inadequate

121
Adani Ports and Special Economic Zone Limited

because of changes in conditions, or that the degree of the essential components of internal control stated in the
compliance with the policies or procedures may deteriorate. Guidance Note on Audit of Internal Financial Controls Over
Financial Reporting issued by the Institute of Chartered
Opinion
Accountants of India.
In our opinion, to the best of our information and according to
the explanations given to us, the Company has, in all material For DELOITTE HASKINS & SELLS LLP
Chartered Accountants
respects, an adequate internal financial controls system over (Firm’s Registration No. 117366W/W-100018)
financial reporting and such internal financial controls over
financial reporting were operating effectively as at March 31, Kartikeya Raval
2019, based on the criteria for internal financial control over Partner
financial reporting established by the Company considering Ahmedabad, May 27, 2019 (Membership No. 106189)

122
 Annual Report 2018-19

Annexure “B” to the Independent Auditor’s Report

Corporate Overview
(Referred to in paragraph 2 under ‘Report on Other Legal and Regulatory Requirements’ section of our
report of even date)

(i) In respect of fixed assets

a. The Company has maintained proper records showing full particulars, including quantitative details and situation
of fixed assets.
b. Some of the fixed assets were physically verified during the year by the Management in accordance with a

Statutory Reports
programme of verification, which in our opinion provides for physical verification of all the fixed assets at
reasonable intervals. According to the information and explanations given to us, no material discrepancies were
noticed on such verification.
c. According to the information and explanations given to us and the records examined by us and based on the
examination of the registered sale deed/ transfer deed/ conveyance deed provided to us, we report that, the title
deeds, comprising all the immovable properties of land and acquired buildings which are freehold, are held in the
name of the Company as at the balance sheet date, except the following:

Gross Block as at Net Block as at

Financial Statements
Particulars of the land
Balance sheet Date Balance sheet Date Remarks
and building
(` in crore) (` in crore)
Reclaimed land 180.18 143.35 The said land pertains to reclaimed land at the Mundra
measuring Port, which are pending to be registered in the name of
1093.53 Hectares the Company. (Refer note 3(a)(vi)&(vii) of standalone
financial statements)
612 Residential 130.75 120.26 The said flats and building are located at Samundra
Flats and a Township, Mundra and are pending to be registered in the
Hostel Building name of the Company. (Refer note 3 (iv) of the standalone
financial statements)

In respect of immovable properties of land that have in respect of grant of loans, making investments and
been taken on lease and disclosed as fixed asset in providing guarantees and securities, as applicable.
the financial statements, the lease agreements are
(v) According to the information and explanations given
in the name of the Company, where the Company
to us, the Company has not accepted any deposits
is the lessee in the agreement.
from the public to which the directives issued by the
(ii) 
As explained to us, the inventories were physically Reserve Bank of India and the provisions of section 73
verified during the year by the Management at to 76 or any other relevant provisions of the Act and
reasonable intervals and no material discrepancies the Companies (Acceptance of Deposit) Rules, 2014, as
were noticed on physical verification. amended, would apply. Accordingly, paragraph 3(v) of
the Order is not applicable to the Company.
(iii) 
The Company has not granted any loans, secured
or unsecured, to companies, firms, Limited (vi) To the best of our knowledge and according to the
Liability Partnerships or other parties covered information and explanations given to us, the Company
in the register maintained under section 189 of is not required to maintain cost records pursuant to
the Companies Act, 2013. Companies (Cost Records and Audit) Rules, 2014, as
amended, prescribed by the Central Government under
(iv) In our opinion and according to the information and
section 148(1) of the Companies Act, 2013.
explanations given to us, and considering the legal
opinion taken by the Company on applicability of (vii) According to the information and explanations given to
section 185 of the Companies Act, 2013, in respect of us, in respect of statutory dues:
certain loan transactions and that the same have been
(a) 
The Company has generally been regular in
given in the ordinary course of business, the Company
depositing undisputed statutory dues of Provident
has complied with the provisions of the Section 185 of
Fund, Employees’ State Insurance, Income-tax,
the Companies Act, 2013 in respect of grant of loans
Custom Duty, Goods and Services Tax, cess and
and providing guarantees and securities, as applicable.
other material statutory dues applicable to it to
Further, based on the information and explanations
the appropriate authorities.
given to us, the Company has complied with the
provisions of Section 186 of the Companies Act, 2013

123
Adani Ports and Special Economic Zone Limited

(b) There were no undisputed amounts payable in respect of Provident Fund, Employees’ State Insurance, Income-tax,
Custom Duty, Goods and Services Tax, cess and other material statutory dues in arrears as at March 31, 2019 for a
period of more than six months from the date they became payable.
(c) Details of dues of Income-tax, Service Tax and Customs Duty which have not been deposited as on March 31, 2019
on account of disputes are given below:

Nature of Forum where Dispute is Period to which the Amount Involved Amount Unpaid
Name of Statute
Dues Pending Amount Relates (` in Crore) (` in Crore)
Customs Act, 1962 Custom Commissioner June, 2008 2.00 2.00
Duty of Customs &
Excise, Ahmedabad
Assistant Commissioner July, 2003 0.14 0.14
of Customs, Mundra
Deputy Commissioner August, 2007 0.25 0.25
of Customs, Mundra
Finance Act, 1994 Service Tax Supreme Court December, 11.22 6.72
2004 to March, 2006
Commissioner October, 2003 0.56 0.56
(Appeals) Rajkot to August, 2005
High Court of Gujarat April, 2006 to 173.63 173.63
September, 2011
Commissioner of September, 0.61 0.61
Service Tax, Ahmedabad 2009 to March, 2010
Commissioner/ April, 190.04 190.04
Additional 2011 to March, 2014
Commissioner of
Service Tax, Ahmedabad
High Court of Gujarat April, 2004 6.72 6.72
to August, 2009
Commissioner of April, 0.17 0.17
Service Tax, Ahmedabad 2009 to March, 2011
Income Tax Act, 1961 Income Tax Income Tax AY 2011-12 43.57 43.57
Appellate Tribunal
Commissioner of AY 2012- 63.96 40.41
Income Tax (Appeal) 13 to AY 2015-16

There are no dues of Sales Tax, Excise Duty, Value of initial public offer or further public offer (including
Added Tax and Goods & Services Tax as on March 31, debt instruments) during the year.
2019 on account of disputes.
(x) To the best of our knowledge and according to the
(viii) In our opinion and according to the information and information and explanations given to us, no material
explanations given to us, as at the reporting date, fraud by the Company or on the Company by its
the Company has not defaulted in the repayment of officers or employees has been noticed or reported
loans or borrowings to financial institutions, banks and during the year.
dues to debenture holders. The Company has not taken
(xi) In our opinion and according to the information and
any loans from the government.
explanations given to us, the Company has paid/
(ix) In our opinion and according to the information and provided managerial remuneration in accordance
explanations given to us, and on an overall examination with the requisite approvals mandated by the
of the balance sheet, monies raised by way of term provisions of section 197 read with Schedule V to
loans have been applied by the Company during the the Companies Act, 2013.
year for the purposes for which they were raised, other
(xii) 
The Company is not a Nidhi Company and hence
than temporary deployment pending application of
reporting under clause (xii) of paragraph 3 of the Order
proceeds. The Company has not raised monies by way
is not applicable.

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 Annual Report 2018-19

Corporate Overview
(xiii) In our opinion and according to the information and (xv) In our opinion and according to the information and
explanations given to us and considering the legal explanations given to us, during the year the Company
opinion taken by the Company on applicability of Section has not entered into any non-cash transactions with
188(1)(d) of the Companies Act, 2013, in respect of loans its directors or persons connected with him and hence
given by the Company to its subsidiary companies, provisions of section 192 of the Companies Act, 2013
the Company is in compliance with Sections 188 and are not applicable.
177 of the Companies Act, 2013, where applicable, for
(xvi) The Company is not required to be registered under
all transactions with the related parties and the details
section 45-IA of the Reserve Bank of India Act, 1934.
of related party transactions have been disclosed in the
financial statements etc. as required by the applicable For DELOITTE HASKINS & SELLS LLP

Statutory Reports
accounting standards. Chartered Accountants
(Firm’s Registration No. 117366W/W-100018)
(xiv) 
During the year, the Company has not made any
preferential allotment or private placement of shares Kartikeya Raval
or fully or partly convertible debentures and hence Partner
reporting under clause (xiv) of paragraph 3 of the Order Ahmedabad, May 27, 2019 (Membership No. 106189)
is not applicable to the Company.

Financial Statements

125
Adani Ports and Special Economic Zone Limited

Balance Sheet
as at March 31, 2019

` in crore
As at As at
Particulars Notes
March 31, 2019 March 31, 2018
ASSETS
Non-Current Assets
Property, Plant and Equipment 3 8,985.37 7,896.68
Capital Work-in-Progress 774.77 1,626.91
Goodwill 3 44.86 44.86
Other Intangible Assets 3 43.99 15.12
Financial Assets
(i) Investments 4 13,455.48 10,023.13
(ii) Trade Receivables 5 - 2.14
(iii) Loans 6 8,116.87 8,395.38
(iv) Other Financial Assets 7 2,090.97 1,138.98
Deferred Tax Assets (net) 26 804.66 1,131.86
Other Non-Current Assets 8 832.30 342.36
35,149.27 30,617.42
Current Assets
Inventories 9 625.45 363.41
Financial Assets
(i) Investments 10 501.11 519.20
(ii) Trade Receivables 5 1,552.31 2,572.31
(iii) Customers' Bill Discounted 5 357.75 713.97
(iv) Cash and Cash Equivalents 11 3,850.53 484.00
(v) Bank Balances other than (iv) above 11 18.95 789.09
(vi) Loans 6 3,056.98 2,658.99
(vii) Other Financial Assets 7 1,858.99 1,251.36
Other Current Assets 8 453.08 863.86
12,275.15 10,216.19
Total Assets 47,424.42 40,833.61
EQUITY AND LIABILITIES
Equity
Equity Share Capital 12 414.19 414.19
Other Equity 13 20,077.48 17,869.07
Total Equity 20,491.67 18,283.26
Liabilities
Non-Current Liabilities
Financial Liabilities
(i) Borrowings 14 18,082.13 18,839.79
(ii) Other Financial Liabilities 15 30.05 91.75
Other Non-Current Liabilities 16 688.27 750.76
18,800.45 19,682.30
Current Liabilities
Financial Liabilities
(i) Borrowings 17 5,851.06 1.17
(ii) Customers' Bill Discounted 17 357.75 713.97
(iii) Trade and Other Payables 18
- total outstanding dues of micro enterprises and small enterprises 0.15 -
- total outstanding dues of creditors other than micro enterprises 194.17 213.37
and small enterprises
(iv) Other Financial Liabilities 15 1,297.29 1,479.59
Provisions 19 44.22 46.08
Liabilities for Current Tax (net) 26 3.82 92.41
Other Current Liabilities 16 383.84 321.46
8,132.30 2,868.05
Total Liabilities 26,932.75 22,550.35
Total Equity And Liabilities 47,424.42 40,833.61
The accompanying notes form an integral part of the standalone financial statements
As per our report of even date
For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants
Kartikeya Raval Gautam S. Adani Rajesh S. Adani
Partner Chairman and Managing Director Director
DIN : 00006273 DIN : 00006322
Karan Adani Deepak Maheshwari
Wholetime Director and CEO Chief Financial Officer
DIN: 03088095
Kamlesh Bhagia
Company Secretary
Place : Ahmedabad Place : Ahmedabad
Date : May 27, 2019 Date : May 27, 2019
126
 Annual Report 2018-19

Statement of Profit and Loss

Corporate Overview
for the year ended March 31, 2019

` in crore
For the year ended For the year ended
Particulars Notes
March 31, 2019 March 31, 2018
INCOME
Revenue from Operations 20 5,336.38 6,533.82

Statutory Reports
Other Income 21 2,342.90 1,607.32
Total Income 7,679.28 8,141.14
EXPENSES
Operating Expenses 22 995.87 1,514.52
Employee Benefits Expense 23 230.89 193.78
Depreciation and Amortisation Expense 3 474.21 470.52
Foreign Exchange Loss (net) 445.35 62.22
Finance Costs 24
Interest and Bank Charges 1,477.22 1,218.08

Financial Statements
Derivative (Gain) / Loss (net) (55.38) 238.80
Other Expenses 25 325.58 316.66
Total Expenses 3,893.74 4,014.58
Profit Before Exceptional Item and Tax 3,785.54 4,126.56
Exceptional Item 38 & 4(b)(i) (121.90) (297.38)
Profit Before Tax 3,663.64 3,829.18

Tax Expense: 26
Current tax 779.57 1,378.13
Deferred tax 246.35 42.95
Total Tax Expense 1,025.92 1,421.08
Profit for the year (A) 2,637.72 2,408.10

Other Comprehensive Income

Items that will not be reclassified to profit or loss in subsequent periods:
Re-measurement (loss) / gain on defined benefit plans (1.16) 0.53
Income tax impact 0.41 (0.19)
(0.75) 0.34
Net Gains on FVTOCI Equity Investments 25.00 10.00
Income tax impact (5.43) (1.73)
19.57 8.27
Total Other Comprehensive Income (net of tax) (B) 18.82 8.61
Total Comprehensive Income for the year (net of tax) (A)+(B) 2,656.54 2,416.71
Earnings per Share - (Face value of ` 2 each) Basic and Diluted (in `) 27 12.74 11.63

The accompanying notes form an integral part of the standalone financial statements

As per our report of even date

For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants

Kartikeya Raval Gautam S. Adani Rajesh S. Adani

Partner Chairman and Managing Director Director
DIN : 00006273 DIN : 00006322

Karan Adani Deepak Maheshwari

Wholetime Director and CEO Chief Financial Officer
DIN: 03088095

Kamlesh Bhagia
Company Secretary

Place : Ahmedabad Place : Ahmedabad

Date : May 27, 2019 Date : May 27, 2019

127
128
Statement of Changes in Equity
for the year ended March 31, 2019
` in crore
Other Equity
Reserve and Surplus
Equity
Foreign
Component
Equity Currency
of Non- Other
Particulars Share Monetary Debenture Total
Cumulative Securities General Retained Comprehensive
Capital item Redemption
Redeemable Premium Reserve Earnings Income
Translation Reserve
Preference
Difference
shares
Account
Balance as at April 1, 2017 414.19 165.88 2,535.70 (74.55) 476.21 2,141.55 11,070.45 135.42 16,864.85
Loss on disposal of assets / settlement of liabilities attributable - - - - - - (197.18) - (197.18)
to marine business undertaking adjusted from Opening
Reserve (refer note 39)
Profit from marine business undertaking transferred from - - - - - - (514.51) - (514.51)
Opening Reserve (refer note 39)
Profit for the year (A) - - - - - - 2,408.10 - 2,408.10
Adani Ports and Special Economic Zone Limited

Other Comprehensive income

Re-measurement gains on defined benefit plans (net of tax) (B) - - - - - - 0.34 - 0.34
Net Gains on FVTOCI Equity Investments (net of tax) (C) - - - - - - - 8.27 8.27
Total Comprehensive income for the year (A+B+C) - - - - - - 2,408.44 8.27 2,416.71
Foreign exchange gain/ (loss) during the year - - - (7.92) - - - - (7.92)
Amortised in statement of profit and loss - - - 45.34 - - - - 45.34
Dividend - - - - - - (269.22) - (269.22)
Dividend Distribution Tax - - - - - - (54.81) - (54.81)
Transfer to General Reserve - - - - (119.32) 119.32 - - -
Transfer to Debenture Redemption Reserve - - - - 304.82 - (304.82) - -
Balance as at March 31, 2018 414.19 165.88 2,535.70 (37.13) 661.71 2,260.87 12,138.35 143.69 18,283.26
Profit for the year - - - - - - 2,637.72 - 2,637.72
Other Comprehensive income
Re-measurement loss on defined benefit plans (net of tax) - - - - - - (0.75) - (0.75)
Net Gains on FVTOCI Equity Investments (net of tax) - - - - - - - 19.57 19.57
Total Comprehensive income for the year - - - - - - 2,636.97 19.57 2,656.54
Foreign exchange gain/ (loss) during the year - - - (153.47) - - - - (153.47)
Amortised in statement of profit and loss - - - 119.53 - - - - 119.53
Dividend - - - - - - (414.19) - (414.19)
Transfer to General Reserve - - - - (315.00) 315.00 - - -
Transfer to Debenture Redemption Reserve - - - - 167.33 - (167.33) - -
Balance as at March 31, 2019 414.19 165.88 2,535.70 (71.07) 514.04 2,575.87 14,193.80 163.26 20,491.67
The accompanying notes form an integral part of the standalone financial statements
As per our report of even date
For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants
Kartikeya Raval Gautam S. Adani Rajesh S. Adani
Partner Chairman and Managing Director Director
DIN : 00006273 DIN : 00006322
Karan Adani Deepak Maheshwari
Wholetime Director and CEO Chief Financial Officer
DIN: 03088095
Kamlesh Bhagia
Company Secretary
Place : Ahmedabad Place : Ahmedabad
Date : May 27, 2019 Date : May 27, 2019
 Annual Report 2018-19

Statement of Cash flows

Corporate Overview
for the year ended March 31, 2019

` in crore
For the year ended For the year ended
Particulars
March 31, 2019 March 31, 2018
A. Cash Flows from Operating Activities
Net profit before Tax 3,663.64 3,829.18

Statutory Reports
Adjustments for:
Depreciation and Amortisation Expense 474.21 470.52
Unclaimed Liabilities / Excess Provision Written Back (8.90) (1.33)
Cost of assets transferred under Finance Lease 28.06 8.55
Recognition of Deferred Income under Long Term Land Lease / Infrastructure (62.24) (58.67)
Usage Agreements
Financial Guarantees (6.96) (4.65)
Amortisation of Government Grant (0.10) (0.10)
Finance Costs 1,477.22 1,218.08

Financial Statements
Derivative (Gain) / Loss (net) (55.38) 238.80
Effect of exchange rate change 405.65 107.08
De-recogniton of accrued revenue (refer note 38) 121.90 -
Allowance for Doubtful Advance and Deposits (refer note 4 (b)(i)) - 196.10
Impairment of Equity Investment (refer note 4 (b)(i)) - 101.28
Diminution in value of Investment (net) 0.41 -
Interest Income (Including for change in fair valuation) (1,811.28) (1,514.07)
Dividend Income (423.65) (4.00)
Net gain on sale of Current Investment (28.67) (24.99)
Amortisation of fair valuation adjustment on Security Deposit 7.49 9.23
Loss on Sale / Discard of Property, Plant and Equipment (net) 2.52 7.77
Operating Profit before Working Capital Changes 3,783.92 4,578.78
Adjustments for :
Decrease / (Increase) in Trade Receivables 1,103.21 (1,443.30)
Decrease in Inventories 3.78 65.06
(Increase) in Financial Assets (567.57) (453.70)
(Increase) / Decrease in Other Assets (391.37) 1,071.33
(Decrease) in Provisions (2.26) (3.03)
(Decrease) in Trade and Other Payables (19.23) (51.97)
Increase / (Decrease) in Financial Liabilities 41.13 (592.86)
Increase in Other Liabilities 62.34 44.30
Cash Generated from Operations 4,013.95 3,214.61
Direct Taxes (paid) (Net of Refunds) (799.54) (803.36)
Net Cash generated from Operating Activities 3,214.41 2,411.25
B. Cash Flows from Investing Activities
Purchase of Property, Plant and Equipment (Including capital work-in-progress, other (991.18) (245.27)
Intangible assets, capital advances and capital creditors)
Proceeds from Sale of Property, Plant and Equipment 14.64 103.95
Proceeds from transfer of Marine Business Undertaking - 200.00
Investments made in Subsidiaries / Associates /Joint ventures (4,972.19) (48.28)
Redemption of investment in Subsidiary 950.00 -
Redemption of / (Investment in) Non Convertible Redeemable Debentures 317.00 (317.00)
Deposit given against Commitments (423.38) -
Loans given (23,838.72) (15,249.01)
Loans received back 24,064.88 13,300.91
Proceeds from / (Deposits in) Bank Deposits (net) (including margin money deposits) 807.65 221.63
Proceeds from sale of Investments in Mutual Fund (net) 15.11 24.99
Sale of Investments in short term Debentures and Commercial Papers (net) 48.00 396.00
Dividend Received 423.65 4.00
Interest Received 1,181.42 1,058.04
Net Cash (used in) Investing Activities (2,403.12) (550.04)

129
Adani Ports and Special Economic Zone Limited

Statement of Cash flows

for the year ended March 31, 2019

` in crore
For the year ended For the year ended
Particulars
March 31, 2019 March 31, 2018
C. Cash Flows from Financing Activities
Proceeds from Long Term Borrowings 11.41 4,885.21
Repayment of Long Term Borrowings (1,398.17) (2,545.54)
Proceeds from Short Term Borrowings 36,737.37 15,741.80
Repayment of Short Term Borrowings (30,822.18) (18,345.59)
Interest & Finance Charges Paid (1,535.74) (1,154.92)
Loss on settlement / cancellation of derivative contracts (23.46) (182.65)
Payment of Dividend on Equity and Preference Shares (413.99) (269.16)
Tax on Equity and Preference Shares Dividend Paid - (54.81)
Net Cash generated from / (used in) Financing Activities 2,555.24 (1,925.66)
D. Net Increase / (Decrease) in Cash and Cash Equivalents (A+B+C) 3,366.53 (64.45)
E. Cash and Cash Equivalents at the Beginning of the Year 484.00 548.45
F. Cash and Cash Equivalents at the End of the Year (refer note 11) 3,850.53 484.00
Components of Cash & Cash Equivalents (refer note 11)
Cash on Hand 0.14 0.12
Cheques on hand - 241.86
Balances with Scheduled Banks
- In Current Accounts 3,735.39 216.02
- In Fixed Deposit Accounts 115.00 26.00
Cash and Cash Equivalents at the end of the year 3,850.53 484.00

Summary of significant accounting policies refer note 2.2

1 The Statement of Cash Flows has been prepared under the Indirect method as set out in Ind AS 7 on Statement of Cash
Flows notified under Section 133 of The Companies Act 2013, read together with Paragraph 7 of the Companies (Indian
Accounting Standards) Rules 2015 (as amended).
2 a) During the year, Company has made investment in Mutual Fund of ` 78,247.21 crore (previous year ` 50,051.05
crore) and redeemed Mutual Fund of ` 78,262.32 crore (previous year ` 50,076.04 crore).
b) During the year, Company has made short term investment in Debenture and Commercial paper of ` 492.00
crore (previous year ` 1,050.00 crore) and redeemed Commercial paper of ` 540.00 crore (previous year
` 1,446.00 crore).
3 Disclosure under para 44A as set out in Ind AS 7 on Statement of Cash Flows is given as per note 15 (b).

The accompanying notes form an integral part of the standalone financial statements

As per our report of even date

For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants

Kartikeya Raval Gautam S. Adani Rajesh S. Adani

Partner Chairman and Managing Director Director
DIN : 00006273 DIN : 00006322

Karan Adani Deepak Maheshwari

Wholetime Director and CEO Chief Financial Officer
DIN: 03088095

Kamlesh Bhagia
Company Secretary

Place : Ahmedabad Place : Ahmedabad

Date : May 27, 2019 Date : May 27, 2019

130
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

1 Corporate information company, Adani CMA Mundra Terminal Private Limited

(ACMTPL) (joint venture arrangement with CMA
The financial statements comprise financial statements
Terminals, France since July 30, 2014).The execution
of Adani Ports and Special Economic Zone Limited
of sub-concession agreement between the Company,
(“the Company “ or “APSEZL”) for the year ended March
ACMTPL and GMB is pending as on date.

Statutory Reports
31, 2019. The Company is a public company domiciled
in India and is incorporated under the provisions of The Multi Product Special Economic Zone developed at
the Companies Act applicable in India. Its shares are Mundra by the Company along with port infrastructure
listed on two recognised stock exchanges in India. facilities is approved by the Government of India vide
The registered office of the Company is located at their letter no. F-2/11/2003/EPZ dated April 12, 2006
“Adani House”, Mithakhali Six Roads, Navrangpura, and subsequently amended from time to time till date.
Ahmedabad-380009

The Company has also set up Free Trade and
The Company is in the business of development, Warehousing Zone at Mundra based on approval
operations and maintenance of port infrastructure of Ministry of Commerce and Industry vide letter

Financial Statements
(port services and related infrastructure development) no.F.1/16/2011-SEZ dated January 04, 2012.
and has linked multi product Special Economic Zone The Company has also set up additional Multi Product
(SEZ) and related infrastructure contiguous to Port Special Economic Zone at Mundra Taluka over an area
at Mundra. The initial port infrastructure facilities of 1,856 hectares as per approval from Ministry of
at Mundra including expansion thereof through Commerce and Industry vide approval letter dated April
development of additional port terminals and south port 24, 2015. The Company has received single notification
terminal infrastructure facilities are developed pursuant consolidating all three notified SEZ in Mundra vide
to the concession agreement with Government of letter dated March 15, 2016 of Ministry of Commerce
Gujarat (GoG) and Gujarat Maritime Board (GMB) for and Industry, Department of Commerce (SEZ Section).
30 years period effective from February 17, 2001. At
The financial statements were authorised for issue
Mundra, the Company has expanded port infrastructure
in accordance with a resolution of the directors
facilities through approved supplementary concession
on May 27, 2019.
agreement (pending to be concluded) which will be
effective till the year 2040, whereby port infrastructure 2 Basis of Preparation
has been developed at Wandh at Mundra to handle coal
2.1 The financial statements of the Company has been
cargo. The said agreement is in the process of getting
prepared in accordance with Indian Accounting
signed with GoG and GMB although Coal terminal at
Standards (Ind AS) notified under the Companies
Wandh is recognised as commercially operational w.e.f.
(Indian Accounting Standards) Rules, 2015 as amended
February 01, 2011.
from time to time.
The first Container terminal facilities (CT-1) developed
Accounting policies have been consistently applied
at Mundra, was transferred under sub-concession
except where a newly-issued accounting standard is
agreement entered into on January 7, 2003 between
initially adopted or a revision to an existing accounting
Mundra International Container Terminal Limited
standard requires a change in accounting policy as
(MICTL) and the Company wherein the Company has
mentioned in note 2.2 (u) hitherto in use.
given rights to MICTL to handle the container cargo for
a period of 28 years i.e. up to February 17, 2031. The The financial statements have been prepared on a
container terminal facilities developed at South Port historical cost basis, except for the following assets
location (CT-3) has been leased under approved sub and liabilities which have been measured at fair value
concession agreement dated October 17, 2011 to (50:50) or revalued amount:
joint venture company, Adani International Container
-Derivative financial instruments,
Terminal Private Limited (AICTPL), co-terminate
with main concession agreement with GMB. During -Defined Benefit Plans – Plan Assets measured at
the previous year, the Company has entered into an fair value; and
arrangement with the Adani International Container
-Certain financial assets and liabilities measured
Terminal Private Limited (AICTPL), a Joint Venture,
at fair value (refer accounting policy regarding
to sub lease new terminal CT-3 Extension besides
financial instruments).
CT-3. The said terminal commenced operations w.e.f.
November 01, 2017. The said sub-concession agreement In addition, the financial statements are presented in
is pending to be concluded with GOG and GMB. Another INR and all values are rounded to the nearest crore (INR
container terminal facilities developed at South Port 00,00,000), except when otherwise indicated.
location (CT-4) has been leased to (50:50) joint venture

131
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

2.2 Summary of significant accounting policies 

Exchange differences arising on settlement or
translation of monetary items are recognised in profit
a) Current versus non-current classification
or loss with the exceptions for which below treatment

The Company presents assets and liabilities in
is given as per the option availed under Ind AS 101:
the balance sheet based on current/ non-current
classification. An asset is treated as current when it is: i. Exchange differences arising on long-term foreign
currency monetary items related to acquisition of
-
Expected to be realised or intended to be sold or
a property, plant and equipment (including funds
consumed in normal operating cycle; or
used for projects work-in-progress) recognised
- Held primarily for the purpose of trading; or in the Indian GAAP financial statements for the
period ending immediately before the beginning of
- Expected to be realised within twelve months after
the first Ind AS financial reporting period i.e. March
the reporting period; or
31, 2016 are capitalised / decapitalised to cost of
- Cash and cash equivalent unless restricted from being Property, Plant and Equipment and depreciated
exchanged or used to settle a liability for at least over the remaining useful life of the asset.
twelve months after the reporting period
ii. Exchange differences arising on other outstanding
All other assets are classified as non-current. long term foreign currency monetary items
recognised in the Indian GAAP financial statements
A liability is current when:
for the period ending immediately before the
- It is expected to be settled in normal operating cycle; or beginning of the first Ind AS financial reporting
period i.e. March 31, 2016 are accumulated in
- It is held primarily for the purpose of trading; or
the “Foreign Currency Monetary Item Translation
- It is due to be settled within twelve months after the Difference Account” (FCMITDA) and amortised
reporting period; or over the remaining life of the concerned monetary
item or financial year 2019-20 whichever is earlier.
- There is no unconditional right to defer the settlement
of the liability for at least twelve months after the Non-monetary items that are measured in terms of
reporting period historical cost in a foreign currency are translated
using the exchange rates at the dates of the
The Company classifies all other liabilities
initial transactions.
as non-current.
c) Fair value measurement
Deferred tax assets and liabilities are classified as
The Company measures financial instruments, such
non-current assets and liabilities respectively.
as, derivatives at fair value at each balance sheet date.
The operating cycle is the time between the acquisition Fair value is the price that would be received to sell
of assets for processing and their realisation in cash an asset or paid to transfer a liability in an orderly
and cash equivalents. The Company has identified transaction between market participants at the
twelve months as its operating cycle. measurement date. The fair value measurement is
based on the presumption that the transaction to sell
b) Foreign currency transactions :
the asset or transfer the liability takes place either:
The Company’s financial statements are presented
in INR, which is functional currency of the Company. - In the principal market for the asset or liability, or
The Company determines the functional currency
- In the absence of a principal market, in the most
and items included in the financial statements are
advantageous market for the asset or liability
measured using that functional currency. However, for
practical reasons, the Company uses an average rate if The principal or the most advantageous market must be
the average approximates the actual rate at the date accessible by the Company.
of transaction.
The fair value of an asset or a liability is measured using
Transactions and balances the assumptions that market participants would use
Transactions in foreign currencies are recorded at the  when pricing the asset or liability, assuming that market
exchange rate prevailing on the date of transaction. participants act in their economic best interest.
Monetary assets and liabilities denominated in foreign A fair value measurement of a non-financial asset takes
currencies are translated at the functional currency into account a market participant’s ability to generate
spot rates of exchange at the reporting date. economic benefits by using the asset in its highest and

132
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

best use or by selling it to another market participant in the latest valuation by agreeing the information in
that would use the asset in its highest and best use. the valuation computation to contracts and other
relevant documents.
The Company uses valuation techniques that are
appropriate in the circumstances and for which The Management, in conjunction with the Company’s

Statutory Reports
sufficient data is available to measure fair value, external valuers, also compares the change in the fair
maximising the use of relevant observable inputs and value of each asset and liability with relevant external
minimising the use of unobservable inputs. sources to determine whether the change is reasonable.
All assets and liabilities for which fair value is measured For the purpose of fair value disclosures, the Company
or disclosed in the financial statements are categorised has determined classes of assets and liabilities on the
within the fair value hierarchy, described as follows, basis of the nature, characteristics and risks of the
based on the lowest level input that is significant to the asset or liability and the level of the fair value hierarchy
fair value measurement as a whole: as explained above.
This note summarises accounting policy for fair value.

Financial Statements
- Level 1 — Quoted (unadjusted) market prices in active
markets for identical assets or liabilities Other fair value related disclosures are given in the
relevant notes.
-
Level 2 — Valuation techniques for which the
lowest level input that is significant to the fair value -Disclosures for valuation methods, significant
measurement is directly or indirectly observable estimates and assumptions (refer note 32.2 and 2.3)
-
Level 3 — Valuation techniques for which the -
Quantitative disclosures of fair value measurement
lowest level input that is significant to the fair value hierarchy (refer note 32.2)
measurement is unobservable
- Investment in unquoted equity shares (refer note 4)
For assets and liabilities that are recognised in the
-
Financial instruments (including those carried at
financial statements on a recurring basis, the Company
amortised cost) (refer note 32.1)
determines whether transfers have occurred between
levels in the hierarchy by re-assessing categorisation d) Revenue recognition
(based on the lowest level input that is significant to Revenue is recognised to the extent that it is probable
the fair value measurement as a whole) at the end of that the economic benefits will flow to the Company
each reporting period. and the revenue can be reliably measured, regardless of
when the payment is being made. Revenue is measured

The Company’s Management determines the
at the fair value of the consideration received or
policies and procedures for both recurring fair value
receivable, taking into account contractually defined
measurement, such as derivative financial instruments
terms of payment and excluding taxes or duties
and unquoted financial assets measured at fair value
collected on behalf of the government.
and for non recurring fair value measurement, such as
an assets under the scheme of business undertaking. The specific recognition criteria described below must
also be met before revenue is recognised.
External valuers are involved for valuation of significant
assets, such as business undertaking for transfer Port Operation Services
under the scheme and unquoted financial assets and Revenue from port operation services including cargo
financial liabilities, Involvement of external valuers handling, storage, rail infrastructure and other ancillary
is decided upon annually by the Management and in port services are recognised in the accounting period
specific cases after discussion with and approval by in which the services are rendered on proportionate
the Company’s Audit Committee. Selection criteria completion method basis based on services completed
includes market knowledge, reputation, independence till reporting date. Revenue is recognised based on the
and whether professional standards are maintained. actual service provided to the end of reporting period
The Management decides, after discussions with as a proportion of total services to be provided.
the Company’s external valuers, which valuation
In cases, where the contracts include multiple contract
techniques and inputs to use for each case.
obligations, the transaction price will be allocated to
At each reporting date, the Management analyses the each performance obligation based on the standalone
movements in the values of assets and liabilities which selling prices. Where these prices are not directly
are required to be remeasured or re-assessed as per observable, they are estimated based on expected
the Company’s accounting policies. For this analysis, cost plus margin.
the Management verifies the major inputs applied

133
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

Revenue on take-or-pay charges are recognised for the and the transfer of control of the infrastructure when
quantity that is the difference between annual agreed all significant risks and rewards of ownership in the
tonnage and actual quantity of cargo handled. The infrastructure assets are transferred to the customer .
amount recognised as revenue is exclusive of goods &
Income from SEIS
services tax where applicable.
Income from Services Exports from India Scheme ('SEIS')
Income in the nature of license fees / waterfront royalty incentives under Government's Foreign Trade Policy
and revenue share is recognised in accordance with 2015-20 on the port services income is recognised
terms and conditions of relevant service agreement based on effective rate of incentive under the scheme,
with customers/ sub concessionaire. provided no significant uncertainty exists for the
measurability, realisation and utilisation of the credit
Income towards infrastructure premium is recognised
under the scheme. The receivables related to SEIS
as revenue in the year in which the Company provides
licenses are classified as 'Other Non-Financial Assets'.
access to its common infrastructure.
Interest income
Income from long term leases
For all financial assets measured either at amortised
As a part of its business activity, the Company leases
cost or at fair value through other comprehensive
/ sub-leases land on long term basis to its customers.
income, interest income is recorded using the effective
Leases are classified as finance lease whenever the
interest rate (EIR). EIR is the rate that exactly discounts
terms of lease transfer substantially all the risks and
the estimated future cash payments or receipts over
rewards of ownership to the lessee. All other leases
the expected life of the financial instrument or a
are classified as operating lease. In some cases,
shorter period, where appropriate, to the gross carrying
the Company enters into cancellable lease / sub-lease
amount of the financial asset or to the amortised cost
transaction agreement, while in other cases, it enters
of a financial liability. When calculating the effective
into non-cancellable lease / sub-lease agreement.
interest rate, the Company estimates the expected
The Company recognises the income based on the
cash flows by considering all the contractual terms
principles of leases as set out in Ind AS 17 "Leases" and
of the financial instrument (for example, prepayment,
accordingly in cases where the land lease / sub-lease
extension, call and similar options) but does not consider
agreement are cancellable in nature, the income in
the expected credit losses. Interest income is included
the nature of upfront premium received / receivable
in finance income in the statement of profit and loss.
is recognised on operating lease basis i.e. on a
straight line basis over the period of lease / sub-lease Dividends
agreement / date of memorandum of understanding Revenue is recognised when the Company’s right to
takes effect over lease period and annual lease rentals receive the payment is established, which is generally
are recognised on an accrual basis. when shareholders approve the dividend.
In cases where long term land lease / sub-lease Rental income
agreement are non-cancellable in nature, the income is Rental income arising from operating leases
recognised on finance lease basis i.e. at the inception on investment properties is accounted for on a
of lease / sub-lease agreement / date of memorandum straight-line basis over the lease terms and is included
of understanding takes effect over lease period, the in revenue in the statement of profit and loss due to its
income recognised is equal to the present value of operating nature.
the minimum lease payment over the lease period
e) Government Grants
(including non-refundable upfront premium) which
Government grants are recognised where there is
is substantially equal to the fair value of land leased
reasonable assurance that the grant will be received
/ sub-leased. In respect of land given on finance
and all attached conditions will be complied with. When
lease basis, the corresponding cost of the land and
the grant relates to an expense item, it is recognised as
development costs incurred are expensed off in the
income on a systematic basis over the periods that the
statement of profit and loss.
related costs, for which it is intended to compensate,
Development of Infrastructure Assets are expensed. When the grant relates to an asset, it
The Company‘s business operations includes is recognised as income in equal amounts over the
construction and development of infrastructure expected useful life of the related asset.
assets. where the outcome of the project cannot be
Waterfront royalty on cargo under the concession
estimated reasonably, Revenue from contracts for such
agreement is paid at concessional rate in terms of
construction and development activities is recognised
rate prescribed by Gujarat Maritime Board (GMB) and
on completion of relevant activities under the contract

134
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

notified in official gazette of Government of Gujarat, 

-
When the deferred tax asset relating to the
wherever applicable. deductible temporary difference arises from the initial
recognition of an asset or liability in a transaction that
f) Taxes
is not a business combination and, at the time of the

Tax expense comprises of current income tax
transaction, affects neither the accounting profit nor

Statutory Reports
and deferred tax.
taxable profit or loss.
Current income tax

In respect of deductible temporary differences
Current income tax assets and liabilities are measured
associated with investments in subsidiaries, associates
at the amount expected to be recovered from or paid to
and interests in joint ventures, deferred tax assets are
the taxation authorities. Current income tax(including
recognised only to the extent that it is probable that the
Minimum Alternate Tax (MAT)) is measured at the
temporary differences will reverse in the foreseeable
amount expected to be paid to the tax authorities in
future and taxable profit will be available against which
accordance with the Income-Tax Act, 1961 enacted
the temporary differences can be utilised.
in India. The tax rates and tax laws used to compute

Financial Statements
the amount are those that are enacted or substantially The carrying amount of deferred tax assets is reviewed
enacted, at the reporting date. at each reporting date and reduced to the extent that
it is no longer probable that sufficient future taxable

Current income tax relating to items recognised
profit will be available to allow all or part of the deferred
outside the statement of profit and loss is recognised
tax asset to be utilised. Unrecognised deferred tax
outside the statement of profit and loss (either in other
assets are re-assessed at each reporting date and are
comprehensive income (OCI) or in equity). Current tax
recognised to the extent that it has become probable
items are recognised in correlation to the underlying
that future taxable profits will allow the deferred tax
transaction either in OCI or directly in equity.
asset to be recovered.
Management periodically evaluates positions taken
in the tax returns with respect to situations in which Deferred tax assets and liabilities are measured at the
applicable tax regulations are subject to interpretation tax rates that are expected to apply in the year when
and establishes provisions where appropriate. the asset is realised or the liability is settled, based
on tax rates (and tax laws) that have been enacted or
Deferred tax
substantively enacted at the reporting date.
Deferred tax is provided using the balance sheet
approach on temporary differences between the tax Deferred tax relating to items recognised outside
bases of assets and liabilities and their carrying amounts statement of profit and loss is recognised outside
for financial reporting purposes at the reporting date. statement of profit and loss (either in other
comprehensive income or in equity). Deferred tax
Deferred tax liabilities are recognised for all taxable
items are recognised in correlation to the underlying
temporary differences, except:
transaction either in OCI or directly in equity.
- When the deferred tax liability arises from the initial
The Company recognises tax credits in the nature of
recognition of goodwill or an asset or liability in a
Minimum Alternate Tax (MAT) credit as an asset only
transaction that is not a business combination and,
to the extent that there is sufficient taxable temporary
at the time of the transaction, affects neither the
difference /convincing evidence that the Company will
accounting profit nor taxable profit or loss.
pay normal income tax during the specified period, i.e.,
In respect of taxable temporary differences associated the period for which tax credit is allowed to be carried
with investments In subsidiaries, associates and forward. In the year in which the Company recognises
interests in joint ventures, when the timing of the tax credits as an asset, the said asset is created by
reversal of the temporary differences can be controlled way of tax credit to the statement of profit and loss.
and it is probable that the temporary differences will The Company reviews the such tax credit asset at
not reverse In the foreseeable future. each reporting date and writes down the asset to the
extent the Company does not have sufficient taxable
Deferred tax assets are recognised for all deductible
temporary difference /convincing evidence that it will
temporary differences, the carry forward of unused
pay normal tax during the specified period. Deferred tax
tax credits and any unused tax losses. Deferred tax
includes MAT tax credit.
assets are recognised to the extent that it is probable
that taxable profit will be available against which g) Property, Plant and Equipment (PPE)
the deductible temporary differences, and the carry Under the previous GAAP (Indian GAAP), fixed assets
forward of unused tax credits and unused tax losses are stated at cost net of accumulated depreciation
can be utilised, except: and accumulated impairment losses, if any. The cost

135
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

comprises the purchase price, borrowing costs (if to the acquisition of a depreciable asset to the cost
capitalisation criteria are met) and other cost directly of asset and depreciates the same over the remaining
attributable to bringing the asset to its working condition useful life of the asset. The depreciation on such foreign
for the intended use. The Company has elected to exchange difference is recognised from first day of the
regard previous GAAP carrying values of property, plant financial year.
and equipment as deemed cost at the date of transition
Borrowing cost relating to acquisition / construction of
to Ind AS.
Property, Plant and Equipment which take substantial
Property, Plant and Equipment and Capital work in period of time to get ready for its intended use are also
progress are stated at cost. Such cost includes the included to the extent they relate to the period till such
cost of replacing parts of the plant and equipment and assets are ready to be put to use.
borrowing costs for long-term construction projects if
Depreciation is calculated on a straight-line basis over
the recognition criteria are met. When significant parts
the estimated useful lives of the assets as prescribed
of plant and equipment are required to be replaced at
under Part C of Schedule II of the Companies Act 2013
intervals, the Company depreciates them separately
except for the assets mentioned below for which useful
based on their specific useful lives. Likewise, when a
lives is estimated by the management. The Identified
major inspection is performed, its cost is recognised in
component of Property, Plant and Equipment are
the carrying amount of the plant and equipment as a
depreciated over their useful lives and the remaining
replacement if the recognition criteria are satisfied. All
components are depreciated over the life of the
other repair and maintenance costs are recognised in
principal assets. The management believes that these
statement of profit and loss as incurred.
estimated useful lives are realistic and reflect fair
The Company adjusts exchange differences arising on approximation of the period over which the assets are
translation difference/settlement of long term foreign likely to be used.
currency monetary items outstanding in the Indian
The Company has estimated the following useful life to
GAAP financial statements for the period ending
provide depreciation on its certain Property, Plant and
immediately before the beginning of the first Ind AS
Equipment assets based on assessment made by expert
financial statements i.e. March 31, 2016 and pertaining
and management estimate.

Assets Estimated Useful life

Leasehold Land Right to Use over the balance period of Concession Agreement
and approved Supplementary Concession Agreement (as
mentioned in note 1) / Over the period of agreement of 20 years
Leasehold Land Development Over the balance period of Concession Agreement and
approved Supplementary Concession Agreement by Gujarat
Maritime board as applicable.(as mentioned in note 1)
Marine Structure, Dredged Channel, Building RCC 50 Years as per concession agreement
Frame Structure
Dredging Pipes - Plant and Machinery 1.5 Years
Nylon and Steel coated belt on Conveyor - 4 Years and 10 Years respectively
Plant and Machinery
Inner Floating and outer floating hose, String of Single Point 6 Years
Mooring - Plant and Machinery
Fender, Buoy installed at Jetty - Marine Structures 5 - 10 Years
Bridges, Drains & Culverts 25 Years as per concession agreement
Carpeted Roads – Other than RCC 10 Years
Tugs 20 Years as per concession agreement

An item of property, plant and equipment covered under receive consideration of residual value of property from
Concession agreement, sub-concession agreement grantor at the end of concession period, the residual
and supplementary concession agreement, shall be value of contracted property is considered as the
transferred to and shall vest in Grantor (government carrying value at the end of concession period based
authorities) at the end of respective concession on depreciation rates as per management estimate/
agreement. In cases, where the Company is expected to

136
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

Schedule II of the Companies Act, 2013 and in other the asset and are recognised in the statement of profit
cases it is Nil. and loss when the asset is derecognised.
An item of property, plant and equipment and any A summary of the policies applied to the Company’s
significant part initially recognised is derecognised intangible assets is as follows:

Statutory Reports
upon disposal or when no future economic benefits
are expected from its use or disposal. Any gain or Method of
Intangible Assets Estimated Useful life
Amortisation
loss arising on derecognition of the asset (calculated
as the difference between the net disposal proceeds Software on straight 5 Years based on
applications line basis management estimate
and the carrying amount of the asset) is included
in the statement of profit and loss when the asset Railway License on straight 35 Years based on
line basis validity of license
is derecognised.

The residual values, useful lives and methods of
i) Borrowing costs
depreciation of property, plant and equipment are

Financial Statements
Borrowing costs directly attributable to the acquisition,
reviewed at each financial year end and adjusted
construction or production of an asset that necessarily
prospectively, if appropriate.
takes a substantial period of time to get ready for its
h) Intangible assets intended use or sale are capitalised as part of the cost
Intangible assets acquired separately are measured of the asset. All other borrowing costs are expensed
on initial recognition at cost. Following initial in the period in which they occur. Borrowing costs
recognition, intangible assets are carried at cost less consist of interest and other costs that an entity incurs
any accumulated amortisation and accumulated in connection with the borrowing of funds. Borrowing
impairment losses. Internally generated intangibles are cost also includes exchange differences to the extent
not capitalised and the related expenditure is reflected regarded as an adjustment to the borrowing costs.
in statement of profit and loss in the period in which
j) Leases
the expenditure is incurred.
The determination of whether an arrangement is
The useful lives of intangible assets are assessed as (or contains) a lease is based on the substance of
either finite or indefinite. the arrangement at the inception of the lease. The
arrangement is, or contains, a lease if fulfilment of the
Intangible assets with finite lives are amortised over
arrangement is dependent on the use of a specific
the useful economic life and assessed for impairment
asset or assets and the arrangement conveys a right to
whenever there is an indication that the intangible
use the asset or assets, even if that right is not explicitly
asset may be impaired. The amortisation period and
specified in an arrangement.
the amortisation method for an intangible asset with
a finite useful life are reviewed at least at the end For arrangements entered into prior to April 01, 2015,
of each reporting period. Changes in the expected the Company has determined whether the arrangement
useful life or the expected pattern of consumption contain lease on the basis of facts and circumstances
of future economic benefits embodied in the asset existing on the date of transition.
are considered to modify the amortisation period or
Company as a lessee
method, as appropriate, and are treated as changes in
A lease is classified at the inception date as a finance
accounting estimates. The amortisation expense on
lease or an operating lease. A lease that transfers
intangible assets with finite lives is recognised in the
substantially all the risks and rewards incidental
statement of profit and loss unless such expenditure
to ownership to the Company is classified as
forms part of carrying value of another asset.
a finance lease.
Intangible assets with indefinite useful lives are not
Finance leases are capitalised at the commencement of
amortised, but are tested for impairment annually,
the lease at the inception date fair value of the leased
either individually or at the cash-generating unit level.
property or, if lower, at the present value of the minimum
The assessment of indefinite life is reviewed annually
lease payments. Lease payments are apportioned
to determine whether the indefinite life continues to
between finance charges and reduction of the lease
be supportable. If not, the change in useful life from
liability so as to achieve a constant rate of interest on
indefinite to finite is made on a prospective basis.
the remaining balance of the liability. Finance charges

Gains or losses arising from derecognition of an are recognised in finance costs in the statement of
intangible asset are measured as the difference between profit and loss, unless they are directly attributable to
the net disposal proceeds and the carrying amount of qualifying assets, in which case they are capitalised in
accordance with the Company’s general policy on the

137
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

borrowing costs . Contingent rentals are recognised as l) Impairment of non-financial assets

expenses in the periods in which they are incurred. The Company assesses, at each reporting date, whether
there is an indication that an asset may be impaired.
A leased asset is depreciated over the useful life of the
If any indication exists, or when annual impairment
asset. However, if there is no reasonable certainty that
testing for an asset is required, the Company estimates
the Company will obtain ownership by the end of the
the asset’s recoverable amount. An asset’s recoverable
lease term, the asset is depreciated over the shorter of
amount is the higher of an asset’s or cash-generating
the estimated useful life of the asset and the lease term.
unit’s (CGU) fair value less costs of disposal and its
Operating lease payments are recognised as an expense value in use. Recoverable amount is determined for an
in the statement of profit and loss on a straight-line individual asset, unless the asset does not generate
basis over the lease term. cash inflows that are largely independent of those
from other assets or group of assets. When the carrying
Company as a lessor
amount of an asset or CGU exceeds its recoverable
Leases in which the Company does not transfer
amount, the asset is considered impaired and is written
substantially all the risks and rewards of ownership of an
down to its recoverable amount.
asset are classified as operating leases. Rental income
from operating lease is recognised on a straight-line In assessing value in use, the estimated future cash flows
basis over the term of the relevant lease. Initial direct are discounted to their present value using a pre-tax
costs incurred in negotiating and arranging an operating discount rate that reflects current market assessments
lease are added to the carrying amount of the leased of the time value of money and the risks specific to the
asset and recognised over the lease term on the same asset. In determining fair value less costs of disposal,
basis as rental income. Contingent rents are recognised recent market transactions are taken into account. If
as revenue in the period in which they are earned. no such transactions can be identified, an appropriate
valuation model is used. These calculations are
Leases are classified as finance leases when
corroborated by valuation multiples, quoted share prices
substantially all of the risks and rewards of ownership
for publicly traded companies or other available fair value
transfer from the Company to the lessee. Amounts
indicators.
due from lessees under finance leases are recorded
as receivables at the Company’s net investment in The Company bases its impairment calculation on
the leases. Finance lease income is allocated to detailed budgets and forecast calculations, which are
accounting periods so as to reflect a constant periodic prepared separately for each of the Company’s CGUs
rate of return on the net investment outstanding in to which the individual assets are allocated. These
respect of the lease. budgets and forecast calculations generally cover a
period of five years. For longer periods, a long-term
k) Inventories
growth rate is calculated and applied to project future

Inventories are valued at lower of cost and net
cash flows after the fifth year.
realisable value.
Impairment losses including impairment on inventories,
Stores and Spares: Valued at lower of cost and net
are recognised in the statement of profit and loss.
realisable value. Cost is determined on a moving
weighted average basis. Cost of stores and spares lying For assets excluding goodwill, an assessment is made
in bonded warehouse includes custom duty payable. at each reporting date to determine whether there is
an indication that previously recognised impairment
Stores and Spares which do not meet the definition
losses no longer exist or have decreased. If such
of property, plant and equipment are accounted
indication exists, the Company estimates the asset’s
as inventories.
or CGU’s recoverable amount. A previously recognised
Costs incurred that relate to future contract activities impairment loss is reversed only if there has been a
are recognised as ”Project Work-in-Progress”. change in the assumptions used to determine the
asset’s recoverable amount since the last impairment
Project work-in-progress comprise specific contract
loss was recognised. The reversal is limited so that
costs and other directly attributable overheads
the carrying amount of the asset does not exceed its
including borrowing costs which can be allocated on
recoverable amount, nor exceed the carrying amount
specific contract cost is, valued at lower of cost and net
that would have been determined, net of depreciation,
realisable value.
had no impairment loss been recognised for the
Net Realisable Value in respect of stores and spares is asset in prior years. Such reversal is recognised in the
the estimated current procurement price in the ordinary statement of profit and loss unless the asset is carried
course of the business.

138
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

at a revalued amount, in which case, the reversal is contribution already paid, the deficit payable to the
treated as a revaluation increase. scheme is recognised as a liability after deducting the
contribution already paid.
Goodwill is tested for impairment annually as at every
year end and when circumstances indicate that the The Company operates a defined benefit gratuity plan

Statutory Reports
carrying value may be impaired. in India, which requires contributions to be made to a
separately administered fund. The cost of providing
Impairment is determined for goodwill by assessing
benefits under the defined benefit plan is determined
the recoverable amount of CGU to which the goodwill
using the projected unit credit method.
relates. When the recoverable amount of the CGU is
less than its carrying amount, an impairment loss is 
Re-measurements, comprising of actuarial gains
recognised. Impairment losses relating to goodwill and losses, the effect of the asset ceiling, excluding
cannot be reversed in future periods. amounts included in net interest on the net defined
benefit liability and the return on plan assets (excluding
Intangible assets with indefinite useful lives are tested
amounts included in net interest on the net defined

Financial Statements
for impairment annually as at year end at the CGU level,
benefit liability), are recognised immediately in the
as appropriate, and when circumstances indicate that
balance sheet with a corresponding debit or credit to
the carrying value may be impaired.
retained earnings through OCI in the period in which
m) 
Provisions, Contingent Liabilities and they occur. Re-measurements are not reclassified to
Contingent Assets profit or loss in subsequent periods.
General
Net interest is calculated by applying the discount rate
Provisions are recognised when the Company has a
to the net defined benefit liability or asset. The Company
present obligation (legal or constructive) as a result of
recognises the following changes in the net defined
a past event, it is probable that an outflow of resources
benefit obligation as an expense in the statement of
embodying economic benefits will be required to settle
profit and loss:
the obligation and a reliable estimate can be made of
the amount of the obligation. The expense relating 
- Service costs comprising current service costs,
to a provision is presented in the statement of profit past-service costs, gains and losses on curtailments
and loss. Contingent liabilities are not recognised and non-routine settlements; and
but disclosed unless the probability of an outflow of
- Net interest expense or income
resources is remote. Contingent assets are disclosed
where inflow of economic benefits is probable. Accumulated leave, which is expected to be utilised
within the next twelve months, is treated as short
If the effect of the time value of money is material,
term employee benefits. The Company measures
provisions are discounted using a current pre-tax rate
the expected cost of such absence as the additional
that reflects, when appropriate, the risks specific to the
amount that is expected to pay as a result of the unused
liability. When discounting is used, the increase in the
estimate that has accumulated at the reporting date.
provision due to the passage of time is recognised as
The Company treats accumulated leave expected to
a finance cost.
be carried forward beyond twelve months as long term
Operational Claim provisions compensated absences which are provided for based
Provisions for operational claims are recognised on actuarial valuation as at the end of the period. The
when the service is provided to the customer. Further actuarial valuation is done as per projected unit credit
recognition is based on historical experience. The method. The Company presents the entire leave as a
initial estimate of operational claim related cost is current liability in the balance sheet, since it does not
revised annually. have an unconditional right to defer it’s settlement for
twelve months after the reporting date.
n) Retirement and other employee benefits
Retirement benefit in the form of provident fund is a o) Financial instruments
defined contribution scheme. The Company has no A financial instrument is any contract that gives rise to
obligation, other than the contribution payable to the a financial asset of one entity and a financial liability or
provident fund. The Company recognises contribution equity instrument of another entity.
payable to the provident fund scheme as an expense,
Financial assets
when an employee renders the related service. If
Initial recognition and measurement
the contribution payable to the scheme for service
All financial assets are recognised initially at fair value
received before the balance sheet date exceeds the
plus in case of financial asset not recorded at fair

139
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

value through profit and loss, transaction cost that are classification is made on initial recognition and
attributable to the acquisition of the financial assets. is irrevocable.
Subsequent measurement If the Company decides to classify an equity instrument
For purposes of subsequent measurement, financial as at FVTOCI, then all fair value changes on the
assets are classified in three categories: instrument, excluding dividends, are recognised in the
OCI. There is no recycling of the amounts from OCI to
- Debt instruments at amortised cost
statement of profit and loss, even on sale of investment.
- Debt instruments, derivative financial instruments However, The Company may transfer the cumulative
and equity instruments at fair value through profit gain or loss within equity.
or loss (FVTPL)
Equity instruments included within the FVTPL category
- Equity instruments measured at fair value through are measured at fair value with all changes recognised
other comprehensive income (FVTOCI) in the statement of profit and loss.
Debt instruments at amortised cost Perpetual debt
A ‘debt instrument’ is measured at the amortised cost if The Company invests in a subordinated perpetual debt,
both the following conditions are met: redeemable at the issuer's option, with a fixed coupon
that can be deferred indefinitely if the issuer does
(a) 
The asset is held within a business model
not pay a dividend on its equity shares. The Company
whose objective is to hold assets for collecting
classifies these instruments as equity under Ind AS 32.
contractual cash flows, and
Derecognition
(b) 
Contractual terms of the asset give rise on
A financial asset (or, where applicable, a part of a
specified dates to cash flows that are solely
financial asset or part of a group of similar financial
payments of principal and interest (SPPI) on the
assets) is primarily derecognised (i.e. removed from
principal amount outstanding.
the Company’s balance sheet) when:

The category is most relevant to the Company.
-
The rights to receive cash flows from the asset
After initial measurement, such financial assets are
have expired, or
subsequently measured at amortised cost using the
effective interest rate (EIR) method. Amortised cost - The Company has transferred its rights to receive cash
is calculated by taking into account any discount or flows from the asset or has assumed an obligation
premium on acquisition and fees or costs that are an to pay the received cash flows in full without
integral part of the EIR. The EIR amortisation is included material delay to a third party under a ‘pass-through’
in finance income in the statement of profit and loss. arrangement and either (a) the Company has
The losses arising from impairment are recognised in the transferred substantially all the risks and rewards of
statement of profit and loss except where the Company the asset, or (b) the Company has neither transferred
has given temporary waiver of interest not exceeding 12 nor retained substantially all the risks and rewards of
months period. This category generally applies to trade, the asset, but has transferred control of the asset.
loans and other receivables.

When the Company has transferred its rights to
Debt instrument at FVTPL receive cash flows from an asset or has entered into
FVTPL is a residual category for debt instruments. Any a pass-through arrangement, it evaluates if and to
debt instrument, which does not meet the criteria for what extent it has retained the risks and rewards of
categorisation as at amortised cost or as FVTOCI, is ownership. When it has neither transferred nor retained
classified as at FVTPL. substantially all of the risks and rewards of the asset,
nor transferred control of the asset, the Company
Debt instruments included within the FVTPL category
continues to recognise the transferred asset to the
are measured at fair value with all changes recognised
extent of the Company’s continuing involvement. In
in the statement of profit and loss.
that case, the Company also recognises an associated
Equity investments liability. The transferred asset and the associated
All equity investments in scope of Ind AS 109 are liability are measured on a basis that reflects the rights
measured at fair value. For all other equity instruments, and obligations that the Company has retained.
the Company may make an irrevocable election to
Continuing involvement that takes the form of a
present in other comprehensive income subsequent
guarantee over the transferred asset is measured
changes in the fair value. The Company makes such
at the lower of the original carrying amount of the
election on an instrument-by-instrument basis. The
asset and the maximum amount of consideration that
the Company could be required to repay.

140
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

Impairment of financial assets does not reduce impairment allowance from the gross
The Company applies expected credit loss (ECL) model carrying amount.
for measurement and recognition of impairment loss on
For assessing increase in credit risk and impairment
the following financial assets and credit risk exposure;
loss, the Company combines financial instruments on

Statutory Reports
a) 
Financial assets that are debt instruments, the basis of shared credit risk characteristics with the
and are measured at amortised cost e.g. loans, objective of facilitating an analysis that is designed
debt securities, deposits, trade receivables and to enable significant increases in credit risk to be
bank balances. identified on a timely basis.
b) 
Financial assets that are debt instruments Financial liabilities
and are measured as at other comprehensive Initial recognition and measurement
income (FVTOCI) Financial liabilities are classified, at initial recognition,
as financial liabilities at fair value through profit or
c) Lease receivables under Ind AS 17
loss, loans and borrowings, payables, or as derivatives,

Financial Statements
d) 
Trade receivables or any contractual right to as appropriate.
receive cash or another financial asset that
All financial liabilities are recognised initially at fair
result from transactions that are within the
value and, in the case of loans and borrowings and
scope of Ind AS 115
payables, net of directly attributable transaction costs.
The Company follows ‘simplified approach’ for
The Company’s financial liabilities include trade and
recognition of impairment loss allowance on:
other payables, loans and borrowings including bank
- Trade receivables or contract revenue receivables; and overdrafts, financial guarantee contracts and derivative
financial instruments.
- All lease receivables resulting from transactions within
the scope of Ind AS 17 Subsequent measurement
The measurement of financial liabilities depends on
Under the simplified approach the Company does
their classification, as described below:
not track changes in credit risk. Rather, it recognises
impairment loss allowance based on lifetime ECLs at Financial liabilities at fair value through profit or loss
each reporting date, right from its initial recognition. Financial liabilities at fair value through profit or loss
include financial liabilities held for trading and financial
For recognition of impairment loss on other financial
liabilities designated upon initial recognition as at fair
assets and risk exposure, the Company determines
value through profit or loss. Financial liabilities are
that whether there has been a significant increase in
classified as held for trading if they are incurred for
the credit risk since initial recognition. If credit risk has
the purpose of repurchasing in the near term. This
not increased significantly, 12 month ECL is used to
category also includes derivative financial instruments
provide for impairment loss. However, if credit risk has
entered into by the Company that are not designated as
increased significantly, lifetime ECL is used.
hedging instruments in hedge relationships as defined
ECL is the difference between all contracted cash by Ind AS 109.
flows that are due to the Company in accordance with
Gains or losses on liabilities held for trading are
the contract and all the cash flows that the Company
recognised in the statement of profit and loss.
expects to receive, discounted at the original EIR. ECL
impairment loss allowance (or reversal) recognised Financial liabilities designated upon initial recognition
during the period is recognised as income / (expense) at fair value through profit or loss are designated as such
in the statement of profit and loss (P&L). This amount is at the initial date of recognition, and only if the criteria
reflected under the head " Other Expenses" in the P&L. in Ind AS 109 are satisfied. For liabilities designated as
FVTPL, fair value gains / losses attributable to changes
The balance sheet presentation for various financial
in own credit risk are recognised in OCI. These gains/
instruments is described below:
loss are not subsequently transferred to P&L. However,
Financial assets measured at amortised cost, contractual the Company may transfer the cumulative gain or loss
revenue receivables and lease receivables: within equity. All other changes in fair value of such
ECL is presented as an allowance, i.e., as an integral liability are recognised in the statement of profit and
part of the measurement of those assets in the balance loss. The Company has not designated any financial
sheet. The allowance reduces the net carrying amount. liability as at FVTPL.
Until the asset meets write-off criteria, the Company

141
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

Loans and borrowings external parties. A change in the business model occurs
This is the category most relevant to the Company. when the Company either begins or ceases to perform
After initial recognition, interest-bearing loans and an activity that is significant to its operations. If
borrowings are subsequently measured at amortised the Company reclassifies financial assets, it applies the
cost using the EIR method. Gains and losses are reclassification prospectively from the reclassification
recognised in the statement of profit and loss when the date which is the first day of the immediately next
liabilities are derecognised as well as through the EIR reporting period following the change in business
amortisation process. model. The Company does not restate any previously
recognised gains, losses (including impairment gains or
Amortised cost is calculated by taking into account any
losses) or interest.
discount or premium on acquisition and fees or costs
that are an integral part of the EIR. The EIR amortisation Offsetting of financial instruments
is included as finance costs in the statement of Financial assets and financial liabilities are offset
profit and loss. and the net amount is reported in the balance sheet
if there is a currently enforceable legal right to offset
This category generally applies to borrowings.
the recognised amounts and there is an intention to
Financial guarantee contracts settle on a net basis, to realise the assets and settle the
Financial guarantee contracts issued by the Company liabilities simultaneously.
are those contracts that require a payment to be made
p) Derivative financial instruments
to reimburse the holder for a loss it incurs because the
Initial recognition and subsequent measurement
specified debtor fails to make a payment when due
The Company uses derivative financial instruments, such
in accordance with the terms of a debt instrument.
as forward currency contracts, cross currency swaps,
Financial guarantee contracts are recognised
options, interest rate futures and interest rate swaps to
initially as a liability at fair value through profit or
hedge its foreign currency risks and interest rate risks,
loss (FVTPL), adjusted for transaction costs that are
respectively. Such derivative financial instruments are
directly attributable to the issuance of the guarantee.
initially recognised at fair value through profit or loss
Subsequently, the liability is measured at the higher
(FVTPL) on the date on which a derivative contract is
of the amount of loss allowance determined as per
entered into and are subsequently re-measured at fair
impairment requirements of Ind AS 109 and the amount
value. Derivatives are carried as financial assets when
recognised less cumulative amortisation.
the fair value is positive and as financial liabilities when
Derecognition the fair value is negative.
A financial liability is derecognised when the obligation
Any gains or losses arising from changes in the fair value
under the liability is discharged or cancelled or expires.
of derivative financial instrument or on settlement of
When an existing financial liability is replaced by another
such derivative financial instruments are recognised
from the same lender on substantially different terms,
in statement of profit and loss and are classified
or the terms of an existing liability are substantially
as Foreign Exchange (Gain) / Loss except those
modified, such an exchange or modification is treated
relating to borrowings, which are separately classified
as the derecognition of the original liability and the
under Finance Cost.
recognition of a new liability. The difference in the
respective carrying amounts is recognised in the q) Redeemable preference shares
statement of profit and loss. Redeemable preference shares are separated into
liability and equity component based on the terms of
Reclassification of financial assets
the contract.
The Company determines classification of financial
assets and liabilities on initial recognition. After On issuance of the redeemable preference shares,
initial recognition, no reclassification is made for the fair value of the liability component is determined
financial assets which are equity instruments and using a market rate for an equivalent non-convertible
financial liabilities. For financial assets which are debt instrument. This amount is classified as a financial
instruments, a reclassification is made only if there is liability measured at amortised cost (net of transaction
a change in the business model for managing those costs) until it is extinguished on redemption.
assets. Changes to the business model are expected
Transaction costs are apportioned between the liability
to be infrequent. The Company’s senior management
and equity component of the redeemable preference
determines change in the business model as a result
shares based on the allocation of proceeds to the
of external or internal changes which are significant to
liability and equity components when the instruments
the Company’s operations. Such changes are evident to
are initially recognised.

142
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

r) Cash and cash equivalents 

Retrospectively with cumulative effect of initially
Cash and cash equivalents in the balance sheet applying the standard recognised at the date of initial
comprise cash at banks and on hand and short-term application (Cumulative catch - up approach).
deposits with an original maturity of three months
The Company adopted Ind AS 115 using the modified
or less, which are subject to an insignificant risk of

Statutory Reports
retrospective method of adoption. The adoption of
changes in value.
the standard did not have any material impact on the
For the purpose of the statement of cash flows, cash financial statements of the Company.
and cash equivalents consist of cash and short-term
Amendment to Ind AS 20, Accounting for Government
deposits, as defined above, net of outstanding bank
Grants and Disclosure of Government Assistance
overdrafts as they are considered an integral part of
The amendment clarifies that where the government
the Company’s cash management.
grant related to assets, including non-monetary grant
s) Cash dividend to equity holders of the company at fair value, shall be presented in balance sheet
The Company recognises a liability to make cash to either by setting up the grant as deferred income or

Financial Statements
equity holders of the Company when the distribution deducting grant in arriving at the carrying amount of
is authorised and the distribution is no longer at the the asset. Prior to the amendment, Ind AS 20 did not
discretion of the Company. As per the corporate laws allow the option to present asset related grant by
in India, a distribution is authorised when it is approved deducting the grant from the carrying amount of the
by the shareholders. A corresponding amount is assets. This amendment do not have any impact on the
recognised directly in equity. financial statements.
t) Earnings per share Appendix B, Foreign Currency Transactions and
Basic earnings per share are calculated by dividing the Advance Consideration to Ind AS 21, The Effects of
profit for the period attributable to equity shareholders Changes in Foreign Exchange Rates
by the weighted average number of equity shares The Appendix B to Ind AS 21 clarifies the date of
outstanding during the period. the transaction for the purpose of determining the
exchange rate to use on initial recognition of the related
For the purpose of calculating diluted earnings per
asset, expense or income, when an entity has received
share, the profit the period attributable to equity
or paid advance consideration in a foreign currency.
shareholders and the weighted average number of
If there are multiple payments or receipts in advance,
shares outstanding during the period are adjusted for
then the entity must determine the transaction date
the effects of all dilutive potential equity shares.
for each payment or receipt of advance consideration.
u) 
New and amended standards adopted by Entities may apply the Appendix requirements on a
the Company fully retrospective basis. Alternatively, an entity may
The Company has applied the following standards and apply these requirements prospectively to all assets,
amendments for the first time for annual reporting expenses and income in its scope that are initially
period commencing from April 01, 2018 recognised on or after:
Ind AS 115 Revenue from Contracts with Customers - The beginning of the reporting period in which the
The core principle of the standard is that an entity entity first applies the Appendix, or
should recognise revenue to depict the transfer of
-
The beginning of a prior reporting period
promised goods or services to customers in an amount
presented as comparative information in
that reflects the consideration to which the entity
the financial statements of the reporting
expects to be entitled in exchange for those goods or
period in which the entity first applies the Appendix.
services. Further, the new standard requires enhanced
disclosures about the nature, amount, timing and The interpretation does not have any impact on
uncertainty of revenue and cash flows arising from the the Company’s financial statements.
entity’s contracts with customers.
Amendment to Ind AS 12, Income Taxes
The standard permits two possible methods of transition: The amendment clarify that an entity needs to consider
whether tax law restricts the sources of taxable profits
Retrospective approach - Under this approach the
against which it may make deductions on the reversal
standard will be applied retrospectively to each prior
of that deductible temporary difference. Furthermore,
reporting period presented in accordance with Ind
the amendments provide guidance on how an entity
AS 8- Accounting Policies, Changes in Accounting
should determine future taxable profits and explain the
Estimates and Errors.
circumstances in which taxable profit may include the

143
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

recovery of some assets for more than their carrying in a joint venture or an associate) that is classified
amount. Entities are required to apply the amendments (or included in a disposal Company that is classified)
retrospectively. However, on initial application of the as held for sale.
amendments, the change in the opening equity of
2.3 Significant accounting judgments, estimates
the earliest comparative period may be recognised in
and assumptions
opening retained earnings (or in another component
of equity, as appropriate), without allocating the The preparation of the Company’s Ind AS Financial
change between opening retained earnings and other Statements requires management to make judgments,
components of equity. Entities applying this relief must estimates and assumptions that affect the reported
disclose that fact. These amendments do not have any amounts of revenues, expenses, assets and liabilities,
impact on the financial statement of the Company as and the accompanying disclosures, and the disclosure
the Company has no deductible temporary differences of contingent liabilities. Uncertainty about these
or assets that are in the scope of the amendments. assumptions and estimates could result in outcomes
that require a material adjustment to the carrying
Amendment to Ind AS 40, Investment Property
amount of assets or liabilities affected in future periods.
The amendment clarify when an entity should transfer
property, including property under construction or Estimates and assumptions
development into, or out of investment property. The The key assumptions concerning the future and other
amendments state that a change in use occurs when key sources of estimation uncertainty at the reporting
the property meets, or ceases to meet, the definition date, that have a significant risk of causing a material
of investment property and there is evidence of the adjustment to the carrying amounts of assets and
change in use. A mere change in management’s liabilities within the next financial year, are described
intentions for the use of a property does not provide below. The Company based its assumptions and
evidence of a change in use. Entities should apply the estimates on parameters available when the financial
amendments prospectively to changes in use that occur statements were prepared. Existing circumstances
on or after the beginning of the annual reporting period and assumptions about future developments, however,
in which the entity first applies the amendments. An may change due to market changes or circumstances
entity should reassess the classification of property arising that are beyond the control of the Company.
held at that date and, if applicable, reclassify property Such changes are reflected in the assumptions
to reflect the conditions that exist at that date. when they occur.
Retrospective application in accordance with Ind AS
Impairment of non-financial assets
8 is only permitted if it is possible without the use of
Impairment exists when the carrying value of an asset
hindsight. These amendments do not have any impact
or cash generating unit exceeds its recoverable amount,
on the Company’s financial statements.
which is the higher of its fair value less costs of disposal
Amendment to Ind AS 28, Investment in Associates and its value in use. The fair value less costs of disposal
and Joint Ventures calculation is based on available data for similar assets
The amendment clarify that a venture capital or observable market prices less incremental costs for
organisation or a mutual fund, unit trust and similar disposing of the asset. The value in use calculation is
entities may elect, at initial recognition, to measure based on a DCF model. The cash flows are derived from
investments in an associate or joint venture at fair value the budget for the next five years and do not include
through profit or loss separately for each associate restructuring activities that the Company is not yet
or joint venture. Further, Ind AS 28 permits an entity committed to or significant future investments that
that is not an investment entity to retain the fair will enhance the asset’s performance being tested. The
value measurement applied by its associates and joint recoverable amount is sensitive to the discount rate
venture (that are investment entities) when applying used for the DCF model as well as the expected future
the equity method. Therefore, this choice is available, at cash-inflows and the growth rate used for extrapolation
initial recognition, for each investment entity associate purposes. These estimates are most relevant to goodwill
or joint venture. with indefinite useful lives recognised by the Company.
Ind AS 112, Disclosure of Interest in Other Entities Impairment of financial assets
The amendment clarify that the disclosure requirements The impairment provisions for Financial Assets are based
in Ind AS 112, other than those in paragraphs B10–B16, on assumptions about risk of default and expected cash
apply to an entity’s interest in a subsidiary, a joint loss. The  Company  uses  judgement in  making  these
venture or an associate (or a portion of its interest assumptions and selecting the inputs to the

144
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

impairment calculation, based on response to demographic changes. Future salary

Company’s  past  history,  existing  market conditions  as increases and gratuity increases are based on expected
well  as  forward  looking estimates  at the  end  of  each future inflation rates for the respective countries.
reporting period. Refer note 4 (b).
 Further details about gratuity obligations are

Statutory Reports
Taxes given in note 28.
Deferred tax (including MAT Credits) assets are
Fair value measurement
recognised for unused tax credits to the extent that
 In measuring the fair value of certain assets and
it is probable that taxable profit will be available
liabilities for financial reporting purpose, the Company
against which the credits can be utilised. Significant
uses market observable data to the extent available.
management judgment is required to determine
Where such Level 1 inputs are not available,
the amount of deferred tax assets that can be
the Company engages third party qualified valuers to
recognised, based upon the likely timing and the
establish appropriate valuation techniques and inputs
level of future taxable profits together with future
to the model. The inputs to these models are taken from

Financial Statements
tax planning strategies. Further details on taxes are
observable markets where possible, but where this is not
disclosed in note 26.
feasible, a degree of judgment is required in establishing
Defined benefit plans (gratuity benefits) fair values. Judgments include considerations of inputs
The cost of the defined benefit gratuity plan and the such as liquidity risk, credit risk and volatility. Changes
present value of the gratuity obligation are determined in assumptions about these factors could affect the
using actuarial valuations. An actuarial valuation reported fair value of financial instruments. Refer note
involves making various assumptions that may differ 32 for further disclosures.
from actual developments in the future. These include
Provision for Decommissioning Liabilities
the determination of the discount rate, future salary
The management of the Company has estimated that
increases and mortality rates. Due to the complexities
there is no contractual and probable decommissioning
involved in the valuation and its long-term nature, a
liability under the condition / terms of the concession
defined benefit obligation is highly sensitive to changes
agreement with the GMB.
in these assumptions. All assumptions are reviewed at
each reporting date.  Depreciation / amortisation and useful lives of
property plant and equipment / intangible assets
The parameter most subject to change is the discount
Property, plant and equipment / intangible assets are
rate. In determining the appropriate discount rate for
depreciated / amortised over their estimated useful
plans operated in India, the management considers
lives, after taking into account estimated residual
the interest rates of government bonds in currencies
value. Management reviews the estimated useful lives
consistent with the currencies of the post-employment
and residual values of the assets annually in order to
benefit obligation. The underlying bonds are further
determine the amount of depreciation / amortisation
reviewed for quality. Those having excessive credit
to be recorded during any reporting period. The useful
spreads are excluded from the analysis of bonds on
lives and residual values are based on the Company’s
which the discount rate is based, on the basis that they
historical experience with similar assets and take
do not represent high quality corporate bonds.
into account anticipated technological changes. The

The mortality rate is based on publicly available depreciation / amortisation for future periods is revised
mortality tables for the specific countries. Those if there are significant changes from previous estimates.
mortality tables tend to change only at interval in

145
 3. Property, Plant and Equipment, Intangible Assets and Goodwill

146
Note 3(a) Property, Plant and Equipment
` in crore
Buildings, Tugs and
Free Land
Roads Computer Lease Office Plant & Furniture Dredged Marine Railway Boats Project
Particulars Hold Development Total
and Civil Hardware hold land Equipment Equipment & Fixture Vehicles Channels Structures Tracks (refer Assets
Land cost
Infrastructure note 39)
Cost
As at April 1, 2017 412.30 1,546.62 27.58 65.36 309.01 30.29 2,141.40 15.92 20.16 1,917.20 1,320.52 276.58 452.59 870.95 9,406.48
Additions 15.33 29.52 6.67 - 3.13 5.38 40.00 15.74 0.65 322.32 - - 0.30 - 439.04
Deductions/(Adjustment) (0.68) - - - (7.86) - (28.10) - (2.96) - - - (428.96) (0.41) (468.97)
Exchange difference - 2.78 (0.06) - 0.09 0.01 14.68 0.10 - 0.56 3.80 0.63 (0.86) 26.35 48.08
for the year ended March 31, 2019

As at March 31, 2018 426.95 1,578.92 34.19 65.36 304.37 35.68 2,167.98 31.76 17.85 2,240.08 1,324.32 277.21 23.07 896.89 9,424.63
Additions 121.23 486.52 20.90 - 6.77 24.65 453.31 100.78 3.41 240.15 0.58 8.86 - 2.55 1,469.71
Deductions/(Adjustment) - (10.72) - - (2.78) (0.08) (5.77) - (0.54) - (29.22) - (5.05) (0.02) (54.18)
Exchange difference - 30.11 - - 1.03 0.17 48.40 0.30 - 8.06 44.04 7.34 - 15.21 154.66
As at March 31, 2019 548.18 2,084.83 55.09 65.36 309.39 60.42 2,663.92 132.84 20.72 2,488.29 1,339.72 293.41 18.02 914.63 10,994.82
Accumulated
Adani Ports and Special Economic Zone Limited

Depreciation
As at April 1, 2017 - (241.94) (14.08) (2.12) (32.69) (9.01) (365.44) (4.94) (7.93) (63.86) (60.85) (67.06) (63.10) (145.38) (1,078.40)
Depreciation for the year - (86.91) (7.53) (3.32) (15.94) (6.32) (184.17) (2.40) (3.47) (39.76) (29.50) (27.92) (2.49) (118.04) (527.77)
Deductions/(Adjustment) - - - - - - 17.14 - 1.69 - - - 59.18 0.21 78.22
As at March 31, 2018 - (328.85) (21.61) (5.44) (48.63) (15.33) (532.47) (7.34) (9.71) (103.62) (90.35) (94.98) (6.41) (263.21) (1,527.95)
Depreciation for the year - (83.39) (6.18) (3.32) (15.85) (7.89) (176.62) (5.45) (2.80) (45.30) (32.19) (20.99) (1.74) (89.43) (491.15)
Deductions/(Adjustment) - 1.14 - - - 0.04 1.86 - 0.46 - 4.65 - 1.49 0.01 9.65
As at March 31, 2019 - (411.10) (27.79) (8.76) (64.48) (23.18) (707.23) (12.79) (12.05) (148.92) (117.89) (115.97) (6.66) (352.63) (2,009.45)
Net Block
As at March 31, 2018 426.95 1,250.07 12.58 59.92 255.74 20.35 1,635.51 24.42 8.14 2,136.46 1,233.97 182.23 16.66 633.68 7,896.68
As at March 31, 2019 548.18 1,673.73 27.30 56.60 244.91 37.24 1,956.69 120.05 8.67 2,339.37 1,221.83 177.44 11.36 562.00 8,985.37

i) Depreciation of ` 31.46 crore (previous year ` 62.91 crore) relating to the project assets has been allocated to Capitalisation / Capital Work-in-Progress.
ii) Freehold Land includes land development cost of ` 12.56 crore (previous year ` 12.56 crore).
iii) Plant and Equipment includes cost of Water Pipeline amounting to ` 3.37 crore (Gross) (previous year ` 3.37 crore), accumulated depreciation ` 1.59 crore (previous year
` 1.19 crore) which is constructed on land not owned by the Company.
iv) Buildings includes 612 residential flats (previous year 612 flats) and a hostel building valuing ` 130.75 crore (Gross) (previous year ` 130.75 crore), accumulated depreciation
` 10.49 crore (previous year ` 7.81 crore) at Samudra Township, Mundra, which are pending to be registered in Company's name.
v) As a part of concession agreement for development of port and related infrastructure at Mundra the Company has been allotted land on lease basis by Gujarat Maritime
Board (GMB). The Company has recorded rights in the GMB Land at present value of future annual lease payments in the books and classified the same as lease hold land.
vi) Land development cost on leasehold land includes costs incurred towards reclaimed land of ` 180.18 crore (Gross) (previous year ` 182.96 crore), accumulated depreciation
` 36.83 crore (previous year ` 28.00 crore). The cost has been estimated by the management, being cost allocated out of the dredging activities approximate the actual cost.
vii) Reclaimed land measuring 1,093.53 hectare are pending to be registered in the name of the Company.
viii) Project Assets includes dredgers and earth moving equipments.
ix) Free Hold and Lease Hold Land includes Land given on Operating Lease Basis: Gross Block as at March 31, 2019 : ` 6.71 crore (previous year : ` 6.71 crore) Accumulated
Notes to the Standalone Financial Statements

Depreciation as at March 31, 2019 : ` 0.24 crore (previous year : ` 0.18 crore) Net Block as at March 31, 2019 : ` 6.47 crore (previous year : ` 6.53 crore)
x) Refer footnote to note 14 and 17 for security / charges created on property, plant and equipment.
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

Note 3(b) Intangible Assets

` in crore
Particulars Software Railway License Total
Cost

Statutory Reports
As at April 1, 2017 25.42 - 25.42
Additions 4.13 - 4.13
Transfer / Capitalised from CWIP - - -
As at March 31, 2018 29.55 - 29.55
Additions 38.39 5.00 43.39
Transfer / Capitalised from CWIP - - -
As at March 31, 2019 67.94 5.00 72.94
Accumulated Amortisation
As at April 1, 2017 (8.77) - (8.77)
Amortisation for the year (5.66) - (5.66)

Financial Statements
As at March 31, 2018 (14.43) - (14.43)
Amortisation for the year (14.49) (0.03) (14.52)
As at March 31, 2019 (28.92) (0.03) (28.95)
Net Block
As at March 31, 2018 15.12 - 15.12
As at March 31, 2019 39.02 4.97 43.99

Note 3(c) Goodwill

` in crore
Particulars March 31, 2019 March 31, 2018
Carrying value at the beginning 44.86 44.86
Carrying value at the end 44.86 44.86

147
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

4 Non - Current Investments

` in crore
Particulars March 31, 2019 March 31, 2018
Unquoted
In Equity Shares of Company [(Investment at fair value through OCI) (refer note (d) below)]
5,00,00,000 (previous year 5,00,00,000) fully paid Equity Shares of ` 10 each of Kutch 235.00 210.00
Railway Company Limited
5,50,000 (previous year 5,50,000) fully paid Equity Shares of ` 10 each of Mundra Solar 0.94 0.94
Technopark Private Limited
50,000 (previous year Nil) fully paid Equity Shares of ` 10 each of Mundra LPG Terminal 0.05 -
Private Limited (refer note (g) below)
50,000 (previous year Nil) fully paid Equity Shares of ` 10 each of Adani Dhamra LPG Terminal 0.05 -
Private Limited (refer note (g) below)
1,000 (previous year 1,000) fully paid Equity Shares of AUD 1 each of Mundra Port Pty Limited *- *-
Total FVTOCI Investment 236.04 210.94
In Equity Shares of subsidiaries (valued at cost)
32,50,00,000 (previous year 32,50,00,000) fully paid Equity Shares of ` 10 each of Adani 384.91 429.04
Logistics Limited (refer note (e) below)
25,61,53,846 (previous year 25,61,53,846) fully paid Equity Shares of ` 10 each of Adani 256.15 256.15
Petronet (Dahej) Port Private Limited
24,50,000 (previous year 24,50,000) fully paid Equity Shares of ` 10 each of Mundra SEZ 2.45 2.45
Textile and Apparel Park Private Limited
4,50,00,000 (previous year 4,50,00,000) fully paid Equity Shares of ` 10 each of Karnavati 62.95 87.37
Aviation Private Limited (refer note (e) below)
1,31,35,000 (previous year 1,31,35,000) fully paid Equity Shares of ` 10 each of MPSEZ Utilities 52.53 52.53
Private Limited (refer note (e) below)
11,58,88,500 (previous year 11,58,88,500) fully paid Equity Shares of ` 10 each of Adani 115.89 115.89
Murmugao Port Terminal Private Limited (refer note b (ii) below)
35,00,000 (previous year 35,00,000) fully paid Equity Shares of ` 10 each of Mundra 3.86 5.05
International Airport Private Limited (refer note (e) below)
71,54,70,000 (previous year 71,54,70,000) fully paid Equity Shares of ` 10 each of Adani 715.47 715.47
Hazira Port Private Limited
10,12,80,000 (previous year 10,12,80,000) fully paid Equity Shares of ` 10 each of Adani Vizag 101.28 101.28
Coal Terminal Private Limited (refer note b (i) below)
12,00,50,000 (previous year 12,00,50,000) fully paid Equity Shares of ` 10 each of Adani 120.05 120.05
Kandla Bulk Terminal Private Limited (refer note b (ii) and (c) below)
50,000 (previous year 50,000) fully paid Equity Shares of ` 10 each of Adani Warehousing 0.05 0.05
Service Private Limited
3,00,000 (previous year 3,00,000) fully paid Equity Shares of ` 10 each of Adani Hospitals 0.65 1.23
Mundra Private Limited (refer note (e) below)
19,20,00,000 (previous year 50,000) fully paid Equity Shares of ` 10 each of Adani Ennore 192.00 0.05
Container Terminal Private Limited
50,000 (previous year 50,000) fully paid Equity Shares of ` 10 each of Adani Kattupalli Port 0.05 0.05
Private Limited
19,99,56,250 (previous year 19,99,56,250) fully paid Equity Shares of ` 10 each of Adani 199.96 199.96
Vizhinjam Port Private Limited
13,50,50,000 (previous year 50,000) fully paid Equity Shares of ` 10 each of Shanti Sagar 142.40 7.40
International Dredging Private Limited (formerly known as Adani Food and Agro Processing
Park Private Limited) (refer note (e) below)
114,80,00,000 (previous year 114,80,00,000) fully paid Equity Shares of ` 10 each of The 2,808.44 3,032.38
Dhamra Port Company Limited (refer note (e) below)
1,01,000 (previous year 1,01,000) fully paid Equity Shares of AUD 1 each of Abbot Point 12.85 12.85
Operations Pty Limited (refer note (e) below)

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Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

` in crore
Particulars March 31, 2019 March 31, 2018
5,76,92,155 (previous year 5,76,92,155) Equity Shares of ` 10 each of The Adani Harbour 106.26 106.26
Services Private Limited (formerly known as TM Harbour Services Private Limited)
2,00,000 (previous year 2,00,000) Equity Shares of ` 10 each of Adani Petroleum Terminal 0.20 0.20

Statutory Reports
Private Limited
50,000 (previous year 50,000) Equity Shares of ` 10 each of Madurai Infrastructure Private 0.05 0.05
Limited (Formerly known as Mundra LPG Infrastructure Private Limited)
11,850 (previous year 11,850) fully paid Equity Shares of ` 100 each of Adinath Polyfills Private 38.51 38.51
Limited (Acquisition of Controlling Interest in Equity Shares of Company)
4,900 (previous year 4,900) fully paid Equity Shares of ` 10 each of Dholera Infrastructure *- *-
Private Limited
50,000 (previous year 50,000) Equity Shares of ` 10 each of Mundra International Gateway 0.05 0.05
Terminal Private Limited

Financial Statements
38,80,00,000 (previous year Nil) Equity Shares of ` 10 each of Marine Infrastructure Developer 388.00 -
Private Limited (refer note (i) below)
50,000 (previous year Nil) Equity Shares of ` 10 each of Adani Bhavanapadu Port Private 0.05 -
Limited (refer note (j) below)
1,000 (previous year 1,000) Equity Shares of SGD 1 each of Adani International Terminals Pte 3.68 0.26
Limited (refer note (e) below)
6,000 (previous year Nil) Equity Shares of USD 1 each of Adani Mundra Port Holding Pte 0.04 -
Limited (refer note (j) below)
5,708.78 5,284.58
In Equity Shares of joint ventures (valued at cost)
32,22,31,817 (previous year 32,22,31,817) fully paid Equity Shares of ` 10 each of Adani 341.03 341.03
International Container Terminal Private Limited (refer note (e) below)
5,93,78,278 (previous year 5,93,78,278) fully paid Equity Shares of ` 10 each of Adani CMA 63.86 63.86
Mundra Terminal Private Limited (refer note (e) below)
404.89 404.89
Investment in Cumulative Convertible Debentures (valued at cost)
245,70,00,000 (previous year 245,70,00,000) 9% Cumulative Convertible Debentures of ` 10 2,457.00 2,457.00
each of The Dhamra Port Company Limited
Investment in Perpetual Non-Cumulative Non-convertible Debentures (valued at cost)
50,00,00,000 (previous year 145,00,00,000) 7.5% Unsecured Perpetual Non-Cumulative 500.00 1,450.00
Non-Convertible Debentures of ` 10 each of Adani Kattupalli Port Private Limited (refer
note (f) below)
120,00,00,000 (previous year Nil) 6.50% Unsecured Perpetual Non-Cumulative Non- 1,200.00 -
Convertible Debentures of ` 10 each of The Dhamra Port Company Limited (refer note (f) below)
50,00,00,000 (previous year Nil) 6.50% Unsecured Perpetual Non-Cumulative Non- 500.00 -
Convertible Debentures of ` 10 each of Adani Logistics Limited (refer note (f) below)
40,00,000 (previous year Nil) 6.50% Unsecured Perpetual Non-Cumulative Non-Convertible 4.00 -
Debentures of ` 10 each of Adani Hospitals Mundra Private Limited (refer note (f) below)
70,00,000 (previous year Nil) 6.50% Unsecured Perpetual Non-Cumulative Non-Convertible 7.00 -
Debentures of ` 10 each of Mundra International Airport Private Limited (refer note (f) below)
18,50,00,000 (previous year Nil) 6.50% Unsecured Perpetual Non-Cumulative Non-Convertible 185.00 -
Debentures of ` 10 each of Karnavati Aviation Private Limited (refer note (f) below)
110,00,00,000 (previous year Nil) 6.50% Unsecured Perpetual Non-Cumulative Non- 1,100.00 -
Convertible Debentures of ` 10 each of Marine Infrastructure Developer Private Limited (refer
note (f) below)
Investment in Perpetual Debt (valued at cost)
Adani Logistics Limited (refer note (f) below) 1,261.05 -

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Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

` in crore
Particulars March 31, 2019 March 31, 2018
Investment in Debentures (valued at amortised cost)
Nil (previous year - 3,170) 7.7% Non-Convertible Redeemable Debentures of ` 10,00,000 each - 317.00
of J M Financial Products Limited
13,563.76 10,124.41
Impairment for Investment in Adani Vizag Coal Terminal Private Limited (refer note b (i) below) (101.28) (101.28)
Provision for Diminution in value of Perpetual Non-Convertible Debentures of Mundra (7.00) -
International Airport Private Limited
13,455.48 10,023.13
* Figures being nullified on conversion to ` in crore.

Notes:
a) Number of Shares pledged with banks against borrowings by the respective companies are as per below.

No. of Shares Pledged

Particulars
March 31, 2019 March 31, 2018
Subsidiary Companies
(i) Adani Hazira Port Private Limited 19,50,00,000 19,50,00,000
(ii) The Dhamra Port Company Limited 34,44,00,000 34,44,00,000
Joint Venture
(i) Adani International Container Terminal Private Limited 16,13,04,540 8,06,52,270
(ii) Adani CMA Mundra Terminal Private Limited 3,02,82,922 -
Others
(i) Mundra Port Pty Limited 1,000 1,000
73,09,88,462 62,00,53,270

b) (i) Adani Vizag Coal Terminal Private Limited values net of impairment provisions amounting
("AVCTPL") - a subsidiary of the Company is to ` 297.38 crore (` 228.85 crore net of tax) as
engaged in Port services under concession from recorded in the previous year.
one of the port trust authorities of the Government
(ii) The carrying amounts of long-term investments
of India. The port operations were suspended
in equity shares of wholly owned subsidiary
temporarily due to operational bottlenecks
companies viz. Adani Kandla Bulk Terminal Private
beyond the subsidiary's control during FY 2016-17.
Limited ("AKBTPL") and Adani Murmugao Port
The Port authority issued Consultation Notice to
Terminal Private Limited ("AMPTPL") aggregating
the AVCTPL in accordance with the provisions
to ` 235.94 crore as at March 31, 2019 and
of the Concession Agreement. During current
long term loans include loans given to AKBTPL
financial year, on account of certain positive
and AMPTPL aggregating to ` 1,676.16 crore
developments in operations such as permission
(including interest accrued ` 117.88 crore) as at
for road movement, rake availability for cargo
March 31, 2019. The said subsidiary companies
evacuation and entering into long term contract
have incurred losses in the recent years and the
for cargo handling, the Consultation Notice has
negative net worth of these companies is ` 449.07
been withdrawn by the Port authority and AVCTPL
crore. The Company has been providing financial
has resumed the port operations. AVCTPL has
support to these entities to meet its financial
received relaxation in the form of rationalisation on
obligations, if and when required. AKBTPL has
revenue share from storage income from the Port
received relaxation in the form of rationalisation
Trust in accordance with guidelines from Ministry
on revenue share from storage income from the
of Shipping (MoS).This will result in improving
Port Trust in accordance with guidelines from
the operating efficiency and ultimately result in
MoS. AMPTPL is in the process of applying for
generation of cash and able to meet its financial
similar rationalization as it believes that the project
obligation. The Company has reassessed the
meets the criteria prescribed in the guidelines.
carrying values of its loan and equity investment
This will result in improving the operating
in AVCTPL in light of the aforesaid developments
efficiency and ultimately result in generation of
and has continued to carry these balances at

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 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

cash and able to meet its financial obligation. c) During the year 2016-17, the Company had accounted
The Company has determined the recoverable for purchase of 3,12,13,000 numbers of equity shares
amounts of its investments and loans in these in Adani Kandla Bulk Terminal Private Limited at
subsidiaries as at March 31, 2019. The said consideration of ` 31.21 crore. The equity shares have
determination requires significant estimates & been purchased from the Adani Enterprises Limited,

Statutory Reports
judgements to be made by the management with a group company whereby this entity has become a
respect to cargo traffic, port tariffs, inflation, wholly owned subsidiary. As per the management,
discount rates, revenue share on income etc which the transfer has been recorded based on Irrevocable
are considered reasonable by the Management. Letter of Affirmation dated March 31, 2017 from the
On a careful evaluation of the aforesaid factors, seller and acceptance by the Company although
the Company’s management has concluded that legal transfer of equity share of Adani Kandla
no provision for impairment in respect of such Bulk Terminal Private Limited is still in process at
investments and loans is considered necessary at year end.
this stage.

Financial Statements
d) Reconciliation of Fair value measurement of the investment in unquoted equity shares

` in crore
Particulars March 31, 2019 March 31, 2018
Opening Balance 210.94 200.94
Add: Loss of control of subsidiary 0.10 -
Fair value Gain recognised in Other Comprehensive Income 25.00 10.00
Closing Balance 236.04 210.94

e) Value of Deemed Investment accounted in subsidiaries and joint ventures in terms of fair valuation under Ind AS 109
` in crore
Particulars March 31, 2019 March 31, 2018
i) Adani Logistics Limited 59.82 103.97
ii) Karnavati Aviation Private Limited 17.95 42.37
iii) MPSEZ Utilities Private Limited 0.02 0.02
iv) Mundra International Airport Private Limited 0.36 1.55
v) Adani Hospitals Mundra Private Limited 0.35 0.93
vi) Shanti Sagar International Dredging Private Limited 7.35 7.35
vii) The Dhamra Port Company Limited 65.76 289.69
viii) Abbot Point Operations Pty Limited 12.34 12.34
ix) Adani International Terminals Pte Limited 3.68 0.26
x) Adani International Container Terminal Private Limited 11.57 11.57
xi) Adani CMA Mundra Terminal Private Limited 4.48 4.48
183.68 474.53

f) Investment in Perpetual Non-convertible Debenture / Perpetual Debt is redeemable / payable at issuer's option and can
be deferred indefinitely.
g) During the year, pursuant to issuance of new equity shares by Adani Dhamra LPG Terminal Private Limited ("ADLTPL")
and Mundra LPG Terminal Private Limited ("MLTPL") to Adani Trading Services LLP on a private placement basis on
December 29, 2018, these companies (ADLTPL & MLTPL) have ceased to be subsidiaries of the Company. With regards
to loss of control of the subsidiary subsequently, the investment has since been classified at Fair Value through OCI.
h) Aggregate amount of unquoted investments as at March 31, 2019 ` 13,455.48 crore (previous year ` 10,023.13 crore).
i) During the year, Company has acquired 97% stake in equity shares of Marine Infrastructure Developer Private Limited
("MIDPL"). MIDPL is in the business of development, operations and maintenance of port infrastructure (port services and
related infrastructure development) and related infrastructure contiguous to port. Consequent to the said transaction,
MIDPL has become a subsidiary of the Company w.e.f June 28, 2018.
j) During the year, Adani Bhavanapadu Port Private Limited and Adani Mundra Port Holding Pte Limited have been
incorporated as wholly owned subsidiary of the Company as on May 21, 2018 and October 30, 2018 respectively.

151
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

5 Trade Receivables
(Unsecured, unless otherwise stated)
` in crore
Non-current portion Current portion
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Trade Receivables
-Considered Good (refer note 30) - 2.14 1,943.79 2,573.91
Less: Allowances for expected credit loss - - (33.73) (1.60)
- 2.14 1,910.06 2,572.31
Customers' Bill Discounted (refer note (c) below) - - 357.75 713.97
Other Trade Receivable - 2.14 1,552.31 1,858.34
Total Receivables - 2.14 1,910.06 2,572.31

Notes:
a) No trade or other receivable are due from directors or other officers of the Company either severally or jointly with
any other person; nor any trade or other receivable are due from firms or private companies in which any director is a
partner, a director or a member.
b) Generally, as per credit terms trade receivable are collectable within 30-180 days although the Company provide
extended credit period with interest between 8% to 15% considering business and commercial arrangements with the
customers including with the related parties. Receivable of ` 0.43 crore (previous year ` 2.54 crore) are contractually
collectable on deferred basis.
c) The Carrying amounts of the trade receivables include receivables amounting to ` 357.75 crore (previous year ` 713.97
crore) which are subject to a bills discounting arrangement. Under this arrangement, the Company has transferred the
relevant receivables to the bank / financial institution in exchange of cash and is prevented from selling or pledging the
receivables. The Cost of bill discounting is to the customer's account as per the arrangement. However, the Company
has retained late payment and credit risk. The Company therefore continues to recognise the transferred assets in their
entirety in its balance sheet. The amount repayable under the bills discounting arrangement is presented as unsecured
borrowing in note 17.
d) Trade receivable includes receivables arising from services provided to power companies which are passing through a
difficult external environment causing certain delays in payment.
The Company has reviewed these receivables and considering the improving market conditions in the power sector,
expects that the power companies will improve their operating effectiveness and recover past dues from Discoms and thereby
the Company believes that the amount is good and recoverable.

6 Loans
(Unsecured, unless otherwise stated)
` in crore
Non-current portion Current portion
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Loans to Related Parties
Considered Good (refer note 4 (b)(ii)) 8,116.87 8,395.38 2,148.81 1,241.02
Credit impaired (refer note 4 (b)(i)) - 6.59 205.02 205.02
Loan to others
Considered Good (refer note below) - - 908.17 1,417.97
Credit impaired - - 0.05 0.05
8,116.87 8,401.97 3,262.05 2,864.06
Less: Allowances for doubtful loans - (6.59) (205.07) (205.07)
8,116.87 8,395.38 3,056.98 2,658.99

Note:
Loans to others include inter-corporate deposits aggregating ` 732.10 crore (previous year ` 1,105.40 crore) (Including renewals
on due dates) to third parties. These deposits are given at prevailing market interest rates. The inter-corporate deposits have been

152
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

approved by the Finance committee of the Board of Directors and subsequently noted by the Board of Directors of the company.
The Company has received undertaking from one of the promoter owned entity to unconditionally honour the dues from these
parties along with interest in case these are not paid by the parties.

7 Other Financial Assets

Statutory Reports
` in crore
Non-current portion Current portion
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Security deposit (refer note 34 (i))
Considered good 666.13 184.58 115.04 110.78
Considered doubtful - - 7.27 7.27
666.13 184.58 122.31 118.05
Less: Allowances for Doubtful Deposit - - (7.27) (7.27)
666.13 184.58 115.04 110.78

Financial Statements
Loans and advances to Employees 1.77 2.21 2.08 1.81
Land Lease Receivable (refer note 20 (d)) 1,397.23 914.68 52.52 4.14
Bank Deposit with original maturity of more than twelve - 37.51 - -
months and margin money deposits (refer note 11)
Interest Accrued 25.84 - 1,542.01 986.33
Receivable against Sale of Investment (refer note 35(l)) - - 84.17 85.93
Non Trade receivable - - 3.62 19.21
Derivatives instruments / Forward Contracts Receivable - - 57.67 36.15
Gratuity Assets (refer note 28) - - 1.88 2.64
Financial Guarantee received - - - 4.37
2,090.97 1,138.98 1,858.99 1,251.36

8 Other Assets
` in crore
Non-current portion Current portion
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Capital advances (refer note (a) & (b) below)
Secured, considered good 34.35 - - -
Unsecured, considered good 279.94 238.50 - 111.05
Unsecured, doubtful 10.59 10.59 - -
324.88 249.09 - 111.05
Less: Allowances for doubtful advance (10.59) (10.59) - -
314.29 238.50 - 111.05
Balance with Government Authorities 4.50 4.50 41.67 38.54
Prepaid Expenses 132.61 68.64 4.21 6.64
Accrued Income (refer note 38) - - 63.48 202.48
Contract Assets (refer note (c) below) - - 50.05 20.65
Advances recoverable other than in cash
To related party 237.10 - 120.20 237.18
To others - - 28.25 43.73
Export benefit and other receivables 105.87 - 145.22 203.59
Taxes recoverable (net of provision) (refer note 26) 37.93 30.72 - -
832.30 342.36 453.08 863.86

Notes:
a) Capital advance includes ` 97.10 crore (previous year ` 63.57 crore) paid to various private parties and government
authorities towards purchase of land.
b) The Company has received bank guarantees of ` 34.35 crore (previous year ` Nil) against capital advances.
c) Contract assets are the right to receive consideration in exchange for services transferred to the customer. Contract
assets are initially recognised for revenue earned from port operation services as receipt of consideration is conditional
on successful completion of services. Upon completion of services and acceptance by the customer, the amounts
recognised as contract assets are reclassified to financial assets.

153
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

9 Inventories
(At lower of Cost and Net realisable value)
` in crore
Current portion
Particulars
March 31, 2019 March 31, 2018
Stores and Spares, Fuel and Lubricants 62.56 66.34
Project work-in-progress (refer note 38) 562.89 297.07
625.45 363.41

10 Current Investments
` in crore
Particulars March 31, 2019 March 31, 2018
Unquoted mutual funds (valued at fair value through profit or loss)
2,50,000 units (previous year 2,50,000 units) of ` 10 each in HDFC Mutual Fund 0.25 0.25
8,781 units (previous year Nil units) of ` 2,929 each in SBI Mutual Fund 2.57 -
48,465 units (previous year Nil units) of ` 2,267 each in IDFC cash fund Mutual Fund 10.99 -
Investment in Commercial Papers (CP) (valued at amortised cost)
Commercial Papers of ECAP Equities Limited 432.30 518.95
Investment in Debentures (valued at amortised cost)
550 (previous year Nil) 9.55 % Non-Convertible Redeemable Debentures of ` 10,00,000 each 55.00 -
of J M Financial Products Limited
501.11 519.20
Aggregate carrying value of unquoted Mutual Funds 13.81 0.25
Aggregate net assets value of unquoted Mutual Funds 13.81 0.25
Aggregate carrying value of unquoted investment in Commercial Papers and Debentures 487.30 518.95

Note: Investments in commercial papers of ECAP Equities Limited is rated A1+ during current year and previous year.
11 Cash and Bank Balances
` in crore
Non-current portion Current portion
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Cash and Cash Equivalents
Balances with banks:
Balance in current accounts - - 3,735.39 216.02
Deposits with original maturity of less than three months - - 115.00 26.00
Cheques on hand - - - 241.86
Cash on hand - - 0.14 0.12
- - 3,850.53 484.00
Other Bank Balances
Deposits with maturity over 3 months but less than 12 months - - 3.88 773.31
Bank Deposits with maturity of more than twelve months - 37.51 - -
In Current Accounts (earmarked for Unpaid Dividend) - - 1.08 0.88
Margin Money Deposits - - 13.99 14.90
- 37.51 18.95 789.09
Amount disclosed under Non- Current Financial Assets - (37.51) - -
(refer note 7)
- - 3,869.48 1,273.09

Note: Margin Money Deposits aggregating to ` 13.99 crore (previous year ` 14.90 crore) are pledged / lien against bank
guarantees, letter of credit and other credit facilities.

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 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

12 Equity Share Capital

` in crore
Particulars March 31, 2019 March 31, 2018
Equity share capital

Statutory Reports
Authorized share capital
4,97,50,00,000 (previous year 4,97,50,00,000) Equity Shares of ` 2 each 995.00 995.00
995.00 995.00
Issued, subscribed and fully paid-up share capital
2,07,09,51,761 (previous year 2,07,09,51,761) fully paid up Equity Shares of ` 2 each 414.19 414.19
414.19 414.19

a) Reconciliation of the shares outstanding at the beginning and at the end of the reporting year
March 31, 2019 March 31, 2018

Financial Statements
Equity Shares
No. ` in crore No. ` in crore
At the beginning of the year 2,07,09,51,761 414.19 2,07,09,51,761 414.19
Add / (Less): Change during the year - - - -
Outstanding at the end of the year 2,07,09,51,761 414.19 2,07,09,51,761 414.19

Terms/rights attached to equity shares

(i) The Company has only one class of equity share having par value of ` 2 per share. Each holder of equity share is entitled
to one vote per share. The Company declares and pays dividends in Indian Rupees.
(ii) In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets
of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of
equity shares held by the shareholders.
b) Equity Component of Non-Cumulative Redeemable Preference shares
March 31, 2019 March 31, 2018
Particulars
No. ` in crore No. ` in crore
At the beginning of the year 28,11,037 165.88 28,11,037 165.88
Outstanding at the end of the year 28,11,037 165.88 28,11,037 165.88

Terms of Non-Cumulative Redeemable Preference shares

(i) The Company has outstanding 28,11,037 0.01 % Non-Cumulative Redeemable Preference Shares ('NCRPS') of ` 10
each issued at a premium of ` 990 per share. Each holder of preference shares has a right to vote only on resolutions
placed before the Company which directly affects the right attached to preference share holders. These shares
are redeemable on March 28, 2024 at an aggregate premium of ` 278.29 crore (equivalent to ` 990.00 per share).
In the event of liquidation of the Company, the holder of NCRPS (before redemption) will have priority over equity
shares in the payment of dividend and repayment of capital. The preference shares carry fixed dividend which is
non-discretionary.
(ii) The Preference Shares issued by the Company are classified as Compound Financial Instrument. These preference
shares are separated into liability and equity components based on the terms of the contract.
Interest on liability component is recognised as interest expense using the effective interest
method.
(iii) 
The equity component of preference shares includes the securities premium amount received on issue of
preference shares and the preference share capital, redemption premium reserve being created in compliance of
the Companies Act, 2013.

155
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

c) Details of shareholders holding more than 5% shares in the Company

March 31, 2019 March 31, 2018
Equity Shares % Holding in % Holding in
No. No.
the Class the Class
Equity shares of ` 2 each fully paid
i) Gautambhai Shantilal Adani and Rajeshbhai Shantilal 81,27,65,189 39.25% 87,73,17,807 42.36%
Adani (on behalf of S.B. Adani Family Trust)
ii) Adani Tradeline LLP 14,05,12,153 6.78% 14,05,12,153 6.78%
(Formerly, known as Parsa Kente Rail Infra LLP)
Non-Cumulative Redeemable Preference Shares of ` 10
each fully paid up
Gujarat Ports Infrastructure and Development Co. Limited 3,09,213 11.00% 3,09,213 11.00%
Priti G. Adani 5,00,365 17.80% 5,00,365 17.80%
Shilin R. Adani 5,00,364 17.80% 5,00,364 17.80%
Pushpa V. Adani  5,00,365 17.80% 5,00,365 17.80%
Ranjan V. Adani 5,00,455 17.80% 5,00,455 17.80%
Suvarna M. Adani 5,00,275 17.80% 5,00,275 17.80%
28,11,037 100.00% 28,11,037 100.00%

13 Other Equity
Equity Component of Non-Cumulative Redeemable Preference shares
` in crore
Particulars March 31, 2019 March 31, 2018
Opening Balance 165.88 165.88
Closing Balance 165.88 165.88

Reserves and Surplus

` in crore
Particulars March 31, 2019 March 31, 2018
Securities Premium
Opening Balance 2,535.70 2,535.70
Closing Balance 2,535.70 2,535.70

Note:- Securities premium represents the premium received on issue of shares over and above the face value of equity
shares. Such amount is available for utilisation in accordance with the provisions of the Companies Act, 2013.

` in crore
Particulars March 31, 2019 March 31, 2018
General Reserve
Opening Balance 2,260.87 2,141.55
Add: Transfer from Debenture Redemption Reserve 315.00 119.32
Closing Balance 2,575.87 2,260.87

Note:- The general reserve is used from time to time to transfer profit from retained earnings for apportion purposes. As the
general reserve is created by a transfer from one component of equity to another and is not an item of other comprehensive
income, items included in the general reserve will not be reclassified subsequently to statement of profit and loss.

156
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

` in crore
Particulars March 31, 2019 March 31, 2018
Debenture Redemption Reserve (DRR)
Opening Balance 661.71 476.21
Add: Transferred from Retained Earnings 167.33 304.82

Statutory Reports
Less: Transferred to General Reserve (315.00) (119.32)
Closing Balance 514.04 661.71

Note:- The Company has issued redeemable non-convertible debentures. Accordingly, the Companies (Share capital and
Debentures) Rules, 2014 (as amended), require the company to create DRR out of profits of the company available for
payment of dividend. DRR is required to be created for an amount which is equal to 25% of the value of debentures issued.
The DRR is created over the life of debentures out of retained earnings.

` in crore
Particulars March 31, 2019 March 31, 2018

Financial Statements
Foreign Currency Monetary Item Translation Difference Account
Opening Balance (37.13) (74.55)
Add : Foreign exchange (Loss) / Gain during the year (153.47) (7.92)
Less : Amortised in statement of profit and loss 119.53 45.34
Closing Balance (71.07) (37.13)

Note:- Exchange differences arising on outstanding long term foreign currency monetary items applied towards long term
assets (other than depreciable assets) recognised in the Indian GAAP financial statements for the period ending immediately
before the beginning of the first Ind AS financial reporting period i.e. March 31, 2016 are accumulated in the “Foreign
Currency Monetary Item Translation Difference Account” (FCMITDA) and amortized over the remaining life of the concerned
monetary item or financial year 2019-20 whichever is earlier.

` in crore
Particulars March 31, 2019 March 31, 2018
Retained Earnings
Opening Balance 12,138.35 11,070.45
Less: Loss on disposal of assets / settlement of liabilities attributable to marine business - (197.18)
undertaking adjusted from Opening Reserve (refer note 39)
Less : Profit from marine business undertaking transferred from Opening Reserve - (514.51)
(refer note 39)
Add : Profit for the year 2,637.72 2,408.10
Less : Dividend on Shares (414.19) (269.22)
Less : Dividend distribution tax paid on Equity Shares - (54.81)
Less :Transfer to Debenture Redemption Reserve (167.33) (304.82)
Add / (Less) : Re-measurement (losses) / gains on defined benefit plans (net of tax) (0.75) 0.34
Closing Balance 14,193.80 12,138.35

Note:- The portion of profits not distributed among the shareholders are termed as retained earnings. The Company may
utilize the retained earnings for making investments for future growth and expansion plans, for the purpose of generating
higher returns for the shareholders or for any other specific purpose, as approved by the Board of Directors of the Company.

Other Comprehensive Income

` in crore
Particulars March 31, 2019 March 31, 2018
Opening Balance 143.69 135.42
Add : Change in fair value of FVTOCI Equity Investments (net of tax) 19.57 8.27
Closing Balance 163.26 143.69
Note:- This reserve represents the cumulative gains and losses arising on the revaluation of equity investments measured at fair
value through other comprehensive income.

Total Other Equity 20,077.48 17,869.07

157
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

` in crore
Particulars March 31, 2019 March 31, 2018
Distribution made and proposed
Cash Dividend on Equity Share declared and paid
Final Dividend for the year ended March 31, 2018 and March 31, 2017 (` 2 per share and 414.19 269.22
` 1.30 per share)
Dividend Distribution Tax* - 54.81
414.19 324.03
* The Company declared a dividend of ` 2 per share amounting to ` 414.19 crore. During the year Company has also received dividend of ` 416.65 crore
from two of its Subsidiary Companies. Hence the liability of payment of Dividend Distribution Tax (DDT) does not arise on the Company as the Company
had entitlement of credit of Dividend Distribution Tax paid by its subsidiaries.

` in crore
Particulars March 31, 2019 March 31, 2018
Proposed Dividend on Equity Shares
Final Dividend for the year ended March 31, 2019 to be decided in the board meeting - 414.19
scheduled on June 04, 2019 (previous year ` 2 per share) (refer note 41)
Dividend Distribution Tax - 85.14
- 499.33
Cash Dividend on Preference Share declared and paid
Dividend @ 0.01 % on Non-Cumulative Redeemable Preference Shares *- *-
Dividend Distribution Tax *- *-
Proposed Dividend on Preference Shares
Dividend @ 0.01 % on Non-Cumulative Redeemable Preference Shares *- *-
Dividend Distribution Tax *- *-
*- Figure nullified in conversion of ` in crore

Proposed dividend on equity shares are subject to approval at Annual General Meeting and are not recognised as a liability
(including dividend distribution tax thereon).
14 Long term Borrowings
` in crore
Non-current portion Current portion
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Debentures
2,520 (previous year 2,520) 9.35% Non Convertible 251.32 251.25 - -
Redeemable Debentures of ` 10,00,000 each Secured
(Redeemable on July 04, 2026) (refer note (c) below)
16,000 (previous year 16,000) 7.65% Non Convertible 1,584.36 1,582.84 - -
Redeemable Debentures of ` 10,00,000 each Secured
(Redeemable ` 533.30 crore on October 31, 2025,
` 533.30 crore on October 31, 2026 and ` 533.40 crore on
October 30, 2027) (refer note (e) below)
10,000 (previous year 10,000) 8.22% Non Convertible 1,000.00 1,000.00 - -
Redeemable Debentures of ` 10,00,000 each Secured
(Redeemable ` 333.30 crore on March 07, 2025, ` 333.30
crore on March 07, 2026 and ` 333.40 crore on March 08,
2027) (refer note (c) below)
13,000 (previous year 13,000) 8.24% Non Convertible 1,300.00 1,300.00 - -
Redeemable Debentures of ` 10,00,000 each Secured
(Redeemable ` 433.30 crore on November 29, 2024,
` 433.30 crore on November 29, 2025 and ` 433.40 crore
on November 27, 2026) (refer note (d) below)

158
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

14 Long term Borrowings (Contd.)

` in crore
Non-current portion Current portion
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
2,000 (previous year 2,000) 9.35% Non Convertible 198.25 198.00 - -

Statutory Reports
Redeemable Debentures of ` 10,00,000 each Secured.
(Redeemable ` 100 crore on May 26, 2023 and ` 100
crore on May 27, 2026) (refer note (a) below)
4,940 (previous year 4,940) 10.50% Non Convertible 494.00 494.00 - -
Redeemable Debentures of ` 10,00,000 each Secured
(Redeemable at three annual equal instalments
commencing from February 25, 2021) (refer note (a) below)
400 (previous year 400) 10.50% Non Convertible 39.40 39.13 - -
Redeemable Debentures of ` 10,00,000 each Secured

Financial Statements
(Redeemable in 4 quarterly equal instalments on
December 27, 2020, March 27, 2021, June 27, 2021, and
September 27, 2021) (refer note (b) below)
1,500 (previous year 9,000) 9.05% Non Convertible - 900.00 150.00 -
Redeemable Debentures of ` 10,00,000 each Secured
(Redeemable on May 22, 2019) (refer note (a) below)
5,000 (previous year 5,000) 9.05% Non Convertible - 498.34 499.96 -
Redeemable Debentures of ` 10,00,000 each Secured.
(Redeemable on April 10, 2019) (refer note (a) below)
Nil (previous year 5,000) 9.05% Non Convertible - - - 499.71
Redeemable Debentures of ` 10,00,000 each Secured
(Redeemed ` 250 crore on June 18, 2018 and ` 250 crore
on September 18, 2018) (refer note (c) below)
Nil (previous year 200) 10.50% Non Convertible - - - 10.00
Redeemable Debentures of ` 5,00,000 each (Redeemed
on June 27, 2018 and September 27, 2018) (refer
note (b) below)
Preference Shares 99.94 91.69 - -
Liability Component of Compound Financial Instrument
- 0.01% Non Cumulative Redeemable Preference shares
(unsecured) (refer note 12 (b))
Term loans
Foreign currency loans:
From banks (secured) 119.33 177.43 51.20 53.27
From banks (unsecured) 1,098.52 1,039.87 - -
4.00 % Foreign Currency Bond priced at 195 basis points 3,407.75 3,203.06 - -
over the 10 years US Treasury Note (unsecured)
3.95% Foreign Currency Bond priced at 189 basis points 3,436.93 3,230.33 - -
over the 5 years US Treasury Note (unsecured)
3.50% Foreign Currency Bond priced at 195 basis points 4,495.08 4,236.38 - -
over the 5 years US Treasury Note (unsecured)
Rupee Loan
Term Loan from Financial institutions (unsecured) 3.64 3.66 2.30 1.20
Foreign currency letters of credit
From banks (secured) - 570.39 - -
From banks (unsecured) 553.61 23.42 - -
18,082.13 18,839.79 703.46 564.18

159
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

` in crore
Non-current portion Current portion
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
The above amount includes
Secured borrowings 4,986.66 7,011.38 701.16 562.98
Unsecured borrowings 13,095.47 11,828.41 2.30 1.20
Amount disclosed under the head Current Financial - - (703.46) (564.18)
Liabilities (refer note 15)
18,082.13 18,839.79 - -
Notes:
g) Foreign currency loans aggregating to ` 50.43 crore
a) 
Debentures include Secured Non-Convertible
(previous year ` 70.04 crore) carries interest @ 6
Redeemable Debentures amounting to ` 1,342.21 crore
months Euribor plus 75 basis point. The loan is repayable
(previous year ` 2,090.34 crore) which are secured
in 6 semi annually equal instalments of approx.
by first Pari-passu charge on all the immovable and
` 8.45 crore from the balance sheet date. The loan is
movable assets of Multi-purpose Terminal, Terminal-II
secured by exclusive charge on the Cranes purchased
and Container Terminal –II project assets.
under the facility.

` 750 crore (7,500 debentures of ` 10,00,000/- each)
h) Foreign currency letters of credit aggregating to ` Nil
were bought back on March 29, 2019 based on the
(previous year ` 570.39 crore) carried interest @ 3 to 6
resolution passed by the board at its meeting held on
months libor plus basis point in range of 21 to 46. The
March 18, 2019.
loan was secured against exclusive charge on assets
b) 
Debentures include Secured Non-Convertible purchased under the facility.
Redeemable Debentures aggregating to ` 39.40 crore
i) Unsecured Loan
(previous year ` 49.13 crore) which are secured by
exclusive mortgage and charge on entire Single Point (i) 5 years Foreign Currency Bond of USD 650 million
Mooring (SPM) facilities serving Indian Oil Corporation equivalent to ` 4,495.08 crore (previous year
Limited - Mundra and the first charge over receivables ` 4,236.38 crore) carries interest @ 3.50 % p.a.
from Indian Oil Corporation Limited. with bullet repayment in the year 2020.
c) 
Debentures include Secured Non-Convertible (ii) 5 years Foreign Currency Bond of USD 500 million
Redeemable Debentures aggregating to ` 1,251.32 equivalent to ` 3,436.93 crore (previous year
crore (previous year ` 1,750.96 crore) which are secured ` 3,230.33 crore) carries interest rate at 3.95% p.a.
by first pari-passu charge on all the movable and with bullet repayment in the year 2022.
immovable assets pertaining to coal terminal project
(iii) 
10 years Foreign Currency Bond of USD 500
assets at Wandh.
million equivalent to ` 3,407.75 crore (previous
d) 
Debentures include Secured Non-Convertible year ` 3,203.06 crore) carries interest rate at
Redeemable Debentures aggregating to ` 1,300.00 4.00% p.a. with bullet repayment in the year 2027.
crore (previous year ` 1,300.00 crore) which are
(iv) Foreign Currency Loan aggregating to ` 1,098.52
secured by first pari-passu charge on specified assets
crore (previous year ` 1,039.87 crore) carries
of certain subsidiary companies' arrangements as per
interest at 2.85% fixed for 18 months and than after
Debenture Trust Deed.
6 months Libor plus 125 basis point is repayable in
e) 
Debentures include Secured Non-Convertible the year 2021.
Redeemable Debentures aggregating to ` 1,584.36
(v) Foreign currency letters of credit aggregating to
crore (previous year ` 1,582.84 crore) are secured
` 553.61 crore (previous year ` 23.42 crore) carries
by first pari-passu charge on specified assets of one
interest at 3 months Libor plus basis point in range
of the subsidiary companies' arrangements as per
of 50 to 65 and 3 to 12 months Euribor plus basis
Debenture Trust Deed.
point in range of 65 to 75. Such letters of credit of
f) Foreign currency loans aggregating to ` 120.11 crore ` 553.61 crore are normally rollover every 6 months.
(previous year ` 160.66 crore) carries interest @
(vi) 
Rupee Term Loan aggregating to ` 5.94 crore
6 months Euribor plus 95 basis point. The above
(previous year ` 4.86 crore) carries interest ranging
loan is repayable in 7 Semi-annual instalment of
from 4.55 % p.a. to 7.95 % p.a. repayment beginning
` 17.16 crore from the balance sheet date. The loan is
from May 2018 and having last repayment date
secured by exclusive charge on the Dredgers procured
on November 2021.
under the facility.

160
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

15 Other financial liabilities

` in crore
Non-current portion Current portion
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018

Statutory Reports
Current maturities of long term borrowings (refer note 14) - - 703.46 564.18
Derivatives Instruments 10.88 72.49 18.10 40.59
Capital creditors and retention money 4.87 1.33 162.16 460.17
Other payables (including discounts etc) - - 126.07 96.40
Obligations under lease land (refer note (a) below) 6.71 6.85 0.15 0.13
Unpaid Dividends # - - 1.08 0.88
Interest accrued but not due on borrowings - - 273.72 303.91
Deposit from Customers 1.41 1.34 10.84 8.23
Financial Guarantees 6.18 9.74 1.71 5.10
30.05 91.75 1,297.29 1,479.59

Financial Statements
# Not due for credit to "Investors Education & Protection Fund"

Notes:
a) Assets taken under Finance Leases – land for purposes of developing, constructing, operating and maintaining
the Mundra Port and related infrastructure for providing services to the users in accordance with the terms of the
concession agreement with Gujarat Maritime Board (GMB). The lease rent is subject to revision every three years
on April 1st by 20% of the previous amount. The lease rent terms are for the period of 30 years and are renewable
accordingly with extention or renewal of the concession agreement. The lease agreement entered is non-cancellable
till the termination or expiry of the concession agreement. There is no contingent rent, no sub-leases restrictions
imposed by the lease arrangements. Expenses of ` 0.58 crore (previous year ` 0.59 crore) incurred under such lease
have been expensed in the statement of profit and loss.
Future minimum lease payments under finance leases together with the present value of the net minimum
lease payments are as follows:
` in crore
After one year Less: Amounts Present value of
More than five Total minimum
Particulars Within one year but not later representing minimum lease
years lease payments
than five years finance charges payments
March 31, 2019
Minimum Lease Payments 0.71 3.27 7.50 11.48 (4.62) 6.86
Finance charge allocated to 0.56 2.10 1.96 4.62 - -
future periods
Present Value of MLP 0.15 1.17 5.54 6.86 - 6.86
March 31, 2018
Minimum Lease Payments 0.71 3.13 8.34 12.18 (5.20) 6.98
Finance charge allocated to 0.58 2.17 2.45 5.20 - -
future periods
Present Value of MLP 0.13 0.96 5.89 6.98 - 6.98

b) Disclosure with regards to changes in liabilities arising from financing activities as per Ind AS 7 Statement
of Cash Flows:
Disclosure of changes in liabilities arising from financing activities, including changes arising from cash flows and
non-cash changes (such as foreign exchange gains or losses) is as under:

161
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

Changes in liabilities arising from financing activities

` in crore
Long-term Unpaid Dividend
Short-term
Borrowings Interest on Equity and
borrowing Derivative
Particulars (including Current accrued but Preference Shares Total
(including Bills Contract
Maturities of Long not due (including Dividend
Discounting)
Term Debt) Distribution Tax)
April 1, 2017 17,009.78 3,197.37 253.88 0.82 50.02 20,511.87
Cash Flows 2,339.67 (2,603.79) (1,154.92) (323.97) (182.65) (1,925.66)
Foreign Exchange Movement 100.52 1.92 14.76 - - 117.20
Change in Fair Value (46.00) 69.15 (27.89) - - (4.74)
Charged to P&L during the period - - 1,218.08 - 238.80 1,456.88
Dividend recognised during the period - - - 324.03 - 324.03
Customer Bills discounted - 50.49 - - - 50.49
during the period
March 31, 2018 19,403.97 715.14 303.91 0.88 106.17 20,530.07
Cash Flows (1,386.76) 5,915.19 (1,535.74) (413.99) (23.46) 2,555.24
Foreign Exchange Movement 747.91 (12.12) - - - 735.79
Change in Fair Value 20.48 (53.18) 28.33 - - (4.37)
Charged to P&L during the period - - 1,477.22 - (55.38) 1,421.84
Dividend recognised during the period - - - 414.19 - 414.19
Customer Bills discounted - (356.22) - - - (356.22)
during the period
March 31, 2019 18,785.60 6,208.81 273.72 1.08 27.33 25,296.54

16 Other Liabilities
` in crore
Non-current portion Current portion
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Advance from customers - - 65.90 65.88
Deposits from customers - - 15.43 14.31
Statutory liability - - 60.41 40.62
Unearned Income under land lease/ Infrastructure 685.90 748.14 62.24 62.24
usage agreements
Deferred Income on fair valuation of Deposit taken 1.26 1.37 - -
Deferred Government Grant (refer note (i) below) 0.80 0.90 - -
Unearned revenue -others - - 65.88 10.52
Contract Liabilities (refer note (ii) below) 0.31 0.35 113.98 127.89
688.27 750.76 383.84 321.46

Notes:
i) Movement in Deferred Government Grant

` in crore
Particulars March 31, 2019 March 31, 2018
Opening Balance 0.90 1.00
Amortisation during the year (0.10) (0.10)
Closing Balance 0.80 0.90

ii) Contract liabilities include advances received to deliver Port Operation Services and transaction price allocated to
unsatisfied performance obligation in respect of Storage and Dispatch services of Customers’ Cargo lying at Port.

162
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

17 Short term Borrowings

` in crore
March 31, 2019 March 31, 2018
Suppliers Credit from bank (secured) - 1.17

Statutory Reports
Suppliers Credit from bank (unsecured) 95.35 -
Packing Credit Foreign Currency Loan from bank (unsecured) 172.89 -
Commercial Paper (unsecured) 5,496.82 -
Inter Company deposit from a subsidiary (unsecured) 86.00 -
5,851.06 1.17
Customers' Bill Discounted (unsecured) (refer note 5(c)) 357.75 713.97
6,208.81 715.14

Notes:

Financial Statements
a) Suppliers bills accepted under foreign currency letters of credit aggregating to ` Nil (previous year ` 1.17 crore) carried
interest at 6 Months Euribor plus 28 basis point. Subservient charge on movable fixed assets and current assets of
the Company, except those secured by exclusive charge in favour of other lenders.
b) Suppliers bills accepted under letters of credit aggregating to ` 95.35 crore (previous year ` Nil) carries interest
@ 8.22 % p.a.
c) Packing Credit foreign currency Loan aggregating to ` 172.89 crore (previous year ` Nil) carries interest at 1 Months
Libor plus 75 basis point is repayable in August, 2019.
d) Commercial Paper (CP) aggregating ` 5,496.82 (previous year ` Nil) carried interest rate in range of 7.60 % to 8.20 %
p.a. The CP had maturity period of 1 to 3 months.
e) Short term borrowing from subsidiary ` 86.00 crore (previous year ` Nil) carries interest rate @ 7.50 % is repayable
in October, 2019.
f) Factored receivables of ` 357.75 crore (previous year ` 713.97 crore) have recourse to the Company and interest liability
on amount of bill discounted is borne by the customer. The maturity period of the transfer is 1 to 12 months period.

18 Trade and other payables

` in crore
Particulars March 31, 2019 March 31, 2018
Payables to micro and small enterprises (refer note 33) 0.15 -
Other trade payables 194.17 213.37
194.32 213.37
Dues to related parties included in above
Trade payables 50.57 48.72

19 Provisions
` in crore
Particulars March 31, 2019 March 31, 2018
Provision for Employee Benefits
Provision for Compensated Absences 14.79 12.41
14.79 12.41
Other Provision
Provision for operational claims (refer note below) 29.43 33.67
29.43 33.67
44.22 46.08

163
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

Note:
` in crore
Particulars March 31, 2019 March 31, 2018
Opening Balance 33.67 35.37
Add : Additions during the year - 0.09
Less :Utilised / (Settled) during the year (4.24) (1.79)
Closing Balance 29.43 33.67
Note: Operational Claims are the expected claims against outstanding receivables made/to be made by the customers towards shortages of stock,
handling losses, damages to the cargo, storage and other disputes. The probability and the timing of the outflow/adjustment with regard to above
depends on the ultimate settlement / conclusion with the respective customer.

20 Revenue from Operations

` in crore
Particulars March 31, 2019 March 31, 2018
Revenue from Contract with Customers (refer note (a) below)
Income from Port Operations (Including Port Infrastructure Services) 4,367.18 3,514.44
Income from Development of Container Infrastructure (refer note (b) below) - 2,258.85
4,367.18 5,773.29
Lease, Upfront Premium and Deferred Infrastructure Income (refer note (c), (d) and 780.40 596.35
(e) below)
Income from Export Incentives (Service Export from India Scheme) 139.24 120.70
Other Operating Income 49.56 43.48
5,336.38 6,533.82

Notes:
a) Reconciliation of revenue recognised with contract price:
` in crore
Particulars March 31, 2019 March 31, 2018
Contract Price 4,497.14 5,866.38
Adjustment for:
Refund Liabilities (158.82) (107.58)
Change in value of Contract Assets 29.40 2.50
Change in value of Contract Liabilities (0.54) 11.99
Revenue from Contract with Customers 4,367.18 5,773.29

b) During the previous year, the Company transferred Container Terminal Infrastructure Assets to Adani CMA Mundra
Terminal Private Limited (ACMTPL) and Adani International Container Terminal Private Limited (AICTPL), a (50:50) joint
venture entities, w.e.f. May 15, 2017 and November 1, 2017 respectively. The income from sale / sub-lease of core port
assets aggregating to ` 2,258.85 crore are included in revenue from operations and corresponding related costs are
shown under head "Operating Expenses".
c) Lease income includes annual income of ` 71.57 crore (previous year ` 52.01 crore) in respect of land finance lease
transaction.
d) Assets given under Finance Leases – The Company has given land on finance lease to various parties. All leases include
a clause to enable upward revision of the rental charge every three to five years upto 20%. These leases have terms of
between 12 and 50 years. The lease agreements entered are non-cancellable. There is no contingent rent, no sub-leases
and no restrictions imposed by the lease arrangements. The company has also received one-time income of upfront
premium ranging from ` 1500 to ` 5373 per Sq. mtr for use of common infrastructure by the parties. Such one-time
income of upfront premium is non-refundable. Income of ` 718.16 crore (previous year ` 537.67 crore) including upfront
premium of ` 86.38 crore (previous year ` 296.33 crore) accrued under such lease have been booked as income in the
statement of profit and loss.

164
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

Future minimum lease receivables under finance leases together with the present value of the net minimum lease
payments receivable ("MLPR") are as follows:

` in crore
March 31, 2019 March 31, 2018

Statutory Reports
Particulars Gross Investment Present Gross Investment Present
in the lease Value of MLPR in the lease Value of MLPR
Within one year 176.01 166.76 44.75 41.34
After one year but not later than five years 513.16 389.40 262.47 198.54
More than five years 3,015.90 893.59 2,675.21 678.94
Total minimum lease receivables 3,705.07 1,449.75 2,982.43 918.82
Less: Amounts representing finance charges (2,255.32) - (2,063.61) -
Present value of minimum lease receivables 1,449.75 1,449.75 918.82 918.82

e) Land given under operating lease:

Financial Statements
The Company has given certain land portions on operating lease. These lease arrangements range for a period between
5 and 60 years. Most of the leases are renewable for further period on mutually agreeable terms.
The total future minimum lease rentals receivable at the Balance Sheet date is as under:
` in crore
Particulars March 31, 2019 March 31, 2018
i) Not later than one year 18.47 24.03
ii) Later than one year and not later than five years 79.08 103.89
iii) Later than five years 412.76 488.40

21 Other Income
` in crore
Particulars March 31, 2019 March 31, 2018
Interest Income on
Bank Deposits, Inter Corporate Deposits, Security Deposit etc. 1,726.96 1,415.76
Customers dues 84.32 98.31
Dividend on Long-term Investments 423.65 4.00
Unclaimed liabilities / excess provision written back 8.90 0.63
Scrap sale 17.46 10.98
Net gain on Sale of Current Investments 28.67 24.99
Financial Guarantee Income 6.96 4.65
Amortisation of Government Grant (refer note 16 (i)) 0.10 0.10
Miscellaneous Income 45.88 47.90
2,342.90 1,607.32

22 Operating Expenses
` in crore
Particulars March 31, 2019 March 31, 2018
Cargo handling / other charges to Contractors (net of reimbursements) 326.08 274.11
Customer Claims (including Expected Credit Loss) 32.13 0.09
Railway Service Charges 121.56 117.14
Tug and Pilotage Charges 3.36 1.43
Maintenance Dredging 34.87 11.71
Other expenses including Customs Establishment Charges 2.43 4.13
Repairs to Plant & Equipment 88.11 57.56
Store & Spares consumed 78.61 51.87
Repairs to Buildings 5.88 6.97
Power & Fuel 93.32 77.44
Waterfront Charges 181.46 153.87
Container Infrastructure Development Expenditure (refer note 20 (b)) - 749.65
Cost of assets transferred under Finance Lease 28.06 8.55
995.87 1,514.52

165
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

23 Employee Benefits Expense

` in crore
Particulars March 31, 2019 March 31, 2018
Salaries, Wages and Bonus 206.39 172.60
Contribution to Provident and Other Funds 8.77 7.90
Gratuity Expenses (refer note 28) 2.48 2.50
Staff Welfare Expenses 13.25 10.78
230.89 193.78

24 Finance Costs
` in crore
Particulars March 31, 2019 March 31, 2018
a) Interest and Bank Charges
Interest on
Debentures and Bonds 1,048.89 935.72
Loans, Buyer's Credit etc. 419.31 248.21
Others 7.42 0.04
Bank and other Finance Charges 1.60 34.11
1,477.22 1,218.08
b) (Gain) / Loss on Derivatives / Swap Contracts (net) (55.38) 238.80
1,421.84 1,456.88
25 Other Expenses
` in crore
Particulars March 31, 2019 March 31, 2018
Rent Expenses (refer note (a) and (b) below) 13.26 12.62
Rates and Taxes 4.47 4.00
Insurance 5.88 4.91
Advertisement and Publicity 4.48 8.26
Other Repairs and Maintenance 15.78 21.63
Legal and Professional Expenses 52.05 42.67
Corporate Support Service Fee 57.22 29.42
IT Support Services 9.01 12.50
Payment to Auditors (refer note (c) below) 1.15 0.84
Security Service Charges 17.96 20.39
Communication Expenses 9.47 8.66
Electric Power Expenses 3.90 5.90
Travelling and Conveyance 53.33 59.94
Directors Sitting Fee 0.27 0.13
Commission to Non-executive Directors 0.36 0.48
Charity & Donations (refer note (d) below) 72.50 60.66
Loss on sale / discard of Property, Plant and Equipment (net) 2.52 7.77
Miscellaneous Expenses 1.97 15.88
325.58 316.66

Notes:
a) Assets taken under Operating Leases –
An office space and residential houses for staff accommodation are generally obtained on operating leases except
that stated under note (b) below. The lease rent terms are generally for an eleven months period and are renewable
by mutual agreement. There are no sub-leases and leases are cancellable in nature except that mentioned under
note (b) below. There are no restrictions imposed by the lease arrangements. There is no contingent rent in the lease
agreements and there is no escalation clause in the lease agreements except that mentioned under note (b) below.
Expenses of ` 4.03 crore (previous year ` 4.21 crore) incurred under such leases have been expensed in the statement
of profit and loss.

166
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

b) Assets taken under Operating Leases –

An office premises have been taken on operating leases. The lease rent terms are for the period of 15 years and are
renewable by mutual consent. The Company has given deposit of ` 100 crore as per the terms in one of the lease
transaction. As per the lease agreement lease rental is escalated by 10% at every 5 years. There is no contingent rent,

Statutory Reports
no sub-leases and no restrictions imposed by the lease arrangements. Expenses of ` 0.11 crore (previous year ` 0.05
crore) incurred under such lease have been expensed in the statement of profit and loss.
Future minimum lease payable under operating leases are as follows:
` in crore
Particulars March 31, 2019 March 31, 2018
(i) Not later than one year 7.11 7.11
(ii) Later than one year and not later than five years 28.45 28.44
(iii) Later than five years 88.04 95.16

Financial Statements
c) Payment to Auditors
` in crore
Particulars March 31, 2019 March 31, 2018
As auditor:
Audit fee 0.75 0.59
Limited review 0.22 0.24
In other capacity:
Certification fees 0.09 0.01
Other services 0.07 *-
Reimbursement of expenses 0.02 *-
1.15 0.84
*- Figures being nullified on conversion of ` in crore

d) Details of Expenditure on Corporate Social Responsibilities

As per Section 135 of the Companies Act, 2013, a company, meeting the applicability threshold, needs to spend at least
2% of its average net profit for the immediately preceding three financial years on corporate social responsibility (CSR)
activities. The areas for CSR activities are eradication of hunger and malnutrition, promoting education, art and culture,
healthcare, destitute care and rehabilitation, environment sustainability, disaster relief and rural development projects.
A CSR committee has been formed by the Company as per the Act. The funds were primarily allocated to a corpus and
utilized through the year on these activities which are specified in Schedule VII of the Companies Act, 2013.
(i) Gross amount required to Spent during the year ` 68.37 crore (previous year ` 57.13 crore)
(ii) Amount spent during the year ended:

` in crore
Particulars Yet to be
In cash Total
paid in cash
March 31, 2019
i) Construction/acquisition of any asset - - -
ii) On purposes other than (i) above 68.37 - 68.37
Total 68.37 - 68.37
March 31, 2018
i) Construction/acquisition of any asset - - -
ii) On purposes other than (i) above 57.20 - 57.20
Total 57.20 - 57.20

167
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

26 Income Tax
The major component of income tax expenses for the year ended March 31, 2019 and March 31, 2018 are as under
a) Tax Expense reported in the Statement of Profit and Loss
` in crore
Particulars March 31, 2019 March 31, 2018
Current Income tax
Current tax charges 779.57 1,378.13
Deferred Tax
Relating to origination and reversal of temporary differences 246.35 42.95
Tax Expense reported in the Statement of Profit and Loss 1,025.92 1,421.08
Tax on Other Comprehensive Income ('OCI')
Deferred tax related to items recognised in OCI during the year
Tax impact on re-measurement (loss) / gain on defined benefit plans (0.41) 0.19
Tax impact on unrealised gain on FVTOCI Equity Investment 5.43 1.73
5.02 1.92

b) Balance Sheet Section

` in crore
Particulars March 31, 2019 March 31, 2018
Liabilities for Current Tax (net) (3.82) (92.41)
Taxes Recoverable (net) (refer note 8) 37.93 30.72
34.11 (61.69)

Note:
i) Liabilities for Current Tax (net) and Taxes Recoverable (net) are presented based on a year-wise tax balances, as
the case may be.
ii) During the year, the Company has received the refund of income tax for AY 2017-18 amounting to ` 22.71 crore
which was adjusted by the department against demand for AY 2012-13 (` 3.74 crore), AY 2013-14 (` 4.74 crore), AY
2014-15 (`8.17 crore), AY 2015-16 (` 6.06 crore). The same has been shown under taxes recoverable.

c) Reconciliation of tax expenses and the accounting profit multiplied by India's domestic tax rate for March
31, 2019 and March 31, 2018
March 31, 2019 March 31, 2018
Particulars
% ` in crore % ` in crore
Profit Before tax 3,663.64 3,829.18
Tax using the Company's domestic rate 34.94 1,280.22 34.61 1,325.20
Tax Effect of:
Effect of change in Tax rates - - 0.23 8.66
Expenses not allowable under Tax laws 0.81 29.52 1.94 74.45
Deduction under chapter VI-A (0.45) (16.32) (0.25) (9.71)
Exempt income (4.04) (148.04) (0.04) (1.38)
Adjustment in respect of previous years 5.05 185.08 0.69 26.37
Reversal of excess provision of earlier years (8.31) (304.41) - -
(refer note below)
Others Adjustments (0.00) (0.13) (0.07) (2.51)
Effective tax rate 28.00 1,025.92 37.11 1,421.08
Tax expenses as per Books 1,025.92 1,421.08

Note: During the year, the Company filed its return of income for the Assessment Year 2018-19. Based on the opinion
obtained by the Company with regard to certain tax positions, the Company has determined it’s self-assessment tax.
Consequently, the tax expense for the year ended March 31, 2019 is adjusted to the tune of ` 304.41 crore to give effect
of self-assessment tax determined by the Company vis-a-vis tax provision made by the Company for the year ended
March 31, 2018.

168
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

d) Deferred Tax Liability (net)

` in crore
Balance Sheet as at Statement of Profit and Loss
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Deferred Tax (liabilities) / assets in relation to:

Statutory Reports
(Liability) on Accelerated depreciation (1,135.18) (863.06)* (272.12) (82.06)
for tax purpose
Asset on unrealised exchange variation 70.14 26.31 43.83 7.94
Assets on Provision for Gratuity and 3.54 3.42 0.12 (0.60)
Leave encashment
Assets on Bond issue expenses amortization 5.53 9.69 (4.16) (4.02)
(Liability) on Preference Share debt component (62.66) (65.55) 2.89 2.62
(Liability) on Deemed Investment (64.18) (165.82) 101.64 (82.40)
Asset on fair valuation of Inter Corporate Deposit / 3.51 115.16 (111.65) 46.76
Corporate / Bank Guarantee

Financial Statements
(Liability) on Equity Investment FVTOCI (31.96) (26.53) (5.43) (1.72)
Asset on provision for doubtful debt and loans 79.76 68.53 11.23 68.53
(Liability) on Mark to Market on Forward Sales (19.59) - (19.59) -
Assets on other adjustments 6.18 4.31 1.87 0.08
(1,144.91) (893.54) (251.37) (44.87)
* Net deferred tax liabilities is after effect of deferred tax amounting to ` 71.83 crore on demerger of marine business undertaking (refer note 39)

e) Deferred Tax Assets reflected in the Balance Sheet as follows

` in crore
Particulars March 31, 2019 March 31, 2018
Tax Credit Entitlement under MAT 1,949.57 2,025.40
Less :Deferred tax liabilities (net) (1,144.91) (893.54)
804.66 1,131.86

f) Reconciliation of Deferred tax liabilities (net)

` in crore
Particulars March 31, 2019 March 31, 2018
Tax expenses during the period recognised in Statement of Profit and Loss 246.35 42.95
Tax expenses during the period recognised in OCI 5.02 1.92
251.37 44.87

g) The Company has following unutilised MAT credit under the Income Tax Act, 1961 for which deferred tax assets has
been recognised in the Balance Sheet at
` in crore
Financial Year Amount Expiry Date
2012-13 46.97 2027-28
2013-14 445.85 2028-29
2014-15 441.57 2029-30
2015-16 608.26 2030-31
2016-17 406.92 2031-32
Total 1,949.57

27 Earnings Per Share (EPS)

` in crore
Particulars March 31, 2019 March 31, 2018
Profit after tax 2,637.72 2,408.10
Less: Dividends on Non-Cumulative Redeemable Preference Shares & tax thereon *- *-
2,637.72 2,408.10
* Figures being nullified on conversion to ` in crore.

169
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

Particulars No. No.

Weighted average number of equity shares in calculating basic and diluted EPS 2,07,09,51,761 2,07,09,51,761
Basic and Diluted Earnings per Share (in `) 12.74 11.63

28 Disclosures as required by Ind AS - 19 Employee Benefits

a) The company has recognised, in the Statement of Profit and Loss for the current year, an amount of ` 8.42 crore
(previous year ` 7.65 crore) as expenses under the following defined contribution plan.
` in crore
Contribution to March 31, 2019 March 31, 2018
Provident Fund 8.30 7.48
Superannuation Fund 0.12 0.17
Total 8.42 7.65

b) The Company has a defined benefit gratuity plan (funded) and is governed by the Payment of Gratuity Act, 1972. Under
the Act, every employee who has completed at least five year of service is entitled to gratuity benefits on departure
at 15 days salary (last drawn salary) for each completed year of service. The scheme is funded with Life Insurance
Corporation of India (LIC) in form of a qualifying insurance policy with effect from September 01, 2010 for future
payment of gratuity to the employees.
Each year, the management reviews the level of funding in the gratuity fund. Such review includes the asset - liability
matching strategy. The management decides its contribution based on the results of this review. The management
aims to keep annual contributions relatively stable at a level such that no plan deficits (based on valuation
performed) will arise.
The following tables summarise the component of the net benefits expense recognised in the statement
of profit and loss account and the funded status and amounts recognized in the balance sheet for the
respective plan.
c) Gratuity
(i) Changes in present value of the defined benefit obligation are as follows:
` in crore
Particulars March 31, 2019 March 31, 2018
Present value of the defined benefit obligation at the beginning of the year 18.55 16.69
Current service cost 2.65 2.55
Interest cost 1.49 1.27
Re-measurement (or Actuarial) (gain) / loss arising from and including in OCI:
- change in demographic assumptions (0.45) -
- change in financial assumptions 2.97 (0.42)
- experience variance (1.78) (0.11)
Benefits paid (0.73) (1.19)
Liability Transfer In 2.07 0.66
Liability Transfer Out (1.53) (0.90)
Present value of the defined benefit obligation at the end of the year 23.24 18.55

(ii) Changes in fair value of plan assets are as follows:

` in crore
Particulars March 31, 2019 March 31, 2018
Fair value of plan assets at the beginning of the year 21.19 17.37
Investment income 1.65 1.31
Contributions by employer 2.75 2.51
Benefits paid (0.05) -
Return on plan assets, excluding amount recognised in net interest expense (0.42) -
Fair value of plan assets at the end of the year 25.12 21.19

170
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

(iii) Net asset/(liability) recognised in the balance sheet

` in crore
Particulars March 31, 2019 March 31, 2018
Present value of the defined benefit obligation at the end of the year 23.24 18.55

Statutory Reports
Fair value of plan assets at the end of the year 25.12 21.19
Amount recognised assets / (liability) (refer note 7) 1.88 2.64
Net asset / (liability) - Current 1.88 2.64

(iv) Expense recognised in the Statement of Profit and Loss for the year
` in crore
Particulars March 31, 2019 March 31, 2018
Current service cost 2.65 2.55
Net Interest on benefit obligation (0.17) (0.05)

Financial Statements
Total Expense included in Employee Benefits Expense (refer note 23) 2.48 2.50

(v) Recognised in the other comprehensive income for the year

` in crore
Particulars March 31, 2019 March 31, 2018
Actuarial (gain)/losses arising from
- change in demographic assumptions (0.45) -
- change in financial assumptions 2.97 (0.42)
- experience variance (1.78) (0.11)
Return on plan assets, excluding amount recognised in net interest expense 0.42 -
Recognised in the other comprehensive income 1.16 (0.53)

(vi) The principle assumptions used in determining gratuity obligations are as follows:
Particulars March 31, 2019 March 31, 2018
Discount rate 7.60% 7.80%
Rate of escalation in salary (per annum) 8.00% 7.00%
Mortality India Assured India Assured
Lives Mortality Lives Mortality
(2006-08) (2006-08)
Attrition rate 7.75% 10% for 5 years
& below and 1%
thereafter

The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion
and other relevant factors, such as supply and demand in the employment market.
The overall expected rate of return on assets is determined based on the market prices prevailing on that date,
applicable to the period over which the obligation is to be settled. There has been significant change in expected rate
of return on assets due to change in the market scenario.
(vii) The major categories of plan assets as a percentage of the fair value of total plan assets are as follows:
Particulars March 31, 2019 March 31, 2018
Investments with insurer * 100% 100%
* As the gratuity fund is managed by life insurance company, details of fund invested by insurer are not available with company.

171
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

(viii)
Sensitivity Analysis
The sensitivity analysis below have been determined based on reasonably possible changes of the assumptions
occurring at the end of the reporting period, while holding all other assumptions constant.
Quantitative sensitivity analysis for significant assumption is as below
Increase/(decrease) on present value of defined benefits obligation at the end of the year

Particulars March 31, 2019 March 31, 2018

Assumptions Discount rate Discount rate
Sensitivity level 1 % Increase 1 % Decrease 1 % Increase 1 % Decrease
Impact on defined benefit obligations (` in crore) (` in crore) (` in crore) (` in crore)
(1.57) 1.78 (1.91) 2.26

Particulars March 31, 2019 March 31, 2018

Assumptions Salary Growth rate Salary Growth rate
Sensitivity level 1 % Increase 1 % Decrease 1 % Increase 1 % Decrease
Impact on defined benefit obligations (` in crore) (` in crore) (` in crore) (` in crore)
1.75 (1.58) 2.25 (1.94)

Particulars March 31, 2019 March 31, 2018

Assumptions Attrition rate Attrition rate
Sensitivity level 50% Increase 50% Increase 50% Increase 50% Increase
Impact on defined benefit obligations (` in crore) (` in crore) (` in crore) (` in crore)
(0.29) 0.36 (0.06) 0.07

Particulars March 31, 2019 March 31, 2018

Assumptions Mortality rate Mortality rate
Sensitivity level 10% Increase 10% Increase 10% Increase 10% Increase
Impact on defined benefit obligations (` in crore) (` in crore) (` in crore) (` in crore)
*- *- *- *-
* Figures being nullified on conversion to ` in crore.

(ix) Maturity profile of Defined Benefit Obligation

Particulars March 31, 2019 March 31, 2018
Weighted average duration (based on discounted cash flows) 7 years 12 years

(x) The expected cash flows of defined benefit obligation over the future periods (valued on undiscounted bases)
` in crore
Particulars March 31, 2019 March 31, 2018
Within the next 12 months (next annual reporting period) 2.73 1.15
Between 2 and 5 years 10.93 6.11
Between 5 and 10 years 9.78 5.16
Beyond 10 years 22.42 42.58
Total Expected Payments 45.86 55.00

The Company expect to contribute ` 1.23 crore to the gratuity fund in the financial year 2019-20 (previous year ` Nil).
(xi) Asset - Liability Matching Strategies
The Company has purchased insurance policy, which is basically a year-on-year cash accumulation plan in which the
interest rate is declared on yearly basis and is guaranteed for a period of one year. The insurance Company, as part
of the policy rules, makes payment of all gratuity outgoes happening during the year (subject to sufficiency of funds
under the policy).The policy, thus, mitigates the liquidity risk.

172
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

However, being a cash accumulation plan, the duration of assets is shorter compared to the duration of liabilities. Thus,
the Company is exposed to movement in interest rate (in particular, the significant fall in interest rates, which should
result in a increase in liability without corresponding increase in the asset).
29 Segment Information

Statutory Reports
The Company is primarily engaged in one business segment, namely developing, operating and maintaining the Ports services,
Ports related Infrastructure development activities and development of infrastructure at contiguous Special Economic
Zone at Mundra, as determined by chief operating decision maker, in accordance with Ind-AS 108 ""Operating Segment"".
Considering the inter relationship of various activities of the business, the chief operating decision maker monitors the operating
results of its business segment on overall basis. Segment performance is evaluated based on profit or loss and is measured
consistently with profit or loss in the financial statements.
30 Related Party Disclosures
Related parties where control exists.

Financial Statements
Wholly owned Subsidiary Companies Adani Ennore Container Terminal Private Limited
Adani Hazira Port Private Limited
Adani Hospitals Mundra Private Limited
Adani Logistics Limited
Adani Vizag Coal Terminal Private Limited
Adani Warehousing Services Private Limited
Karnavati Aviation Private Limited
MPSEZ Utilities Private Limited
Mundra International Airport Private Limited
The Dhamra Port Company Limited
Adani Vizhinjam Port Private Limited
Mundra International Gateway Terminal Private Limited
Madurai Infrastructure Private Limited (formerly known as Mundra LPG
Infrastructure Private Limited)
Adani Kattupalli Port Private Limited
Adani International Terminals Pte Limited, Singapore
Adani Kandla Bulk Terminal Private Limited
Adani Murmugao Port Terminal Private Limited
Shanti Sagar International Dredging Private Limited (formerly known as Adani
Food and Agro Processing Park Private Limited)
Abbot Point Operations Pty Limited, Australia
Adani Petroleum Terminal Private Limited [upto December 28, 2018]
The Adani Harbour Services Private Limited (formerly known as TM Harbour
Services Private Limited)
Adani Bhavanapadu Port Private Limited [incorporated on May 21, 2018]
Adinath Polyfills Private Limited
Adani Mundra Port Holding Pte. Limited,Singapore [incorporated on
October 30, 2018]
Other Subsidiary Companies Dholera Infrastructure Private Limited (Controlling interest)
Adani Petronet (Dahej) Port Private Limited
Mundra SEZ Textile And Apparel Park Private Limited
Marine Infrastructure Developer Private Limited [acquired on June 28, 2018]
Step down Subsidiary Hazira Infrastructure Private Limited
Mundra LPG Terminal Private Limited (formerly known as Adani LPG terminal
Private Limited) (upto December 28, 2018)
Adani Dhamra LPG Terminal Private Limited (upto December 28, 2018)
Dholera Port and Special Economic Zone Limited (Controlling Interest)
Dhamra LNG Terminal Private Limited
Abott Point Bulk Coal Pty Limited, Australia
Blue Star Realtors Private Limited [acquired on April 26, 2018]

173
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

Adani Mundra Port Pte,Singapore Limited [incorporated on January 03, 2019]

Dermot Infracon Private Limited [acquired on March 25, 2019]
Adani Abbot Port Pte. Limited,Singapore [incorporated on January 03, 2019]
Adani Petroleum Terminal Private Limited [w.e.f March 16, 2019]
Adani Yangon International Terminal Company Limited, Myanmar [incorporated
on October 30, 2018]
Adani Agri Logistics (Samastipur) Limited [acquired on March 29, 2019]
Adani Agri Logistics (Darbhanga) Limited [acquired on March 29, 2019]
Adani Agri Logistics (Dahod) Limited [acquired on March 29, 2019]
Adani Agri Logistics Limited [acquired on March 29, 2019]
Adani Agri Logistics (MP) Limited [acquired on March 29, 2019]
Adani Agri Logistics (Dewas) Limited [acquired on March 29, 2019]
Adani Agri Logistics (Harda) Limited [acquired on March 29, 2019]
Adani Agri Logistics (Hoshangabad) Limited [acquired on March 29, 2019]
Adani Agri Logistics (Satna) Limited [acquired on March 29, 2019]
Adani Agri Logistics (Ujjain) Limited [acquired on March 29, 2019]
Adani Agri Logistics (Panipat) Limited [acquired on March 29, 2019]
Adani Agri Logistics (Kannauj) Limited [acquired on March 29, 2019]
Adani Agri Logistics (Katihar) Limited [acquired on March 29, 2019]
Adani Agri Logistics (Kotkapura) Limited [acquired on March 29, 2019]
Adani Agri Logistics (Mansa) Limited [acquired on March 29, 2019]
Adani Agri Logistics (Bathinda) Limited [acquired on March 29, 2019]
Adani Agri Logistics (Moga) Limited [acquired on March 29, 2019]
Adani Agri Logistics (Barnala) Limited [acquired on March 29, 2019]
Adani Agri Logistics (Nakodar) Limited [acquired on March 29, 2019]
Adani Agri Logistics (Raman) Limited [acquired on March 29, 2019]
Adani Agri Logistics (Dhamora) Limited [acquired on March 29, 2019]
Adani Agri Logistics (Borivali) Limited [acquired on March 29, 2019]
Other related parties with whom transaction have been taken place during the year.
Joint Venture Entities Adani CMA Mundra Terminal Private Limited
Adani International Container Terminal Private Limited
Adani NYK Auto Logistics Solutions Private Limited [incorporated on
September 17, 2018]
Key Management Personnel Mr. Gautam S. Adani - Chairman and Managing Director
and their relatives Mr. Rajesh S. Adani - Director and Brother of Mr. Gautam S. Adani
Dr. Malay Mahadevia - Wholetime Director
Mr Karan G. Adani - Chief Executive Officer and son of Mr. Gautam S. Adani
Prof. G. Raghuram - Non-Executive Director
Mr. Sanjay S. Lalbhai - Non-Executive Director
Ms. Radhika Haribhakti - Non-Executive Director
Mr. Gopal Krishna Pillai - Non-Executive Director
Mr. Mukesh Kumar - Non-Executive Director (w.e.f. October 23, 2018)
Mr. B. Ravi - Chief Financial Officer (upto February 12, 2018)
Mr. Deepak Maheshwari - Chief Financial Officer (w.e.f. May 03, 2018)
Ms. Dipti Shah - Company Secretary (upto July 31, 2018)
Mr. Kamlesh Bhagia - Company Secretary (w.e.f August 06, 2018)
Entities over which (i) Key Management Adani Foundation
Personnel and their relatives & (ii) Adani Properties Private Limited
entities having significant influence over Delhi Golf Link Properties Private Limited
the Company have control or are under Adani Infrastructure and Developers Private Limited
significant influence through voting powers Adani Infrastructure Management Services Limited
Adani Renewable Energy (KA) Limited
Udupi Power Corporation Limited
Adani Mundra SEZ Infrastructure Private Limited
Adani Townships And Real Estate Company Private Limited

174
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

Abbot Point Port Holdings Pte Limited, Singapore

Mundra Port Pty Limited, Australia
Shanti Builders
Adani Bunkering Private Limited
Adani Enterprises Limited

Statutory Reports
Mundra Solar PV Limited
Adani Cementation Limited
Adani Transport Limited
Adani Finserve Private Limited
Mundra Solar Technopark Private Limited
Adani Shipping PTE Limited
Adani Green Energy Limited
Adani Gas Limited
Adani Global F.Z.E.

Financial Statements
Adani Global PTE Limited
Adani Infra (India) Limited
Belvedere Golf and Country Club Private Limited
Sunanda Agri Trade Private Limited
Adani Skill Development Center
Mundra LPG Terminal Private Limited (formerly known as Adani LPG terminal
Private Limited) (w.e.f. December 29, 2018)
Adani Dhamra LPG Terminal Private Limited (w.e.f. December 29, 2018)
Adani Power Dahej Limited
Adani Power (Mundra) Limited
Adani Power Maharashtra Limited
Adani Power Limited
Adani Power Rajasthan Limited
Adani Wilmar Limited
Kutch Power Generation Limited
Vishakha Solar Films Private Limited
Maharashtra Eastern Grid Power Transmission Company Limited
Parampujya Solar Energy Private Limited
Golden Valley Agrotech Private Limited
Vishakha Renewables Private Limited
Gujarat Adani Institute Of Medical Sciences

Terms and conditions of transactions with related parties

(i) Outstanding balances of related parties at the year end are unsecured and settlement occurs in cash. There have
been no guarantees provided or received for any related party receivables or payables. The Company has not
recorded any impairment of receivables relating to amounts owed by related parties except provision made in
previous year for loans given to a subsidiary of ` 196.10 crore. This assessment is undertaken each financial year
through examining the financial position of the related party and the market in which the related party operates.
(ii) All Rupee loans are given on interest bearing within the range of 7.50% p.a. to 11.50% p.a. except loan to Dholera
Infrastructure Private Limited, Dholera Port & Special Economic Zone Limited, Karnavati Aviation Private Limited,
Adani Hospitals Mundra Private Limited, Mundra International Airport Private Limited, Abbot Point Operations
Pty Limited, Adani International Terminals Pte Limited whereby loan transaction aggregating to ` 191.12 crore
(previous year ` 1,774.54 crore) are interest free.
Notes:
(i) The names of the related parties and nature of the relationships where control exists are disclosed irrespective of
whether or not there have been transactions between the related parties. For others, the names and the nature
of relationships is disclosed only when the transactions are entered into by the Company with the related parties
during the existence of the related party relationship.
(ii) Aggregate of transactions for the year ended and balances thereof with these parties have been given below.

175
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

(A) Transactions with Related Parties

` in crore
Key Management
Sr For the With Joint With Other
Particulars With Subsidiaries Personnel and
No Year Ended Ventures Entities #
their relatives
1 Income from Port Services / Other March 31, 2019 31.44 428.65 598.48 -
Operating Income March 31, 2018 25.22 267.62 356.23 -
2 Lease & Infrastructure Usage March 31, 2019 8.38 11.44 165.21 -
Income/ Upfront Premium
March 31, 2018 5.52 449.75 17.50 -
(Includes Reversal)
3 Income from Development of March 31, 2019 - - - -
Container Terminal Infrastructure March 31, 2018 - 2,258.85 - -
4 Sale of Non Financial Asset March 31, 2019 - - 91.74 -
March 31, 2018 - - 117.33 -
5 Interest Income on loans/ March 31, 2019 739.72 133.16 91.85 -
deposits/deferred accounts
receivable March 31, 2018 690.51 121.33 60.16 -

6 Interest Expenses March 31, 2019 19.62 - - -

March 31, 2018 - - - -
7 Purchase of Spares and March 31, 2019 57.20 - 57.95 -
consumables, Power & Fuel March 31, 2018 62.31 - 108.46 -
8 Recovery of expenses March 31, 2019 0.37 73.81 - -
(Reimbursement) March 31, 2018 0.60 19.19 - -
9 Services Availed (including March 31, 2019 146.44 5.37 91.47 -
reimbursement of expenses) March 31, 2018 88.26 - 63.49 -
10 Rent charges paid March 31, 2019 - - 8.17 -
March 31, 2018 0.08 2.08 8.58 -
11 Sales of Scrap and other March 31, 2019 23.88 0.26 15.28 -
Miscellaneous Income March 31, 2018 27.14 0.53 8.43 -
12 Loans Given March 31, 2019 6,111.41 280.50 - -
March 31, 2018 5,766.04 472.34 3.27 -
13 Loans Received back March 31, 2019 6,076.96 31.31 - -
March 31, 2018 3,988.26 55.72 3.27 -
14 Loan taken March 31, 2019 811.00 - - -
March 31, 2018 - - - -
15 Loan Repaid March 31, 2019 725.00 - - -
March 31, 2018 - - - -
16 Advance / Deposit given March 31, 2019 - - 125.75 -
March 31, 2018 - - 18.00 -
17 Advance / Deposit Received back March 31, 2019 - - 10.00 -
March 31, 2018 - - 10.00 -
18 Share Application Money March 31, 2019 327.04 - - -
Paid / Investment March 31, 2018 0.01 48.23 - -
19 Purchase of Investment March 31, 2019 0.10 - - -
March 31, 2018 - - - -
20 Donation March 31, 2019 - - 39.00 -
March 31, 2018 - - 48.38 -
21 Purchase of Property / Assets / March 31, 2019 1.76 - - -
Land use rights March 31, 2018 - - - -
22 Sale of Assets March 31, 2019 70.07 - - -
March 31, 2018 298.11 345.22 1.40 -
23 Investment in perpetual debt March 31, 2019 4,257.05 - - -
March 31, 2018 - - - -
24 Redemption of perpetual debt March 31, 2019 950.00 - - -
March 31, 2018 - - - -
25 Remuneration March 31, 2019 - - - 19.19
March 31, 2018 - - - 19.76

176
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

` in crore
Key Management
Sr For the With Joint With Other
Particulars With Subsidiaries Personnel and
No Year Ended Ventures Entities #
their relatives
26 Commission to Directors March 31, 2019 - - - 1.00

Statutory Reports
March 31, 2018 - - - 1.00
27 Commission to Non-Executive March 31, 2019 - - - 0.36
Directors March 31, 2018 - - - 0.36
28 Sitting Fees March 31, 2019 - - - 0.27
March 31, 2018 - - - 0.13
29 Corporate Guarantee Given March 31, 2019 USD 270 Mn - - -
March 31, 2019 47.46 - - -
March 31, 2018 884.90 - - -

(B) Balances with Related Parties

Financial Statements
` in crore
Key Management
Sr With Joint With Other
Particulars As at With Subsidiaries Personnel and
No Ventures Entities #
their relatives
1 Trade Receivables (net of bills March 31, 2019 19.99 75.53 708.33 -
discounted) March 31, 2018 17.80 1,505.66 557.25 -
2 Loans (Net of provision) March 31, 2019 8,211.99 1,489.04 572.85 -
March 31, 2018 8,763.37 1,213.37 - -
3 Capital Advances March 31, 2019 - 0.09 8.19 -
March 31, 2018 - 0.09 138.22 -
4 Trade Payables (including March 31, 2019 30.43 3.17 16.97 -
provisions) March 31, 2018 18.85 3.22 26.65 -
5 Advances and Deposits from March 31, 2019 0.30 3.68 9.74 -
Customer/ Sale of Assets March 31, 2018 0.01 3.68 13.69 -
6 Other Financial & Non-Financial March 31, 2019 458.24 170.85 1,611.91 -
Assets March 31, 2018 447.43 160.13 777.22 -
7 Borrowings March 31, 2019 86.00 - - -
March 31, 2018 - - - -
8 Other Financial & Non-Financial March 31, 2019 11.87 - 72.72 -
Liabilities March 31, 2018 213.58 - 133.62 -
9 Corporate Guarantee March 31, 2019 USD 12.98 Mn USD 21.16 Mn - -
March 31, 2019 EUR 86.88 Mn - - -
March 31, 2019 316.20 - - -
March 31, 2018 USD 19.21 Mn USD 32.10 Mn USD 800.00 Mn -
March 31, 2018 EUR 96.53 Mn - - -
March 31, 2018 104.86 448 - -
10 Corporate Guarantee (Deed of March 31, 2019 - - - -
indemnity received) Loan
outstanding USD Nil (previous March 31, 2018 - - USD 800.00 Mn -
year USD 288 Mn)
# Entities over which (i) Key Management Personnel and their relatives & (ii) entities having significant influence over the Company have control or are
under significant influence through voting powers

Notes:
a) The Company has allowed some of its subsidiaries, joint ventures and other group company to avail non fund based
facilities out of its credit facilities. The aggregate of such transaction amounts to ` 2,375.02 crore (previous year
` 1,778.45 crore) is not disclosed in above schedule.
b) Pass through transactions/payable relating to railway freight, water front charges and other payable to third parties
have not been considered for the purpose of related party disclosure.

177
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

31 a) The Company takes various types of derivative instruments. The category-wise outstanding position of derivative
instruments is as under:

Particulars of Derivatives
Nature As at As at Purpose
March 31, 2019 March 31, 2018
INR - Foreign Currency USD 30.00 USD 66.00 Hedging of equivalent INR borrowing to mitigate higher interest
Swap Million Million rate of INR borrowings as against the foreign currency loans with
(` 207.47 Crore) (` 430.16 Crore) possible risk of principal currency losses
Forward Contract USD 113.50 USD 111.50 Hedging of expected future billing based on foreign currency
Million Million denominated tariff
USD 72.24 - Hedging of interest liability on foreign currency borrowing
Million
USD 61.65 USD 7.63 Hedging of foreign currency Buyer's Credit Facility
Million Million
EURO 3.30 - Hedging of foreign currency borrowing principal & interest liability
Million
- EUR 62.75 Hedging of foreign currency borrowing principal liability of
Million USD against EUR
USD 56.00 USD 70.00 Hedging of foreign currency borrowing principal liability of
Million Million USD against JPY
Options - EUR 90 Million Hedging of foreign currency borrowing principal liability of
USD against EUR
- USD 79.00 Hedging of foreign currency borrowing principal liability of
Million USD against JPY
Interest rate Swap - Fixed - Interest on Hedging of interest rate on foreign currency borrowing liability
to Variable Rate USD 225.00
Million
Principal amount
Foreign Currency - INR USD 111.38 USD 111.38 Hedging of currency and interest rate risk of foreign
Full Currency Swap Million Million currency borrowing

b) The details of foreign currency exposures those are not hedged by a derivative instrument or otherwise are as under:

As at March 31, 2019 As at March 31, 2018

Nature Amount Foreign Currency Amount Foreign Currency
(` in crore) (in Million) (` in crore) (in Million)
Foreign Currency Loan 1,276.26 USD 184.55 1,039.87 USD 159.55
144.94 EUR 18.66 230.70 EUR 28.55
Foreign Currency Bond 10,640.36 USD 1538.63 10,027.99 USD 1,538.63
Buyer's Credit 125.08 USD 18.09 542.98 USD 83.31
2.18 EUR 0.28 2.27 EUR 0.28
Trade Payables and Other Current Liabilities 3.44 USD 0.50 2.93 USD 0.45
0.23 EUR 0.03 1.12 EUR 0.14
1.83 SGD 0.36 2.37 SGD 0.48
0.01 GBP * 0.14 GBP 0.01
Interest accrued but not due 3.27 USD 0.47 76.18 USD 11.69
0.55 EUR 0.07 0.73 EUR 0.09
Trade Receivable 39.00 USD 5.64 - -
Other Receivable 84.17 AUD 17.17 85.93 AUD 17.17
26.17 USD 3.78 - -
Loan given 98.04 AUD 20.00 100.09 AUD 20.00
526.06 USD 76.07 437.00 USD 67.05
* Figures being nullified on conversion to foreign currency in million.

178
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

Closing rates as at : March 31, 2019 March 31, 2018

INR / USD 69.15 65.18
INR / EUR 77.67 80.81
INR / GBP 90.53 92.28

Statutory Reports
INR / JPY 0.62 0.62
INR / AUD 49.02 50.05
INR / SGD 51.04 49.82

32 Financial Instruments, Fair Value Measurements, Financial Risk and Capital Management
32.1 Category-wise Classification of Financial Instruments:
` in crore
As at March 31, 2019
Fair Value

Financial Statements
Particulars Refer Note through other Fair Value through
Amortised cost Carrying Value
Comprehensive profit or loss
income
Financial Assets
Cash and cash equivalents 11 - - 3,850.53 3,850.53
Bank balances other than cash and cash 7 & 11 - - 18.95 18.95
equivalents
Investments in unquoted Equity Shares 4 236.04 - - 236.04
(other than investment in subsidiaries and
joint ventures)
Investments in unquoted Mutual Funds 10 - 13.81 - 13.81
Investments in unquoted Debentures and 4 & 10 - - 487.30 487.30
Commercial Papers
Trade Receivables (including bills discounted) 5 - - 1,910.06 1,910.06
Loans 6 - - 11,173.85 11,173.85
Derivatives instruments 7 - 57.67 - 57.67
Other Financial Assets 7 - - 3,892.29 3,892.29
Total 236.04 71.48 21,332.98 21,640.50
Financial Liabilities
Borrowings (including the bills discounted 14, 15 & 17 - - 24,994.40 24,994.40
and current maturities)
Trade Payables 18 - - 194.32 194.32
Derivatives instruments 15 - 28.98 - 28.98
Other Financial Liabilities 15 - - 594.90 594.90
Total - 28.98 25,783.62 25,812.60

179
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

` in crore
As at March 31, 2018
Fair Value
Particulars Refer Note through other Fair Value through
Amortised cost Carrying Value
Comprehensive profit or loss
income
Financial Assets
Cash and cash equivalents 11 - - 484.00 484.00
Bank balances other than cash and cash 7 & 11 - - 826.60 826.60
equivalents
Investments in unquoted Equity Shares 4 210.94 - - 210.94
(other than investment in subsidiaries and
joint ventures)
Investments in unquoted Mutual Funds 10 - 0.25 - 0.25
Investments in unquoted Debentures and 4 & 10 - - 835.95 835.95
Commercial Papers
Trade Receivables (including bills discounted) 5 - - 3,288.42 3,288.42
Loans 6 - - 11,054.37 11,054.37
Derivatives instruments 7 - 36.15 - 36.15
Other Financial Assets 7 - - 2,316.68 2,316.68
Total 210.94 36.40 18,806.02 19,053.36
Financial Liabilities
Borrowings (including the bills discounted 14, 15 & 17 - - 20,119.11 20,119.11
and current maturities)
Trade Payables 18 - - 213.37 213.37
Derivatives instruments 15 - 113.08 - 113.08
Other Financial Liabilities 15 - - 894.08 894.08
Total - 113.08 21,226.56 21,339.64

Note: Group company investment amounting to ` 13,219.44 crore (previous year ` 9,495.19 crore) are measured at cost
hense not included in above tables.

32.2 Fair Value Measurements:

a) Quantitative disclosures of fair value measurement hierarchy for financial assets and financial liabilities
The following table provides the fair value measurement hierarchy of the Company's financial assets and liabilities:
` in crore
As at March 31, 2019 As at March 31, 2018
Significant Significant Significant Significant
Particulars observable unobservable observable unobservable
Total Total
Inputs Inputs Inputs Inputs
(Level 2) (Level 3) (Level 2) (Level 3)
Financial Assets
Investment in unquoted Equity - 236.04 236.04 - 210.94 210.94
Investments measured at FVTOCI
(refer note 4)
Investments in unquoted Mutual Funds 13.81 - 13.81 0.25 - 0.25
measured at FVTPL (refer note 10)
Derivatives instruments (refer note 7) 57.67 - 57.67 36.15 - 36.15
Total 71.48 236.04 307.52 36.40 210.94 247.34
Financial Liabilities
Derivatives instruments (refer note15) 28.98 - 28.98 113.08 - 113.08
Total 28.98 - 28.98 113.08 - 113.08

180
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

b) Description of significant unobservable inputs to valuation:

The significant unobservable inputs used in the fair value measurement categorised within Level 3 of the fair value hierarchy
together with a quantitative sensitivity analysis as at March 31, 2019 and March 31, 2018 are as shown below:

Valuation Significant Range Sensitivity of the input

Statutory Reports
Particulars
technique unobservable inputs (weighted average) to fair value
FVTOCI assets in DCF Method Weighted Average Cost 31 March 2019 :13.56 % - 1% increase would
unquoted equity shares of Capital (WACC) 16.23% (14.90%) result in decrease in fair
31 March 2018 : 12.12 % - value by ` 6.99 crore
20.80% (16.46%) as of March 31, 2019
(` 20.58 crore as of
March 31, 2018)

c) Financial Instrument measured at Amortised Cost treasury team ensures appropriate financial risk

Financial Statements
The carrying amount of financial assets and financial governance framework for the Company through
liabilities measured at amortised cost in the financial appropriate policies & procedures and financial risks
statements are a reasonable approximation of their fair are identified, measured and managed in accordance
values since the Company does not anticipate that the with the Company’s policies and risk objectives. It is
carrying amounts would be significantly different from the Company’s policy that no trading in derivatives for
the values that would eventually be received or settled. speculative purposes may be undertaken.
32.3 Financial Risk objective and policies The decision of whether and when to execute derivative
financial instruments along with its tenure can vary
The Company’s principal financial liabilities, other than
from period to period depending on market conditions
derivatives, comprise loans and borrowings, trade and
and the relative costs of the instruments. The tenure is
other payables, and financial guarantee contracts. The
linked to the timing of the underlying exposure, with the
main purpose of these financial liabilities is to finance
connection between the two being regularly monitored.
the Company’s operations/projects and to provide
The Company is exposed to losses in the event of
guarantees to support its operations and its subsidiaries
non-performance by the counterparties to the derivative
and joint ventures. The Company’s principal financial
contracts. All derivative contracts are executed with
assets include loans, investment including mutual
counterparties that, in our judgment, are creditworthy.
funds, trade and other receivables, and cash and
The outstanding derivatives are reviewed periodically to
cash equivalents which is derived from its operations.
ensure that there is no inappropriate concentration of
The Company also holds FVTOCI investments and
outstanding to any particular counterparty.
enters into derivative transactions.
Further, all currency and interest risk as identified above
In the ordinary course of business, the Company is
is measured on a daily basis by monitoring the mark to
mainly exposed to risks resulting from exchange rate
market (MTM) of open and hedged position. The MTM is
fluctuation (currency risk), interest rate movements
derived basis underlying market curves on closing basis
(interest rate risk) collectively referred as Market Risk,
of relevant instrument quoted on Bloomberg/Reuters.
Credit Risk, Liquidity Risk and other price risks such as
For quarter end, the MTM for each derivative instrument
equity price risk. The Company's senior management
outstanding is obtained from respective banks. All gain
oversees the management of these risks. It manages
/ loss arising from MTM for open derivative contracts
its exposure to these risks through derivative
and gain / loss on settlement / cancellation / roll over
financial instruments by hedging transactions. It uses
of derivative contracts is recorded in statement of
derivative instruments such as Cross Currency Swaps,
profit and loss.
Full Currency swaps, Interest rate swaps, foreign
currency future options and foreign currency forward a) Market risk
contract to manage these risks. These derivative Market risk is the risk that the fair value of future cash
instruments reduce the impact of both favourable and flows of a financial instrument will fluctuate because
unfavourable fluctuations. of changes in market prices. Market risk comprises
three types of risk: interest rate risk, currency risk and
The Company’s risk management activities are
other price risk, such as equity price risk. Financial
subject to the management, direction and control
instruments affected by market risk include loans and
of Central Treasury Team of the Company under the
borrowings, deposits, FVTOCI investments, short term
framework of Risk Management Policy for Currency
Investments and derivative financial instruments.
and Interest rate risk as approved by the Board of
Directors of the Company. The Company’s central

181
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

The sensitivity analysis in the following sections relate If interest rates had been 50 basis points higher /
to the position as at March 31, 2019 and March 31, 2018. lower and all other variables were held constant,
the Company's profit for the year ended March
The sensitivity analysis have been prepared on the basis
31, 2019 would decrease / increase by ` 10.48
that the amount of net debt, the ratio of fixed to floating
crore (previous year ` 9.33 crore). This is mainly
interest rates of the debt and derivatives and the
attributable to interest rates on variable rate of
proportion of financial instruments in foreign currencies
long term borrowings.
are all constant as at March 31, 2019 and March 31,
2018. The analysis exclude the impact of movements in (ii) Foreign currency risk
market variables on: the carrying values of gratuity and Exchange rate movements, particularly the United
other post-retirement obligations; provisions. States Dollar (USD) and Euro (EUR) against Indian
Rupee (INR), have an impact on the Company’s

The following assumptions have been made in
operating results. The Company manages its
calculating the sensitivity analysis:
foreign currency risk by entering into currency
- The sensitivity of the relevant profit or loss item is the swap for converting INR loan into other foreign
effect of the assumed changes in respective market currency for taking advantage of lower cost
risks. This is based on the financial assets and financial of borrowing in stable currency environment.
liabilities held at March 31, 2019 and March 31, 2018. The Company also enters into various foreign
exchange contracts to mitigate the risk arising
(i) Interest rate risk
out of foreign exchange rate movement on
The Company is exposed to changes in market
foreign currency borrowings or creditors. Further,
interest rates due to financing, investing and cash
to hedge foreign currency future transactions in
management activities. The Company’s exposure
respect of which firm commitment are made or
to the risk of changes in market interest rates
which are highly probable forecast transactions
relates primarily to The Company’s long-term
(for instance, foreign exchange denominated
debt obligations with floating interest rates and
income) the Company has entered into foreign
period of borrowings. The Company manages its
currency forward contracts as per the policy
interest rate risk by having a balanced portfolio
of the Company.
of fixed and variable rate loans and borrowings.
The Company enters into interest rate swap The Company is mainly exposed to changes
contracts or interest rate future contracts to in USD, EURO, AUD and SGD. The below table
manage its exposure to changes in the underlying demonstrates the sensitivity to a 1% increase
benchmark interest rates. or decrease in the respective foreign currency
rates against INR, with all other variables held
Interest rate sensitivity
constant. The sensitivity analysis is prepared on
The following paragraph demonstrates the
the net unhedged exposure of the Company as at
sensitivity to a reasonably possible change
the reporting date. 1% represents management’s
in interest rates on that portion of loans and
assessment of reasonably possible change in
borrowings affected. With all other variables
foreign exchange rate.
held constant, the Company's profit before tax
is affected through the impact on floating rate
borrowings, as follows:

` in crore
Impact on Profit before tax Impact on Pre-tax Equity
Particulars For the year ended For the year ended
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
USD Sensitivity
RUPEES / USD – Increase by 1% (58.59) (59.80) (58.59) (59.80)
RUPEES / USD – Decrease by 1% 58.59 59.80 58.59 59.80
EURO Sensitivity
RUPEES / EURO – Increase by 1% (0.03) (0.04) (0.03) (0.04)
RUPEES / EURO – Decrease by 1% 0.03 0.04 0.03 0.04
SGD Sensitivity
RUPEES / SGD – Increase by 1% (0.02) (0.02) (0.02) (0.02)
RUPEES / SGD – Decrease by 1% 0.02 0.02 0.02 0.02
AUD Sensitivity
RUPEES / AUD – Increase by 1% 1.82 0.86 1.82 0.86
RUPEES / AUD – Decrease by 1% (1.82) (0.86) (1.82) (0.86)

182
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

(iii) Equity price risk assigned to each counterparty. Counterparty credit

 The Company’s non-listed equity securities are limits are reviewed by the Company’s Board of Directors
susceptible to market price risk arising from on an annual basis, and may be updated throughout
uncertainties about future values of the investment the year subject to approval of the Company’s
securities. The Company manages the equity Finance Committee. The limits are set to minimise

Statutory Reports
price risk through diversification and by placing the concentration of risks and therefore mitigate
limits on individual and total equity instruments. financial loss through counterparty’s potential failure
Reports on the equity portfolio are submitted to to make payments.
the Company’s senior management on a regular
Concentrations of Credit risk form part of Credit risk
basis. The Company’s Board of Directors reviews
Considering that the Company operates the port
and approves all equity investment decisions.
services and provide related infrastructure services,
The Company has given corporate guarantees and the Company is significantly dependent on such
pledged part of its investment in equity in order to customers located at Mundra. Out of total income
fulfil the collateral requirements of the subsidiaries from port operations, the Company earns 37 % revenue

Financial Statements
and joint ventures companies. The counterparties (previous year 28 %) from such customers, and with
have an obligation to return the guarantees/ some of these customers, the Company has long term
securities to the Company. There are no other cargo contracts. As at March 31, 2019, receivables from
significant terms and conditions associated with such customer constitute 40 % (previous year 50%)
the use of collateral. of total trade receivables. A loss of these customer
could adversely affect the operating result or cash flow
b) Credit risk
of the Company.
Credit risk is the risk that counterparty will not meet
its obligations under a financial instrument or customer c) Liquidity risk
contract, leading to a financial loss. The Company Liquidity risk is the risk that the Company will encounter
is exposed to credit risk from its operating activities difficulty in raising funds to meet commitments
(primarily trade receivables and other financial assets) associated with financial instruments that are settled
and from its financing activities, including loans to by delivering cash or another financial asset. Liquidity
others, deposits with banks, financial institutions risk may result from an inability to sell a financial asset
& others, foreign exchange transactions and other quickly at close to its fair value.
financial assets.
The Company has an established liquidity risk
Customer credit risk is managed by the Company’s management framework for managing its short term,
established policy, procedures and control relating to medium term and long term funding and liquidity
customer credit risk management. Credit quality of a management requirements. The Company’s exposure
customer is assessed based on an extensive evaluation to liquidity risk arises primarily from mismatches
and individual credit limits are defined in accordance of the maturities of financial assets and liabilities.
with this assessment. The Company manages the liquidity risk by maintaining
adequate funds in cash and cash equivalents.
An impairment analysis is performed at each reporting
The Company also has adequate credit facilities agreed
date on an individual basis for major clients. In addition,
with banks to ensure that there is sufficient cash to
a large number of minor receivables are grouped into
meet all its normal operating commitments in a timely
homogenous groups and assessed for impairment
and cost-effective manner.
collectively. The calculation is based on exchange
losses historical data. The table below analyses derivative and non-derivative
financial liabilities of the Company into relevant
Credit risk from balances with banks and financial
maturity groupings based on the remaining period from
institutions is managed by the Company’s treasury
the reporting date to the contractual maturity date.
department in accordance with the Company’s policy.
The amounts disclosed in the table are the contractual
Investments of surplus funds are made only with
undiscounted cash flows.
approved counterparties and within credit limits

183
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

` in crore
Particulars Refer Note On Demand Less than 1 year 1 to 5 years Over 5 years Total
As at March 31, 2019
Borrowings 14, 15 & 17 - 6,912.27 10,339.72 7,742.41 24,994.40
Trade Payables 18 - 194.32 - - 194.32
Derivatives Instruments 15 - 18.10 10.88 - 28.98
Other Financial Liabilities 15 - 575.73 10.96 8.21 594.90
Total - 7,700.42 10,361.56 7,750.62 25,812.60

` in crore
Particulars Refer Note On Demand Less than 1 year 1 to 5 years Over 5 years Total
As at March 31, 2018
Borrowings 14, 15 & 17 - 1,279.32 11,212.94 7,626.85 20,119.11
Trade Payables 18 - 213.37 - - 213.37
Derivatives Instruments 15 - 40.59 72.49 - 113.08
Other Financial Liabilities 15 - 874.82 13.37 5.89 894.08
Total - 2,408.10 11,298.80 7,632.74 21,339.64

32.4 Capital management

 or the purposes of the company’s capital management, capital includes issued capital and all other equity. The primary
F
objective of the company’s capital management is to maximize shareholder value. The Company manages its capital structure
and makes adjustments in the light of changes in economic environment and the requirements of the financial covenants.
 he company monitors capital using gearing ratio, which is net debt (total debt less cash and bank balance) divided by total
T
capital plus net debt.

` in crore
Particulars March 31, 2019 March 31, 2018
Total Borrowings (refer note 14,15 and 17) 24,994.40 20,119.11
Less: Cash and bank balance (refer note 7 & 11) 3,869.48 1,310.60
Net Debt (A) 21,124.92 18,808.51
Total Equity (B) 20,491.67 18,283.26
Total Equity and Net Debt (C = A + B) 41,616.59 37,091.77
Gearing ratio 51% 51%

In order to achieve this overall objective, the Company's capital management, amongst other things, aims to ensure
that it meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure
requirements. Breaches in meeting the financial covenants would permit the bank to immediately call loans and borrowings.
There have been no breaches in the financial covenants of any interest-bearing loans and borrowing in the current period.
No changes were made in the objectives, policies or processes for managing capital during the years ended March 31, 2019
and March 31, 2018.

184
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

33 Information required to be furnished as per Section 22 of the Micro, Small and Medium Enterprises Development Act,
2006 (MSMED Act) and Schedule III of the Companies Act, 2013 for the year ended March 31, 2019. This information
has been determined to the extent such parties have been identified on the basis of information available with
the Company and relied upon by auditors.

Statutory Reports
` in crore
Sr. No Particulars March 31, 2019 March 31, 2018
i) Principal amount and interest due thereon remaining unpaid to any supplier as at the
end of each accounting year.
Principal 0.15 0.02
Interest Nil Nil
ii) The amount of interest paid by the buyer in terms of section 16, of the Micro Small and Nil Nil
Medium Enterprise Development Act, 2006 (27 of 2006), along with the amounts of the
payment made to the supplier beyond the appointed day during each accounting year.

Financial Statements
iii) The amount of interest due and payable for the period of delay in making payment (which Nil Nil
have been paid but beyond the appointed day during the year) but without adding the
interest specified under Micro Small and Medium Enterprise Development Act, 2006.

iv) The amount of interest accrued and remaining unpaid at the end of each accounting year Nil Nil

v) The amount of further interest remaining due and payable even in the succeeding Nil Nil
years until such date when the interest dues as above are actually paid to the small
enterprise for the purpose of disallowance as a deductible expenditure under section
23 of MSMED Act 2006.

34
Capital Commitments and Other Commitments
(i) Capital Commitments
Estimated amount of contract (net of security deposits amounting to ` 323.63 crore included in note 7 and advances)
remaining to be executed on capital account and not provided for ` 1,931.90 crore (previous year ` 355.25 crore) pertains to
various projects to be executed during the next 5 years.
(ii)
Other Commitments
a) The port projects of subsidiary companies viz. Adani Hazira Port Private Limited("AHPPL"), The Dhamra Port Company
Limited ("DPCL"), joint venture Adani International Container Terminal Private Limited ("AICTPL") and joint venture
Adani CMA Mundra Terminal Private Limited ("ACMTPL") have been funded through various credit facility agreements
with banks. Against the said facilities availed by the aforesaid entities from the banks, the Company has pledged its
shareholding in the subsidiary / joint venture companies and executed Non Disposal Undertaking, the details of which
is tabulated below :-
The details of shareholding pledged by the Company is as follows :
% of Non disposal undertaking % of Share Pledged of the total
Particulars (Apart from pledged) shareholding of investee company
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Adani Hazira Port Private Limited - - 27.25% 27.25%
Adani International Container Terminal 24.97% - 25.03% 12.51%
Private Limited
The Dhamra Port Company Limited 21.00% 21.00% 30.00% 30.00%
Adani CMA Mundra Terminal Private Limited - - 25.50% -

b) Contract/ Commitment for purchase of certain supplies. Advance given ` 356.95 crore (previous year ` 231.19 crore)
c) The Company has provided a letter of support to few subsidiaries to provide financials support if and when needed to
meet its financials obligation.

185
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

35 Contingent Liabilities not provided for

` in crore
Sr. No Particulars March 31, 2019 March 31, 2018
a) Corporate Guarantees given to banks and financial institutions against credit facilities 3,297.06 1,929.13
availed by the subsidiaries and joint ventures. Amount outstanding there against
` 1,227.06 crore (previous year ` 1,616.94 crore)
b) Corporate Guarantee given to a bank for credit facility availed by erstwhile subsidiary (refer note (l)) (refer note (l))
company, Mundra Port Pty Limited, Australia read with note (l) below. (Amount
outstanding there against ` Nil (previous year ` 1,877.04 crore)
c) Certain facilities availed by the subsidiaries and joint ventures and other group company 2,375.02 1,778.45
against credit facilities sanctioned to the Company.
d) Bank Guarantees given to government authorities and banks (also includes DSRA bank 86.00 73.00
guarantees given to bank on behalf of subsidiaries and erstwhile subsidiaries.)
e) Civil suits filed by the Customers for recovery of damages against certain performance 0.94 0.94
obligations. The said civil suits are currently pending with various Civil Courts in
Gujarat. The management is reasonably confident that no liability will devolve on
the Company in this regard and hence no provision is made in the books of accounts
towards these suits.
f) Show cause notices from the Custom Authorities against duty on port related cargo. 0.14 0.14
The Company has given deposit of ` 0.05 crore (previous year ` 0.05 crore) against the
demand. The management is reasonably confident that no liability will devolve on the
Company and hence no liability has been recognised in the books of accounts.
g) Customs department notice for wrongly availing duty benefit exemption under DFCEC 0.25 0.25
Scheme on import of equipment. The Company has filed its reply to the show cause
notice with Deputy Commissioner of Customs, Mundra and Commissioner of Customs,
Mumbai against order in original. The management is of view that no liability shall arise
on the Company.

h) Various show cause notices received from Commissioner/ Additional Commissioner/ 36.49 36.49
Joint Commissioner/ Deputy Commissioner of Customs and Central Excise, Rajkot and
Commissioner of Service Tax, Ahmedabad and appeals there of, for wrongly availing
of Cenvat credit/ Service tax credit and Education Cess credit on input services and
steel, cement and other fixed assets during financial year 2006-07 to 2014-15. In
similar matter, the Excise department has demanded recovery of the duty along with
penalty and interest thereon. The Company has given deposit of ` 4.50 crore (previous
Year ` 4.50 crore) against the demand. These matters are pending before the Supreme
Court, the High Court of Gujarat, Commissioner of Central Excise (Appeals), Rajkot and
Commissioner of Service Tax, Ahmedabad. The Company has taken an external opinion
in the matter based on which the management is of the view that no liability shall arise
on the Company. Further, during the earlier year, the Company has received favourable
order from High Court of Gujarat against demand in respect of dispute relating to
financial year 2005-06 and favourable order from CESTAT against similar demand in
respect of dispute relating to FY 2005-06 to FY 2010 -11 (up to Sept 2011).

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 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

35 Contingent Liabilities not provided for (Contd.)

` in crore
Sr. No Particulars March 31, 2019 March 31, 2018
i) Show cause notices received from Commissioner of Customs and Central Excise, Rajkot 6.90 6.90
and appeal thereof in respect of levy of service tax on various services provided by

Statutory Reports
the Company and wrong availment of CENVAT credit by the Company during financial
year 2009-10 to 2011-12. These matters are currently pending at High Court of Gujarat
` 6.72 crore (previous Year ` 6.72 crore); and Customs, Excise and Service Tax Appellate
Tribunal, Ahmedabad ` 0.15 crore (previous Year ` 0.15 crore) and Commissioner of
Service Tax Ahmedabad ` 0.03 crore (previous Year ` 0.03 crore). The Company has
taken an external opinion in the matter based on which the management is of the view
that no liability shall arise on the Company.
j) Commissioner of Customs, Ahmedabad has demanded vide letter no.4/Comm./ 2.00 2.00
SIIB/2009 dated November 25, 2009 for recovery of penalty in connection with import

Financial Statements
of Air Craft which is owned by Karnavati Aviation Private Limited (Formerly known as
Gujarat Adani Aviation Private Limited.), subsidiary of the Company. Company has filed
an appeal before the Customs, Excise and Service Tax Appellate Tribunal against the
demand order, the management is reasonably confident that no liability will devolve
on the Company and hence no liability has been recognised in the books of account.
k) The Company’s tax assessments is completed till assessment year 2015-16, pending appeals with Appellate Tribunal
for Assessment Year 2011-12 and CIT (Appeals) for Assessment Year 2012-13 to 2015-16. During the year, the Company
has received a favourable order from Appellate Tribunal for assessment year 2009-10 and 2010-11. The management is
reasonably confident that no liability will devolve on the Company.
l) The Company had initiated and recorded the divestment of its entire equity holding in Adani Abbot Point Terminal
Holdings Pty Limited (""AAPTHPL"") and entire Redeemable Preference Shares holding in Mundra Port Pty Limited (""MPPL"")
representing Australia Abbot Point Port operations to Abbot Point Port Holdings Pte Limited, Singapore during the year
ended March 31, 2013. The sale of securities transaction was recorded as per Share Purchase Agreement ('SPA') entered on
March 30, 2013 including subsequent amendments thereto, with a condition to have regulatory and lenders approvals. The
Company has all the approvals except in respect of approval from one of the lenders who has given specific line of credit to
MPPL. The Company received entire sale consideration except AUD 17.17 Million as on reporting date. The Company expects
to receive the said amount in next year.
The Company had an outstanding corporate guarantee to a lender of USD 800 million against line of credit to MPPL, which
was repaid in full during the year hence the same guarantee is not effective as on reporting date. The Company had also
pledged its entire equity holding of 1,000 equity shares of AUD 1 each in MPPL in favour of lender which are in the process
of getting released at the reporting date. Outstanding loan against said corporate guarantee as on March 31, 2019 is Nil
(previous year USD 288.00 million). Since financial year 2013-14, the Company has received corporate guarantee (’Deed of
Indemnity’) against above outstanding corporate guarantee from Abbot Point Port Holding Pte Limited, Singapore which is
effective till discharge of underlying liability and as at reporting date is no longer effective.

m) There has been a Supreme Court (SC) judgement dated 28th February 2019, relating to components of salary structure
that need to be taken into account while computing the contribution to provident fund under the EPF Act. There are
interpretative aspects related to the Judgement including the effective date of application. The Company will continue to
assess any further developments in this matter for the implications on financial statements, if any.

187
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

36 The following are the details of loans and advances in the nature of loans given to subsidiaries, associates and other
entities in which directors are interested in terms of regulation 53 (F) read together with para A of Schedule V of SEBI
(Listing Obligation and Disclosure Regulation, 2015).

` in crore
Maximum amount outstanding
Outstanding amount as at
Sr. No Particulars during the year
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
(i) Adani Logistics Limited 272.02 443.03 704.06 443.03
(ii) Adani Kandla Bulk Terminal Private Limited 1,164.62 1,146.51 1,176.82 1,155.82
(iii) The Dhamra Port Company Limited 1,401.44 1,483.71 1,627.56 1,802.73
(iv) Adani Petronet (Dahej) Port Private Limited 321.29 634.47 637.32 705.38
(v) Adani Murmugao Port Terminal Private Limited 393.66 412.74 415.90 416.75
(vi) Adani Ennore Container Terminal Private Limited 378.86 455.37 524.91 563.12
(vii) Adani Hazira Port Private Limited 1,771.00 1,765.83 1,771.00 3,242.10
(viii) Adani Vizag Coal Terminal Private Limited 377.96 290.90 381.36 290.90
(refer note 4(b)(i))
(ix) Karnavati Aviation Private Limited 15.65 294.18 295.68 294.18
(x) Adani Kattupalli Port Private Limited 20.70 373.60 389.40 427.60
(xi) Shanti Sagar International Dredging Private Limited 77.20 270.39 310.54 344.47
(xii) Mundra SEZ Textile and Apparel Park 31.05 31.27 31.27 31.47
Private Limited
(xiii) Adani Vizhinjam Port Private Limited 1,000.47 811.83 1,000.47 982.21
(xiv) Mundra International Airport Private Limited 2.38 6.79 7.09 7.04
(xv) Adani Hospitals Mundra Private Limited 0.09 4.09 4.09 4.09
(xvi) MPSEZ Utilities Private Limited 0.10 - 6.30 403.12
(xvii) Adani Mundra LPG Terminal Private Limited 571.00 - 571.00 31.83
(xviii) Adani Petroleum Terminal Private Limited 569.37 398.91 913.48 398.91
(xix) Adani Warehousing Services Private Limited - 0.49 0.49 350.11
(xx) Abbot Point Operations Pty Limited 98.04 100.09 98.04 100.09
(xxi) Adani CMA Mundra Container Terminal 477.76 238.21 477.76 243.24
Private Limited
(xxii) Adani International Container Terminal 1,011.28 975.15 1,011.28 1,022.73
Private Limited
(xxiii) Mundra Solar Technopark Private Limited - - - 2.00
(xxiv) Marine Infrastructure Developer Private Limited 446.10 - 495.00 -
(xxv) Dholera Infrastructure Private Limited 4.91 4.81 4.91 4.81
(xxvi) Dholera Port & Special Economic Zone Limited 4.22 4.12 4.22 4.12
(xxvii) Adani Dhamra LPG Terminal Private Limited 1.85 - 1.85 -
(xxviii) The Adani Harbour Services Private Limited - - - 380.00
(xxix) Madurai Infrastructure Private Limited 0.02 0.01 0.02 0.01
(formerly known as Mundra LPG Infrastructure
Private Limited)
(xxx) Adani International Terminal Pte Limited 65.83 3.26 65.83 3.26

Note -All loans are given on interest bearing except loan to Dholera Infrastructure Private Limited, Dholera Port & Special
Economic Zone Limited, Karnavati Aviation Private Limited, Adani Hospitals Mundra Private Limited, Mundra International
Airport Private Limited, Abbot Point Operations Pty Limited, Adani International Terminal PTE Limited.

188
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

37 Disclosure of significant interest in subsidiaries and joint ventures as per Ind AS 27 para 17.
Sr. No Name of Entities Relationship Place of Business Ownership %
(i) Adani Logistics Limited Subsidiary India 100
(ii) Karnavati Aviation Private Limited Subsidiary India 100

Statutory Reports
(iii) MPSEZ Utilities Private Limited Subsidiary India 100
(iv) Mundra SEZ Textile and Apparel Park Private Limited Subsidiary India 50
(v) Adani Murmugao Port Terminal Private Limited Subsidiary India 100
(vi) Mundra International Airport Private Limited Subsidiary India 100
(vii) Adani Hazira Port Private Limited Subsidiary India 100
(viii) Adani Petronet (Dahej) Port Private Limited Subsidiary India 74
(ix) Madurai Infrastructure Private Limited Subsidiary India 100
(formerly known as Mundra LPG Infrastructure Private Limited)
(x) Adani Vizag Coal Terminal Private Limited Subsidiary India 100

Financial Statements
(xi) Adani Kandla Bulk Terminal Private Limited Subsidiary India 100*
(xii) Adani Warehousing Services Private Limited Subsidiary India 100
(xiii) Adani Ennore Container Terminal Private Limited Subsidiary India 100
(xiv) Adani Hospitals Mundra Private Limited Subsidiary India 100
(xv) The Dhamra Port Company Limited Subsidiary India 100
(xvi) Shanti Sagar International Dredging Private Limited Subsidiary India 100
(formerly known as Adani Food and Agro Processing Park
Private Limited)
(xvii) Abbot Point Operations Pty Limited Subsidiary Australia 100
(xviii) Adani Vizhinjam Port Private Limited Subsidiary India 100
(xix) Adani Kattupalli Port Private Limited Subsidiary India 100
(xx) The Adani Harbour Services Private Limited Subsidiary India 100
(formerly known as TM Harbour Services Private Limited)
(xxi) Mundra International Gateway Terminal Private Limited Subsidiary India 100
(xxii) Adani International Terminals Pte Ltd Subsidiary Singapore 100
(xxiii) Dholera Infrastructure Private Limited Subsidiary India 49
(xxiv) Adinath Polyfills Private Limited Subsidiary India 100
(Acquisition of Controlling Interest in Equity Shares of Company)
(xxv) Marine Infrastructure Developer Private Limited Subsidiary India 97
(xxvi) Adani Mundra Port Holding Pte Limited Subsidiary Singapore 100
(xxvii) Adani Bhavnapadu Port Private Limited Subsidiary India 100
(xxviii) Adani International Container Terminal Private Limited India 50
Joint Ventures
(xxix) Adani CMA Mundra Terminal Private Limited India 50
* Includes beneficial ownership of 26% of equity interest in aforesaid subsidiaries (refer note 4 (c)).

38 The Company had entered into preliminary agreement The LNG Project is substantially completed and
with a party for development and maintenance of the Company and the other party have spent substantial
Liquefied Natural Gas ("LNG") terminal infrastructure amounts on their respective areas as per the agreement
facilities at Mundra (“the LNG Project”) vide preliminary on the LNG Project which are within their scope. During
agreement dated September 30, 2014. The Company the current year, the Management has assessed that it
had, during the quarter ended September 30, 2014, would be prudent to record revenue from this project
recognised project service revenue of ` 200.00 crore once definitive agreements are executed by both the
towards land reclamation pending conclusion of a parties. Consequently the Company has derecognised
definitive agreement based on the activities completed. accrued income amounting to ` 121.90 crore (net off

189
Adani Ports and Special Economic Zone Limited

Notes to the Standalone Financial Statements

for the year ended March 31, 2019

advance received ` 50 crore and cost recognised presentation and disclosure of leases for both parties
earlier). The same is presented as an exceptional to a contract i.e., the lessee and the lessor. Ind AS
item in the financial results for the quarter and year 116 introduces a single lessee accounting model and
ended March 31, 2019. The Management based on its requires a lessee to recognise assets and liabilities
assessment of ongoing activities, is of the view that for all leases with a term of more than twelve months,
project costs amounting to ` 562.89 crore incurred by unless the underlying asset is of low value. Currently,
the Company towards the LNG Project is considered operating lease expenses are charged to the statement
fully recoverable. of Profit & Loss.The Standard also contains enhanced
disclosure requirements for lessees.
39 During the year ended March 31, 2017, the Board of
Directors of APSEZL (hereinafter referred as "the Ind AS 116 substantially carries forward the lessor
Transferor Company") and The Adani Harbour Service accounting requirements in Ind AS 17. The effective
Private Limited (Formerly known as "TM Harbour date for adoption of Ind AS 116 is annual periods
Services Private Limited") (hereinafter referred beginning on or after April 1, 2019. The standard permits
as "the Transferee company" or "AHSPL"), a wholly two possible methods of transition:- Full retrospective –
owned subsidiary of the Company had approved a Retrospectively to each prior period presented applying
Scheme of Arrangement (“the Scheme”) between the Ind AS 8 Accounting Policies, Changes in Accounting
Transferor Company and the Transferee Company. After Estimates and Errors Modified retrospective –
necessary approvals from the relevant stakeholders of Retrospectively, with the cumulative effect of initially
both the companies, the Scheme was sanctioned by applying the Standard recognised at the date of initial
National Company Law Tribunal ("NCLT") at Ahmedabad application. Under modified retrospective approach,
vide its order dated August 18, 2017. Pursuant to the the lessee records the lease liability as the present
Scheme, the Marine Business Undertaking ("Demerged value of the remaining lease payments, discounted at
Business") of the Transferor Company was transferred the incremental borrowing rate and the right of use
on slump sale basis to the Transferee Company with asset either as:- Its carrying amount as if the standard
appointed date of April 01, 2016. The Scheme became had been applied since the commencement date, but
operative from August 23, 2017 upon filing of certified discounted at lessee’s incremental borrowing rate
copy of the order of the NCLT, Ahmedabad with the at the date of initial application or an amount equal
Registrar of Companies. to the lease liability, adjusted by the amount of any
prepaid or accrued lease payments related to that lease

The Company has accounted for the transaction
recognised under Ind AS 17 immediately before the date
in accordance with the accounting treatment
of initial application. Certain practical expedients are
prescribed in the Scheme as approved by the NCLT,
available under both the methods.
Ahmedabad whereby the net assets of the Marine
Business Undertaking amounting to ` 397.18 crore of On completion of evaluation of the effect of adoption
the Transferor Company as at April 1, 2016, being the of Ind AS 116, the Company is proposing to use the
appointed date, have been transferred to the transferee ‘Modified Retrospective Approach’ for transitioning to
company for a consideration of ` 200 crore. The Ind AS 116. Accordingly, comparatives for the year ended
shortage of the amount received as consideration and March 31, 2019 will not be retrospectively adjusted.
the net assets i.e. ` 197.18 crore, as at the appointed The Company has elected certain available practical
date is adjusted to the balance of retained earnings. expedients on transition.
Furthermore, pursuant to the demerger, the financial Ind AS 12 Appendix C, Uncertainty over Income Tax
results of the Marine business undertaking w.e.f the Treatments : On March 30, 2019, Ministry of Corporate
appointed date till March 31, 2017 stands transferred Affairs has notified Ind AS 12 Appendix C, Uncertainty
to the transferee company and consequently over Income Tax Treatments which is to be applied while
` 514.51 crore is presented as an adjustment to the performing the determination of taxable profit (or loss),
retained earnings for the financial year ended March tax bases, unused tax losses, unused tax credits and
31, 2018. tax rates, when there is uncertainty over income tax
treatments under Ind AS 12. According to the appendix,
40 Standards issued but not effective
companies need to determine the probability of the
Ind AS 116 Leases: On March 30, 2019, Ministry of relevant tax authority accepting each tax treatment, or
Corporate Affairs has notified Ind AS 116, Leases. Ind AS group of tax treatments, that the companies have used
116 will replace the existing leases Standard, Ind AS 17 or plan to use in their income tax filing which has to be
Leases, and related Interpretations. The Standard sets considered to compute the most likely amount or the
out the principles for the recognition, measurement, expected value of the tax treatment when determining

190
 Annual Report 2018-19

Notes to the Standalone Financial Statements

Corporate Overview
for the year ended March 31, 2019

taxable profit (tax loss), tax bases, unused tax losses, The Company is currently evaluating the effect
unused tax credits and tax rates. The standard permits of this amendment on the standalone financial
two possible methods of transition - i) Full retrospective statements.
approach – Under this approach, Appendix C will be
Amendment to Ind AS 19 – plan amendment,
applied retrospectively to each prior reporting period

Statutory Reports
curtailment or settlement- On March 30, 2019,
presented in accordance with Ind AS 8 – Accounting
Ministry of Corporate Affairs issued amendments
Policies, Changes in Accounting Estimates and Errors,
to Ind AS 19, ‘Employee Benefits’, in connection with
without using hindsight and ii) Retrospectively with
accounting for plan amendments, curtailments and
cumulative effect of initially applying Appendix C
settlements. The amendments require an entity:-
recognised by adjusting equity on initial application,
to use updated assumptions to determine current
without adjusting comparatives. The effective date
service cost and net interest for the remainder of
for adoption of Ind AS 12 Appendix C is annual periods
the period after a plan amendment, curtailment or
beginning on or after April 1, 2019. The Company will
settlement; and to recognise in profit or loss as part
adopt the standard on April 1, 2019 and has decided

Financial Statements
of past service cost, or a gain or loss on settlement,
to adjust the cumulative effect in equity on the date
any reduction in a surplus, even if that surplus was
of initial application i.e. April 1, 2019 if any without
not previously recognised because of the impact of
adjusting comparatives. The effect on adoption of Ind AS
the asset ceiling. Effective date for application of this
12 Appendix C would be insignificant in the standalone
amendment is annual period beginning on or after
financial statements.
April 1, 2019. The Company is currently evaluating the
Amendment to Ind AS 12 – Income taxes : On March 30, effect of this amendment on the standalone financial
2019, Ministry of Corporate Affairs issued amendments statements.
to the guidance in Ind AS 12, ‘Income Taxes’, in
41 Event occurred after the Balance Sheet Date
connection with accounting for dividend distribution
taxes. The amendment clarifies that an entity shall Under APSEZ dividend policy, a percentage of profit
recognise the income tax consequences of dividends are paid out as dividend. As part of the policy, this year
in profit or loss, other comprehensive income or APSEZ will be paying a combination of dividend and
equity according to where the entity originally buy-back of shares to the shareholders, which will be
recognised those past transactions or events. announced by 4th June, 2019. This amount (Dividend
Effective date for application of this amendment + Share buy-back) is expected to exceed the regular
is annual period beginning on or after April 1, 2019. dividend pay-out.

For and on behalf of the Board of Directors

Gautam S. Adani Rajesh S. Adani

Chairman and Managing Director Director
DIN : 00006273 DIN : 00006322

Karan Adani Deepak Maheshwari

Wholetime Director and CEO Chief Financial Officer
DIN: 03088095

Kamlesh Bhagia
Company Secretary

Place : Ahmedabad
Date : May 27, 2019

191
Adani Ports and Special Economic Zone Limited

Independent Auditor’s Report

To Consolidated Financial Statements section of our report. We

The Members of are independent of the Group in accordance with the Code
Adani Ports and Special Economic Zone Limited of Ethics issued by the Institute of Chartered Accountants
of India (ICAI) together with the ethical requirements that
Report on the Audit of the Consolidated are relevant to our audit of the consolidated financial
Financial Statements statements under the provisions of the Act and the Rules
made thereunder, and we have fulfilled our other ethical
Opinion
responsibilities in accordance with these requirements
We have audited the accompanying consolidated financial and the ICAI’s Code of Ethics. We believe that the audit
statements of Adani Ports and Special Economic Zone evidence obtained by us and the audit evidence obtained
Limited (”the Parent”) and its subsidiaries, (the Parent and by other auditors in terms of their reports referred to in the
its subsidiaries together referred to as “the Group”) which sub-paragraphs (a) and (b) of the Other Matters section
includes the Group’s share of loss in its joint ventures, which below, is sufficient and appropriate to provide a basis for our
comprise the Consolidated Balance Sheet as at March 31, audit opinion on the consolidated financial statements.
2019, and the Consolidated Statement of Profit and Loss
Emphasis of Matter
(including Other Comprehensive Income), the Consolidated
Statement of Changes in Equity and the Consolidated We draw attention to:
Statement of Cash Flows for the year then ended, and
(i) Note 39 to the consolidated financial statements,
a summary of significant accounting policies and other
which describes the management’s assessment
explanatory information.
for recoverability of the project cost incurred by
In our opinion and to the best of our information and Parent, pending execution of definitive agreements
according to the explanations given to us, and based on between the parties.
the consideration of reports of other auditors on separate
(ii) Note 40(b) to the consolidated financial statements
financial statements of subsidiaries and joint venture
which describes the key sources of estimation
referred to in the Other Matters section below, the aforesaid
uncertainties as at March 31, 2019 relating to the
consolidated financial statements give the information
recoverability of the carrying amount of property,
required by the Companies Act, 2013 (“the Act”) in the manner
plant and equipment and intangible assets amounting
so required and give a true and fair view in conformity with
to ` 355.41 crore in case of Adani Murmugao Port
the Indian Accounting Standards prescribed under section
Terminal Private Limited and ` 834.20 crore in
133 of the Act read with the Companies (Indian Accounting
case of Adani Kandla Bulk Terminal Private Limited,
Standards) Rules, 2015, as amended (‘Ind AS’), and other
subsidiaries of the Parent.
accounting principles generally accepted in India, of the
consolidated state of affairs of the Group as at March 31, Our report is not modified in respect of these matters.
2019, and their consolidated profit, their consolidated
Key Audit Matters
total comprehensive income, their consolidated cash flows
and their consolidated changes in equity for the year Key audit matters are those matters that, in our professional
ended on that date. judgment, were of most significance in our audit of the
consolidated financial statements of the current period.
Basis for Opinion
These matters were addressed in the context of our audit
We conducted our audit of the consolidated financial of the consolidated financial statements as a whole, and
statements in accordance with the Standards on Auditing in forming our opinion thereon, and we do not provide a
specified under section 143 (10) of the Act (SAs). Our separate opinion on these matters. We have determined the
responsibilities under those Standards are further matters described below to be the key audit matters to be
described in the Auditor’s Responsibility for the Audit of the communicated in our report.

Goodwill — Dhamra Port Company Limited [“Dhamra port”] — Refer to Note 42 to the consolidated
financial statements
Key Audit Matter Description
The Company’s evaluation of goodwill for impairment involves the comparison of the recoverable value of cash-generating
unit to its carrying value. The Company used the discounted cash flow model to estimate recoverable value, which requires
management to make significant estimates and assumptions related to forecasts of future revenues and operating margins,
and discount rates. Changes in these assumptions could have a significant impact on either the recoverable value, the
amount of any goodwill impairment charge, or both.
The goodwill balance was ` 2,559.31 Crore as of March 31, 2019 is pertaining to Dhamra Port. The recoverable value of
Dhamra Port exceeded its carrying value as of the measurement date and, therefore, no impairment was recognised.

192
 Annual Report 2018-19

Corporate Overview
We focused on this area as Key Audit Matter due to the size/materiality of the goodwill balance, and because the Group’s
assessment of the ‘value in use’ of the cash generating unit involves judgements about the future results of the business and
the discount rates applied to future cash flow forecasts.
How the Key Audit Matter Was Addressed in the Audit
Our audit procedures related to forecasts of future revenue, operating margins and cash flows and selection of the discount
rate for impairment assessment of goodwill related to Dhamra Port included the following :
• We tested the Design, Implementation and Operating effectiveness of controls over impairment assessment process,
including those over the forecasts of future revenue, operating margins and cash flows including selection of the
discount rate.
• We evaluated the reasonableness of management’s revenue and operating margin forecasts by comparing the forecasts to:

Statutory Reports
• Historical revenues and operating margins.
• Internal communications to management and the Board of Directors.
• With the assistance of our fair value specialists, we evaluated the reasonableness of the (1) valuation methodology and
(2) discount rate by:
• Testing the source information underlying the determination of the discount rate and the mathematical accuracy of
the calculation.
• Developing a range of independent estimates and comparing those to the discount rate selected by management.
Property, plant and Equipment & Intangible assets for Service Concession Arrangement — Refer to

Financial Statements
Note 40(b) to the consolidated financial statements
Key Audit Matter Description
The Group has entered into Service Concession Arrangement (“SCAs”) for its port facilities at Kandla and Goa. The cost of
infrastructure facilities forming part of the SCAs are classified as Intangible assets along with certain tangible assets. As of
March 31, 2019, the aggregate carrying value of these assets is ` 1,189.61 Crore.
The Company’s evaluation of impairment of these assets involves the comparison of recoverable value of each cash-generating
unit to its corresponding carrying value. The Company used the discounted cash flow model to estimate recoverable
value, which requires management to make significant estimates and assumptions related to forecasts of future revenues
and operating margins, and discount rates. Changes in these assumptions could have a significant impact on either the
recoverable value, the amount of any impairment charge, or both.
We focused on this area as Key Audit Matter due to the size/materiality of the balance of assets under the SCA and because
the Group’s assessment of the ‘value in use’ of the cash generating unit involves judgements about the future results of the
business and the discount rates applied to future cash flow forecasts.
How the Key Audit Matter Was Addressed in the Audit
Our audit procedures related to forecasts of future revenue and operating margin and selection of the discount rate for
these SCAs included the following, among others:
• We tested the Design, Implementation and Operating effectiveness of controls over impairment assessment process,
including those over the forecasts of future revenue and operating margin, and the selection of the discount rate.
• We evaluated the reasonableness of management’s revenue and operating margin forecasts by comparing the forecasts to:
• Historical revenues and operating margins.
• Internal communications to management and the Board of Directors.
• With the assistance of our fair value specialists, we evaluated the reasonableness of the (1) valuation methodology and
(2) discount rate by:
• Testing the source information underlying the determination of the discount rate and the mathematical accuracy of
the calculation.
• Developing a range of independent estimates and comparing those to the discount rate selected by management.

193
Adani Ports and Special Economic Zone Limited

Business Combinations — Marine Infrastructure Developers Private Limited (“MIDPL”) & Adani Agri
Logistics Companies (“AALL”) — Refer to Note 37(i) to the consolidated financial statements]
Key Audit Matter Description
During the year, the Group has acquired the businesses of MIDPL and AALL for a consideration of ` 1,950 Crore and ` 945.70
Crore respectively. The Group accounted for the acquisitions under the acquisition method of accounting for business
combinations. Accordingly, the purchase price was allocated to the assets acquired and liabilities (including contingent
liabilities, if any) assumed based on their fair values on their respective acquisition dates.
The determination of such fair values for the purpose of purchase price allocation was considered to be a key focus area of our
audit as the fair valuation process involves judgments and estimates such as appropriateness of the valuation methodology
applied and the discount rates applied to future cash flow forecasts.
How the Key Audit Matter Was Addressed in the Audit
Our audit procedures related to the reasonability of the fair values assigned to assets acquired and liabilities assumed
included the following :
• We tested the Design, Implementation and Operating effectiveness of controls over the purchase price allocation process
• With the assistance of our fair value specialists, we evaluated (1) the appropriateness of the valuation methodologies for
identified intangibles and (2) reasonableness of the valuation assumptions viz. discount rate / contributory asset charge,
as applicable discount rate, including testing the source information underlying the determination of the discount rate,
testing the mathematical accuracy of the calculation, and developing a range of independent estimates and comparing
those to the discount rate selected by independent valuers and relied upon by the management.
• We evaluated the competencies, capabilities and objectivity of the independent valuers engaged by the Company’s
management for value analysis of tangible and intangible assets.
Recoverability of project asset cost — Refer to Note 39 to the consolidated financial statements
Key Audit Matter Description
The group’s assets include project inventories of ` 562.89 crore towards construction of project facilities as referred to in
a preliminary agreement entered into by the Parent with one of its customers. Pending definitive agreement between the
parties, the assessment of recoverability of the project assets involved judgement and hence considered a key audit matter.
How the Key Audit Matter Was Addressed in the Audit
Our audit procedures related to the assessment of recoverability of aforesaid balances included the following:
• We tested key controls over the management judgments and the assumptions-setting processes including judgments
regarding expected realisation date and value
• Assessing the underlying preliminary agreement, project progress reports, the reports of the committee set up by the
customer to facilitate the execution of definitive agreements with the Company and various communications between
the Company and the customer, which indicate that considerable progress has been made towards signing of the
definitive agreements.

Information Other than the Financial Statements or otherwise appears to be materially misstated. Other
and Auditor’s Report Thereon information so far as it relates to subsidiaries and joint
venture, is traced from their financial statements audited
• The Parent’s Board of Directors is responsible for the
by the other auditors.
other information. The other information comprises the
information included in the Director’s report of even • If, based on the work we have performed, we conclude that
date and annexures thereof, but does not include the there is a material misstatement of this other information,
consolidated financial statements, standalone financial we are required to report that fact. We have nothing to
statements and our auditor’s report thereon. report in this regard.
• Our opinion on the consolidated financial statements does Management’s Responsibility for the Consolidated
not cover the other information and we do not express any Financial Statements
form of assurance conclusion thereon.
The Parent’s Board of Directors is responsible for the
• In connection with our audit of the consolidated financial matters stated in section 134(5) of the Act with respect to
statements, our responsibility is to read the other the preparation of these consolidated financial statements
information, compare with the financial statements of that give a true and fair view of the consolidated financial
the subsidiaries and joint venture audited by the other position, consolidated financial performance including
auditors, to the extent it relates to these entities and, in other comprehensive income, consolidated cash flows and
doing so, place reliance on the work of the other auditors consolidated changes in equity of the Group including
and consider whether the other information is materially its joint ventures in accordance with the Ind AS and other
inconsistent with the consolidated financial statements accounting principles generally accepted in India. The
or our knowledge obtained during the course of our audit respective Board of Directors of the companies included

194
 Annual Report 2018-19

Corporate Overview
in the Group and of its joint ventures are responsible for • Obtain an understanding of internal financial control
maintenance of adequate accounting records in accordance relevant to the audit in order to design audit procedures
with the provisions of the Act for safeguarding the assets that are appropriate in the circumstances. Under section
of the Group and its joint ventures and for preventing and 143(3)(i) of the Act, we are also responsible for expressing
detecting frauds and other irregularities; selection and our opinion on whether the Parent has adequate internal
application of appropriate accounting policies; making financial controls system in place and the operating
judgments and estimates that are reasonable and prudent; effectiveness of such controls.
and design, implementation and maintenance of adequate
• Evaluate the appropriateness of accounting policies used
internal financial controls, that were operating effectively for
and the reasonableness of accounting estimates and
ensuring the accuracy and completeness of the accounting
related disclosures made by the management.

Statutory Reports
records, relevant to the preparation and presentation of the
consolidated financial statements that give a true and fair • Conclude on the appropriateness of management’s use of
view and are free from material misstatement, whether due the going concern basis of accounting and, based on the
to fraud or error, which have been used for the purpose of audit evidence obtained, whether a material uncertainty
preparation of the consolidated financial statements by the exists related to events or conditions that may cast
Directors of the Parent, as aforesaid. significant doubt on the ability of the Group and its joint
ventures to continue as a going concern. If we conclude
In preparing the consolidated financial statements, the
that a material uncertainty exists, we are required to draw
respective Board of Directors of the companies included
attention in our auditor’s report to the related disclosures
in the Group (and of its joint ventures) are responsible for

Financial Statements
in the consolidated financial statements or, if such
assessing the ability of the Group (and of its joint ventures)
disclosures are inadequate, to modify our opinion. Our
to continue as a going concern, disclosing, as applicable,
conclusions are based on the audit evidence obtained up
matters related to going concern and using the going
to the date of our auditor’s report. However, future events
concern basis of accounting unless the management either
or conditions may cause the Group and its joint ventures
intends to liquidate or cease operations, or has no realistic
to cease to continue as a going concern.
alternative but to do so.
• Evaluate the overall presentation, structure and content
The respective Board of Directors of the companies included
of the consolidated financial statements, including the
in the Group and of its joint ventures are also responsible for
disclosures, and whether the consolidated financial
overseeing the financial reporting process of the Group and
statements represent the underlying transactions and
of its joint ventures.
events in a manner that achieves fair presentation.
Auditor’s Responsibility for the Audit of the
• Obtain sufficient appropriate audit evidence regarding the
Consolidated Financial Statements
financial information of the entities or business activities
Our objectives are to obtain reasonable assurance about within the Group and its joint ventures to express an
whether the consolidated financial statements as a whole opinion on the consolidated financial statements. We are
are free from material misstatement, whether due to fraud responsible for the direction, supervision and performance
or error, and to issue an auditor’s report that includes our of the audit of the financial statements of such entities or
opinion. Reasonable assurance is a high level of assurance, business activities included in the consolidated financial
but is not a guarantee that an audit conducted in accordance statements of which we are the independent auditors.
with SAs will always detect a material misstatement when it For the other entities or business activities included in
exists. Misstatements can arise from fraud or error and are the consolidated financial statements, which have been
considered material if, individually or in the aggregate, they audited by the other auditors, such other auditors remain
could reasonably be expected to influence the economic responsible for the direction, supervision and performance
decisions of users taken on the basis of these consolidated of the audits carried out by them. We remain solely
financial statements. responsible for our audit opinion.
As part of an audit in accordance with SAs, we exercise Materiality is the magnitude of misstatements in the
professional judgment and maintain professional skepticism consolidated financial statements that, individually or in
throughout the audit. We also: aggregate, makes it probable that the economic decisions
of a reasonably knowledgeable user of the consolidated
• Identify and assess the risks of material misstatement of the
financial statements may be influenced. We consider
consolidated financial statements, whether due to fraud
quantitative materiality and qualitative factors in (i) planning
or error, design and perform audit procedures responsive
the scope of our audit work and in evaluating the results of
to those risks, and obtain audit evidence that is sufficient
our work; and (ii) to evaluate the effect of any identified
and appropriate to provide a basis for our opinion. The
misstatements in the consolidated financial statements.
risk of not detecting a material misstatement resulting
from fraud is higher than for one resulting from error, as We communicate with those charged with governance of the
fraud may involve collusion, forgery, intentional omissions, Parent and such other entities included in the consolidated
misrepresentations, or the override of internal control. financial statements of which we are the independent
auditors regarding, among other matters, the planned

195
Adani Ports and Special Economic Zone Limited

scope and timing of the audit and significant audit findings, balances and affairs of such subsidiaries located outside
including any significant deficiencies in internal control that India is based on the report of other auditors and the
we identify during our audit. conversion adjustments prepared by the management
of the Company and audited by us.
We also provide those charged with governance with a
statement that we have complied with relevant ethical (b) We did not audit the financial information of one
requirements regarding independence, and to communicate subsidiary, whose financial information reflect total
with them all relationships and other matters that may assets of ` Nil as at March 31, 2019, total revenues
reasonably be thought to bear on our independence, and of ` Nil and net cash inflows amounting to ` Nil for
where applicable, related safeguards. the year ended on that date, as considered in the
consolidated financial statements. This financial
From the matters communicated with those charged with
information are unaudited and have been furnished
governance, we determine those matters that were of
to us by the Management and our opinion on the
most significance in the audit of the consolidated financial
consolidated financial statements, in so far as it relates
statements of the current period and are therefore the key
to the amounts and disclosures included in respect
audit matters. We describe these matters in our auditor’s
of this subsidiary, is based solely on such unaudited
report unless law or regulation precludes public disclosure
financial information. In our opinion and according
about the matter or when, in extremely rare circumstances,
to the information and explanations given to us by
we determine that a matter should not be communicated
the Management, this financial information are not
in our report because the adverse consequences of doing
material to the Group.
so would reasonably be expected to outweigh the public
interest benefits of such communication. Our opinion on the consolidated financial statements
above and our report on Other Legal and Regulatory
Other Matters
Requirements below, is not modified in respect of the
(a) We did not audit the financial statements of 51 above matters with respect to our reliance on the work
subsidiaries, whose financial statements reflect total done and the reports of the other auditors and the
assets of ` 17,222.70 crore as at March 31, 2019, total financial information certified by the Management.
revenues of ` 3,708.93 crore and net cash inflows
Report on Other Legal and Regulatory
amounting to ` 1,446.68 crore for the year ended on
Requirements
that date, as considered in the consolidated financial
statements. The consolidated financial statements 1. As required by Section 143(3) of the Act, based on our
also include the Group’s share of net loss of ` 100.69 audit and on the consideration of the reports of the
crore for the year ended March 31, 2019, as considered other auditors on the separate financial statements
in the consolidated financial statements, in respect of of the subsidiaries and joint venture referred to in the
one joint venture, whose financial statements have not Other Matters section above we report, to the extent
been audited by us. These financial statements have applicable that:
been audited by other auditors whose reports have been
a) We have sought and obtained all the information
furnished to us by the Management and our opinion
and explanations which to the best of our
on the consolidated financial statements, in so far as
knowledge and belief were necessary for the
it relates to the amounts and disclosures included in
purposes of our audit of the aforesaid consolidated
respect of these subsidiaries, and joint venture, and our
financial statements.
report in terms of subsection (3) of Section 143 of the
Act, in so far as it relates to the aforesaid subsidiaries, b) In our opinion, proper books of account as required
and joint venture is based solely on the reports of the by law relating to preparation of the aforesaid
other auditors. consolidated financial statements have been kept
so far as it appears from our examination of those

Certain of these subsidiaries are located outside
books and the reports of the other auditors.
India whose financial statements and other financial
information have been prepared in accordance with c) The Consolidated Balance Sheet, the Consolidated
accounting principles generally accepted in their Statement of Profit and Loss including Other
respective countries and which have been audited Comprehensive Income, the Consolidated
by other auditors under generally accepted auditing Statement of Cash Flows and the Consolidated
standards applicable in their respective countries. Statement of Changes in Equity dealt with by this
The Company’s management has converted the Report are in agreement with the relevant books of
financial statements of such subsidiaries located account maintained for the purpose of preparation
outside India from accounting principles generally of the consolidated financial statements.
accepted in their respective countries to accounting
d) In our opinion, the aforesaid consolidated financial
principles generally accepted in India. We have audited
statements comply with the Ind AS specified under
these conversion adjustments made by the Company’s
Section 133 of the Act.
management. Our opinion in so far as it relates to the

196
 Annual Report 2018-19

Corporate Overview
e) 
On the basis of the written representations h) With respect to the other matters to be included
received from the directors of the Parent as on in the Auditor’s Report in accordance with Rule
March 31, 2019 taken on record by the Board of 11 of the Companies (Audit and Auditors) Rules,
Directors of the Company and the reports of the 2014,as amended in our opinion and to the
statutory auditors of its subsidiary companies and best of our information and according to the
joint ventures companies incorporated in India, explanations given to us:
none of the directors of the Group companies
i) The consolidated financial statements
and joint ventures companies incorporated in
disclose the impact of pending litigations
India is disqualified as on March 31, 2019 from
on the consolidated financial position of the
being appointed as a director in terms of Section
Group, its joint ventures ;

Statutory Reports
164(2) of the Act.
ii) Provision has been made in the consolidated
f) 
With respect to the adequacy of the internal
financial statements, as required under the
financial controls over financial reporting and the
applicable law or accounting standards, for
operating effectiveness of such controls, refer
material foreseeable losses, if any, on long-term
to our separate Report in “Annexure A” which
contracts including derivative contracts;
is based on the auditors’ reports of the Parent,
subsidiary companies and joint venture companies iii) 
There has been no delay in transferring
incorporated in India. Our report expresses an amounts, required to be transferred, to the
unmodified opinion on the adequacy and operating Investor Education and Protection Fund by

Financial Statements
effectiveness of internal financial controls over the Parent and its subsidiary companies and
financial reporting of those companies. joint venture companies incorporated in India.
g) With respect to the other matters to be included For DELOITTE HASKINS & SELLS LLP
in the Auditor’s Report in accordance with the Chartered Accountants
requirements of section 197(16) of the Act, as (Firm’s Registration No. 117366W/W-100018)
amended, In our opinion and to the best of our
Kartikeya Raval
information and according to the explanations
Partner
given to us, the remuneration paid by the Parent to Ahmedabad, May 27, 2019 (Membership No. 106189)
its directors during the year is in accordance with
the provisions of section 197 of the Act.

197
Adani Ports and Special Economic Zone Limited

Annexure “A” to the Independent Auditor’s Report

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

Our audit involves performing procedures to obtain audit

Report on the Internal Financial Controls Over
evidence about the adequacy of the internal financial
Financial Reporting under Clause (i) of Sub-
controls system over financial reporting and their operating
section 3 of Section 143 of the Companies Act,
effectiveness. Our audit of internal financial controls over
2013 (“the Act”)
financial reporting included obtaining an understanding of
In conjunction with our audit of the consolidated Ind AS internal financial controls over financial reporting, assessing
financial statements of the Company as of and for the year the risk that a material weakness exists, and testing and
ended March 31, 2019, we have audited the internal financial evaluating the design and operating effectiveness of
controls over financial reporting of Adani Ports and Special internal control based on the assessed risk. The procedures
Economic Zone Limited (hereinafter referred to as “Parent”), selected depend on the auditor’s judgement, including the
its subsidiary companies and joint ventures, which are assessment of the risks of material misstatement of the
companies incorporated in India, as of that date. financial statements, whether due to fraud or error.
Management’s Responsibility for Internal We believe that the audit evidence we have obtained and the
Financial Controls audit evidence obtained by other auditors of the subsidiary
companies and joint venture, which are companies
The respective Board of Directors of the Parent, its subsidiary
incorporated in India, in terms of their reports referred to
companies and joint ventures, which are companies
in the Other Matters paragraph below, is sufficient and
incorporated in India, are responsible for establishing and
appropriate to provide a basis for our audit opinion on the
maintaining internal financial controls based on the internal
internal financial controls system over financial reporting of
control over financial reporting criteria established by the
the Parent, its subsidiary companies and its joint ventures,
respective Companies considering the essential components
which are companies incorporated in India.
of internal control stated in the Guidance Note on Audit of
Internal Financial Controls Over Financial Reporting issued Meaning of Internal Financial Controls Over
by the Institute of Chartered Accountants of India (ICAI). Financial Reporting
These responsibilities include the design, implementation
A company's internal financial control over financial reporting
and maintenance of adequate internal financial controls
is a process designed to provide reasonable assurance
that were operating effectively for ensuring the orderly and
regarding the reliability of financial reporting and the
efficient conduct of its business, including adherence to
preparation of financial statements for external purposes in
the respective company’s policies, the safeguarding of its
accordance with generally accepted accounting principles.
assets, the prevention and detection of frauds and errors,
A company's internal financial control over financial
the accuracy and completeness of the accounting records,
reporting includes those policies and procedures that (1)
and the timely preparation of reliable financial information,
pertain to the maintenance of records that, in reasonable
as required under the Companies Act, 2013.
detail, accurately and fairly reflect the transactions and
Auditor’s Responsibility dispositions of the assets of the company; (2) provide
reasonable assurance that transactions are recorded as
Our responsibility is to express an opinion on the internal
necessary to permit preparation of financial statements in
financial controls over financial reporting of the Parent,
accordance with generally accepted accounting principles,
its subsidiary companies and its joint ventures, which are
and that receipts and expenditures of the company are
companies incorporated in India, based on our audit. We
being made only in accordance with authorisations of
conducted our audit in accordance with the Guidance
management and directors of the company; and (3) provide
Note on Audit of Internal Financial Controls Over Financial
reasonable assurance regarding prevention or timely
Reporting (the “Guidance Note”) issued by the Institute
detection of unauthorised acquisition, use, or disposition of
of Chartered Accountants of India and the Standards on
the company's assets that could have a material effect on
Auditing, prescribed under Section 143(10) of the Companies
the financial statements.
Act, 2013, to the extent applicable to an audit of internal
financial controls. Those Standards and the Guidance Note Inherent Limitations of Internal Financial Controls
require that we comply with ethical requirements and plan Over Financial Reporting
and perform the audit to obtain reasonable assurance about
Because of the inherent limitations of internal financial
whether adequate internal financial controls over financial
controls over financial reporting, including the possibility
reporting was established and maintained and if such
of collusion or improper management override of controls,
controls operated effectively in all material respects.
material misstatements due to error or fraud may occur and

198
 Annual Report 2018-19

Corporate Overview
not be detected. Also, projections of any evaluation of the stated in the Guidance Note on Audit of Internal Financial
internal financial controls over financial reporting to future Controls Over Financial Reporting issued by the Institute of
periods are subject to the risk that the internal financial Chartered Accountants of India.
control over financial reporting may become inadequate
Other Matters
because of changes in conditions, or that the degree of
compliance with the policies or procedures may deteriorate. Our aforesaid report under Section 143(3)(i) of the Act on
the adequacy and operating effectiveness of the internal
Opinion
financial controls over financial reporting insofar as it relates
In our opinion to the best of our information and according to to 45 subsidiary companies and one joint venture, which
the explanations given to us and based on the consideration are companies incorporated in India, is based solely on the

Statutory Reports
of the reports of the other auditors referred to in the corresponding reports of the auditors of such companies
Other Matters paragraph below, the Parent, its subsidiary incorporated in India.
companies and joint ventures, which are companies
Our opinion is not modified in respect of the above matter.
incorporated in India, have, in all material respects, an
adequate internal financial controls system over financial For DELOITTE HASKINS & SELLS LLP
reporting and such internal financial controls over financial Chartered Accountants
reporting were operating effectively as at March 31, 2019, (Firm’s Registration No. 117366W/W-100018)
based on the criteria for internal financial control over
Kartikeya Raval
financial reporting established by the respective companies
Partner

Financial Statements
considering the essential components of internal control Ahmedabad, May 27, 2019 (Membership No. 106189)

199
Adani Ports and Special Economic Zone Limited

Consolidated Balance Sheet

as at March 31, 2019

` in Crore
As at As at
Particulars Notes
March 31, 2019 March 31, 2018
ASSETS
Non-Current Assets
Property, Plant and Equipment 3 22,780.93 18,444.06
Capital Work-in-Progress 4,483.48 4,545.46
Goodwill 3 3,267.93 2,667.13
Other Intangible Assets 3 2,072.56 1,558.82
Investments accounted using Equity Method 4 3.00 -
Financial Assets
Investments 4 265.49 559.14
Trade Receivables 5 - 2.14
Loans 6 - 2.80
Loans to Joint Venture Entities 6 1,219.54 1,193.06
Other Financial Assets 7 4,346.73 1,490.83
Deferred Tax Assets (net) 26 1,028.38 1,310.54
Other Non-Current Assets 8 2,428.28 1,314.24
41,896.32 33,088.22
Current Assets
Inventories 9 806.68 520.29
Financial Assets
Investments 10 513.81 519.78
Trade Receivables 5 2,431.91 3,537.91
Customers' Bills Discounted 357.75 772.00
Cash and Cash Equivalents 11 4,798.19 823.48
Bank Balances other than above 11 1,169.11 2,144.07
Loans 6 1,278.11 1,484.58
Loans to Joint Venture Entities 6 269.50 20.31
Other Financial Assets 7 2,153.20 1,258.35
Advance paid for Acquisition - 1,825.00
Other Current Assets 8 852.88 1,381.13
14,631.14 14,286.90
Total Assets 56,527.46 47,375.12
EQUITY AND LIABILITIES
Equity
Equity Share Capital 12 414.19 414.19
Other Equity 13 24,124.01 20,654.64
Total Equity attributable to Equity holders of the parent 24,538.20 21,068.83
Non-Controlling Interests 209.94 149.56
Total Equity 24,748.14 21,218.39
Liabilities
Non-Current Liabilities
Financial Liabilities
Borrowings 14 19,883.32 20,628.97
Other Financial Liabilities 15 166.05 144.44
Provisions 19 3.90 4.22
Deferred Tax Liabilities (net) 26 216.03 142.40
Other Non-Current Liabilities 16 1,158.33 1,227.74
21,427.63 22,147.77
Current Liabilities
Financial Liabilities
Borrowings 17 6,188.12 1.17
Customers' Bills Discounted 17 357.75 772.00
Trade and Other Payables 18
- total outstanding dues of micro enterprises and small enterprises 2.07 0.07
- total outstanding dues of creditors other than micro enterprises and small enterprises 570.00 489.66
Other Financial Liabilities 15 2,541.67 2,058.40
Provisions 19 99.25 98.22
Liabilities for Current Tax (net) 26 28.56 128.62
Other Current Liabilities 16 564.27 460.82
10,351.69 4,008.96
Total Liabilities 31,779.32 26,156.73
Total Equity and Liabilities 56,527.46 47,375.12
The accompanying notes form an integral part of the consolidated financial statements.
As per our report of even date
For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants
Kartikeya Raval Gautam S. Adani Rajesh S. Adani
Partner Chairman and Managing Director Director
DIN : 00006273 DIN : 00006322
Karan Adani Deepak Maheshwari
Wholetime Director and CEO Chief Financial Officer
DIN: 03088095
Kamlesh Bhagia
Company Secretary
Place : Ahmedabad Place : Ahmedabad
Date : May 27, 2019 Date : May 27, 2019
200
 Annual Report 2018-19

Consolidated Statement of Profit and Loss

Corporate Overview
for the year ended March 31, 2019

` in Crore
For the year ended For the year ended
Particulars Notes
March 31, 2019 March 31, 2018
Income
Revenue from Operations 20 10,925.44 11,322.96

Statutory Reports
Other Income 21 1,362.34 1,010.93
Total Income 12,287.78 12,333.89
Expenses
Operating Expenses 22 2,760.80 3,231.83
Employee Benefits Expense 23 529.81 447.32
Depreciation and Amortisation Expense 3 1,373.48 1,188.37
Foreign Exchange Loss (net) 475.92 83.29
Finance Costs 24
Interest and Bank Charges 1,428.30 1,257.35
Derivative (Gain)/Loss (net) (43.11) 238.02
Other Expenses 25 567.35 498.40

Financial Statements
Total Expenses 7,092.55 6,944.58
Profit before share of profit from joint venture entities, exceptional items and tax 5,195.23 5,389.31
Exceptional items 39 & 40(a) (68.95) (155.18)
Profit before share of profit from joint venture entities and tax 5,126.28 5,234.13
Tax expense: 26
Current tax 1,057.60 1,546.39
Deferred tax 219.31 92.83
Less: Tax (credit) under Minimum Alternate Tax (MAT) (195.44) (95.04)
Total tax expense 1,081.47 1,544.18
Profit after tax and before share of profit from joint venture entities 4,044.81 3,689.95
Share of profit from joint venture entities (0.06) -
Profit for the Year (A) 4,044.75 3,689.95
Attributable to:
Equity holders of the parent 3,990.22 3,673.62
Non-controlling interests 54.53 16.33
Other Comprehensive Income
Items that will not be reclassified to profit or loss in subsequent periods
Re-measurement (losses)/gains on defined benefit plans (2.55) 0.87
Income tax impact 0.32 (0.28)
(2.23) 0.59
Net Gains on FVTOCI Equity Investments 23.25 11.74
Income tax impact (5.41) (1.74)
17.84 10.00
Items that will be reclassified to profit or loss in subsequent periods
Exchange difference on translation of foreign operations (0.20) (0.74)
(0.20) (0.74)
Total Other Comprehensive Income for the year (net of tax) (B) 15.41 9.85
Attributable to:
Equity holders of the parent 15.85 9.40
Non-controlling interests (0.44) 0.45
Total Comprehensive income for the year (net of tax) (A)+(B) 4,060.16 3,699.80
Attributable to:
Equity holders of the parent 4,006.07 3,683.02
Non-controlling interests 54.09 16.78
Earnings per Share - (Face value of ` 2 each) Basic and Diluted (in `) 27 19.27 17.74

The accompanying notes form an integral part of the consolidated financial statements.
As per our report of even date
For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants
Kartikeya Raval Gautam S. Adani Rajesh S. Adani
Partner Chairman and Managing Director Director
DIN : 00006273 DIN : 00006322
Karan Adani Deepak Maheshwari
Wholetime Director and CEO Chief Financial Officer
DIN: 03088095
Kamlesh Bhagia
Company Secretary
Place : Ahmedabad Place : Ahmedabad
Date : May 27, 2019 Date : May 27, 2019

201
202
Consolidated Statement of Changes in Equity
for the year ended March 31, 2019
` in crore
Attributable to equity holders of the parent
Other Equity
Other Comprehensive
Reserve & Surplus
Equity Income
Non-
Equity Component Foreign
Particulars controlling Total equity
share of Non Currency Total
Foreign Equity interest
capital Cumulative Monetary Debenture Tonnage
Securities General Retained Currency instrument
Redeemable item Redemption Tax
Premium Reserve Earnings Translation through
Preference Translation Reserve Reserve
Reserve OCI
shares Difference
Account
Balance as at April 1, 2017 414.19 165.88 2,535.70 (74.55) 476.21 3.30 2,141.55 11,722.42 0.73 140.55 17,525.98 139.24 17,665.22
Impact of Demerger (refer note 41) - - - - - - - 123.96 - - 123.96 - 123.96
Impact of Demerger on Non-controlling - - - - - - - 6.46 - - 6.46 (6.46) -
interest (refer note 41)
Profit for the year (A) - - - - - - - 3,673.62 - - 3,673.62 16.33 3,689.95
Other Comprehensive Income
Adani Ports and Special Economic Zone Limited

Re-measurement gains / (losses) on - - - - - - - 0.59 - - 0.59 - 0.59

defined benefit plans (net of tax)
Net Gains on FVTOCI Equity - - - - - - - - - 9.55 9.55 0.45 10.00
Investments (net of tax)
Exchange difference on translation of - - - - - - - (0.74) - (0.74) - (0.74)
foreign operations (D)
Total Comprehensive Income for the year - - - - - - - 3,674.21 (0.74) 9.55 3,683.02 16.78 3,699.80
(A+B+C+D)
Dividend on shares - - - - - - - (269.22) - - (269.22) - (269.22)
Dividend distribution tax (DDT) - - - - - - (54.81) - - (54.81) - (54.81)
Foreign exchange gain /(loss) during - - - (7.92) - - - - - - (7.92) - (7.92)
the year
Amortised in consolidated statement of - - - 45.34 - - - - - - 45.34 - 45.34
profit and loss
Transfer to General Reserve - - - - (119.32) - 119.32 - - - - - -
Share in Securities Premium of Joint - - 16.02 - - - - - - - 16.02 - 16.02
Venture
Transfer to Debenture Redemption Reserve - - - - 304.82 - - (304.82) - - - - -
Transfer to Tonnage Tax Reserve - - - - - 316.20 - (316.20) - - - - -
Balance as at March 31, 2018 414.19 165.88 2,551.72 (37.13) 661.71 319.50 2,260.87 14,582.00 (0.01) 150.10 21,068.83 149.56 21,218.39
 Consolidated Statement of Changes in Equity
for the year ended March 31, 2019
` in crore
Attributable to equity holders of the parent
Other Equity
Equity Other Comprehensive Total equity
Reserve & Surplus
Component Income
Non-
Equity of Non Foreign
Particulars controlling
share Cumulative Currency Total
Foreign Equity interest
capital Redeemable Securities Monetary Debenture Tonnage
General Retained Currency instrument
Preference Premium item Redemption Tax
Reserve Earnings Translation through
shares Translation Reserve Reserve
Reserve OCI
Difference
Account
Balance as at April 1, 2018 414.19 165.88 2,551.72 (37.13) 661.71 319.50 2,260.87 14,582.00 (0.01) 150.10 21,068.83 149.56 21,218.39
Profit for the year - - - - - - - 3,990.22 - - 3,990.22 54.53 4,044.75
Other Comprehensive Income
Re-measurement gains / (losses) on - - - - - - - (2.23) - - (2.23) - (2.23)
defined benefit plans (net of tax)
Net Gains on FVTOCI Equity - - - - - - - - - 18.28 18.28 (0.44) 17.84
Investments (net of tax)
Exchange difference on translation of - - - - - - - - (0.20) - (0.20) - (0.20)
foreign operations
Total Comprehensive Income for the year - - - - - - - 3,987.99 (0.20) 18.28 4,006.07 54.09 4,060.16
Dividend on shares - - - - - - - (414.19) - - (414.19) - (414.19)
Dividend distribution tax (DDT) (85.64) - - (85.64) - (85.64)
Dividend to Non-Controlling Interests (5.42) (5.42)
Foreign exchange gain/(loss) during the year - - - (153.47) - - - - - - (153.47) - (153.47)
Amortised in consolidated statement of - - - 119.53 - - - - - - 119.53 - 119.53
profit and loss
Transfer to General Reserve - - - - (315.00) - 315.00 - - - - - -
Others - - - - - - - (3.34) (3.34) (3.34)
Increase in Non-Controlling Interests on - - - - - - - - - - - 11.97 11.97
account of acquisition
Gain on increase in non controlling interest - - - - - - - 0.41 0.41 (0.41) -
Increase in share capital of non controlling - - - - - - - - - 0.15 0.15
interest
Transfer to Debenture Redemption Reserve - - - - 167.33 - - (167.33) - - - - -
Transfer from/to Tonnage Tax Reserve - - - - - 210.32 - (210.32) - - - - -
Balance as at March 31, 2019 414.19 165.88 2,551.72 (71.07) 514.04 529.82 2,575.87 17,689.58 (0.21) 168.38 24,538.20 209.94 24,748.14
The accompanying notes form an integral part of the consolidated financial statements.
As per our report of even date
For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants
Kartikeya Raval Gautam S. Adani Rajesh S. Adani
Partner Chairman and Managing Director Director
DIN : 00006273 DIN : 00006322
Karan Adani Deepak Maheshwari
Wholetime Director and CEO Chief Financial Officer
DIN: 03088095
Kamlesh Bhagia
Company Secretary
Place : Ahmedabad Place : Ahmedabad

203
Annual Report 2018-19

Date : May 27, 2019 Date : May 27, 2019

Financial Statements Statutory Reports Corporate Overview

Adani Ports and Special Economic Zone Limited

Consolidated Statement of Cash flows

for the year ended March 31, 2019

` In Crore
For the year ended For the year ended
Particulars
March 31, 2019 March 31, 2018
A Cash Flows from Operating Activities
Net profit before Tax 5,126.28 5,234.13
Adjustments for :
Depreciation and Amortisation Expense 1,373.48 1,188.37
Unclaimed Liabilities / Excess Provision Written Back (18.97) (1.93)
Cost of Assets transferred under Finance Lease 34.15 11.96
Recognition of Deferred Income under Long Term Land Lease / Infrastructure Usage (62.56) (58.37)
Agreements
Financial Guarantees Income (5.87) (4.37)
Amortisation of Government Grant (11.45) (8.57)
Finance Cost 1,428.30 1,257.35
Effect of Exchange Rate Change 447.30 146.40
Derivative (Gain)/Loss (net) (43.11) 238.02
Provision/(Reversal) of Doubtful Debts 24.15 (0.19)
Interest Income (1,220.19) (901.08)
Dividend Income (7.00) (4.00)
Net Gain on Sale of Current Investments (43.02) (34.64)
(Reversal)/Provision for Impairment (refer note 40 (a)) (52.95) 155.18
De-recognition of accrued revenue (refer note 39) 121.90 -
Investment accounted using Equity Method - 75.36
Gain on Loss of Control of subsidiaries (0.50) -
Diminution in value of Inventories 2.64 0.30
Amortisation of fair valuation adjustment on Security Deposit 7.49 9.23
Loss on Sale / Discard of Property, Plant and Equipment (net) 4.14 11.26
Operating Profit before Working Capital Changes 7,104.21 7,314.41
Adjustments for :
Decrease/(Increase) in Trade Receivables 1,264.26 (1,561.47)
(Increase)/Decrease in Inventories (256.92) 44.87
(Increase) in Financial Assets (961.17) (489.43)
(Increase)/Decrease in Other Assets (318.98) 1,162.97
(Decrease)/Increase in Provisions (3.93) 4.43
Increase/(Decrease) in Trade Payables 79.58 (25.06)
Increase in Other Financial Liabilities 127.02 84.29
Increase in Other Liabilities 101.84 72.31
Cash Generated from Operations 7,135.91 6,607.32
Direct Taxes paid (Net of Refunds) (1,106.51) (999.18)
Net Cash generated from Operating Activities 6,029.40 5,608.14
B Cash Flows from Investing Activities
Purchase of Property, Plant and Equipment (including Capital Work-in-progress, other (2,940.49) (2,732.15)
intangible assets, capital advances and capital creditors)
(Payment)/Refund of Deposit given against Capital Commitments (2,064.61) (192.84)
Payment for acquisition of subsidiaries (1,478.16) (375.00)
Equity investment in Joint Venture entities (3.06) (55.18)
Redemption of/(Investment in) Non Convertible Redeemable Debentures 317.00 (317.00)
Loans given (19,306.22) (9,917.65)
Loans received back 19,266.31 9,762.96
Proceeds from/(Deposits in) Fixed Deposits (net) including Margin Money Deposits 1,005.54 (1,107.67)
Proceeds from sale of Investments in Mutual Fund (net) 17.34 48.35
Sale of Investments in short term Debentures and Commercial Papers (net) 48.00 396.00
Proceeds from Sale of Property, Plant and Equipment 53.83 34.37
Dividend Received 7.00 4.00
Interest Received 653.37 605.97
Net Cash used in Investing Activities (4,424.15) (3,845.84)

204
 Annual Report 2018-19

Consolidated Statement of Cash flows

Corporate Overview
for the year ended March 31, 2019

` In Crore
For the year ended For the year ended
Particulars
March 31, 2019 March 31, 2018
C Cash Flows from Financing Activities
Proceeds from Long Term Borrowings 154.63 5,695.63

Statutory Reports
Repayment of Long Term Borrowings (1,809.99) (3,291.24)
Proceeds from Short Term Borrowings 36,348.68 15,741.79
Repayment of Short Term Borrowings (30,385.58) (18,345.59)
Interest & Finance Charges Paid (1,471.72) (1,163.95)
Loss on settlement of Derivative Contracts (17.63) (201.70)
Payment of Dividend on Equity and Preference Shares (418.48) (269.16)
Payment of Dividend Distribution Tax (86.57) (54.81)
Net Cash Generated from/(used in) Financing Activities 2,313.34 (1,889.03)
D Net increase/(decrease) in Cash and Cash Equivalents (A+B+C) 3,918.59 (126.73)

Financial Statements
E Cash and Cash Equivalents at the Beginning of the year (refer note 11) 823.48 950.21
F Cash and Cash Equivalents on acquisition of subsidiaries (refer note 37) 91.44 -
G Reduction in Cash and Cash Equivalents on account of loss of control of subsidiaries (35.32) -
H Cash and Cash Equivalents at the End of the year (refer note 11) 4,798.19 823.48
Components of Cash & Cash Equivalents
Cash on Hand 0.23 0.13
Cheques on hand - 241.86
Balances with Scheduled Banks
- In Current Accounts 4,612.89 548.05
- In Fixed Deposit Accounts 185.07 33.44
Cash and Cash Equivalents at the end of the year 4,798.19 823.48

Summary of significant accounting policies refer note 2.3

1 The Consolidated Statement of Cash Flows has been prepared under the Indirect method as set out in Ind AS 7 -
Statement of Cash Flows notified under Section 133 of the Companies Act 2013, read together with Paragraph 7 of
the Companies (Indian Accounting Standards) Rules, 2015 (as amended).
2 a) During the year, Group has made investment in Mutual Fund of ` 88,227.61 crore (previous year ` 56,072.76 crore)
and redeemed Mutual Fund of ` 88,244.95 crore (previous year ` 56,121.11 crore).
b) During the year, Group has made short term investment in Debenture and Commercial Paper of ` 492.00 crore
(previous year ` 1,050.00 crore) and redeemed Debenture and Commercial Paper of ` 540.00 crore (previous year
` 1,446.00 crore).
3 Disclosure under Para 44A as set out in Ind AS 7 on Statement of Cash Flows under Companies is given as per note 15(c).

The accompanying notes form an integral part of the consolidated financial statements.

As per our report of even date

For Deloitte Haskins & Sells LLP For and on behalf of the Board of Directors
Chartered Accountants

Kartikeya Raval Gautam S. Adani Rajesh S. Adani

Partner Chairman and Managing Director Director
DIN : 00006273 DIN : 00006322

Karan Adani Deepak Maheshwari

Wholetime Director and CEO Chief Financial Officer
DIN: 03088095

Kamlesh Bhagia
Company Secretary

Place : Ahmedabad Place : Ahmedabad

Date : May 27, 2019 Date : May 27, 2019

205
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

1 Corporate information the previous year the Company has entered into an
arrangement with the Adani International Container
The Consolidated financial statements comprise
Terminal Private Limited ("AICTPL"), a Joint Venture,
financial statements of Adani Ports and Special
to sub lease new terminal CT-3 Extension besides
Economic Zone Limited (“the Company" or "APSEZL”) ,
CT-3. The said terminal commenced operations w.e.f.
its joint venture entities and subsidiaries (collectively,
November 01, 2017. The said sub-concession agreement
the "Group") for the year ended March 31, 2019.
is pending to be concluded with GoG and GMB. Another
The Company is a public company domiciled in India and
container terminal facilities developed at South Port
is incorporated under the provisions of the Companies
location (CT-4) has been leased to (50:50) joint venture
Act applicable in India. Its shares are listed on two
company, Adani CMA Mundra Terminal Private Limited
recognised stock exchanges in India. The registered
("ACMTPL") (joint venture arrangement with CMA
office of the Company is located at "Adani House",
Terminals, France since July 30, 2014). The execution
Mithakhali Six Roads, Navrangpura, Ahmedabad,
of sub-concession agreement between the Company,
Gujarat, India - 380009.
ACMTPL and GMB is pending as on date.
The Group has port infrastructure facilities at Mundra,
The Multi Product Special Economic Zone developed at
Kandla, Hazira, Dahej, Dhamra, Vizag, Murmugao,
Mundra by the Company along with port infrastructure
Kattupalli, Ennore locations developed pursuant to the
facilities is approved by the Government of India vide
respective concession/sub concession agreements
their letter no. F-2/11/2003/EPZ dated April 12, 2006
apart from other businesses. The Group is also
and subsequently amended from time to time till date.
developing port infrastructure at Vizhinjam.
The Company has also set up Free Trade and Ware
The Company is in the business of development, housing Zone at Mundra based on approval of Ministry
operations and maintenance of port infrastructure of Commerce and Industry vide letter no.F.1/16/2011-SEZ
(port services and related infrastructure development) dated January 04, 2012. The Company has also set up
and has linked multi product Special Economic Zone additional Multi Product Special Economic Zone at
(SEZ) and related infrastructure contiguous to Port Mundra Taluka over an area of 1,856 hectares as per
at Mundra. The initial port infrastructure facilities approval from Ministry of Commerce and Industry vide
at Mundra including expansion thereof through approval letter dated April 24, 2015. The Company has
development of additional port terminals and south port received single notification consolidating all three
terminal infrastructure facilities are developed pursuant notified SEZ in Mundra vide letter dated March 15, 2016
to the concession agreement with Government of of Ministry of Commerce and Industry, Department of
Gujarat (GoG) and Gujarat Maritime Board (GMB) for Commerce (SEZ Section).
30 years period effective from February 17, 2001. At
The consolidated financial statements were authorised
Mundra, the Company has expanded port infrastructure
for issue in accordance with a resolution of the directors
facilities through approved supplementary concession
on May 27, 2019.
agreement (pending to be concluded) which will be
effective till the year 2040, whereby port infrastructure The entities considered for consolidation and their
has been developed at Wandh in Mundra to handle coal nature of operations are as follows:
cargo. The said agreement is in the process of getting
i) Adani Logistics Limited ("ALL"), a 100% subsidiary
signed with GoG and GMB although Coal terminal at
of APSEZL, has developed multi-model cargo
Wandh is recognized as commercially operational w.e.f.
storage-cum-logistics services through
February 01, 2011.
development of Inland Container Depots (ICDs)
The first Container terminal facilities (CT-1) developed and Container Freight Stations (CFSs) at various
at Mundra, was transferred under sub-concession strategic locations and operates container trains
agreement entered into on January 7, 2003 between on specific railway routes as per concession
Mundra International Container Terminal Limited agreement entered into with Ministry of Railways,
("MICTL") and the Company wherein the Company has Government of India.
given rights to MICTL to handle the container cargo for
ii) MPSEZ Utilities Private Limited ("MUPL"), is a 100%
a period of 28 years i.e. up to February 17, 2031. The
subsidiary of APSEZL, has developed infrastructure
container terminal facilities developed at South Port
including operation, development, maintenance,
location (CT-3) has been leased under approved sub
improvement, and extension of utility services
concession agreement dated October 17, 2011 to (50:50)
(including power distribution) at Mundra Special
joint venture company, Adani International Container
Economic Zone in Kutch district, Gujarat.
Terminal Private Limited ("AICTPL"), co-terminate
with main concession agreement with GMB. During

206
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

iii) 
Mundra SEZ Textile and Apparel Park Private off Tekra near Tuna outside Kandla creek at Kandla
Limited ("MITAP"), a 49.88% subsidiary of APSEZL Port.
and 5.40% investment held through ALL (a 100%
xiv) 
Adani Warehousing Services Private Limited
subsidiary of APSEZL), has set up an integrated
("AWSPL") is a 100% subsidiary of APSEZL.
textile park under the scheme of Ministry of

Statutory Reports
The Company is formed to provide warehousing /
Textiles, Government of India in Special Economic
storage facilities and other related services.
Zone at Mundra, Kutch district, Gujarat.
xv) Adani Ennore Container Terminal Private Limited
iv) Karnavati Aviation Private Limited ("KAPL"), a 100%
("AECTPL") is a 100% subsidiary of APSEZL.
subsidiary of APSEZL, is engaged in providing non
The Company has developed container terminal
scheduled (passenger) airline services through
and other related infrastructure at Ennore Port.
its aircrafts.
xvi) Adani Hospitals Mundra Private Limited ("AHMPL")
v) 
Adani Petronet (Dahej) Port Private Limited
is a 100% subsidiary of APSEZL. The Company
("APDPPL"), a 74% subsidiary of APSEZL, has
provides hospital and related services at Mundra.

Financial Statements
developed a Solid Cargo Port Terminal and related
port infrastructure facilities of bulk cargo at xvii) The Dhamra Port Company Limited ("DPCL"), wholly
Dahej, Gujarat. owned subsidiary of the Company is operating
bulk cargo port infrastructure facilities at Dhamra
vi) 
Adani Murmugao Port Terminal Private Limited
in the state of Odisha.
("AMPTPL"), a 100% subsidiary of APSEZL, has
developed port infrastructure facilities i.e. coal xviii) 
Shanti Sagar International Dredging Private
handling terminal at Murmugao, Goa. Limited ("SSIDPL") was incorporated on May 05,
2015 as a 100% subsidiary of APSEZL. The Company
vii) 
Mundra International Airport Private Limited
is providing dredging services.
("MIAPL"), a 100% subsidiary of APSEZL, has plan
to set up air cargo operations at Kawai, Rajasthan. xix) 
The Adani Harbour Services Private Limited
("TAHSPL") has become a wholly owned subsidiary
viii) 
Adani Hazira Port Private Limited ("AHPPL"), a
of APSEZL. Previously, the company was known as
100% subsidiary of APSEZL, has developed multi –
TM Harbour Services Private Limited. The principal
cargo terminal and related infrastructure at Hazira
activity of TAHSPL is to own and operate harbour
- Surat (Gujarat). The further expansion of port
tugs, barges, other port crafts, ocean towage and
facilities is under development.
offshore support vessels and to provide marine
ix) 
Hazira Infrastructure Private Limited ("HIPL"), services like pilotage, laying and maintenance of
a step down subsidiary of APSEZL, a 100% buoys including SBMs, mooring of vessels at berth
subsidiary of Adani Hazira Port Private Limited and mid-stream.
has plans to develop and construct rail corridor
xx) Adani Vizhinjam Port Private Limited ("AVPPL"), a
between Surat and Hazira along with related
100% subsidiary of APSEZL, is developing container
infrastructure subject to approval by Railway
terminal port and other related infrastructure
Board and Government of Gujarat.
at Vizhinjam.
x) 
Madurai Infrastructure Private Limited
xxi) 
Adani Kattupalli Port Private Limited ("AKPPL"),
(formerly known as Mundra LPG Infrastructure
a 100% subsidiary of APSEZL is engaged in the
Private Limited ("MLIPL"), is a 100% subsidiary
business of Container Freight Station at Kattupaili
of APSEZL.
Port, Tamil Nadu.
xi) Adinath Polyfills Private Limited ("APPL") a 100%
xxii) Adani Petroleum Terminal Private Limited ("APTPL")
subsidiary of APSEZL and was strategically
was incorporated as wholly owned subsidiary
acquired to enhance the port business.
of APSEZL on April 26, 2016. On December 29,
xii) 
Adani Vizag Coal Terminal Private Limited 2018, APTPL has ceased to be a subsidiary of
("AVCTPL") is a 100% subsidiary of APSEZL. the Company. With effect from March 16, 2019,
The Company has developed Port infrastructure the same has become wholly owned subsidiary of
facilities at East Quay for handling steam coal at Adani Logistics Limited (Subsidiary of APSEZL).
Visakhapatnam Port.
xxiii) 
Adani Dhamra LPG Terminal Private Limited
xiii) 
Adani Kandla Bulk Terminal Private Limited ("ADLTPL") was a step down subsidiary of APSEZL
("AKBTPL") is a 100% subsidiary of APSEZL. till December 28, 2018.
The Company has developed a Dry Bulk terminal

207
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

xxiv) 
Mundra LPG Terminal Private Limited ("MLTPL") xxxiv) 
Marine Infrastructure Developer Private Limited
was a step down subsidiary of APSEZL till has become subsidiary of APSEZL w.e.f. June 28,
December 28, 2018. 2018 with 97% equity stake and is engaged in the
business of Port Operations at Kattupali Port.
xxv) Dhamra LNG Terminal Private Limited ("DLTPL"),a
100% subsidiary of Adani Petroleum Terminal xxxv) Adani Mundra Port Holding Pte. Limited ("AMPHPL")
Private Limited has ceased to be step down has been incorporated as wholly owned subsidiary
subsidiary of the Company on December 29, of the Company on October 30, 2018.
2018. With effect from March 16, 2019, the
xxxvi) Adani Mundra Port Pte. Limited ("AMPPL") has been
same has become step down subsidiary of Adani
incorporated as wholly owned subsidiary of Adani
Logistics Limited because APTPL has become
Mundra Port Holding Pte. Limited (a subsidiary
subsidiary of ALL.
company of APSEZL) on January 03, 2019.
xxvi) Dholera Infrastructure Private Limited ("DIPL"), an
xxxvii) Adani Abbot Port Pte. Limited ("AAPPL") has been
entity in which APSEZL holds 49% of equity, was
incorporated as wholly owned subsidiary of Adani
incorporated with the main object of developing,
Mundra Port Holding Pte. Limited (a subsidiary
maintaining and operating infrastructure facilities
company of APSEZL) on January 03, 2019.
on November 22, 2006 under the Companies Act,
1956. The company through its subsidiary is in xxxviii) 
Adani Yangon International Terminal Company
the process of developing port and infrastructure Limited ("AYITCL") has been incorporated as
facilities. Under Ind AS 110 , it has been evaluated wholly owned subsidiary of Adani International
that APSEZL has defacto control over DIPL Terminals Pte Limited (a subsidiary company) on
and accordingly is considered as subsidiary for February 22, 2019.
consolidation purpose. (refer note 2.4(A)(i))
xxxix) Adani Agri Logistics Limited, Adani Agri Logistics
xxvii) 
Dholera Port And Special Economic Zone (Dahod) Limited, Adani Agri Logistics (Samastipur)
Limited ("DPSEZL"), a 100% subsidiary of Dholera Limited and Adani Agri Logistics (Darbhanga)
Infrastructure Private Limited was incorporated Limited have become wholly owned subsidiaries
on August 31, 1998 under the provisions of of Adani Logistics Limited (the subsidiary
Companies Act, 1956. The Company is in the company of APSEZL) w.e.f. March 29, 2019 and is
process of developing a port at Dholera. engaged in the business of Logistics Operations.
Pursuant to the acquisition of 100 % equity stake
xxviii) Abbot Point Operations Pty Limited ("APO") is a
of Adani Agri Logistics Limited ("AALL"), subsidiary
100% subsidiary of the Company and engaged in
companies of AALL have became step down
the business of Port Operations.
subsidiary companies of Adani Logistics Limited
xxix) 
Abbot Point Bulkcoal Pty Limited ("APB") has (the subsidiary company of APSEZL).
become a wholly owned subsidiary of Abbot
xl) 
Dermot Infracon Private Limited has become
Point Operations Pty Limited and step down
wholly owned subsidiary of Adani Logistics
subsidiary of APSEZL.
Limited (the subsidiary company of APSEZL) w.e.f.
xxx) 
Mundra International Gateway Terminal Private March 25, 2019.
Limited ("MIGTPL") has been incorporated as wholly
2 Basis of preparation
owned subsidiary of the Company on May 17, 2017.
2.1 The consolidated financials statements of the Group has
xxxi) Adani International Terminals Pte Limited ("AITPL")
been prepared in accordance with Indian Accounting
has been incorporated as wholly owned subsidiary
Standards (Ind AS) notified under the Companies
of the Company on June 30, 2017.
(Indian Accounting Standards) Rules, 2015 as amended
xxxii) 
Blue Star Realtors Private Limited has become from time to time.
wholly owned subsidiary of Adani Logistics

Accounting policies have been consistently applied
Limited (the subsidiary company of APSEZL) w.e.f.
except where a newly-issued accounting standard is
April 26, 2018.
initially adopted or a revision to an existing accounting
xxxiii) Adani Bhavanapadu Port Private Limited ("ABPPL") standard requires a change in accounting policy as
has been incorporated as wholly owned subsidiary mentioned in note 2.3 (x) hitherto in use.
of the Company on May 21, 2018.

208
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

The consolidated financial statements have been the Group obtains control over the subsidiary and
prepared on a historical basis, except for the following ceases when the Group loses control of the subsidiary.
assets and liabilities which have been measured at fair Assets, liabilities, income and expenses of a subsidiary
value or revalued amount:- acquired or disposed of during the year are included in
the consolidated financial statements from the date

Statutory Reports
- Derivative financial instruments
the Group gains control until the date the Group ceases
- Defined Benefit Plans - Plan Assets measured to control the subsidiary.
at fair value and
Consolidated financial statements are prepared using
- Certain financial assets and liabilities measured uniform accounting policies for like transactions and
at fair value (refer accounting policy regarding other events in similar circumstances. If a member of
financial instruments) the group uses accounting policies other than those
adopted in the consolidated financial statements for
In addition, the consolidated financial statements
like transactions and events in similar circumstances,
are presented in INR and all values are rounded to

Financial Statements
appropriate adjustments are made to that group
the nearest crore (INR 00,00,000), except when
member’s financial statements in preparing the
otherwise indicated.
consolidated financial statements to ensure conformity
2.2 Principles of consolidation with the group’s accounting policies.
The consolidated financial statements comprise the The financial statements of all entities used for
financial statements of the Company, its joint venture the purpose of consolidation are drawn up to same
entities and its subsidiaries as at March 31, 2019. reporting date as that of the parent company. When the
Control is achieved when the Group is exposed, or has end of the reporting period of the parent is different
rights, to variable returns from its involvement with from that of a subsidiary, the subsidiary prepares, for
the investee and has the ability to affect those returns consolidation purposes, additional financial information
through its power over the investee. Specifically, the as of the same date as the financial statements of
Group controls an investee if and only if the Group has:- the parent to enable the parent to consolidate the
financial information of the subsidiary, unless it is
- Power over the investee (i.e. existing rights that give
impracticable to do so.
it the current ability to direct the relevant activities
of the investee) Consolidation procedure:
(a) 
Combine like items of assets, liabilities, equity,
-
Exposure, or rights, to variable returns from its
income, expenses and cash flows of the parent
involvement with the investee and
with those of its subsidiaries.
-
The ability to use its power over the investee to
(b) 
Offset (eliminate) the carrying amount of the
affect its returns
parent’s investment in each subsidiary and the
Generally, there is a presumption that a majority of voting parent’s portion of equity of each subsidiary.
rights result in control. To support this presumption and Business combinations policy explains how to
when the Group has less than a majority of the voting account for any related goodwill.
or similar rights of an investee, the Group considers all
(c) Eliminate in full intragroup assets and liabilities,
relevant facts and circumstances in assessing whether
equity, income, expenses and cash flows relating to
it has power over an investee, including:
transactions between entities of the group (profits
-
The contractual arrangement with the other vote or losses resulting from intragroup transactions
holders of the investee that are recognised in assets, such as inventory
and property, plant & equipment, are eliminated in
- Rights arising from other contractual arrangements
full). Intragroup losses may indicate an impairment
- The Group’s voting rights and potential voting rights that requires recognition in the consolidated
financial statements. Ind AS 12 Income Taxes
- The size of the group’s holding of voting rights relative
applies to temporary differences that arise from
to the size and dispersion of the holdings of the other
the elimination of profits and losses resulting from
voting rights holders.
intragroup transactions.
The Group re-assesses whether or not it controls an
Profit or loss and each component of other
investee if facts and circumstances indicate that there
comprehensive income (OCI) are attributed to the
are changes to one or more of the three elements of
equity holders of the parent of the Group and to the
control. Consolidation of a subsidiary begins when
non-controlling interests, even if this results in the

209
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

non-controlling interests having a deficit balance. Group’s share of net assets of the joint venture since
All intra-group assets and liabilities, equity, income, the acquisition date.
expenses and cash flows relating to transactions
The consolidated statement of profit and loss reflects
between members of the Group are eliminated in full
the Group’s share of the results of operations of the joint
on consolidation.
venture entities. Any change in OCI of those investees
A change in the ownership interest of a subsidiary, is presented as part of the Group’s OCI. In addition,
without a loss of control, is accounted for as an when there has been a change recognised directly
equity transaction. If the Group loses control over a in the equity of the joint venture entities, the Group
subsidiary, it: recognises its share of any changes, when applicable,
in the statement of changes in equity. Unrealised gains
-
Derecognises the assets (including goodwill) and
and losses resulting from transactions between the
liabilities of the subsidiary
Group and the joint venture entities are eliminated to
-
Derecognises the carrying amount of any the extent of the interest in the joint venture entities.
non-controlling interests
If an entity’s share of losses of a joint venture equals
- Derecognises the cumulative translation differences or exceeds its interest in the associate or joint venture
recorded in equity (which includes any long term interest that, in substance,
form part of the Group’s net investment in the associate
-
Recognises the fair value of the consideration
or joint venture), the entity discontinues recognising its
received
share of further losses. Additional losses are recognised
- Recognises the fair value of any investment retained only to the extent that the Group has incurred legal or
constructive obligations or made payments on behalf
- Recognises any surplus or deficit in profit or loss
of the joint venture. If the joint venture subsequently
- Reclassifies the parent’s share of components reports profits, the entity resumes recognising its share
previously recognised in OCI to profit or loss or retained of those profits only after its share of the profits equals
earnings, as appropriate, as would be required if the the share of losses not recognised.
Group had directly disposed of the related assets
The aggregate of the Group’s share of profit or loss
or liabilities.
of a joint venture entities is shown on the face of the
2.3 Summary of significant accounting policies consolidated statement of profit and loss.
a) Investment in associates and joint venture entities The financial statements of the joint venture entities
An associate is an entity over which the Group has are prepared for the same reporting period as the
significant influence. Significant influence is the power Group. When necessary, adjustments are made to bring
to participate in the financial and operating policy the accounting policies in line with those of the Group.
decisions of the investee but do not control or joint
After application of the equity method, the Group
control over those policies.
determines whether it is necessary to recognise an
A joint venture entity is a type of joint arrangement impairment loss on its investment in its joint venture
whereby the parties that have joint control of the entities. At each reporting date, the Group determines
arrangement have rights to the net assets of the joint whether there is objective evidence that the investment
venture. Joint control is the contractually agreed in the joint venture entities are impaired. If there is
sharing of control of an arrangement, which exists only such evidence, the Group calculates the amount of
when decisions about the relevant activities require impairment as the difference between the recoverable
unanimous consent of the parties sharing control. amount of the joint venture entities and its carrying
value, and then recognises the loss as ‘Share of profit of

The considerations made in determining whether
a joint venture entities’ in the consolidated statement
significant influence or joint control are similar to those
of profit and loss.
necessary to determine control over the subsidiaries.
Upon loss of significant influence over associate entity/
The Group’s investments in its associate and joint
joint control over the joint venture entities, the Group
venture entities are accounted for using the equity
measures and recognises any retained investment at its
method. Under the equity method, the investment
fair value. Any difference between the carrying amount
in an associate or a joint venture entities is initially
of the associates entity / joint venture entities upon
recognised at cost. The carrying amount of the
loss of significant influence or joint control and the fair
investment is adjusted to recognise changes in the
value of the retained investment and proceeds from
disposal is recognised in profit or loss.

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 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

b) Current versus non-current classification Monetary assets and liabilities denominated in foreign
The Group presents assets and liabilities in the balance currencies are translated at the functional currency
sheet based on current/ non-current classification. An spot rates of exchange at the reporting date.
asset is treated as current when it is:

Exchange differences arising on settlement or

Statutory Reports
-
Expected to be realized or intended to be sold or translation of monetary items are recognized in profit
consumed in normal operating cycle; or or loss with the exceptions for which below treatment
is given as per the option availed under Ind AS 101.
- Held primarily for the purpose of trading; or
i. Exchange differences, arising on long-term foreign
- Expected to be realized within twelve months after
currency monetary items related to acquisition of
the reporting period; or
a property, plant and equipment (including funds
- Cash and cash equivalent unless restricted from being used for project work-in-progress) recognised
exchanged or used to settle a liability for at least in the Indian GAAP financial statements for the
twelve months after the reporting period. period ending immediately before the beginning

Financial Statements
of the first Ind AS financial reporting period i.e.
All other assets are classified as non-current.
March 31, 2016 are capitalised / decapitalised
A liability is current when: to cost of fixed assets and depreciated over the
remaining useful life of the asset.
- It is expected to be settled in normal operating cycle; or
ii. Exchange differences arising on other outstanding
- It is held primarily for the purpose of trading; or
long term foreign currency monetary items
- It is due to be settled within twelve months after the recognised in the Indian GAAP financial statements
reporting period; or for the period ending immediately before the
beginning of the first Ind AS financial reporting
- There is no unconditional right to defer the settlement
period i.e. March 31, 2016 are accumulated in
of the liability for at least twelve months after the
the “Foreign Currency Monetary Item Translation
reporting period
Difference Account” (FCMITDA) and amortized
The Group classifies all other liabilities as non-current. over the remaining life of the concerned monetary
item or financial year 2019-20, whichever is earlier.
Deferred tax assets and liabilities are classified as
non-current assets and liabilities respectively.  Non-monetary items that are measured in terms of
historical cost in a foreign currency are translated
The operating cycle is the time between the acquisition
using the exchange rates at the dates of the
of assets for processing and their realization in cash
initial transactions.
and cash equivalents. The Group has identified twelve
months as its operating cycle. Group companies
On consolidation, the assets and liabilities of foreign
c) Foreign currency transactions :
operations are translated into INR at the rate of
The Group’s consolidated financial statements are
exchange prevailing at the reporting date and their
presented in INR, which is also the parent company’s
statements of profit or loss are translated at exchange
functional currency. For each entity the Group
rates prevailing at the dates of the transactions. For
determines the functional currency and items included
practical reasons, the group uses an average rate to
in the financial statements of each entity are measured
translate income and expense items, if the average
using that functional currency. However, for practical
rate approximates the exchange rates at the dates of
reasons, the Group entities use an average rate if the
the transactions. The exchange differences arising on
average approximates the actual rate at the date of
translation for consolidation are recognised in OCI.
transaction. The Group uses the direct method of
On disposal of a foreign operation, the component
consolidation and on disposal of a foreign operation the
of OCI relating to that particular foreign operation is
gain or loss that is reclassified to profit or loss reflects
recognised in profit or loss.
the amount that arises from using this method.
d) Fair value measurement
Transactions and balances
The Group measures financial instruments, such as,
Transactions in foreign currencies are initially recorded
derivatives at fair value at each balance sheet date.
by the Group entities at their respective functional
Fair value is the price that would be received to sell
currency spot rates at the date the transaction first
an asset or paid to transfer a liability in an orderly
qualifies for recognition.
transaction between market participants at the

211
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

measurement date. The fair value measurement is External valuers are involved for valuation of significant
based on the presumption that the transaction to sell assets such as business undertaking for transfer under
the asset or transfer the liability takes place either: the scheme and unquoted financial assets and financial
liabilities. Involvement of external valuers is decided
- In the principal market for the asset or liability, or
upon annually by the Management and in specific cases
-
In the absence of a principal market, in the most after discussion with and approval by the respective
advantageous market for the asset or liability company's Audit Committee. Selection criteria includes
market knowledge, reputation, independence and
The principal or the most advantageous market must be
whether professional standards are maintained. The
accessible by the Group.
Management decides, after discussions with the
The fair value of an asset or a liability is measured using Group’s external valuers, which valuation techniques
the assumptions that market participants would use and inputs to use for each case.
when pricing the asset or liability, assuming that market
At each reporting date, the management analyses
participants act in their best economic interest.
the movements in the values of assets and liabilities
A fair value measurement of a non-financial asset takes which are required to be remeasured or re-assessed as
into account a market participant’s ability to generate per the Group’s accounting policies. For this analysis,
economic benefits by using the asset in its highest and the Management verifies the major inputs applied
best use or by selling it to another market participant in the latest valuation by agreeing the information in
that would use the asset in its highest and best use. the valuation computation to contracts and other
relevant documents.

The Group uses valuation techniques that are
appropriate in the circumstances and for which The Management, in conjunction with the Group’s
sufficient data are available to measure fair value, external valuers, also compares the change in the fair
maximizing the use of relevant observable inputs and value of each asset and liability with relevant external
minimizing the use of unobservable inputs. sources to determine whether the change is reasonable.
All assets and liabilities for which fair value is measured For the purpose of fair value disclosures, the Group has
or disclosed in the financial statements are categorized determined classes of assets and liabilities on the basis
within the fair value hierarchy, described as follows, of the nature, characteristics and risks of the asset
based on the lowest level input that is significant to the or liability and the level of the fair value hierarchy as
fair value measurement as a whole: explained above.
Level 1 — Quoted (unadjusted) market prices in active This note summarises accounting policy for fair value.
markets for identical assets or liabilities Other fair value related disclosures are given in the
relevant notes.

Level 2 — Valuation techniques for which the
lowest level input that is significant to the fair value - Disclosures for valuation methods, significant
measurement is directly or indirectly observable estimates and assumptions (refer note 2.4 and 33.2)

Level 3 — Valuation techniques for which the -
Quantitative disclosures of fair value measurement
lowest level input that is significant to the fair value hierarchy (refer note 33.2)
measurement is unobservable
- Investment in unquoted equity shares (refer note 4)
For assets and liabilities that are recognized in the
-
Financial instruments (including those carried at
financial statements on a recurring basis, the Group
amortised cost) (refer note 33.1)
determines whether transfers have occurred between
levels in the hierarchy by re-assessing categorization e) Revenue recognition
(based on the lowest level input that is significant to Revenue is recognized to the extent that it is probable
the fair value measurement as a whole) at the end of that the economic benefits will flow to the Group and
each reporting period. the revenue can be reliably measured, regardless of
when the payment is being made. Revenue is measured
The Group's Management determines the policies and
at the fair value of the consideration received or
procedures for both recurring fair value measurement,
receivable, taking into account contractually defined
such as derivative financial instruments and unquoted
terms of payment and excluding taxes or duties
financial assets measured at fair value and for non
collected on behalf of the government.
recurring fair value measurement, such as an assets
under the scheme of business undertaking. The specific recognition criteria described below must
also be met before revenue is recognised.

212
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

Port operation and logistics services memorandum of understanding takes effect over lease
Revenue from port operation services including cargo period, the income recognized is equal to the present
handling, storage, rail infrastructure, other ancillary port value of the minimum lease payment over the lease
services and logistics services are recognized in the period (including non-refundable upfront premium)
accounting period in which the services are rendered which is substantially equal to the fair value of land

Statutory Reports
on proportionate completion method basis based on leased / sub-leased. In respect of land given on finance
services completed till reporting date. Revenue is lease basis, the corresponding cost of the land and
recognized based on the actual service provided to the development costs incurred are expensed off in the
end of reporting period as a proportion of total services statement of profit and loss.
to be provided.
Rental income
In cases, where the contracts include multiple contract Rental income arising from operating leases
obligations, the transaction price will be allocated to on investment properties is accounted for on a
each performance obligation based on the standalone straight-line basis over the lease terms and is included
in revenue in the statement of profit and loss due to its

Financial Statements
selling prices. Where these prices are not directly
observable, they are estimated based on expected operating nature.
cost plus margin.
Development of Infrastructure Assets
Revenue on take-or-pay charges are recognized for the The Company‘s business operations includes
quantity that is the difference between annual agreed construction and development of infrastructure
tonnage and actual quantity of cargo handled. The assets. where the outcome of the project cannot be
amount recognised as revenue is exclusive of goods & estimated reasonably, Revenue from contracts for such
services tax where applicable. construction and development activities is recognized
on completion of relevant activities under the contract
Income in the nature of license fees / waterfront royalty
and the transfer of control of the infrastructure when
and revenue share is recognized in accordance terms
all significant risks and rewards of ownership in the
and conditions of relevant service agreement with
infrastructure assets are transferred to the customer.
customers/ sub concessionaire.
Non scheduled aircraft services
Income towards infrastructure premium is recognized
Revenue from chartered services is recognized when
as revenue in the year in which the Company provides
the service is performed under contractual obligations.
access to its common infrastructure.
Utilities Services
Income from long term leases
Revenue is recognized as and when the service
As a part of its business activity, the Group leases/
performed under contractual obligations and the right
sub-leases land on long term basis to its customers.
to receive such income is established. Delayed payment
Leases are classified as finance lease whenever the
charges are accounted as and when received.
terms of lease transfer substantially all the risks and
rewards of ownership to the lessee. All other leases Income from SEIS/SFIS
are classified as operating lease. In some cases, Income from Services Exports from India Scheme
the Company enters into cancellable lease / sub-lease ('SEIS') incentives under Government's Foreign Trade
transaction agreement, while in other cases, it enters Policy 2015-20 and Served from India Scheme ('SFIS')
into non-cancellable lease / sub-lease agreement. under Government's Foreign Trade Policy 2009-14
The Company recognizes the income based on the on the port services income is recognised based on
principles of leases as set out in Ind AS 17 "Leases" and effective rate of incentive under the scheme, provided
accordingly in cases where the land lease / sub-lease no significant uncertainty exists for the measurability,
agreement are cancellable in nature, the income in realisation and utilisation of the credit under the
the nature of upfront premium received / receivable is scheme. The receivables related to SEIS licenses are
recognized on operating lease basis i.e. on a straight classified as "Other Non Financial Assets".
line basis over the period of lease / sub-lease agreement
Revenue recognition from Service Concession
/ date of memorandum of understanding takes
arrangements in Agri Logistics Business
effect over lease period and annual lease rentals are
Once the infrastructure is in operation, the treatment
recognized on an accrual basis.
of income is as follows:
In cases where long term land lease / sub-lease
Finance income over financial asset after consideration
transaction agreement are non-cancellable in nature,
of fixed storage charges is recognized using effective
the income is recognized on finance lease basis i.e. at
interest rate method. Variable storage charges revenue
the inception of lease / sub-lease agreement / date of

213
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

is recognized in the period of storage of food grains. amount expected to be paid to the tax authorities in
Revenues from other variable charges such as loading accordance with the Income-Tax Act, 1961 enacted
and unloading charges, bagging charges, stacking in India. The tax rates and tax laws used to compute
charges, etc. as per the rates mentioned in SCA are the amount are those that are enacted or substantially
recognized in each period as and when services are enacted, at the reporting date.
rendered in accordance with "Ind AS 115 - Revenue from

Current income tax relating to items recognized
Contracts with Customers".
outside the statement of profit and loss is recognized
Interest income outside the statement of profit and loss (either in
For all financial assets measured either at amortized other comprehensive income or in equity). Current tax
cost or at fair value through other comprehensive items are recognized in correlation to the underlying
income, interest income is recorded using the effective transaction either in OCI or directly in equity.
interest rate (EIR). EIR is the rate that exactly discounts Management periodically evaluates positions taken
the estimated future cash payments or receipts over in the tax returns with respect to situations in which
the expected life of the financial instrument or a applicable tax regulations are subject to interpretation
shorter period, where appropriate, to the gross carrying and establishes provisions where appropriate.
amount of the financial asset or to the amortized cost
Deferred tax
of a financial liability. When calculating the effective
Deferred tax is provided using the balance-sheet
interest rate, the Group estimates the expected cash
approach on temporary differences between the tax
flows by considering all the contractual terms of
bases of assets and liabilities and their carrying amounts
the financial instrument (for example, prepayment,
for financial reporting purposes at the reporting date.
extension, call and similar options) but does not
consider the expected credit losses. Interest income Deferred tax liabilities are recognized for all taxable
is included in finance income in the consolidated temporary differences, except:-
statement of profit and loss.
- When the deferred tax liability arises from the initial
Dividends recognition of goodwill or an asset or liability in a
Dividend Income is recognized when the Group’s right transaction that is not a business combination and,
to receive the payment is established, which is generally at the time of the transaction, affects neither the
when shareholders approve the dividend. accounting profit nor taxable profit or loss.
f) Government grants - In respect of taxable temporary differences associated
Government grants are recognized where there is with investments in subsidiaries, associates and
reasonable assurance that the grant will be received interests in joint venture entities, when the timing
and all attached conditions will be complied with. When of the reversal of the temporary differences can
the grant relates to an expense item, it is recognized as be controlled and it is probable that the temporary
income on a systematic basis over the periods that the differences will not reverse in the foreseeable future.
related costs, for which it is intended to compensate,
Deferred tax assets are recognized for all deductible
are expensed. When the grant relates to an asset, it
temporary differences, the carry forward of unused
is recognized as income in equal amounts over the
tax credits and any unused tax losses. Deferred tax
expected useful life of the related asset.
assets are recognized to the extent that it is probable
Royalty on Cargo that taxable profit will be available against which
Waterfront royalty cargo under the various concession/ the deductible temporary differences, and the carry
sub concession agreement is paid at concessional rate forward of unused tax credits and unused tax losses
in terms of rate prescribed by respective states Maritime can be utilised, except:
Board (MB) and notified in official gazette of various
-
When the deferred tax asset relating to the
state Government authorities, wherever applicable.
deductible temporary difference arises from the initial
g) Taxes recognition of an asset or liability in a transaction that

Tax expense comprises of current income tax is not a business combination and, at the time of the
and deferred tax. transaction, affects neither the accounting profit nor
taxable profit or loss.
Current income tax
Current income tax assets and liabilities are measured -
In respect of deductible temporary differences
at the amount expected to be recovered from or paid to associated with investments in subsidiaries, associates
the taxation authorities. Current income tax (including and interests in joint venture entities, deferred tax
Minimum Alternate Tax ("MAT")) is measured at the assets are recognized only to the extent that it is

214
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

probable that the temporary differences will reverse reporting date and writes down the asset to the extent
in the foreseeable future and taxable profit will be the Group does not have sufficient taxable temporary
available against which the temporary differences difference/convincing evidence that it will pay normal
can be utilized. tax during the specified period. Deferred tax includes
MAT tax credit.

Statutory Reports
The Company is eligible and claiming tax deductions
available under section 80IAB of the Income Tax Act, h) Property, plant and equipment (PPE)
1961 for a period of 10 years w.e.f FY 2007-08. Some Under the previous GAAP (Indian GAAP), Property, plant
of the subsidiaries and joint venture entities are also and equipment are stated at cost net of accumulated
eligible for tax deductions available under section 80IA depreciation and accumulated impairment losses, if
of the Income Tax Act, 1961 for a period of 10 years out any. The cost comprises the purchase price, borrowing
of eligible period of 15 years. In view of the Company costs (if capitalization criteria are met) and other cost
and some of the subsidiaries and joint venture entities directly attributable to bringing the asset to its working
availing tax deduction under Section 80IA/80IAB condition for the intended use. The Group has elected

Financial Statements
of the Income Tax Act, 1961, deferred tax has been to regard previous GAAP carrying values of property,
recognized in respect of temporary difference, which plant and equipment as deemed cost at the date of
reverse after the tax holiday period in the year in which transition to Ind AS.
the temporary difference originate and no deferred
Property, plant and equipment and Capital work-in-
tax (assets or liabilities) is recognized in respect of
progress are stated at cost. Such cost includes the
temporary difference which reverse during tax holiday
cost of replacing parts of the plant and equipment and
period, to the extent such gross total income is subject
borrowing costs for long-term construction projects if
to the deduction during the tax holiday period. For
the recognition criteria are met. When significant parts
recognition of deferred tax, the temporary difference
of plant and equipment are required to be replaced
which originate first are considered to reverse first.
at intervals, the Group depreciates them separately
The carrying amount of deferred tax assets is reviewed based on their specific useful lives. Likewise, when a
at each reporting date and reduced to the extent that major inspection is performed, its cost is recognized in
it is no longer probable that sufficient future taxable the carrying amount of the plant and equipment as a
profit will be available to allow all or part of the deferred replacement if the recognition criteria are satisfied. All
tax asset to be utilized. Unrecognized deferred tax other repair and maintenance costs are recognised in
assets are re-assessed at each reporting date and are consolidated profit and loss as incurred. The present
recognized to the extent that it has become probable value of the expected cost for the decommissioning of
that future taxable profits will allow the deferred tax the asset after its use is included in the cost of respective
asset to be recovered. asset if recognition criteria for the provision are met.
Deferred tax assets and liabilities are measured at the The Group adjusts exchange differences arising on
tax rates that are expected to apply in the year when translation difference/settlement of long term foreign
the asset is realized or the liability is settled, based currency monetary items outstanding in the Indian
on tax rates (and tax laws) that have been enacted or GAAP financial statements for the period ending
substantively enacted at the reporting date. immediately before the beginning of the first Ind AS
financial statements i.e. March 31, 2016 and pertaining
Deferred tax relating to items recognized outside profit
to the acquisition of a depreciable asset to the cost
or loss is recognized outside profit or loss (either in
of asset and depreciates the same over the remaining
other comprehensive income or in equity). Deferred tax
useful life of the asset. The depreciation on such foreign
items are recognized in correlation to the underlying
exchange difference is recognised from first day of the
transaction either in OCI or directly in equity.
financial year.
The Group recognizes tax credits in the nature of
Borrowing cost relating to acquisition / construction of
Minimum Alternative Tax ("MAT") credit as an asset only
Property, Plant and Equipment which take substantial
to the extent that there is sufficient taxable temporary
period of time to get ready for its intended use are also
difference/convincing evidence that the Group will
included to the extent they relate to the period till such
pay normal income tax during the specified period, i.e.,
assets are ready to be put to use.
the period for which tax credit is allowed to be carried
forward. In the year in which the Group recognizes tax Depreciation is calculated on a straight-line basis over
credits as an asset, the said asset is created by way of the estimated useful lives of the assets as prescribed
tax credit to the consolidated statement of profit and under Part C of Schedule II of the Companies Act, 2013
loss. The Group reviews such tax credit asset at each except for the assets mentioned below for which useful

215
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

lives have been estimated by the management. The are realistic and reflect fair approximation of the period
Identified component of fixed assets are depreciated over which the assets are likely to be used.
over their useful lives and the remaining components
The Group has estimated the following useful life to
are depreciated over the life of the principal assets. The
provide depreciation on its certain Property, Plant and
management believes that these estimated useful lives
Equipment based on assessment made by expert and
management estimate.

Assets Estimated Useful life

Leasehold Land Right to Use over the balance period of Concession Agreement
and approved Supplementary Concession Agreement (as
mentioned in note 1) / over the period of agreement of 20 years
Leasehold Land Development Over the balance period of Concession Agreement and
approved Supplementary Concession Agreement by Gujarat
Maritime board, other major port trust authorities, State
Government authorities etc. as applicable
Marine Structure, Dredged Channel, Building RCC Frame 50 Years as per concession agreement/over the balance period
Structure of concession agreement as applicable
Dredging Pipes - Plant and Equipment 1.5 Years
Nylon and Steel coated belt on Conveyor - Plant and 4 Years and 10 Years respectively
Equipment
Inner Floating and outer floating hose, String of Single Point 6 Years
Mooring - Plant and Machinery
Fender, Buoy installed at Jetty - Marine Structures 5 - 10 Years
Bridges, Drains & Culverts 25 Years as per concession agreement
Carpeted Roads – Other than RCC 10 Years
Non Carpeted Roads – Other than RCC 3 Years
Tugs 20 Years

An item of property, plant and equipment covered under i) Intangible assets
Concession agreement, sub-concession agreement Intangible assets acquired separately are measured on
and supplementary concession agreement, shall be initial recognition at cost. The cost of intangible assets
transferred to and shall vest in Grantor (government acquired in a business combination is their fair value
authorities) at the end of respective concession on the date of acquisition. Following initial recognition,
agreement. In cases, where the Group is expected to intangible assets are carried at cost less any accumulated
receive consideration of residual value of property from amortization and accumulated impairment losses.
grantor at the end of concession period, the residual Internally generated intangibles, excluding capitalised
value of contracted property is considered as the development costs, are not capitalised and the related
carrying value at the end of concession period based expenditure is reflected in profit or loss in the period in
on depreciation rates as per management estimate/ which the expenditure is incurred.
Schedule II of the Companies Act, 2013 and in other
The useful lives of intangible assets are assessed as
cases it is Nil.
either finite or indefinite.
An item of property, plant and equipment and any
Intangible assets with finite lives are amortised over
significant part initially recognized is derecognized
the useful economic life and assessed for impairment
upon disposal or when no future economic benefits
whenever there is an indication that the intangible
are expected from its use or disposal. Any gain or loss
asset may be impaired. The amortisation period and
arising on derecognition of the asset (calculated as the
the amortisation method for an intangible asset with
difference between the net disposal proceeds and the
a finite useful life are reviewed at least at the end
carrying amount of the asset) is included in the income
of each reporting period. Changes in the expected
statement when the asset is derecognised.
useful life or the expected pattern of consumption

The residual values, useful lives and methods of of future economic benefits embodied in the asset
depreciation of property, plant and equipment are are considered to modify the amortisation period or
reviewed at each financial year end and adjusted method, as appropriate, and are treated as changes in
prospectively, if appropriate. accounting estimates. The amortisation expense on

216
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

intangible assets with finite lives is recognised in the be supportable. If not, the change in useful life from
statement of profit and loss unless such expenditure indefinite to finite is made on a prospective basis.
forms part of carrying value of another asset.

Gains or losses arising from derecognition of an
Intangible assets with indefinite useful lives are not intangible asset are measured as the difference

Statutory Reports
amortised, but are tested for impairment annually, between the net disposal proceeds and the carrying
either individually or at the cash-generating unit level. amount of the asset and are recognised in the
The assessment of indefinite life is reviewed annually consolidated statement of profit and loss when the
to determine whether the indefinite life continues to asset is derecognised.

A summary of the policies applied to the Group’s intangible assets is, as follows:

Intangible Assets Method of Amortisation Estimated Useful life

Software applications on straight line basis 5 Years based on management estimate
License Fees paid to Ministry of Railway (MOR) on straight line basis Over the license period of 20 years

Financial Statements
for approval for movement of Container Trains
Right to Use of Land on straight line basis Over the period of agreement between
10-20 years
Right of use to develop and operate the port on straight line basis Over the balance period of Sub-Concession
facilities Agreement
License on straight line basis 35 Years based on validity of license

Port concession rights arising from Service Concession/ Service Concession Arrangements in respect of Agri
Sub-Concession Arrangements: Logistics Business
The Group recognises port concession rights as "Port The subsidiary companies have entered into service
Infrastructure Rights" under "Intangible Assets" arising concession agreement with Food Corporation Of India
from a service concession arrangement, in which the (FCI) which is an arrangement between the "grantor"
grantor controls or regulates the services provided and (a public sector entity/authority) and the "operator" (a
the prices charged, and also controls any significant private sector entity) to provide services that give the
residual interest in the infrastructure such as property, public access to major economic and social facilities
plant and equipment, if the infrastructure is existing utilizing private-sector funds and expertise.
infrastructure of the grantor or the infrastructure is
With respect to SCA, revenue and costs are allocated
constructed or purchased by the Group as part of the
between those relating to construction services and
service concession arrangement. Such an intangible
those relating to operation and maintenance services,
asset is recognised by the Group at cost (which is the
and are accounted for separately. Consideration
fair value of the consideration received or receivable for
received or receivable is allocated by reference to
the construction service delivered) and is capitalised
the relative fair value of services delivered when the
when the project is complete in all respects and the
amounts are separately identifiable. The infrastructure
Group receives the completion certificate from the
used in a concession are classified as an intangible
authorities as specified in the concession agreement.
asset or a financial asset, depending on the nature of
Port concession rights also include certain property, the payment entitlements established in the SCA.
plant and equipment which are reclassified as

When the amount of consideration under the
intangible assets in accordance with Appendix A of Ind
arrangement for the provision of public services is
AS 11 ‘Service Concession Arrangements’. These assets
substantially fixed by a contract, the Group recognizes
are amortised based on the lower of their useful lives or
the consideration for construction services at its fair
concession period.
value as a financial asset and is classified as "financial
Gains or losses arising from de-recognition of port asset under service concession arrangements".
concession rights are measured as the difference

When the amount of consideration under the
between the net disposal proceeds and the carrying
arrangement comprises -
amount of the asset and are recognised in the
consolidated statement of profit or loss when the asset - fixed charges based on Annual Guaranteed
is de-recognised. Tonnage and
The estimated period of port concession arrangements - variable charges based on Actual Utilization Tonnage
are of 30 years. then, the Group recognizes the consideration for

217
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

construction services at its fair value, as the "financial Group as a lessor

asset under service concession arrangement" to the Leases in which the Group does not transfer substantially
extent present value of fixed payment to be received all the risks and rewards of ownership of an asset are
discounted at incremental borrowing rate and the classified as operating leases. Rental income from
residual portion is recognized as an intangible asset. operating lease is recognised on a straight-line basis
over the term of the relevant lease. Initial direct costs
j) Borrowing costs
incurred in negotiating and arranging an operating
Borrowing costs directly attributable to the acquisition,
lease are added to the carrying amount of the leased
construction or production of an asset that necessarily
asset and recognised over the lease term on the same
takes a substantial period of time to get ready for its
basis as rental income. Contingent rents are recognised
intended use or sale are capitalised as part of the cost
as revenue in the period in which they are earned.
of the asset. All other borrowing costs are expensed
in the period in which they occur. Borrowing costs Leases are classified as finance leases when
consist of interest and other costs that an entity incurs substantially all of the risks and rewards of ownership
in connection with the borrowing of funds. Borrowing transfer from the Group to the lessee. Amounts due
cost also includes exchange differences to the extent from lessees under finance leases are recorded as
regarded as an adjustment to the borrowing costs. receivables at the Group’s net investment in the leases.
Finance lease income is allocated to accounting periods
k) Leases
so as to reflect a constant periodic rate of return on the
The determination of whether an arrangement is
net investment outstanding in respect of the lease.
(or contains) a lease is based on the substance of
the arrangement at the inception of the lease. The l) Inventories
arrangement is, or contains, a lease if fulfilment of the 
Inventories are valued at lower of cost and net
arrangement is dependent on the use of a specific realisable value.
asset or assets and the arrangement conveys a right to
Stores and Spares: Valued at lower of cost and net
use the asset or assets, even if that right is not explicitly
realizable value. Cost is determined on a moving
specified in an arrangement.
weighted average basis. Cost of stores and spares lying
Group as a lessee in bonded warehouse includes custom duty payable.
A lease is classified at the inception date as a finance
Stores and Spares which do not meet the definition
lease or an operating lease. A lease that transfers
of property, plant and equipment are accounted
substantially all the risks and rewards incidental to
as inventories.
ownership to the Group is classified as a finance lease.
Costs incurred that relate to future contract activities
Finance leases are capitalised at the commencement of
are recognised as ”Project Work-in-Progress”.
the lease at the inception date fair value of the leased
property or, if lower, at the present value of the minimum Project work-in-progress comprise specific contract
lease payments. Lease payments are apportioned costs and other directly attributable overheads
between finance charges and reduction of the lease including borrowing costs which can be allocated on
liability so as to achieve a constant rate of interest on specific contract cost is, valued at lower of cost and net
the remaining balance of the liability. Finance charges realisable value.
are recognised in finance costs in the statement of
Net Realizable Value in respect of stores and spares is
profit and loss, unless they are directly attributable to
the estimated current procurement price in the ordinary
qualifying assets, in which case they are capitalized
course of the business.
in accordance with the Group’s general policy on the
borrowing costs . Contingent rentals are recognised as m) Impairment of non-financial assets
expenses in the periods in which they are incurred. The Group assesses, at each reporting date, whether
there is an indication that an asset may be impaired.
A leased asset is depreciated over the useful life of the
If any indication exists, or when annual impairment
asset. However, if there is no reasonable certainty that
testing for an asset is required, the Group estimates
the Group will obtain ownership by the end of the lease
the asset’s recoverable amount. An asset’s recoverable
term, the asset is depreciated over the shorter of the
amount is the higher of an asset’s or cash-generating
estimated useful life of the asset and the lease term.
unit’s (CGU) fair value less costs of disposal and its
Operating lease payments are recognised as an expense value in use. Recoverable amount is determined for an
in the statement of profit and loss on a straight-line individual asset, unless the asset does not generate
basis over the lease term. cash inflows that are largely independent of those

218
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

from other assets or group of assets. When the carrying Intangible assets with indefinite useful lives are tested
amount of an asset or CGU exceeds its recoverable for impairment annually as at year end at the CGU level,
amount, the asset is considered impaired and is written as appropriate, and when circumstances indicate that
down to its recoverable amount. the carrying value may be impaired.

Statutory Reports
In assessing value in use, the estimated future cash n) 
Provisions, Contingent Liabilities and
flows are discounted to their present value using a Contingent Assets
pre-tax discount rate that reflects current market General
assessments of the time value of money and the risks Provisions are recognised when the Company has a
specific to the asset. In determining fair value less costs present obligation (legal or constructive) as a result of
of disposal, recent market transactions are taken into a past event, it is probable that an outflow of resources
account. If no such transactions can be identified, an embodying economic benefits will be required to settle
appropriate valuation model is used. These calculations the obligation and a reliable estimate can be made of
are corroborated by valuation multiples, quoted share the amount of the obligation. The expense relating

Financial Statements
prices for publicly traded companies or other available to a provision is presented in the statement of profit
fair value indicators. and loss. Contingent liabilities are not recognised
but disclosed unless the probability of an outflow of
The Group bases its impairment calculation on detailed
resources is remote. Contingent assets are disclosed
budgets and forecast calculations, which are prepared
where inflow of economic benefits is probable.
separately for each of the Group’s CGUs to which the
individual assets are allocated. These budgets and If the effect of the time value of money is material,
forecast calculations generally cover a period of five provisions are discounted using a current pre-tax rate
years. For longer periods, a long-term growth rate is that reflects, when appropriate, the risks specific to the
calculated and applied to project future cash flows liability. When discounting is used, the increase in the
after the fifth year. provision due to the passage of time is recognised as
a finance cost.
Impairment losses including impairment on inventories,
are recognised in the statement of profit and loss. Operational Claim provisions
Provisions for operational claims are recognised
For assets excluding goodwill, an assessment is made
when the service is provided to the customer. Further
at each reporting date to determine whether there is
recognition is based on historical experience. The
an indication that previously recognised impairment
initial estimate of operational claim related cost is
losses no longer exist or have decreased. If such
revised annually.
indication exists, the Group estimates the asset’s or
CGU’s recoverable amount. A previously recognised o) Retirement and other employee benefits
impairment loss is reversed only if there has been a Retirement benefit in the form of provident fund is
change in the assumptions used to determine the a defined contribution scheme. The Group has no
asset’s recoverable amount since the last impairment obligation, other than the contribution payable to the
loss was recognised. The reversal is limited so that provident fund. The Group recognizes contribution
the carrying amount of the asset does not exceed its payable to the provident fund scheme as an expense,
recoverable amount, nor exceed the carrying amount when an employee renders the related service. If
that would have been determined, net of depreciation, the contribution payable to the scheme for service
had no impairment loss been recognised for the received before the balance sheet date exceeds the
asset in prior years. Such reversal is recognised in the contribution already paid, the deficit payable to the
statement of profit and loss unless the asset is carried scheme is recognized as a liability after deducting the
at a revalued amount, in which case, the reversal is contribution already paid.
treated as a revaluation increase.
The Group operates a defined benefit gratuity plan in
Goodwill is tested for impairment annually as at every India, which requires contributions to be made to a
year end and when circumstances indicate that the separately administered fund. The cost of providing
carrying value may be impaired. benefits under the defined benefit plan is determined
using the projected unit credit method.
Impairment is determined for goodwill by assessing the
recoverable amount of CGU (or group of CGUs) to which 
Re-measurements, comprising of actuarial gains
the goodwill relates. When the recoverable amount of and losses, the effect of the asset ceiling, excluding
the CGU is less than its carrying amount, an impairment amounts included in net interest on the net defined
loss is recognised. Impairment losses relating to benefit liability and the return on plan assets (excluding
goodwill cannot be reversed in future periods. amounts included in net interest on the net defined

219
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

benefit liability), are recognised immediately in the Debt instruments at amortised cost
balance sheet with a corresponding debit or credit to A ‘debt instrument’ is measured at the amortised cost if
retained earnings through OCI in the period in which both the following conditions are met:
they occur. Re-measurements are not reclassified to
(i) 
The asset is held within a business model
profit or loss in subsequent periods.
whose objective is to hold assets for collecting
Net interest is calculated by applying the discount rate contractual cash flows, and
to the net defined benefit liability or asset. The Group
(ii) 
Contractual terms of the asset give rise on
recognises the following changes in the net defined
specified dates to cash flows that are solely
benefit obligation as an expense in the consolidated
payments of principal and interest (SPPI) on the
statement of profit and loss:
principal amount outstanding.
-
Service costs comprising current service costs,
This category is the most relevant to the Group.
past-service costs, gains and losses on curtailments
After initial measurement, such financial assets are
and non-routine settlements and
subsequently measured at amortised cost using the
- Net interest expense or income effective interest rate (EIR) method. Amortised cost
is calculated by taking into account any discount or
Accumulated leave, which is expected to be utilised
premium on acquisition and fees or costs that are an
within the next twelve months, is treated as short term
integral part of the EIR. The EIR amortisation is included
employee benefits. The Group measures the expected
in finance income in the consolidated statement of
cost of such absence as the additional amount that
profit and loss . The losses arising from impairment are
is expected to pay as a result of the unused estimate
recognised in the consolidated statement of profit and
that has accumulated at the reporting date. The
loss except where the Company has given temporary
Group treats accumulated leave expected to be
waiver of interest not exceeding 12 months period.
carried forward beyond twelve months as long term
This category generally applies to trade/loans and
compensated absences which are provided for based
other receivables.
on actuarial valuation as at the end of the period. The
actuarial valuation is done as per projected unit credit Debt instrument at FVTPL
method. The Group presents the entire leave as a FVTPL is a residual category for debt instruments. Any
current liability in the balance sheet, since it does not debt instrument, which does not meet the criteria for
have an unconditional right to defer it’s settlement for categorization as amortized cost or as FVTOCI, is classified
twelve month after the reporting date. as FVTPL.
p) Financial instruments Debt instruments included within the FVTPL category
A financial instrument is any contract that gives rise to are measured at fair value with all changes recognized
a financial asset of one entity and a financial liability or in the profit and loss.
equity instrument of another entity.
Equity investments
Financial assets All equity investments in scope of Ind AS 109 are
Initial recognition and measurement measured at fair value. For all other equity instruments,
All financial assets are recognised initially at fair value the Group may make an irrevocable election to present
plus in case of financial asset not recorded at fair in other comprehensive income subsequent changes
value through profit and loss, transaction with that are in the fair value. The Group makes such election on an
attributable to the acquisition of the financial assets. instrument-by-instrument basis. The classification is
made on initial recognition and is irrevocable.
Subsequent measurement
For purposes of subsequent measurement, financial If the Group decides to classify an equity instrument as
assets are classified in three categories: FVTOCI, then all fair value changes on the instrument,
excluding dividends, are recognized in the OCI. There is
- Debt instruments at amortised cost
no recycling of the amounts from OCI to profit and loss,
-
Debt instruments and derivative instruments and even on sale of investment. However, the Group may
equity instruments at fair value through Profit transfer the cumulative gain or loss within equity.
or loss (FVTPL)
Equity instruments included within the FVTPL category
-
Equity instruments measured at fair value through are measured at fair value with all changes recognized
other comprehensive income (FVTOCI) in the profit and loss.

220
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

Perpetual debt b) 
Financial assets that are debt instruments,
The Company invests in a subordinated perpetual debt, are measured at fair value through other
redeemable at the issuer's option, with a fixed coupon comprehensive income (FVTOCI)
that can be deferred indefinitely if the issuer does
c) Lease receivables under Ind AS 17
not pay a dividend on its equity shares. The Company

Statutory Reports
classifies these instruments as equity under Ind AS 32. d) 
Trade receivables or any contractual right to
receive cash or another financial asset that
Derecognition
result from transactions that are within the
A financial asset (or, where applicable, a part of a
scope of Ind AS 115
financial asset or part of a group of similar financial
assets) is primarily derecognised (i.e. removed from the The Group follows ‘simplified approach’ for recognition
Group’s consolidated balance sheet) when: of impairment loss allowance on:
-
The rights to receive cash flows from the asset • Trade receivables or contract revenue receivables; and
have expired, or
• 
All lease receivables resulting from transactions

Financial Statements
- The Group has transferred its rights to receive cash within the scope of Ind AS 17
flows from the asset or has assumed an obligation
Under the simplified approach the Group does not track
to pay the received cash flows in full without
changes in credit risk. Rather, it recognises impairment
material delay to a third party under a ‘pass-through’
loss allowance based on lifetime ECLs at each reporting
arrangement and either (a) the Group has transferred
date, right from its initial recognition.
substantially all the risks and rewards of the asset,
or (b) the Group has neither transferred nor retained For recognition of impairment loss on other financial
substantially all the risks and rewards of the asset, but assets and risk exposure, the group determines that
has transferred control of the asset. whether there has been a significant increase in the
credit risk since initial recognition. If credit risk has
When the Group has transferred its rights to receive cash
not increased significantly, 12 month ECL is used to
flows from an asset or has entered into a pass-through
provide for impairment loss. However, if credit risk has
arrangement, it evaluates if and to what extent it has
increased significantly, lifetime ECL is used.
retained the risks and rewards of ownership. When it
has neither transferred nor retained substantially all ECL is the difference between all contracted cash
of the risks and rewards of the asset, nor transferred flows that are due to the Group in accordance with
control of the asset, the Group continues to recognise the contract and all the cash flows that the Group
the transferred asset to the extent of the Group’s expects to receive, discounted at the original EIR. ECL
continuing involvement. In that case, the Group also impairment loss allowance (or reversal) recognised
recognises an associated liability. The transferred during the period is recognised as income / (expense)
asset and the associated liability are measured on a in the statement of profit and loss (P&L). This amount
basis that reflects the rights and obligations that the is reflected under the head "Other Expense" in the
Group has retained. statement of profit and loss.
Continuing involvement that takes the form of a The balance sheet presentation for various financial
guarantee over the transferred asset is measured at the instruments is described below:
lower of the original carrying amount of the asset and

F inancial assets measured at amortised cost,
the maximum amount of consideration that the Group
contractual revenue receivables and lease receivables:
could be required to repay.
ECL is presented as an allowance, i.e., as an integral
Impairment of financial assets part of the measurement of those assets in the balance
The Group applies expected credit loss (ECL) model for sheet. The allowance reduces the net carrying amount.
measurement and recognition of impairment loss on Until the asset meets write-off criteria, the group
the following financial assets and credit risk exposure : does not reduce impairment allowance from the gross
carrying amount.
a) 
Financial assets that are debt instruments,
and are measured at amortised cost e.g. loans, For assessing increase in credit risk and impairment
debt securities, deposits, trade receivables loss, the Company combines financial instruments on
and bank balances the basis of shared credit risk characteristics with the
objective of facilitating an analysis that is designed

221
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

to enable significant increases in credit risk to be Amortised cost is calculated by taking into account any
identified on a timely basis. discount or premium on acquisition and fees or costs
that are an integral part of the EIR. The EIR amortisation
Financial liabilities
is included as finance costs in the consolidated
Initial recognition and measurement
statement of profit and loss.
Financial liabilities are classified, at initial recognition,
as financial liabilities at fair value through profit or loss, This category generally applies to borrowings.
loans and borrowings, payables, or as derivatives,
Financial guarantee contracts
as appropriate.
Financial guarantee contracts issued by the Group are
All financial liabilities are recognised initially at fair those contracts that require a payment to be made to
value and, in the case of loans and borrowings and reimburse the holder for a loss it incurs because the
payables, net of directly attributable transaction costs. specified debtor fails to make a payment when due
in accordance with the terms of a debt instrument.
The Group’s financial liabilities include trade and
Financial guarantee contracts are recognised
other payables, loans and borrowings including bank
initially as a liability at fair value through profit or
overdrafts, financial guarantee contracts and derivative
loss (FVTPL), adjusted for transaction costs that are
financial instruments.
directly attributable to the issuance of the guarantee.
Subsequent measurement Subsequently, the liability is measured at the higher
The measurement of financial liabilities depends on of the amount of loss allowance determined as per
their classification, as described below: impairment requirements of Ind AS 109 and the amount
recognised less cumulative amortisation.
Financial liabilities at fair value through profit or loss
Financial liabilities at fair value through profit or loss Derecognition
include financial liabilities held for trading and financial A financial liability is derecognised when the obligation
liabilities designated upon initial recognition at fair under the liability is discharged or cancelled or expires.
value through profit or loss. Financial liabilities are When an existing financial liability is replaced by another
classified as held for trading if they are incurred for from the same lender on substantially different terms,
the purpose of repurchasing in the near term. This or the terms of an existing liability are substantially
category also includes derivative financial instruments modified, such an exchange or modification is treated
entered into by the Group that are not designated as the derecognition of the original liability and the
as hedging instruments in hedge relationships as recognition of a new liability. The difference in the
defined by Ind AS 109. respective carrying amounts is recognised in the
statement of profit and loss.
Gains or losses on liabilities held for trading are
recognised in the consolidated statement of profit Reclassification of financial assets
and loss. The Group determines classification of financial
assets and liabilities on initial recognition. After
Financial liabilities designated upon initial recognition
initial recognition, no reclassification is made for
at fair value through profit or loss are designated as such
financial assets which are equity instruments and
at the initial date of recognition, and only if the criteria
financial liabilities. For financial assets which are debt
in Ind AS 109 are satisfied. For liabilities designated as
instruments, a reclassification is made only if there is
FVTPL, fair value gains/ losses attributable to changes
a change in the business model for managing those
in own credit risk are recognized in OCI. These gains/
assets. Changes to the business model are expected
losses are not subsequently transferred to P&L.
to be infrequent. The Group’s senior management
However, the Group may transfer the cumulative gain
determines change in the business model as a result
or loss within equity. All other changes in fair value of
of external or internal changes which are significant
such liability are recognised in the statement of profit
to the Group’s operations. Such changes are evident
and loss. The Group has not designated any financial
to external parties. A change in the business model
liability as FVTPL.
occurs when the Group either begins or ceases to
Loans and borrowings perform an activity that is significant to its operations.
This is the category most relevant to the Group. If the Group reclassifies financial assets, it applies the
After initial recognition, interest-bearing loans and reclassification prospectively from the reclassification
borrowings are subsequently measured at amortised date which is the first day of the immediately next
cost using the EIR method. Gains and losses are reporting period following the change in business
recognised in the consolidated profit and loss when the model. The Group does not restate any previously
liabilities are derecognised as well as through the EIR recognised gains, losses (including impairment gains or
amortisation process. losses) or interest.

222
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

Offsetting of financial instruments For the purpose of the consolidated statement of

Financial assets and financial liabilities are offset cash flows, cash and cash equivalents consist of cash
and the net amount is reported in the balance sheet and short-term deposits, as defined above, net of
if there is a currently enforceable legal right to offset outstanding bank overdrafts as they are considered an
the recognised amounts and there is an intention to integral part of the Group’s cash management.

Statutory Reports
settle on a net basis, to realise the assets and settle the
t) Cash dividend to equity holders of the parent
liabilities simultaneously.
The Company recognises a liability to make cash to
q) Derivative financial instruments equity holders of the parent when the distribution
Initial recognition and subsequent measurement is authorised and the distribution is no longer at the
The Group uses derivative financial instruments, such discretion of the Company. As per the corporate laws
as forward currency contracts, cross currency swaps, in India, a distribution is authorised when it is approved
options, interest rate futures and interest rate swaps to by the shareholders. A corresponding amount is
hedge its foreign currency risks and interest rate risks, recognised directly in equity.

Financial Statements
respectively. Such derivative financial instruments are
u) Goodwill on consolidation
initially recognised at fair value through profit or loss
Goodwill on consolidation as on the date of transition
(FVTPL) on the date on which a derivative contract is
represents the excess of cost of acquisition at
entered into and are subsequently re-measured at fair
each point of time of making the investment in the
value. Derivatives are carried as financial assets when
subsidiary over the Group’s share in the net worth of
the fair value is positive and as financial liabilities when
a subsidiary. For this purpose, the Group’s share of net
the fair value is negative.
worth is determined on the basis of the latest financial
Any gains or losses arising from changes in the fair statements, prior to the acquisition, after making
value of derivative financial instrument are classified necessary adjustments for material events between
in the statement of profit and loss and reported with the date of such financial statements and the date of
foreign exchange gains/(losses) not within results from respective acquisition. Goodwill arising on consolidation
operating activities. Changes in fair value and gains/ is not amortised, however, it is tested for impairment
(losses) on settlement of foreign currency derivative annually. In the event of cessation of operations of a
financial instruments relating to borrowings, which subsidiary, the unimpaired goodwill is written off fully.
have not been designated as hedge are recorded
Goodwill on consolidation arising on acquisitions on or
as finance cost.
after the date of transition represents the excess of the
r) Redeemable preference shares cost of acquisition at each point of time of making the
Redeemable preference shares are separated into investment in the subsidiary, over the Group’s share in
liability and equity components based on the terms the fair value of the net assets of a subsidiary.
of the contract.

Goodwill on consolidation is allocated to cash
On issuance of the redeemable preference shares, generating units or group of cash generating units
the fair value of the liability component is determined that are expected to benefit from the synergies of the
using a market rate for an equivalent non-convertible acquisition.
instrument. This amount is classified as a financial
v) Business Combination
liability measured at amortised cost (net of transaction

Business Combination have been accounted for
costs) until it is extinguished on redemption.
using the acquisition method under the provisions
Transaction costs are apportioned between the liability of Ind AS 103, Business Combinations. The cost of an
and equity components of the redeemable preference acquisition is measured at the fair value of the assets
shares based on the allocation of proceeds to the transferred, equity instruments issued and liabilities
liability and equity components when the instruments incurred or assumed at the date of acquisition, which
are initially recognised. is the date on which control is transferred to the
Group. The cost of acquisition also includes fair value
s) Cash and cash equivalents
of any contingent considerations. Identifiable assets
Cash and cash equivalents in the balance sheet
acquired and liabilities and contingent liabilities
comprise cash at banks and on hand and short-term
assumed in a business combination are measured
deposits with an original maturity of three months
initially at the fair value on the date of acquisition.
or less, which are subject to an insignificant risk of
Business Combinations between entities under
changes in value.
common control is accounted for at carrying value.

223
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

Transaction costs that the Group incurs in connection 

Retrospectively with cumulative effect of initially
with a business combination such as legal fees, due applying the standard recognized at the date of initial
diligence fees and other professional consulting fees application (Cumulative catch - up approach).
are expensed as incurred.
The Group adopted Ind AS 115 using the modified
If the initial accounting for a business combination retrospective method of adoption. The adoption of
is incomplete by the end of reporting period in which the standard did not have any material impact on the
the combination occurs, the Group reports provisional consolidated financial statements of the Group.
amounts for the items for which the accounting is
Amendment to Ind AS 20, Accounting for Government
incomplete. Those provisional amounts are adjusted
Grants and Disclosure of Government Assistance
during the measurement period, or additional assets
The amendment clarifies that where the government
or liabilities are recognised, to reflect new information
grant related to assets, including non-monetary grant
obtained about facts and circumstances that existed at
at fair value, shall be presented in balance sheet
the acquisition date that, if known, would have affected
either by setting up the grant as deferred income or
the amount recognised at that date.
by deducting grant in arriving at the carrying amount
Goodwill arising on an acquisition of a business is carried of the asset. Prior to the amendment, Ind AS 20 did
at cost as established at the date of acquisition of the not allow the option to present asset related grant by
business less accumulated impairment losses, if any. deducting the grant from the carrying amount of the
assets. These amendments do not have any impact on
w) Earnings per Share
the consolidated financial statements.
Basic earnings per share are calculated by dividing
the profit for the period attributable to equity Appendix B, Foreign Currency Transactions and
shareholders by the weighted average number Advance Consideration to Ind AS 21, The Effects of
of equity shares outstanding during the period. Changes in Foreign Exchange Rates
For the purpose of calculating diluted earnings per The Appendix B to Ind AS 21 clarifies the date of
share, the profit for the period attributable to equity the transaction for the purpose of determining the
shareholders and the weighted average number of exchange rate to use on initial recognition of the related
shares outstanding during the period are adjusted for asset, expense or income, when an entity has received
the effects of all dilutive potential equity shares. or paid advance consideration in a foreign currency.
If there are multiple payments or receipts in advance,
x) New and amended standards adopted by the Group
then the entity must determine the transaction date
The Group has applied the following standards and
for each payment or receipt of advance consideration.
amendments for the first time for annual reporting
Entities may apply the Appendix requirements on a
period commencing from April 01, 2018:-
fully retrospective basis. Alternatively, an entity may
Ind AS 115 - Revenue from Contracts with Customers apply these requirements prospectively to all assets,
The core principle of the standard is that an entity expenses and income in its scope that are initially
should recognize revenue to depict the transfer of recognised on or after:
promised goods or services to customers in an amount
- The beginning of the reporting period in which the
that reflects the consideration to which the entity
entity first applies the Appendix, or
expects to be entitled in exchange for those goods or
services. Further, the new standard requires enhanced - The beginning of a prior reporting period presented as
disclosures about the nature, amount, timing and comparative information in the financial statements
uncertainty of revenue and cash flows arising from the of the reporting period in which the entity first
entity’s contracts with customers. applies the Appendix.
The standard permits two possible methods of transition The interpretation does not have any impact on the
Group’s consolidated financial statements.
Retrospective approach - Under this approach the
standard will be applied retrospectively to each prior Amendment to Ind AS 12, Income Taxes
reporting period presented in accordance with Ind The amendments clarify that an entity needs to consider
AS 8- Accounting Policies, Changes in Accounting whether tax law restricts the sources of taxable profits
Estimates and Errors. against which it may make deductions on the reversal
of that deductible temporary difference. Furthermore,
the amendments provide guidance on how an entity

224
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

should determine future taxable profits and explain the subsidiary, a joint venture or an associate (or a portion
circumstances in which taxable profit may include the of its interest in a joint venture or an associate) that
recovery of some assets for more than their carrying is classified (or included in a disposal Company that is
amount. Entities are required to apply the amendments classified) as held for sale.
retrospectively. However, on initial application of the

Statutory Reports
2.4 Significant accounting judgments, estimates
amendments, the change in the opening equity of
and assumptions
the earliest comparative period may be recognised in
opening retained earnings (or in another component 
The preparation of the Group’s consolidated
of equity, as appropriate), without allocating the financial statements requires management to make
change between opening retained earnings and other judgements, estimates and assumptions that affect
components of equity. Entities applying this relief must the reported amounts of revenues, expenses, assets
disclose that fact. These amendments do not have any and liabilities, and the accompanying disclosures, and
impact on the consolidated financial statement of Group the disclosure of contingent liabilities. Uncertainty
as the Group has no deductible temporary differences about these assumptions and estimates could result

Financial Statements
or assets that are in the scope of the amendments. in outcomes that require a material adjustment to
the carrying amount of assets or liabilities affected in
Amendment to Ind AS 40, Investment Property
future periods.
The amendments clarify when an entity should transfer
property, including property under construction or (A) Judgements
development into, or out of investment property. The In the process of applying the Group’s accounting
amendments state that a change in use occurs when policies, management has made the following
the property meets, or ceases to meet, the definition judgements, which has the most significant effect on
of investment property and there is evidence of the the consolidated financial statements:
change in use. A mere change in management’s
(i) 
Consolidation of entities in which the Group
intentions for the use of a property does not provide
holds less than a majority of voting rights (de
evidence of a change in use. Entities should apply the
facto control):-
amendments prospectively to changes in use that occur
Group owns 49% ownership interest in Dholera
on or after the beginning of the annual reporting period
Infrastructure Private Limited ("DIPL"), Group
in which the entity first applies the amendments. An
has entered into an agreement with the other
entity should reassess the classification of property
shareholders of the DIPL basis which the directors
held at that date and, if applicable, reclassify property
of the Company has assessed that it has the
to reflect the conditions that exist at that date.
practical ability to direct the relevant activities
Retrospective application in accordance with Ind AS
of DIPL unilaterally and therefore APSEZ has
8 is only permitted if it is possible without the use of
control over DIPL.
hindsight. These amendments do not have any impact
on the Group’s consolidated financial statements. (ii) Investment in entities which are not considered
for consolidation
Amendment to Ind AS 28, Investment in Associates
The Group has investment of ` 40 crore in Kutch
and Joint Ventures
Railway Company Limited ("KRCL"), the investee, to
The amendments clarify that a venture capital
the tune of the 20% of the paid up capital of the said
organisation or a mutual fund, unit trust and similar
company. However, the considering that majority
entities may elect, at initial recognition, to measure
of the remaining shares are held by government
investments in an associate or joint venture at fair value
companies / government authorities / government
through profit or loss separately for each associate
agencies, and the day-to day-operations being
or joint venture. Further, Ind AS 28 permits an entity
managed by government officials, the Group does
that is not an investment entity to retain the fair
not consider that it has significant influence over
value measurement applied by its associates and joint
KRCL. Accordingly, the investment in the said
venture (that are investment entities) when applying
entity has not been accounted under Ind AS 28.
the equity method. Therefore, this choice is available, at
initial recognition, for each investment entity associate Further, the group has investment of ` 5.21 crore
or joint venture. in Ambily Technologies Private Limited ("ATPL"),
the investee, to the tune of 20% of the paid up
Ind AS 112, Disclosure of Interest in Other Entities
capital of the said company. However, the Group
The amendments clarify that the disclosure
is currently not involved in the operational and
requirements in Ind AS 112, other than those in
financial matters of the company and accordingly,
paragraphs B10–B16, apply to an entity’s interest in a
the Group does not consider that it has significant

225
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

influence over ATPL. Accordingly, the investment being tested. The recoverable amount is sensitive to
in ATPL has not been accounted under Ind AS 28. the discount rate used for the DCF model as well as
the expected future cash-inflows and the growth rate
(iii) Common control transaction under Ind AS 103
used for extrapolation purposes. These estimates are
 The Group has made acquisition of Adani Agri
most relevant to goodwill with indefinite useful lives
Logistics Limited , Adani Agri Logistics (Dahod)
recognised by the Group. The key assumptions used
Limited, Adani Agri Logistics (Samastipur) Limited
to determine the recoverable amount for the CGU, are
and Adani Agri Logistics (Darbhanga) Limited from
disclosed and further explained in note 40 and 42.
Adani Enterprises Limited which has been described
in Note 37. The Management of the Company Impairment of financial assets
assessed whether or not these acquisitions are  The impairment provisions for Financial Assets are
“Common Control Business Combinations” (as based on assumptions about risk of default and
defined in Appendix C of Ind-AS 103). In making expected cash loss. The Group uses judgement in
their judgement, the Management considered making these assumptions and selecting the inputs
the absolute size of holding of S.B. Adani Family to the impairment calculation, based on Group's past
Trust ("SBAFT") in both the companies, the relative history, existing market conditions as well as forward
size of and dispersion of the shareholding owned looking estimates at the end of each reporting period.
by other shareholders, availability of information
Taxes
relating to contractual arrangements between

Deferred tax assets (including MAT credits) are
SBAFT and other shareholders which could give
recognised for unused tax credits to the extent that
SBAFT sufficient power to make decisions about
it is probable that taxable profit will be available
the relevant activities of the Company. After a
against which the credits can be utilised. Significant
careful evaluation of the available information,
management judgement is required to determine
the Management concluded that the acquisition
the amount of deferred tax assets that can be
does not meet the definition of Common
recognised, based upon the likely timing and the
Control Business Combinations. Accordingly, the
level of future taxable profits together with future
acquisition has been accounted for by applying the
tax planning strategies. Further details on taxes are
“acquisition method” as enunciated in Ind-AS 103.
disclosed in note 26.
(B) Estimates and assumptions
Defined benefit plans (gratuity benefits)
The key assumptions concerning the future and other
The cost of the defined benefit gratuity plan and the
key sources of estimation uncertainty at the reporting
present value of the gratuity obligation are determined
date, that have a significant risk of causing a material
using actuarial valuations. An actuarial valuation
adjustment to the carrying amounts of assets and
involves making various assumptions that may differ
liabilities within the next financial year, are described
from actual developments in the future. These include
below. The Group based its assumptions and estimates
the determination of the discount rate, future salary
on parameters available when the consolidated financial
increases and mortality rates. Due to the complexities
statements were prepared. Existing circumstances and
involved in the valuation and its long-term nature, a
assumptions about future developments, however, may
defined benefit obligation is highly sensitive to changes
change due to market changes or circumstances arising
in these assumptions. All assumptions are reviewed at
that are beyond the control of the Group. Such changes
each reporting date.
are reflected in the assumptions when they occur.
The parameter most subject to change is the discount
Impairment of non-financial assets (including goodwill)
rate. In determining the appropriate discount rate for
 Impairment exists when the carrying value of an
plans operated in India, the management considers
asset or cash generating unit exceeds its recoverable
the interest rates of government bonds in currencies
amount, which is the higher of its fair value less costs
consistent with the currencies of the post-employment
of disposal and its value in use. The fair value less
benefit obligation. The underlying bonds are further
costs of disposal calculation is based on available
reviewed for quality. Those having excessive credit
data for similar assets or observable market prices less
spreads are excluded from the analysis of bonds on
incremental costs for disposing of the asset. The value
which the discount rate is based, on the basis that
in use calculation is based on a DCF model. The cash
they do not represent high quality corporate bonds.
flows are derived from the budget for the next five
The mortality rate is based on publicly available
years and do not include restructuring activities that
mortality tables for the specific countries. Those
the Group is not yet committed to or significant future
mortality tables tend to change only at interval in
investments that will enhance the asset’s performance

226
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

response to demographic changes. Future salary agreements/sub-concession agreements with various

increases and gratuity increases are based on expected Maritime Boards/Government Port Trust Authorities.
future inflation rates for the respective countries.

The present value of the expected cost for the
Further details about gratuity obligations are
decommissioning of the asset after its use is included
given in note 28.

Statutory Reports
in the cost of respective asset if recognition criteria for
Fair value measurement the provision are met in case of agreement with Food
In measuring the fair value of certain assets and Corporation of India.
liabilities for financial reporting purpose, the Group uses
Depreciation / amortisation and useful lives of property,
market observable data to the extent available. Where
plant and equipment / intangible assets
such Level 1 inputs are not available, the Group engages
Property, plant and equipment / intangible assets are
third party qualified valuers to establish appropriate
depreciated / amortised over their estimated useful
valuation techniques and inputs to the model. The
lives, after taking into account estimated residual
inputs to these models are taken from observable
value. Management reviews the estimated useful lives

Financial Statements
markets where possible, but where this is not feasible,
and residual values of the assets annually in order to
a degree of judgement is required in establishing fair
determine the amount of depreciation / amortisation to
values. Judgement include considerations of inputs
be recorded during any reporting period. The useful lives
such as liquidity risk, credit risk and volatility. Changes
and residual values are based on the Group’s historical
in assumptions about these factors could affect the
experience with similar assets and take into account
reported fair value of financial instruments. Refer note
anticipated technological changes. The depreciation
33 for further disclosures.
/ amortisation for future periods is revised if there are
Provision for Decommissioning Liabilities significant changes from previous estimates.
The management of the Group has estimated that there
is no contractual and probable decommissioning liability
under the condition / terms of the various concession

227
 3. Property, Plant and Equipment, Intangible Assets and Goodwill

228
Note 3(a) Property, Plant and Equipment
` in crore
Property, Plant and Equipment
Buildings, Land
Particulars Free
Leasehold Roads Computer Development Office Plant & Furnitures Dredged Marine Railway Tugs and Railway Project
Hold Vehicles Aircraft Total
land and Civil Hardware cost on Equipments Equipment & Fixture Channels Structures Tracks Boats Wagons Assets
Land
Infrastructure Leasehold Land
Cost
As at April 1, 2017 644.05 78.79 2,875.31 50.97 684.06 79.39 5,274.14 56.07 33.10 3,220.10 2,551.22 870.55 1,047.85 116.51 292.48 974.00 18,848.59
Additions 15.33 0.22 177.81 17.09 144.42 10.59 795.36 18.10 8.31 372.30 317.64 10.79 1,023.59 - - - 2,911.55
Deductions/Adjustment (1.53) - (0.45) (0.68) (7.86) (0.69) (36.61) (0.60) (5.63) - - - (7.58) - - (0.41) (62.04)
Exchange difference - - 2.60 (0.06) 0.09 0.01 9.45 0.10 - 0.56 2.31 0.63 (0.86) (0.01) 0.53 26.35 41.70
for the year ended March 31, 2019

As at March 31, 2018 657.85 79.01 3,055.27 67.32 820.71 89.30 6,042.34 73.67 35.78 3,592.96 2,871.17 881.97 2,063.00 116.50 293.01 999.94 21,739.80
Acquisitions through 191.19 138.75 286.65 0.84 - 0.19 361.99 0.98 0.15 - 1,220.19 62.62 - 79.33 - - 2,342.88
Business Combination
(refer note 37(i))
Acquisitions (refer note 376.60 - - - - - - - - - - - - - - - 376.60
37(iv))
Adani Ports and Special Economic Zone Limited

Additions 133.83 82.16 779.76 30.12 37.59 34.59 1,178.71 107.40 4.76 326.20 0.58 26.01 1.45 13.52 - 2.55 2,759.23
Deductions/Adjustment - (6.52) - (0.34) (2.78) (0.06) (6.63) (0.03) (1.41) - (15.33) - (5.10) - - (0.02) (38.22)
Exchange difference - - 29.07 - 1.03 0.17 47.52 0.30 - 8.06 44.05 7.34 - - 8.47 15.21 161.22
As at March 31, 2019 1,359.47 293.40 4,150.75 97.94 856.55 124.19 7,623.93 182.32 39.28 3,927.22 4,120.66 977.94 2,059.35 209.35 301.48 1,017.68 27,341.51
Accumulated
Depreciation
As at April 1, 2017 - 2.49 376.62 24.46 52.68 32.29 790.51 8.39 11.18 128.53 126.12 170.01 160.24 19.12 34.70 248.43 2,185.77
Depreciation for the year - 3.46 157.66 13.14 31.86 12.94 432.66 4.27 5.57 85.58 67.48 81.28 91.48 10.21 17.17 118.03 1,132.79
Deductions/(Adjustment) - - (0.21) (0.42) - (0.33) (15.99) (0.27) (2.95) - (1.06) - (1.38) - - (0.21) (22.82)
As at March 31, 2018 - 5.95 534.07 37.18 84.54 44.90 1,207.18 12.39 13.80 214.11 192.54 251.29 250.34 29.33 51.87 366.25 3,295.74
Depreciation for the year - 5.18 160.74 14.24 37.98 13.84 494.01 7.75 5.30 93.72 102.64 75.33 139.04 10.79 17.77 89.43 1,267.76
Deductions/(Adjustment) - 6.14 - (0.34) - (0.04) (2.05) (0.02) (0.46) - (4.65) - (1.49) - - (0.01) (2.92)
As at March 31, 2019 - 17.27 694.81 51.08 122.52 58.70 1,699.14 20.12 18.64 307.83 290.53 326.62 387.89 40.12 69.64 455.67 4,560.58
Net Block
As at March 31, 2018 657.85 73.06 2,521.20 30.14 736.17 44.40 4,835.16 61.28 21.98 3,378.85 2,678.63 630.68 1,812.66 87.17 241.14 633.69 18,444.06
As at March 31, 2019 1,359.47 276.13 3,455.94 46.86 734.03 65.49 5,924.79 162.20 20.64 3,619.39 3,830.13 651.32 1,671.46 169.23 231.84 562.01 22,780.93

Notes :-
a) Depreciation of ` 32.53 crore (previous year ` 68.21 crore) relating to the project assets and pre-fabricated residential structure (temporary structure) has been allocated to
Capitalisation / Capital Work-in-progress for expansion of project works.
b) Freehold Land includes land development cost of ` 12.56 crore (previous year ` 12.56 crore).
c) Plant and Equipment includes cost of Water Pipeline amounting to ` 3.37 crore (Gross) (previous year ` 3.37 crore), accumulated depreciation ` 1.59 crore (previous year `
1.19 crore) which is constructed on land not owned by the Company.
d) Buildings includes 612 residential flats (previous year 612 flats) and a hostel building valuing ` 130.75 crore (Gross) (previous year ` 130.75 crore), accumulated depreciation
` 10.49 crore (previous year ` 7.81 crore) at Samudra Township, Mundra, which are pending to be registered in Company's name.
e) As a part of concession agreement for development of port and related infrastructure at Mundra, the Company has been allotted land on lease basis by Gujarat Maritime
Board (GMB). The Company has recorded rights in the GMB Land at present value of future annual lease payments in the books and classified the same as lease hold land.
Notes to the Consolidated Financial Statements

f) Land development cost on leasehold land includes costs incurred towards reclaimed land of ` 691.18 crore (previous year ` 663.61 crore), accumulated depreciation ` 96.38
crore (previous year ` 68.01 crore). The cost has been estimated by the management, being cost allocated out of the dredging activities approximate the actual cost.
g) Reclaimed land measuring 1,093.53 hectare are pending to be registered in the name of the Company.
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

h) Project Assets includes dredgers and earth moving equipments.

i) Free hold Land includes Land given on Operating Lease Basis:
Gross Block as at March 31, 2019 : ` 6.71 crore (previous year ` 6.71 crore)
Accumulated Depreciation as at March 31, 2019 : ` 0.24 crore (previous year ` 0.18 crore)
Net Block as at March 31, 2019 : ` 6.47 crore (previous year ` 6.53 crore)
j) Leasehold land includes 38 hectare of forest land amounting to ` 3.59 crore allotted to one of the subsidiary company by Ministry of Environment

Statutory Reports
and Forests.
k) GIDC has allotted 11.70 hectare of land on right to use basis for the period of 10 years for developing facilities for the project having gross value
of ` 0.58 crore (previous year ` 0.58 crore) to one of the subsidiary company.
l) Plant and Equipment includes electrical installation of ` 13.04 crore and accumulated depreciation of ` 4.61 crore (previous year ` 13.04 crore
and accumulated depreciation of ` 3.46 crore) for setting up of 66 kVA infrastructure facilities for providing power connection to the port
facilities of subsidiary companies.
m) The amount of borrowing costs capitalised during the year ended March 31, 2019 was ` 36.12 crore (previous year ` 59.58 crore). The rate used
to determine the amount of borrowing costs eligible for capitalisation was ranging from 2.85% to 11%, which is the effective interest rate of the
specific borrowing.
n) The Company had reclaimed total 230 hectares of land for its port activities. The Company had developed these land area through dredging
activities and an amount of ` 17.68 crore (previous year ` 17.68 crore) is capitalized as leasehold land development.

Financial Statements
o) Refer footnote to note 14 and 17 for security / charges created on property, plant and equipment.

Note 3(b) Intangible Assets

` in crore
Service
Railway Right to Right to
Particulars Software Concession Total
License Fee operate port use of land
Assets
Cost
As at April 1, 2017 51.78 31.25 1,839.58 - 21.56 1,944.17
Additions 25.46 - 92.78 - - 118.24
Deductions/Adjustment - - (6.45) - - (6.45)
Exchange difference 0.02 - 5.65 - - 5.67
As at March 31, 2018 77.26 31.25 1,931.56 - 21.56 2,061.63
Acquisitions through Business 0.46 - 447.52 123.80 - 571.78
Combination (refer note 37(i))
Additions 42.07 5.00 2.61 - - 49.68
Deductions/Adjustment - - (40.49) - - (40.49)
Exchange difference 0.25 - - - - 0.25
As at March 31, 2019 120.04 36.25 2,341.20 123.80 21.56 2,642.85
Accumulated Amortisation & Impairment
As at April 1, 2017 15.60 5.00 200.98 - 2.30 223.88
Amortisation for the year 11.10 2.50 110.09 - 0.10 123.79
Impairment (refer note 40 (a)) - - 155.18 - - 155.18
Deductions/Adjustment - - (0.04) - - (0.04)
As at March 31, 2018 26.70 7.50 466.21 - 2.40 502.81
Amortisation for the year 19.93 2.53 111.14 4.55 0.10 138.25
Impairment (refer note 40 (a)) (52.95) - - (52.95)
Deductions/Adjustment - - (17.82) - - (17.82)
As at March 31, 2019 46.63 10.03 506.58 4.55 2.50 570.29
Net Block
As at March 31, 2018 50.56 23.75 1,465.35 - 19.16 1,558.82
As at March 31, 2019 73.41 26.22 1,834.62 119.25 19.06 2,072.56

Note 3(c) Goodwill

` in crore
Particulars March 31, 2019 March 31, 2018
Carrying value at the beginning of the year 2,667.13 2,670.39
Add/(Less):- Amount recognised through acquisitions and business combinations. 600.80 (3.26)
Carrying value at the end of the year (refer note 42) 3,267.93 2,667.13

229
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

4 Non-Current Investments
` In Crore
Particulars March 31, 2019 March 31, 2018
Unquoted
In Equity Shares of Company (Investment at fair value through OCI) (refer note (c) below)
5,00,00,000 (previous year 5,00,00,000) fully paid Equity Shares of ` 10 each of Kutch 235.00 210.00
Railway Company Limited
1,73,30,000 (previous year - 1,73,30,000) fully paid Equity Shares of ` 10 each of Bharuch 24.24 25.99
Dahej Railway Company Limited
5,50,000 (previous year 5,50,000) fully paid Equity Shares of ` 10 each of Mundra Solar 0.94 0.94
Technopark Private Limited
1,000 (previous year 1,000 ) fully paid Equity Shares of AUD 1 each of Mundra Port Pty Limited -* -*
(refer note (b) below)
14,001 (previous year 14,001) fully paid Equity Shares of ` 10 each of Ambily Technologies 5.21 5.21
Private Limited
50,000 (previous year Nil) fully paid Equity Share of ` 10 each of Mundra LPG Terminal Private 0.05 -
Limited (refer note (d) below)
50,000 (previous year Nil) fully paid Equity Share of ` 10 each of Adani Dhamra LPG Terminal 0.05 -
Private Limited (refer note (d) below)
FVTOCI Investment 265.49 242.14
Investment in Debenture (Valued at amortised cost)
Nil (previous year 3,170) 7.7% Non-Convertible Redeemable Debenture of ` 10,00,000 each of - 317.00
J M Financial Products Limited
In Government Securities (valued at amortised cost) -
National Savings Certificates (Lodged with Government Department) & others -* -*
Investments 265.49 559.14
In equity shares of Joint Ventures (valued at cost)
32,22,31,817 (previous year 32,22,31,817) fully paid Equity Shares of ` 10 each of Adani - -
International Container Terminal Private Limited (refer note 36 (B))
5,93,78,278 (previous year 5,93,78,278) fully paid Equity Shares of ` 10 each of Adani CMA - -
Mundra Terminal Private Limited (refer note 36 (B))
30,60,000 (previous year Nil) fully paid Equity Shares of ` 10 each of Adani NYK Auto Logistics 3.00 -
Solutions Private Limited (refer note 36 (B))
Investments accounted using Equity Method 3.00 -
268.49 559.14
-* Figures being nullified on conversion to ` in crore.

Notes:
a) Aggregate amount of unquoted investments as at March 31, 2019 ` 268.49 crore (previous year ` 559.14 crore).
b) 1,000 fully paid equity shares (previous year - 1,000) of Mundra Port Pty Limited. (Refer note 35(u)) has been pledged
with banks against borrowings by the respective entity.
c) Reconciliation of Fair value measurement of the investment in unquoted equity shares

` in crore
Particulars March 31, 2019 March 31, 2018
Opening Balance 242.14 225.19
Add : Investment made during the year 0.10 5.21
Fair value gain recognised in Other comprehensive income 23.25 11.74
Closing Balance 265.49 242.14

d) During the year, pursuant to issuance of new equity shares by Adani Dhamra LPG Terminal Private Limited ("ADLTPL")
and Mundra LPG Terminal Private Limited ("MLTPL") to Adani Trading Services LLP on a private placement basis on
December 29, 2018, these companies (ADLTPL, MLTPL) have ceased to be subsidiaries of the Company. With regards to
loss of control of the subsidiary subsequently, the investment has since been classified as Fair Value through OCI.

230
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

5 Trade Receivables
(Unsecured, unless otherwise stated)
` in crore
Non-current portion Current portion

Statutory Reports
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Trade Receivables
Considered good (refer note 31) - 2.14 2,838.24 4,334.34
Less : Allowances for expected credit loss - - (48.58) (24.43)
- 2.14 2,789.66 4,309.91
Other Trade Receivables - 2.14 2,431.91 3,537.91
Customers' Bill Discounted (refer note (c) below) - - 357.75 772.00
Total Trade Receivables - 2.14 2,789.66 4,309.91

Financial Statements
Notes:
a) No trade or other receivables are due from directors or other officers of the Company either severally or jointly with
any other person nor any trade or other receivable are due from firms or private companies in which any director is a
partner, a director or a member.
b) Generally, as per credit terms trade receivable are collectable within 30-180 days although the Group provide extended
credit period with interest between 8% to 15% considering business and commercial arrangements with the customers
including the related parties. Receivable of ` 0.43 crore (previous year ` 2.54 crore) are contractually collectable on
deferred basis.
c) The Carrying amounts of the trade receivables include receivables amounting to ` 357.75 crore (previous year ` 772
crore) which are subject to a bills discounting arrangement. Under this arrangement, the Group has transferred the
relevant receivables to the bank / financial institution in exchange of cash and is prevented from selling or pledging
the receivables. The Cost of bill discounting is to the customer’s account as per the arrangement. However, the Group
has retained late payment and credit risk. The Group therefore continues to recognise the transferred assets in their
entirety in its balance sheet. The amount repayable under the bills discounting arrangement is presented as unsecured
borrowing in note 17.
d) Trade receivable includes regular receivables arising from services provided to power companies which are passing
through a difficult external environment causing certain delays in payment.
The Group has reviewed these receivables and considering the improving market conditions in the power sector,
expects that the power companies will improve their operating effectiveness and recover past dues from Discoms and
thereby the Group believes that the amount is good and recoverable.
6 Loans
(Unsecured unless otherwise stated)
` in crore
Non-current portion Current portion
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Loans to Joint Venture Entities
- Considered Good 1,219.54 1,193.06 269.50 20.31
Loans to Related Parties
- Considered Good - - 3.25 -
Loans to others (refer note below)
- Considered Good - 2.80 1,274.86 1,484.58
1,219.54 1,195.86 1,547.61 1,504.89

Note:
Loan to others includes inter-corporate deposits aggregating ` 1,092.10 crore (previous year ` 1,105.40 crore) (Including renewals
on due dates) to third parties. These deposits are given at prevailing market interest rates. The inter-corporate deposits have been
approved by the Finance committee of the Board of Directors and subsequently noted by the Board of Directors of the company.
The Group has received undertaking from one of the promoter owned entity to unconditionally honour the dues from these parties
along with interest in case these are not paid by the parties.

231
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

7 Other Financial Assets

` in crore
Non-current portion Current portion
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Security deposits (refer note 34(i))
- Considered good 2,763.70 488.35 121.18 292.46
- Considered doubtful - - 7.27 7.27
2,763.70 488.35 128.45 299.73
Allowances for doubtful deposit - - (7.27) (7.27)
2,763.70 488.35 121.18 292.46
Loans and Advances to Employees 1.77 2.20 3.15 2.87
Land Lease Receivable (refer note 20 (c)) 1,405.50 923.81 53.07 4.64
Bank Deposit with original maturity of more than twelve 9.93 40.51 - -
months and margin money deposits (refer note 11)
Interest Accrued 25.84 - 1,209.70 694.30
Non Trade Receivable - - 574.73 107.08
Asset under Service Concession 108.06 - 20.22 -
Receivables against sale of investment (refer note 35(u)) - - 84.17 85.93
Derivative Instruments / Forward Contracts Receivable - - 72.57 61.91
Advances for land consideration 31.93 35.96 4.03 1.52
Financial Guarantee received - - - 4.37
Insurance Claim Receivables - - 8.40 0.50
Gratuity Assets (refer note 28) - - 1.98 2.77
4,346.73 1,490.83 2,153.20 1,258.35

8 Other Assets
` in crore
Non-current portion Current portion
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Capital advances (refer note (a) & (b) below)
- Secured, considered good 34.35 0.04 - -
- Unsecured, considered good 1,162.89 792.37 - 111.29
- Unsecured, doubtful 10.59 10.59 - -
1,207.83 803.00 - 111.29
Less: Allowances for doubtful advances (10.59) (10.59) - -
1,197.24 792.41 - 111.29
Balance with Government Authorities 343.36 244.90 171.75 144.36
Prepaid Expenses 155.91 89.42 45.62 34.55
Accrued revenue (refer note 39) - - 63.46 202.30
Contract Assets (refer note (c) below) - - 79.40 60.97
Advances recoverable other than in cash
To others 0.06 0.12 68.46 83.03
To related parties 237.10 - 127.87 334.67
Export benefits and Other receivables 258.22 - 296.32 409.96
Taxes recoverable (net) (refer note 26) 236.39 187.39 - -
2,428.28 1,314.24 852.88 1,381.13

Notes:
a) Capital advance includes ` 198.72 crore (previous year ` 111.40 crore) paid to various parties and government authorities
towards purchase of land.
b) The Group has received bank guarantees of ` 34.35 crore (previous year ` 0.04 crore) against capital advances.

232
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

c) Contract assets are the right to receive consideration in exchange for services transferred to the customer. Contract
assets are initially recognised for revenue earned from services as receipt of consideration is conditional on successful
completion of services. Upon completion of services and acceptance by the customers, the amounts recognised as
contract assets are reclassified to financial assets.

Statutory Reports
9 Inventories
(At lower of cost and Net realisable value)
` in crore
Non-current portion Current portion
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Stores and Spares, Fuel and Lubricants - - 243.79 223.22
Project work in progress (refer note 39) - - 562.89 297.07
- - 806.68 520.29

Financial Statements
10 Current Investments
` in crore
Particulars March 31, 2019 March 31, 2018
Unquoted mutual funds (valued at fair value through profit or loss)
Nil (previous year 22,457.17 units) of ` 10 each in ICICI Prudential Liquidity - Direct Plan - - 0.58
Growth
2,50,000 units (previous year 2,50,000 units) of ` 10 each in HDFC Mutual Fund 0.25 0.25
49,638 units (previous year Nil) of ` 2929 each in SBI Mutual Fund 14.54 -
48,465 units (previous year Nil) of ` 2267 each in IDFC cash fund Mutual Fund 10.99 -
4,332.65 Units (Previous Year Nil) of ` 300 each in Aditya Birla Sun Life Cash Plus - Direct 0.13 -
Plan - Growth
20,020.33 Units (Previous Year Nil) of ` 300 each in Aditya Birla Sun Life Liquid Fund - Direct 0.60 -
Plan - Growth
Investment in Commercial Papers (CP) (Valued at Amortised Cost)
Commercial Papers of ECAP Equities Limited 432.30 518.95
Investment in Debentures (Valued at Amortised Cost)
550 (previous year Nil ) 9.55 % Non-Convertible Redeemable Debentures of ` 10,00,000 each 55.00 -
of J M Financial Products Limited
513.81 519.78
Aggregate carrying value of unquoted Mutual Funds 26.51 0.83
Aggregate net assets value of unquoted Mutual Funds 26.51 0.83
Aggregate carrying value of unquoted investment in Commercial Papers and Debentures 487.30 518.95

Note:
Investments in commercial papers of ECAP Equities Limited is rated A1+ during current year and previous year.

233
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

11 Cash and Bank Balances

` in crore
Non-current portion Current portion
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Cash and cash equivalents
Balance in current accounts - - 4,612.89 548.05
Deposits with original maturity of less than three months - - 185.07 33.44
Cheques on hand - - - 241.86
Cash on hand - - 0.23 0.13
- - 4,798.19 823.48
Other bank balances
Bank Deposits with maturity of more than 12 months - 37.51 - -
In Current Accounts (earmarked for Unpaid Dividend) - - 1.08 0.88
Deposits with original maturity over 3 months but less - - 1,067.58 2,117.25
than 12 months
Margin Money Deposits 9.93 3.00 100.45 25.94
9.93 40.51 1,169.11 2,144.07
Amount disclosed under Non- Current Financial Assets (9.93) (40.51) - -
(refer note 7)
- - 1,169.11 2,144.07

Note:
Margin Money Deposits aggregating to ` 110.38 crore (previous year ` 28.94 crore) are pledged / lien against bank guarantees,
letter of credit and other credit facilities.

12 Equity Share Capital

` in crore
Particulars March 31, 2019 March 31, 2018
Equity share capital
Authorised share capital
4,97,50,00,000 (previous year 4,97,50,00,000) Equity Shares of ` 2 each 995.00 995.00
995.00 995.00
Issued, subscribed and fully paid-up share capital
2,07,09,51,761 (previous year 2,07,09,51,761) fully paid up Equity Shares of ` 2 each 414.19 414.19
414.19 414.19

a) Reconciliation of the shares outstanding at the beginning and at the end of the reporting year
March 31, 2019 March 31, 2018
Equity Shares
No ` in crore No ` in crore
At the beginning of the year 2,07,09,51,761 414.19 2,07,09,51,761 414.19
Add/(Less):- Change during the year - - - -
Outstanding at the end of the year 2,07,09,51,761 414.19 2,07,09,51,761 414.19

Notes:
Terms/rights attached to equity shares
(i) The Company has only one class of equity share having par value of ` 2 per share. Each holder of equity share is entitled
to one vote per share. The Company declares and pays dividend in Indian Rupees.
(ii) In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets
of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of
equity shares held by the shareholders.

234
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

(b) Equity Component of Non-cumulative Redeemable Preference Shares

March 31, 2019 March 31, 2018
Particulars
No ` in crore No ` in crore
At the beginning of the year 28,11,037 165.88 28,11,037 165.88

Statutory Reports
Change during the year - - - -
Outstanding at the end of the year 28,11,037 165.88 28,11,037 165.88

Terms of Non-cumulative Redeemable Preference shares:

The Company has outstanding 28,11,037 0.01 % Non-Cumulative Redeemable Preference Shares ('NCRPS') of ` 10 each
issued at a premium of ` 990.00 per share. Each holder of preference shares has a right to vote only on resolutions
placed before the Company which directly affects the right attached to preference share holders. These shares
are redeemable on March 28, 2024 at an aggregate premium of ` 278.29 crore (equivalent to ` 990.00 per share).
In the event of liquidation of the Company, the holder of NCRPS (before redemption) will have priority over equity shares in

Financial Statements
the payment of dividend and repayment of capital. The preference shares carry fixed dividend which is non-discretionary.
The Preference Shares issued by the Company are classified as Compound Financial Instrument. These preference shares
are separated into liability and equity components based on the terms of the contract. Interest on liability component is
recognised as interest expense using the effective interest method.
The equity component of convertible preference shares includes the securities premium amount received on issue
of preference shares and the preference share capital, redemption premium reserve being created in compliance of
the Companies Act, 2013.

c) Details of shareholders holding more than 5% shares in the Company

March 31, 2019 March 31, 2018
Equity Shares % holding in % holding in
No No
the class the class
Equity shares of ` 2 each fully paid
i) Gautambhai Shantilal Adani and Rajeshbhai Shantilal 81,27,65,189 39.25% 87,73,17,807 42.36%
Adani (on behalf of S.B. Adani Family Trust)
ii) Adani Tradeline LLP 14,05,12,153 6.78% 14,05,12,153 6.78%
(Formerly, known as Parsa Kente Rail Infra LLP)
Non-Cumulative Redeemable Preference Shares of ` 10
each fully paid up
Gujarat Ports Infrastructure and Development Co. Limited 3,09,213 11.00% 3,09,213 11.00%
Priti G. Adani 5,00,365 17.80% 5,00,365 17.80%
Shilin R. Adani 5,00,364 17.80% 5,00,364 17.80%
Pushpa V. Adani  5,00,365 17.80% 5,00,365 17.80%
Ranjan V. Adani 5,00,455 17.80% 5,00,455 17.80%
Suvarna M. Adani 5,00,275 17.80% 5,00,275 17.80%
28,11,037 100.00% 28,11,037 100.00%

13 Other Equity
Equity Component of Non Cumulative Redeemable Preference shares
` in crore
Particulars March 31, 2019 March 31, 2018
Opening Balance 165.88 165.88
Closing Balance 165.88 165.88

235
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

Reserves and Surplus

` in crore
Particulars March 31, 2019 March 31, 2018
Securities Premium
Opening Balance 2,551.72 2,535.70
Share in Securities Premium of Joint Venture - 16.02
Closing Balance 2,551.72 2,551.72

Note:- Securities premium represents the premium received on issue of shares over and above the face value of equity
shares. The same is available for utilisation in accordance with the provisions of the Companies Act, 2013.

` in crore
Particulars March 31, 2019 March 31, 2018
General Reserve
Opening Balance 2,260.87 2,141.55
Add- Transfer from Debenture Redemption Reserve 315.00 119.32
Closing Balance 2,575.87 2,260.87

Note:- The general reserve is used from time to time to transfer profit from retained earnings for apportion purposes. As the
general reserve is created by transfer from one component of equity to another and is not an item of other comprehensive
income, items included in the general reserve will not be reclassified subsequently to profit and loss.

` in crore
Particulars March 31, 2019 March 31, 2018
Debenture Redemption Reserve ("DRR")
Opening Balance 661.71 476.21
Add: Transferred from Retained Earnings 167.33 304.82
Less: Transferred to General Reserve (315.00) (119.32)
Closing Balance 514.04 661.71

Note: The Company has issued redeemable non-convertible debentures. Accordingly, the Companies (Share capital and
Debentures) Rules, 2014 (as amended), require the company to create DRR out of profits of the company available for
payment of dividend. DRR is required to be created for an amount which is equal to 25% of the value of debentures issued.
The DRR is created over the life of debentures out of retained earnings.

` in crore
Particulars March 31, 2019 March 31, 2018
Tonnage Tax Reserve
Opening Balance 319.50 3.30
Add: Transferred from Retained Earnings 210.32 316.20
Closing Balance 529.82 319.50

Note:- Subsidiary companies, The Adani Harbour Services Private Limited and Shanti Sagar International Dredging Private
Limited have opted for Tonnage Tax Scheme u/s 115V of the Income Tax Act, 1961. Accordingly Section 115 VT of the Income
Tax Act, 1961 requires the said companies to create Tonnage Tax Reserve and transfer the amount equivalent to 20% of the
book profits of the said companies from retained earnings to Tonnage Tax Reserve and to be utilised only for the purpose
as mentioned in the said Act.

236
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

` in crore
Particulars March 31, 2019 March 31, 2018
Foreign Currency Monetary Item Translation Difference Account
Opening Balance (37.13) (74.55)
Add : Foreign exchange (loss)/gain during the year (153.47) (7.92)

Statutory Reports
Less : Amortised in statement of profit and loss 119.53 45.34
Closing Balance (71.07) (37.13)

Note: Exchange differences arising on outstanding long term foreign currency monetary items applied towards long term
assets (other than depreciable assets) recognised in the Indian GAAP financial statements for the period ending immediately
before the beginning of the first Ind AS financial reporting period i.e. March 31, 2016 are accumulated in the “Foreign
Currency Monetary Item Translation Difference Account” (FCMITDA) and amortized over the remaining life of the concerned
monetary item or financial year 2019-20 whichever is earlier.

` in crore

Financial Statements
Particulars March 31, 2019 March 31, 2018
Retained Earnings
Opening Balance 14,582.00 11,722.42
Add : Impact of Demerger (refer note 41) - 123.96
Add : Profit attributable to equity holders of the parent 3,990.22 3,673.62
Less : Dividend on shares (414.19) (269.22)
Less : Dividend distribution tax paid (DDT) (85.64) (54.81)
Less : Transfer to Debenture Redemption reserve (167.33) (304.82)
Less : Transfer to Tonnage Tax Reserve (210.32) (316.20)
Less : Others (3.34) -
Add: Gain on increase in non controlling interest 0.41 -
Add: Impact of Demerger on Non-controlling interest - 6.46
Add / (Less ) : Remeasurement (losses) / gains on defined benefit plans (net of tax) (2.23) 0.59
Closing Balance 17,689.58 14,582.00

Note:- The portion of profits not distributed among the shareholders are termed as retained earnings. The Company may
utilize the retained earnings for making investments for future growth and expansion plans, for the purpose of generating
higher returns for the shareholders or for any other specific purpose, as approved by the Board of Directors of the Company.

Other Comprehensive Income

` in crore
Particulars March 31, 2019 March 31, 2018
Foreign Currency translation reserve
Opening Balance (0.01) 0.73
Add/(Less):- Change during the year (0.20) (0.74)
Closing Balance (0.21) (0.01)

Note:- Exchange differences relating to translation of results and net assets of the group's foreign operations from their
functional currencies to the group's presentation currency ( i.e rupees) are recognised directly in other comprehensive
income and accumulated in foreign currency translation reserve.

` in crore
Particulars March 31, 2019 March 31, 2018
Equity instrument through other comprehensive income
Opening Balance 150.10 140.55
Add : Change in fair value of FVTOCI Equity Investments (net of tax) 18.28 9.55
Closing Balance 168.38 150.10
Note:- This reserve represents the cumulative gains and losses arising on the revaluation of equity investments measured at
fair value through other comprehensive income.

Total Other Equity 24,124.01 20,654.64

237
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

` In Crore
Particulars March 31, 2019 March 31, 2018
Dividend Distribution made and proposed
Cash Dividend on equity share declared and paid
Final Dividend for the year ended March 31, 2018 (` 2.00 per share) and March 31, 2017 (` 1.30 414.19 269.22
per share)
Dividend Distribution Tax 86.57 54.81
500.76 324.03
Proposed Dividend on Equity Shares
Final Dividend for the year ended March 31, 2019 to be decided in the board meeting - 414.19
scheduled on June 04, 2019. (previous year ` 2.00 per share) (refer note 45(i))
Dividend Distribution Tax - 85.14
- 499.33
Cash Dividend on Preference Shares declared and paid
Dividend @ 0.01 % on Non-Cumulative Redeemable Preference Shares -* -*
Dividend Distribution Tax -* -*
Proposed Dividend on Preference Shares
Dividend @ 0.01 % on Non-Cumulative Redeemable Preference Shares -* -*
Dividend Distribution Tax -* -*
-* Figure nullified in conversion of ` in crore
Proposed dividend on equity shares are subject to approval at the annual general meeting and are not recognised as liability (including dividend
distribution tax thereon)

14 Long Term Borrowings

` In Crore
Non-current portion Current portion
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Debentures
2,520 (previous year 2,520) 9.35% Non Convertible 251.32 251.25 - -
Redeemable Debentures of ` 10,00,000 each Secured
(Redeemable on July 04, 2026) (refer note (c) below)
16,000 (previous year 16,000) 7.65% Non Convertible 1,584.36 1,582.84 - -
Redeemable Debentures of ` 10,00,000 each Secured
(Redeemable ` 533.30 crore on October 31, 2025,
` 533.30 crore on October 31, 2026 and ` 533.40 crore
on October 30, 2027) (refer note (e) below)
10,000 (previous year 10,000) 8.22% Non Convertible 1,000.00 1,000.00 - -
Redeemable Debentures of ` 10,00,000 each Secured
(Redeemable ` 333.30 crore on March 07, 2025, ` 333.30
crore on March 07, 2026 and ` 333.40 crore on March
08, 2027) (refer note (c) below)
13,000 (previous year 13,000) 8.24% Non Convertible 1,300.00 1,300.00 - -
Redeemable Debentures of ` 10,00,000 each Secured
(Redeemable ` 433.30 crore on November 29, 2024,
` 433.30 crore on November 29, 2025 and ` 433.40 crore
on November 27, 2026) (refer note (d) below)
2,000 (previous year 2,000) 9.35% Non Convertible 198.25 198.00 - -
Redeemable Debentures of ` 10,00,000 each Secured
(Redeemable ` 100 crore on May 26, 2023 and ` 100
crore on May 27, 2026) (refer note (a) below)
4,940 (previous year 4,940) 10.50% Non Convertible 494.00 494.00 - -
Redeemable Debentures of ` 10,00,000 each Secured
(Redeemable at three annual equal instalments
commencing from February 25, 2021) (refer note (a)
below)

238
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

` In Crore
Non-current portion Current portion
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
400 (previous year 400) 10.50% Non Convertible 39.40 39.13 - -
Redeemable Debentures of ` 10,00,000 each Secured

Statutory Reports
(Redeemable in 4 quarterly equal instalments on
December 27, 2020, March 27, 2021, June 27, 2021, and
September 27, 2021) (refer note (b) below)
1,500 (previous year 9,000) 9.05% Non Convertible - 900.00 150.00 -
Redeemable Debentures of ` 10,00,000 each Secured
(Redeemable on May 22, 2019) (refer note (a) below)
5,000 (previous year 5,000) 9.05% Non Convertible - 498.34 499.96 -
Redeemable Debentures of ` 10,00,000 each Secured.
(Redeemable on April 10, 2019) (refer note (a) below)

Financial Statements
Nil (previous year 5,000) 9.05% Non Convertible - - - 499.71
Redeemable Debentures of ` 10,00,000 each Secured
(Redeemed ` 250 crore on June 18, 2018 and ` 250 crore
on September 18, 2018) (refer note (c) below)
Nil (previous year 200) 10.50% Non Convertible - - - 10.00
Redeemable Debentures of ` 5,00,000 each (Redeemed
on June 27, 2018 and September 27, 2018) (refer note
(b) below)
Preference shares
Liability Component of Compound Financial Instrument 99.94 91.69 - -
- 0.01% Non Cumulative Redeemable Preference Shares
(unsecured) (refer note 12(b))
Term loans
Foreign currency loans:
From banks (secured) 733.37 914.34 151.12 153.73
From banks (unsecured) 1,098.52 1,039.87 - -
From Other financial institutions (secured) - 14.60 15.49 14.11
3.50% Foreign Currency Bond priced at 195 basis points 4,495.08 4,236.38 - -
over the 5 years US Treasury Note (unsecured)
3.95% Foreign Currency Bond priced at 189 basis points 3,436.93 3,230.33 - -
over the 5 years US Treasury Note (unsecured)
4 % Foreign Currency Bond priced at 195 basis points 3,407.75 3,203.06 - -
over the 10 years US Treasury Note (unsecured)
Rupee loans:
From banks (secured) 694.39 399.02 136.36 59.78
From other financial institutions (unsecured) 3.64 3.66 2.30 1.20
From others (unsecured) 2.48 3.88 - -
Foreign currency letters of credit
From banks (secured) - 570.39 - -
From banks (unsecured) 1,043.89 658.19 161.24 63.49
19,883.32 20,628.97 1,116.47 802.02
The above amount includes
Secured borrowings 6,295.09 8,161.91 952.93 737.33
Unsecured borrowings 13,588.23 12,467.06 163.54 64.69
Amount disclosed under the head Current Financial - - (1,116.47) (802.02)
Liabilities (refer note 15)
19,883.32 20,628.97 - -

239
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

h) Foreign currency letters of credit aggregating to ` Nil

Notes:
(previous year ` 570.39 crore) carried interest @ 3 to 6
a) 
Debentures include Secured Non-Convertible months libor plus basis point in range of 21 to 46.The
Redeemable Debentures amounting to ` 1,342.21 loan was secured against exclusive charge on assets
crore (previous year ` 2,090.34 crore) which are purchased under the facility.
secured by first Pari-passu charge on all the immovable
i) Unsecured Loan
and movable assets of Multi-purpose Terminal,
Terminal-II and Container Terminal –II project assets. (i) 5 years Foreign Currency Bond of USD 650 million
` 750 crore (7500 debentures of ` 10,00,000/- each) equivalent to ` 4,495.08 crore (previous year
were bought back on March 29, 2019 based on the ` 4,236.38 crore) carries interest @ 3.50 % p.a.
resolution passed by the board at its meeting held on with bullet repayment in the year 2020.
March 18, 2019.
(ii) 5 years Foreign Currency Bond of USD 500 million
b) 
Debentures include Secured Non-Convertible equivalent to ` 3,436.93 crore (previous year
Redeemable Debentures aggregating to ` 39.40 crore ` 3,230.33 crore) carries interest rate at 3.95% p.a.
(previous year ` 49.13 crore) which are secured by with bullet repayment in the year 2022.
exclusive mortgage and charge on entire Single Point
(iii) 
10 years Foreign Currency Bond of USD 500
Mooring (SPM) facilities serving Indian Oil Corporation
million equivalent to ` 3,407.75 crore (previous
Limited - Mundra and the first charge over receivables
year ` 3,203.06 crore) carries interest rate at
from Indian Oil Corporation Limited.
4.00% p.a. with bullet repayment in the year 2027.
c) 
Debentures include Secured Non-Convertible
(iv) Foreign Currency Loan aggregating to ` 1,098.52
Redeemable Debentures aggregating to ` 1,251.32
crore (previous year ` 1,039.87 crore) carries
crore (previous year ` 1,750.96 crore) which are secured
interest at 2.85% fixed for 18 months and than after
by first pari-passu charge on all the movable and
6 months Libor plus 125 basis point is repayable in
immovable assets pertaining to coal terminal project
the year 2021.
assets at Wandh.
(v) Foreign currency letters of credit aggregating to
d) 
Debentures include Secured Non-Convertible
` 553.61 crore (previous year ` 23.42 crore) carries
Redeemable Debentures aggregating to ` 1,300.00
interest at 3 months Libor plus basis point in range
crore (previous year ` 1,300.00 crore) which are
of 50 to 65 and 3 to 12 months Euribor plus basis
secured by first pari-passu charge on specified assets
point in range of 65 to 75. ` 553.61 crore payable
of certain subsidiary companies' arrangements as per
on maturity from 2020-21 to 2021-22.
Debenture Trust Deed.
(vi) 
Rupee Term Loan aggregating to ` 5.94 crore
e) 
Debentures include Secured Non-Convertible
(previous year ` 4.86 crore) carries interest ranging
Redeemable Debentures aggregating to ` 1,584.36
from 4.55 % p.a. to 7.95 % p.a. repayment beginning
crore (previous year ` 1,582.84 crore) are secured
from May 2018 and having last repayment date
by first pari-passu charge on specified assets of one
on November 2021.
of the subsidiary companies' arrangements as per
Debenture Trust Deed. j) Term loan taken by the subsidiaries includes:
f) Foreign currency loans aggregating to ` 120.11 crore i) 
The subsidiary company has suppliers bills
(previous year ` 160.66 crore ) carries interest @ accepted under foreign currency letter of credit
6 months Euribor plus 95 basis point. The above amounting to ` Nil (previous year ` 1.11 crore).
loan is repayable in 7 Semi-annual instalment of Suppliers bills accepted under foreign currency
` 17.16 crore from the balance sheet date. The loan is letter of credit carries interest Euribor plus 28
secured by exclusive charge on the Dredgers procured basis points and the loan is repaid on July 13, 2018.
under the facility. This facility is availed out of the facility sanctioned
to the Company.
g) Foreign currency loans aggregating to ` 50.43 crore
(previous year ` 70.04 crore) carries interest @ 6 ii) Foreign currency term loans from financial
months Euribor plus 75 basis point. The loan is repayable institutions amounting to ` 15.49 crore (previous
in 6 semi annually equal instalments of approx. year ` 28.71 crore) taken by Karnavati Aviation
` 8.45 crore from the balance sheet date. The loan is Private Limited carries interest @ of libor plus 253
secured by exclusive charge on the Cranes purchased basis point. The Loan is repayable in 2 Half yearly
under the facility. instalments from balance sheet date. The loan is

240
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

secured by hypothecation of Aircraft Challenger 605. Terminal Private Limited aggregating to ` 345.93
Foreign currency term loans from banks amounting crore (previous year ` 392.26 crore). The loan
to ` 74.24 crore (previous year ` 96.48 crore) carries interest @ 3 to 6 Months Libor plus basis
taken by Karnavati Aviation Private Limited carries points in the range of 50 to 120.These facilities
interest @ of libor plus 175 basis point. The Loan is are availed out of the facilities sanctioned to

Statutory Reports
repayable in 10 Quarterly instalments from balance holding company.
sheet date. The loan is secured by hypothecation of
viii) Term Loan from Banks taken by MPSEZ Utilities
Aircraft Legacy 650.
Private Limited aggregating to ` 0.10 crore
iii) 
Suppliers bills accepted under foreign currency (previous year ` 0.20 crore) are secured by way
letter of credit of Adani Hazira Port Private Limited of hypothecation of Plant and Machinery of
amounting to ` Nil (previous year ` 89.44 crore). Company's transmission & distribution business.
Suppliers bills accepted under foreign currency The loan carries interest rate of Base Rate + 1%
letter of credit carries interest in the range of and is repayable in equal quarterly instalment
Libor plus 0.21% to 0.51%. The same is repaid after moratorium of 3 months. The tenure of loan

Financial Statements
during the year. is upto March 31, 2020.
iv) Foreign currency letter of credit of Adani Kattupalli ix) Loan taken by Adinath Polyfills Private Limited
Port Private Limited amounting to ` Nil (previous aggregating to ` 2.48 crore (previous year ` 3.88
year ` 3.34 crore). Suppliers bills accepted under crore) from its related parties.
foreign currency letter of credit carries nil interest.
x) 
Term Loan from Banks taken by Shanti Sagar
The same is repaid during the year.
International Dredging Private Limited aggregating
v) 
Suppliers bills accepted under foreign currency to ` 639.71 crore (previous year ` 740.89 crore) are
letters of credit of Adani Vizag Coal Terminal Private secured by way of first ranking exclusive charge
Limited aggregating of ` Nil (previous year ` 60.15 over the assets of company committed under
crore) carries interest of 3 Months Euribor 50 basis agreement, Charge on assets has been created
point. The loan is repaid on August 07, 2018. through agreement in favor of Axis Trustee Service
Limited acting on behalf of all the lenders. The
vi) 
Loans from banks taken by The Dhamra Port
same carries interest in the range of 6 month
Company Limited includes secured rupee term
EURIBOR Zero ("0") plus 50 basis points. The loans
loan from banks amounting to ` 398.92 crore
are repayable 6 monthly in 20 equal installments
(previous year ` 458.60 crore) payable in 24
commencing from May 16, 2018 and final
quarterly instalments starting from June 2016 to
repayment will be done on November 16, 2027.
March 2022 carries interest @ 8.30% to 8.35%
p.a. The loan is secured by a first pari passu xi) 
Loan taken by Adani Agri Logistics Limited
charge on all immovable Property, Plant and aggregating to ` 290.43 crore from ICICI bank is
Equipments (including lease hold properties), secured by first exclusive charge on mortgage of
movable fixed assets, non-current assets & current immovable properties pertaining to the project,
assets (including book debts, operating cash first exclusive charge by way of hypothecation
flows, receivables, revenue), intangible assets, of all movable assets, first exclusive charge on
pertaining to the existing project capacity both book debts, operating cash flows, receivables,
present & future. Also secured by pledge of shares commission, revenues of projects, first exclusive
representing 30% of the total equity paid up charge by way of hypothecation over Escrow
capital of the Company. Foreign Currency Term Account and DSRA, first charge by way of
loan prepaid during the year however, release of assignment of project rights. The term loan will
charge is pending at the end of Year. be repaid based on monthly instalments as per
the loan repayment schedule agreed upon in the
Suppliers bills accepted under foreign currency
sanction letter.
letters of credit amounting ` 161.24 crore (previous
- The Term Loan having sanctioned amount of
year ` 151.96 crore). The loan is unsecured and
` 450 crore carries interest rate ranging from
carries interest 3 month LIBOR plus 1.20 basis
8.75% p.a. to 9.25% p.a.
point and 6 month LIBOR plus 0.5%. The loan is
- The Term Loan having sanctioned amount of ` 25
repayable by April 02, 2019. This facility is availed
crore carries interest rate ranging from 10.15%
out of the facility sanctioned to the Company.
p.a. to 10.65% p.a.
vii) 
Suppliers bills accepted under foreign currency
xii) Indian rupee loan taken by Adani Agri Logistics
letters of credit by Adani Ennore Container
(Satna) Limited aggregating to ` 17.40 crore from

241
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

bank carries floating rate of interest of Yes Bank's 1 year MCLR + 0.35% per annum payable monthly.
1 year MCLR + 0.35% per annum payable monthly. Applicable interest spread shall be reset first on the
Applicable interest spread shall be reset first on the expiry of 36 months from the first disbursement
expiry of 36 months from the first disbursement and annually thereafter. The loan is secured on
and annually thereafter. The loan is secured on first charge by way of hypothecation of all movable
first charge by way of hypothecation of all movable assets and intangible assets and assignment of
assets and intangible assets and assignment of book debt, operating cash flows, revenues and
book debt, operating cash flows, revenues and receivables of projects. The repayment of term
receivables of projects. The repayment of term loan will commence from June 01, 2019 in 42
loan will commence from March 01, 2020 in 39 quarterly installments.
quarterly instalments.
xvii) Indian rupee loan taken by Adani Agri Logistics
xiii) Indian rupee loan taken by Adani Agri Logistics (Harda) Limited aggregating to ` 18.48 crore from
(Ujjain) Limited aggregating to ` 16.14 crore from bank carries floating rate of interest of Yes Bank's
bank carries floating rate of interest of Yes Bank's 1 year MCLR + 0.35% per annum payable monthly.
1 year MCLR + 0.35% per annum payable monthly. Applicable interest spread shall be reset first on the
Applicable interest spread shall be reset first on the expiry of 36 months from the first disbursement
expiry of 36 months from the first disbursement and annually thereafter. The loan is secured on
and annually thereafter. The loan is secured on first charge by way of hypothecation of all movable
first charge by way of hypothecation of all movable assets and intangible assets and assignment of
assets and intangible assets and assignment of book debt, operating cash flows, revenues and
book debt, operating cash flows, revenues and receivables of projects. The repayment of term
receivables of projects. The repayment of term loan will commence from March 01, 2020 in 39
loan will commence from June 01, 2019 in 42 quarterly installments.
quarterly instalments.
xviii) Indian rupee loan taken by Adani Agri Logistics
xiv) Indian rupee loan taken by Adani Agri Logistics (Hoshangabad) Limited aggregating to ` 18.63
(Dewas) Limited aggregating to ` 17.79 crore from crore from bank carries floating rate of interest
bank carries floating rate of interest of Yes Bank's of Yes Bank's 1 year MCLR + 0.35% per annum
1 year MCLR + 0.35% per annum payable monthly. payable monthly. Applicable interest spread shall
Applicable interest spread shall be reset first on the be reset first on the expiry of 36 months from
expiry of 36 months from the first disbursement the first disbursement and annually thereafter.
and annually thereafter. The loan is secured on The loan is secured on first charge by way of
first charge by way of hypothecation of all movable hypothecation of all movable assets and intangible
assets and intangible assets and assignment of assets and assignment of book debt, operating
book debt, operating cash flows, revenues and cash flows, revenues and receivables of projects.
receivables of projects. The repayment of term The repayment of term loan will commence from
loan have commenced from March 01, 2019 in 43 September 01, 2019 in 41 quarterly instalments.
quarterly instalments.
xix) Letter of credit facilities taken by Adani Vizhinjam
xv) Indian rupee loan taken by Adani Agri Logistics Port Private Limited of ` 144.35 crore (Previous
(Kotkapura) Limited aggregating to ` 21.71 crore year ` NIL) carries NIL interest rate. The facility
from bank carries floating rate of interest of Yes is provided by Adani Ports and Special Economic
Bank's 1 year MCLR + 0.20% per annum payable Zone Limited out of its own bank credit facilities.
monthly. Applicable interest spread shall be reset
xx) Indian rupee loan taken by Adani Agri Logistics
first on the expiry of 12 months from the first
(Katihar) Limited aggregating to ` 11.60 crore from
disbursement and annually thereafter. The loan is
bank carries floating rate of interest of Yes Bank's
secured on first charge by way of hypothecation
1 year MCLR + 0.20% per annum payable monthly.
of all movable assets and intangible assets
Applicable interest spread shall be reset first on
and assignment of book debt, operating cash
the expiry of 12 months from the first disbursement
flows, revenues and receivables of projects.
and annually thereafter. The loan is secured on
The repayment of term loan will commence
first charge by way of hypothecation of all movable
from November 20, 2019 in 70 quarterly
assets and intangible assets and assignment of
structured instalments.
book debt, operating cash flows, revenues and
xvi) Indian rupee loan taken by Adani Agri Logistics receivables of projects. The repayment of term
(MP) Limited aggregating to ` 19.55 crore from loan will commence from November 02, 2021 in 16
bank carries floating rate of interest of Yes Bank's yearly instalments.

242
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

15 Other Financial Liabilities

` in crore
Non-current portion Current portion
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018

Statutory Reports
Current maturities of long term borrowings (refer note 14) - - 1,116.47 802.02
Derivative Instruments 10.88 72.49 36.31 40.64
Capital creditors and retention money 56.65 36.74 836.53 727.64
Other payables (including discounts etc.) - - 220.42 151.58
Obligations under lease land (refer note (a) below) 51.96 6.85 3.32 0.13
Unpaid Dividends # - - 1.08 0.88
Interest accrued but not due on borrowings 41.47 22.21 272.96 312.85
Deposit from Customer 4.53 3.44 30.42 18.29
Financial Guarantees given 0.56 2.71 0.66 4.37
Put Option Liability (refer note 37) - - 23.50 -

Financial Statements
166.05 144.44 2,541.67 2,058.40
# Not due for credit to "Investors Education & Protection Fund"

Notes:
(a) Assets taken under Finance Leases – land for purposes of developing, constructing, operating and maintaining
the Mundra Port and related infrastructure for providing services to the users in accordance with the terms of the
concession agreement with Gujarat Maritime Board (GMB). The lease rent is subject to revision every three years
on 1st April by 20% of the previous amount. The lease rent terms are for the period of 30 years and are renewable
accordingly with extension or renewal of the concession agreement. The lease agreement entered is non-cancellable
till the termination or expiry of the concession agreement. There is no contingent rent, no sub-leases restrictions
imposed by the lease arrangements. Expenses of ` 0.58 crore (previous year ` 0.59 crore) incurred under such lease
have been expensed in the statement of profit and loss.
(b) Assets taken under Finance Leases - land for purpose of developing, operating and maintaining port and related
infrastructure facilities in accordance with the terms of Concession Agreement with Government of Odisha. The lease
rent is subject to revision for every 3 years by 10% of previous amount. The lease agreement entered is non-cancellable
till the expiry of lease period. There is no contingent rent, no sub-leases and no restrictions imposed by the lease
arrangements. Expenses of ` 0.23 crore (previous year Nil) incurred under such lease have been expensed in the
statement of profit and loss.
 uture minimum lease payments under finance leases together with the present value of the net minimum
F
lease payments are as follows:
` in crore
After one year Less: Amounts Present value of
More than five Total minimum
Particulars Within one year but not later representing minimum lease
years lease payments
than five years finance charges payments
March 31, 2019
Minimum Lease Payments 4.63 19.78 114.54 138.95 (83.67) 55.28
Finance charge allocated to 1.31 7.57 74.79 83.67 - -
future periods
Present Value of MLP 3.32 12.21 39.75 55.28 - 55.28
March 31, 2018
Minimum Lease Payments 0.71 3.13 8.34 12.18 (5.20) 6.98
Finance charge allocated to 0.58 2.17 2.45 5.20 - -
future periods
Present Value of MLP 0.13 0.96 5.89 6.98 - 6.98

243
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

(c) Disclosure with regards to changes in liabilities arising from Financing Activities - Ind AS7
Disclosure of changes in liabilities arising from financing activities, including changes arising from cash flows and
non-cash changes (such as foreign exchange gains or losses) is as under:
` in crore
Long-term Unpaid Dividend
Short-term
Borrowings Interest on Equity and
Borrowings
Particulars (including current accrued but Preference Shares Derivative Total
(including bills
maturities of long not due (including dividend Contract
discounting)
term debt) distribution tax)
April 1, 2018 21,430.99 773.17 335.06 0.88 106.22 22,646.32
Cash Flows (1,655.36) 5,963.10 (1,471.72) (505.05) (17.63) 2,313.34
Foreign Exchange Movement 767.53 (12.44) - - - 755.09
Change in fair value 24.81 (53.18) 22.79 - - (5.58)
Charged to Profit and Loss - - 1,428.30 - (43.11) 1,385.19
Dividend recognised during the year - - - 505.25 - 505.25
Acquisition adjustment 431.82 289.47 - - - 721.29
Bills discounted (net) - (414.25) - - - (414.25)
March 31, 2019 20,999.79 6,545.87 314.43 1.08 45.48 27,906.65

` in crore
Long-term Unpaid Dividend
Short-term
Borrowings Interest on Equity and
Borrowings
Particulars (including current accrued but Preference Shares Derivative Total
(including bills
maturities of long not due (including dividend Contract
discounting)
term debt) distribution tax)
April 1, 2017 18,952.14 3,262.12 265.97 0.82 69.90 22,550.95
Cash Flows 2,403.81 (2,603.22) (1,163.95) (323.97) (201.70) (1,889.03)
Foreign Exchange Movement 153.04 1.92 14.20 - - 169.16
Change in fair value (78.00) 68.58 (38.51) - - (47.93)
Charged to Profit and Loss - - 1,257.35 - 238.02 1,495.37
Dividend recognised during the year - - - 324.03 - 324.03
Bills discounted (net) - 43.77 - - - 43.77
March 31, 2018 21,430.99 773.17 335.06 0.88 106.22 22,646.32

16 Other Liabilities
` in crore
Non-current portion Current portion
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Advance from customers - - 65.90 65.88
Deposit from customers - - 15.43 14.31
Statutory liability - - 123.34 91.51
Unearned Income under long term land lease/ 692.21 752.53 63.50 60.78
Infrastructure usage agreements
Deferred Income on fair valuation of Deposit taken 1.26 1.37 - -
Deferred Government Grant (refer note (i) below) 437.21 453.26 12.04 10.43
Deferred Revenue for Service Line Contributions 27.34 20.23 - -
Unearned revenue - - 65.88 10.52
Contract liabilities (refer note (ii) below) 0.31 0.35 218.18 207.39
1,158.33 1,227.74 564.27 460.82

244
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

Note:-
(i) Movement in Deferred Government Grant
` in crore
Particulars March 31, 2019 March 31, 2018

Statutory Reports
Opening Balance 463.69 336.61
Add : Addition during the year 11.04 135.65
Less : Adjustment during the year (14.03) -
Less: Amortisation during the year (11.45) (8.57)
Closing Balance 449.25 463.69

(ii) Contract liabilities include advances received to deliver Services and as well as transaction price allocated to unsatisfied
performance obligation in respect of Storage and Dispatch services of Customers’ Cargo lying at Port.

17 Short Term Borrowings

Financial Statements
` in crore
Particulars March 31, 2019 March 31, 2018
Suppliers credit from bank (unsecured) 517.41 -
Suppliers credit from bank (secured) - 1.17
Bills acceptances (Secured) 1.00 -
Packing Credit Foreign Currency Loan from bank (Unsecured) 172.89 -
Commercial paper (Unsecured) 5,496.82 -
6,188.12 1.17
Customers' Bills Discounted (Unsecured) (refer note 5 (c)) 357.75 772.00
6,545.87 773.17

Notes:
a) Suppliers bills accepted under foreign currency letters of credit aggregating to ` Nil (previous year ` 1.17 crore) carried
interest at 6 Months Euribor plus 28 basis point. Subservient charge on movable fixed assets and current assets of
the Company, except those secured by exclusive charge in favour of other lenders.
b) Factored receivables of ` 357.75 crore (previous year ` 772.00 crore) have recourse to the Company and interest liability
on amount of bill discounted is borne by the customer. The maturity period of the transfer is 1 to 12 months period.
c) Suppliers bills accepted under letters of credit aggregating to ` 95.35 crore (previous year ` Nil ) carries interest @ 8.22%.
d) Packing Credit foreign currency Loan aggregating to ` 172.89 crore (previous year ` Nil) carries interest at 1 Month Libor
plus 75 basis point is repayable in August, 2019.
e) Commercial Paper (CP) aggregating ` 5,496.82 crore (previous year ` Nil) carried interest rate in range of 7.60 % to 8.20
% p.a. The CP had maturity period of 1 to 3 months.
f) Inland letter of credit facility taken by Dhamra LNG Terminal Private Limited from bank aggregating of ` 146.76 crore
(Previous year ` Nil) is unsecured. This facility availed from bank out of the facility sanctioned to Adani Ports and
Special Economic Zone Limited. Inland letter of credit carries interest rate of 7.50% to 8.50% per annum. The loan is
repayable on maturity in the year 2019-20.
g) Inland Bill Payable Discounting of ` 107.32 crore (Previous year ` Nil) carries interest rate @ 9.60% per annum and is
repayable on September 17, 2019.
h) Inland Bill Payable Discounting of ` 161.41 crore (Previous year ` Nil) carries interest rate @ 9.30% per annum.
i) Bill acceptances aggregating to ` 1.00 crore carries Nil interest rate. The same is repayable on April 16, 2019.
j) Foreign Currency Letter of Credit facilities taken by Marine Infrastructure Developer Private Limited from Banks
aggregating to ` 6.56 crore (previous year ` Nil) carries interest at the rate of EURIBOR Zero plus 63 basis points. The
loan is repayable in January, 2020.

245
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

18 Trade and Other Payables

` in crore
Particulars March 31, 2019 March 31, 2018
Payables to micro and small enterprises (refer note 43) 2.07 0.07
Other trade payables 570.00 489.66
572.07 489.73
Dues to related parties included in above (refer note 31) 26.74 34.29

19 Provisions
` in crore
Non-current portion Current portion
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Provision for Employee Benefits
Provision for gratuity (refer note 28) 0.84 0.21 3.36 2.53
Provision for compensated absences 2.62 4.01 66.46 62.02
3.46 4.22 69.82 64.55
Other Provisions
Provision for operational claims (refer note (a) below) - - 29.43 33.67
Provision for asset retirement obligation 0.44 - - -
3.90 4.22 99.25 98.22

Note (a):
` in crore
Particulars March 31, 2019 March 31, 2018
Opening Balance 33.67 30.46
Add : Addition during the year - 3.21
Less : Utilized / (Settled) during the year (4.24) -
Closing Balance 29.43 33.67

Operational Claims are the expected claims against outstanding receivables made/to be made by the customers towards
shortages of stock, handling losses, damages to the cargo, storage and other disputes. The probability and the timing of the
outflow/adjustment with regard to above depends on the ultimate settlement / conclusion with the respective customer.

20 Revenue from Operations

` in crore
Particulars March 31, 2019 March 31, 2018
Revenue from Contract with customer
Income from Port Operations (including Port Infrastructure Services) 8,986.23 7,330.25
Income from Development of Container Infrastructure (refer note (e)) - 2,202.17
Utilities Services 104.97 95.57
Aircraft Operations 29.01 8.21
Logistics Services 487.62 733.16
9,607.83 10,369.36
Lease, Upfront Premium and Deferred Infrastructure Income (refer note (b), (c), and (d) below) 843.35 591.53
Income from Export Incentive ( Service Exports from India Scheme/Served from India Scheme) 329.80 263.38
Other operating income 144.46 98.69
10,925.44 11,322.96

246
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

Notes:
a) Reconciliation of revenue recognised with Contract Price
` in crore
Particulars March 31, 2019 March 31, 2018

Statutory Reports
Contract price 9,869.09 10,522.02
Adjustment for:
Change in Consideration (58.56) (30.71)
Refund Liability (215.74) (158.01)
Change in value of Contract Assets 18.43 19.17
Change in value of Contract Liabilities (5.39) 16.89
Revenue from Contract with Customer 9,607.83 10,369.36

b) 
Lease Income includes annual income of ` 73.81 crore (previous Year ` 52.01 crore) in respect of land finance

Financial Statements
lease transaction.
c) Assets given under Finance Leases – The Company has given land on finance lease to various parties. All leases include
a clause to enable upward revision of the rental charge every three to five years upto 20%. These leases have terms of
between 12 and 50 years. The lease agreements entered are non-cancellable. There is no contingent rent, no sub-leases
and no restrictions imposed by the lease arrangements. The company has also received one-time income of upfront
premium ranging from ` 1500 to ` 5373 per Sq. mtr for use of common infrastructure by the parties. Such one-time
income of upfront premium is non-refundable. Income of ` 718.16 crore (previous year ` 537.67 crore) including upfront
premium of ` 86.38 crore (previous year ` 296.33 crore) accrued under such lease have been booked as income in the
statement of profit and loss.
Future minimum lease receivables under finance leases together with the present value of the net minimum lease
payments receivable ("MLPR") are as follows:
` in crore
March 31, 2019 March 31, 2018
Particulars Gross Investment Present Value Gross Investment Present Value
in the Lease of MLPR in the Lease of MLPR
Within One Year 177.39 168.03 46.07 42.59
After one year but not later than five years 518.61 393.55 267.65 202.56
More than five years 3,019.64 896.99 2,681.72 683.30
Total minimum lease receivables 3,715.64 1,458.57 2,995.44 928.45
Less: Amounts representing finance charges (2,257.07) - (2,066.99) -
Present value of minimum lease receivables 1,458.57 1,458.57 928.45 928.45

d) Land given under operating lease

The Company has given certain land portions on operating lease. These lease arrangements range for a period between
5 and 60 years. Most of the leases are renewable for further period on mutually agreeable terms.
The total future minimum lease rentals receivable at the Balance Sheet date is as under:
` in crore
Particulars March 31, 2019 March 31, 2018
For a period not later than one year 94.05 35.17
For a period later than one year and not later than five years 619.78 80.61
For a period later than five years 1,076.66 266.64
1,790.49 382.42

247
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

e) During the previous year, the Company had transferred Container Terminal Infrastructure Assets to Adani CMA Mundra
Terminal Private Limited ("ACMTPL") and Adani International Container Terminal Private Limited ("AICTPL"), ((50:50) joint
venture entities) w.e.f. May 15, 2017 and November 1, 2017 respectively. The income from sale /sub-lease of core port
assets aggregating to ` 2,202.17 crore are included in revenue from operations and corresponding related costs are
shown under head Operating Expenses.

21 Other Income
` in crore
Particulars March 31, 2019 March 31, 2018
Interest income on
Bank Deposits, Inter Corporate Deposits, Security Deposits etc. 1,123.68 790.17
Customer dues 96.51 110.91
Dividend income on Long-term Investments 7.00 4.00
Net Gain on Sale of Current Investments (Mutual Funds) 43.02 34.64
Scrap Sales 20.52 13.73
Unclaimed liabilities / excess provision written back 18.97 1.93
Financial Guarantee Income 5.87 4.37
Amortisation of Government Grant (refer note 16 (i)) 11.45 8.57
Miscellaneous Income 35.32 42.61
1,362.34 1,010.93

22 Operating Expenses
` in crore
Particulars March 31, 2019 March 31, 2018
Cargo handling / other charges to contractors (net of reimbursements) 1,077.44 969.94
Container Infrastructure Development Expenditure (refer note 20 (e)) - 749.65
Purchase of Power for utilities business 140.43 129.87
Customer Claims (including expected credit loss) 32.13 0.04
Railway's Service Charges 397.65 519.97
Tug and Pilotage Charges 42.44 34.87
Maintenance Dredging 14.32 8.21
Repairs to Plant & Equipment 58.07 50.54
Stores, Spares and Consumables 257.74 174.17
Repairs to Buildings 11.48 10.07
Power & Fuel 320.31 216.29
Waterfront Charges 242.92 199.62
Cost of Assets transferred under Finance Lease 34.15 11.96
Cargo Freight and Transportation Expenses 109.73 140.93
Aircraft Operating Expenses 10.87 10.34
Other expenses including Customs Establishment charges 11.12 5.36
2,760.80 3,231.83

23 Employee Benefits Expense

` in crore
Particulars March 31, 2019 March 31, 2018
Salaries, Wages and Bonus 488.37 411.25
Contribution to Provident & Other Funds 14.07 12.56
Gratuity Expense (refer note 28) 3.83 4.09
Staff Welfare Expenses 23.54 19.42
529.81 447.32

248
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

24 Finance Costs
` in crore
Particulars March 31, 2019 March 31, 2018
a) Interest and Bank Charges
Interest on

Statutory Reports
Debentures and Bonds 1,046.22 935.23
Loans, Buyer's Credit etc. 364.46 261.37
Others 5.30 1.09
Bank and other Finance Charges 12.32 59.66
1,428.30 1,257.35
b) (Gain) / Loss on Derivatives / Swap Contracts (net) (43.11) 238.02
1,385.19 1,495.37

25 Other Expenses

Financial Statements
` in crore
Particulars March 31, 2019 March 31, 2018
Rent Expenses (refer note (a) below) 36.50 31.54
Rates and Taxes 10.26 5.29
Insurance 45.57 34.17
Advertisement and Publicity 15.45 17.37
Other Repairs and Maintenance 59.07 50.25
Legal and Professional Expenses 96.26 88.43
Corporate Support Service Fees 66.92 35.58
IT Support Services 16.03 15.87
Security Services Charges 38.05 38.03
Communication Expenses 18.91 14.76
Electric Power Expenses 2.28 3.50
Travelling and Conveyance 41.72 39.64
Directors' Sitting Fee 0.38 0.35
Commission to Non-executive Directors 0.36 0.48
Charity and Donations (refer note (b) below) 94.96 75.57
Diminution in value of inventories 2.64 0.30
Loss on Sale/Discard of Property, Plant and Equipment (net) 4.14 11.26
Miscellaneous Expenses 17.85 36.01
567.35 498.40

Notes:
a) Assets taken under Operating Leases –
(i) An office space and residential houses for staff accommodation are generally obtained on operating leases except that
stated under note (ii) below. The lease rent terms are generally for an eleven months period and are renewable by mutual
agreement. There are no sub-leases and leases are cancellable in nature except that mentioned under note (ii) below.
There are no restrictions imposed by the lease arrangements. There is no contingent rent in the lease agreements and
there is no escalation clause in the lease agreements except that mentioned under note (b) below. Expenses of ` 4.03
crore (previous year ` 4.21 crore) incurred under such leases have been expensed in the consolidated statement of
profit and loss.
(ii)  An office premises have been taken on operating leases. The lease rent terms are for the period of 15 years and are
renewable by mutual consent. The Company has given deposit of ` 100 crore as per the terms in one of the lease
transaction. As per the lease agreement lease rental is escalated by 10% at every 5 years. There is no contingent rent,
no sub-leases and no restrictions imposed by the lease arrangements. Expenses of ` 0.11 crore (previous year ` 0.05
crore) incurred under such lease have been expensed in the statement of profit and loss.

249
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

Future minimum lease payable under operating leases are as follows:

` in crore
Particulars March 31, 2019 March 31, 2018
Not later than one year 37.03 27.80
Later than one year and not later than five years 136.02 106.65
Later than five years 524.28 476.53

b) Details of Expenditure on Corporate Social Responsibilities:-

As per Section 135 of the Companies Act, 2013, a company, meeting the applicability threshold, needs to spend at least
2% of its average net profit for the immediately preceding three financial years on corporate social responsibility (CSR)
activities. The areas for CSR activities are eradication of hunger and malnutrition, promoting education, art and culture,
healthcare, destitute care and rehabilitation, environment sustainability, disaster relief and rural development projects.
A CSR committee has been formed by the Company as per the Act. The funds were primarily allocated to a corpus and
utilised through the year on these activities which are specified in Schedule VII of the Companies Act, 2013.
(i) Gross Amount required to be spent during the year is ` 88.99 crore (previous year ` 71.13 crore).
(ii) Amount spent during the year ended
` in crore
Yet to be
Particulars In cash Total
paid in cash
March 31, 2019
Construction/acquisition of any asset - - -
On purposes other than above 89.05 - 89.05
Total 89.05 - 89.05
March 31, 2018
Construction/acquisition of any asset - - -
On purposes other than above 71.21 - 71.21
Total 71.21 - 71.21

26 Income Tax
The major component of income tax expenses for the year ended March 31, 2019 and March 31, 2018 are as under :-
(i) Tax Expense reported in the Consolidated Statement of Profit and Loss
` in crore
Particulars March 31, 2019 March 31, 2018
Current Income Tax
Current Tax Charges 1,057.60 1,546.39
Tax(credit) under Minimum Alternative Tax (195.44) (95.04)
Deferred Tax
Relating to origination and reversal of temporary differences 219.31 92.83
1,081.47 1,544.18
Tax on Other Comprehensive Income ('OCI')
Deferred tax related to items recognised in OCI during the year
Tax impact on re-measurement gains/(losses) on defined benefit plans (0.32) 0.28
Tax impact on net Gains on FVTOCI Equity Investments 5.41 1.74
5.09 2.02

(ii) Balance Sheet Section

` in crore
Particulars March 31, 2019 March 31, 2018
Taxes recoverable (net) (refer note 8) 236.39 187.39
Liabilities for Current Tax (net) (28.56) (128.62)
207.83 58.77

 Note: Liabilities for Current Tax (net) and Taxes Recoverable (net) are presented based on a year-wise tax balances of
respective entities, as the case may be.

250
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

(iii) Reconciliation of tax expenses and the accounting profit multiplied by India's domestic tax rate for March
31, 2019 and March 31, 2018
March 31, 2019 March 31, 2018
Particulars
% ` in crore % ` in crore

Statutory Reports
Accounting profit before Income tax 5,126.28 5,234.13
At India's Statutory income tax rate 34.94 1,791.33 34.61 1,811.43
Add /(Less) Tax effect of:-
Expenses not allowable under Tax Law 0.52 26.65 1.22 63.98
Deduction under chapter VI-A (3.66) (187.44) (2.94) (154.12)
Credit recognition of previous period tax losses (1.13) (57.85) (0.87) (45.55)
Income charged as per special provision of Income (8.14) (417.28) (4.64) (242.74)
Tax Act, 1961
Income that is exempt from tax (0.05) (2.45) (0.11) (5.56)
Adjustment in respect of previous years 2.92 149.50 0.64 33.71

Financial Statements
Reversal of excess provision of earlier years (refer (5.94) (304.41) - -
note below)
MAT Credit of previous period (recognised)/ (1.22) (62.40) 0.76 39.53
derecognised
Deferred tax balances due to the change in income (0.04) (2.14) 0.09 4.85
tax rate
Unused tax losses and tax offsets not recognised as 1.17 59.77 2.19 114.82
deferred tax assets
Subsidiaries' charged at different tax rates 0.72 37.14 (0.86) (45.19)
MAT credit not availed 0.77 39.60 0.03 1.40
Others 0.22 11.45 (0.62) (32.38)
Income tax reported in Statement of Profit and Loss 21.10 1,081.47 29.50 1,544.18

Note:-
During the year, the Company filed its return of income for the Assessment Year 2018-19. Based on the opinion
obtained by the Company with regard to certain tax positions, the Company has determined it’s self-assessment tax.
Consequently, the tax expense for the year ended March 31, 2019 is adjusted to the tune of ` 304.41 crore to give effect
of self-assessment tax determined by the Company vis-a-vis tax provision made by the Company for the year ended
March 31, 2018.

(iv) Deferred Tax Liability (net)

` in crore
Balance Sheet as at Statement of Profit and Loss
Particulars
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
(Liability) on Accelerated depreciation for tax (2,482.53) (1748.91)* (733.62) (242.36)
purpose
Assets on Provision for Employee Benefits 5.08 4.95 0.13 0.93
Assets / (Liability) on other temporary differences 24.81 2.60 22.21 (25.53)
Assets on unrealised intra-group profit 254.02 221.82 32.20 49.87
Assets on account of unabsorbed losses/ 1,043.49 491.02 518.33 127.47
depreciation
Liability on finance lease receivables (34.49) - (34.49) -
Assets on Bond issue expenses amortization 5.53 9.69 (4.16) (4.02)
(Liability) on Preference Share debt component (62.67) (65.55) 2.88 2.62
Assets on fair valuation of Corporate and Bank (1.94) 0.95 (2.89) (2.09)
Guarantee
(Liability) on Deemed Investments (5.61) (5.61) - -
(Liability) on Business Combination adjustment (226.68) - - -
(refer note 37)
(Liability) on SCA receivables/Intangible assets (34.14) - - -
(Liability) on Forward Mark to Market (19.58) - (19.58) -
(Liability) on equity investment FVTOCI (31.95) (26.54) (5.41) (1.74)
(1,566.66) (1,115.58) (224.40) (94.85)
* Net deferred tax liabilities after effect of deferred tax amounting to ` Nil (Previous year ` 101.66 crore) on demerger of marine business (refer note 41).

251
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

(v) Deferred Tax reflected in the Balance Sheet as follows

` in crore
Particulars March 31, 2019 March 31, 2018
Deferred Tax Assets (net) 1,028.38 1,310.54
Deferred Tax Liabilities (net) (216.03) (142.40)
812.35 1,168.14
Component of Deferred Tax Assets / (Liabilities)
Tax Credit Entitlement under MAT 2,379.01 2,283.72
Less :Deferred tax liabilities (net) (1,566.66) (1,115.58)
812.35 1,168.14

(vi) Reconciliation of Deferred tax liabilities (net)

` in crore
Particulars March 31, 2019 March 31, 2018
Tax expenses during the period recognised in Statement of Profit and Loss 219.31 92.83
Tax expenses during the period recognised in OCI 5.09 2.02
224.40 94.85

MAT credit of ` 195.40 crore (previous year ` 134.57 crore) has been recognised in subsidiary entities Adani Petronet
(Dahej) Port Private Limited, MPSEZ Utilities Private Limited, Adani Hospitals Mundra Private Limited and Adani Hazira
Port Private Limited.

(vii) The Group has following unutilised MAT credit under the Income Tax Act, 1961 for which deferred tax
assets has been recognised in the Balance Sheet
Amount
Financial Year Expiry Date
` in crore
2012-13 45.34 2027-28
2013-14 445.85 2028-29
2014-15 471.48 2029-30
2015-16 694.54 2030-31
2016-17 410.10 2031-32
2017-18 116.30 2032-33
2018-19 195.40 2033-34
Total 2,379.01

(viii) 
Certain subsidiary companies have carried forward unabsorbed depreciation aggregating ` 1,251.39 crore
(Previous year ` 903.69 crore) under the Income Tax Act,1961 for which there is no expiry date of its tax credit
utilisation by the respective entities. Further certain subsidiary companies have carried forward losses aggregating
` 341.53 crore (previous year ` 482.05 crore) under the Income Tax Act, 1961, which gets expired within 8 years
of the respective year. The carried forward losses will get expired mainly during the year 2020-21 to 2026-27.
Deferred tax assets has not been recognised in respect of these unabsorbed losses as they may not be used to offset
taxable profits elsewhere in the Group, they have arisen in subsidiaries that have been loss-making for some time, and
there are no other tax planning opportunities or other evidence of recoverability in the near future. If the Group were
able to recognise all unrecognised deferred tax assets, the profit would increase by ` 549.06 crore (previous year
` 475.86 crore).
(ix) During the year ended March 31, 2019, the Company has paid dividend to its shareholders. This has resulted in payment
of Dividend Distribution Tax (DDT) to the taxation authorities. DDT represents additional payment to taxation authority
on behalf of the shareholders hence DDT paid is charged to other equity.
(x) Deferred income taxes are not provided on the undistributed earnings of subsidiaries where it is expected that earnings
of the subsidiary will not be distributed in the foreseeable future.

252
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

27 Earnings Per Share (EPS)

` in crore
Particulars March 31, 2019 March 31, 2018
Profit after tax 3,990.22 3,673.62

Statutory Reports
Less : Dividends on Non-Cumulative Redeemable Preference Shares and tax thereon -* -*
Net profit for calculation of basic and diluted EPS 3,990.22 3,673.62
-* Figures being nullified on conversion to ` in crore.

Particulars No. No.

Weighted average number of equity shares in calculating basic and diluted EPS 2,07,09,51,761 2,07,09,51,761
Basic and Diluted Earnings per Share (in `) 19.27 17.74

28 Disclosures as required by Ind AS - 19 Employee Benefits

Financial Statements
a) The Group has recognised, in the Consolidated Statement of Profit and Loss for the current year, an amount of ` 14.25
crore (Previous Year ` 12.81 crore) as expenses under the following defined contribution plan.

` in crore
Contribution to March 31, 2019 March 31, 2018
Provident Fund 14.07 12.56
Superannuation Fund 0.18 0.25
Total 14.25 12.81

b) The Group has a defined benefit gratuity plan. Under the plan every employee who has completed at least five year
of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service. The
scheme is funded with Life Insurance Companies in form of a qualifying insurance policy for future payment of gratuity
to the employees.
Each year, the management reviews the level of funding in the gratuity fund. Such review includes the asset-liability
matching strategy. The management decides its contribution based on the results of this review. The management
aims to keep annual contributions relatively stable at a level such that no plan deficits (based on valuation
performed) will arise.
The following tables summarises the component of the net benefits expense recognised in the statement of profit and
loss and the funded status and amounts recognized in the balance sheet for the respective plan.
Gratuity
i) Changes in present value of the defined benefit obligation are as follows:
` in crore
Particulars March 31, 2019 March 31, 2018
Present value of the defined benefit obligation at the beginning of the year 27.12 24.30
Current service cost 3.82 4.05
Past Service Cost - -
Interest cost 2.30 1.86
Actuarial (gain) / loss arising from:
- change in demographic assumptions (0.66) -
- change in financial assumptions 4.56 (0.63)
- experience variance (1.75) (0.26)
Benefits paid (1.85) (1.89)
Liability Transfer In- Business acquisition adjustment 2.35 -
Liability Transfer In 2.94 1.35
Liability Transfer Out (2.44) (1.66)
Present value of the defined benefit obligation at the end of the year 36.39 27.12

253
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

ii) Changes in fair value of plan assets are as follows:

` in crore
Particulars March 31, 2019 March 31, 2018
Fair value of plan assets at the beginning of the year 27.15 22.15
Investment income 2.23 1.70
Contributions by employer 4.47 3.56
Benefits paid (0.53) (0.24)
Return on plan assets , excluding amount recognised in net interest expense (0.43) (0.02)
Acquisition Adjustment 1.28 -
Fair value of plan assets at the end of the year 34.17 27.15

iii) Net asset/(liability) recognised in the balance sheet

` in crore
Particulars March 31, 2019 March 31, 2018
Present value of the defined benefit obligation at the end of the year 36.39 27.12
Fair value of plan assets at the end of the year 34.17 27.15
Amount recognised in the balance sheet (2.22) 0.03
Net asset - Current (refer note 7) 1.98 2.77
Net liability - Current (refer note 19) (3.36) (2.53)
Net liability - Non-current (refer note 19) (0.84) (0.21)

iv) Expense recognised in the statement of profit and loss for the year
` in crore
Particulars March 31, 2019 March 31, 2018
Current service cost 3.82 4.05
Net Interest on benefit obligation 0.07 0.18
Amount capitalised (0.06) (0.14)
Total Expense included in employee benefits expense 3.83 4.09

v) Recognised in the other comprehensive income for the year

` in crore
Particulars March 31, 2019 March 31, 2018
Actuarial (gain)/losses arising from
- change in demographic assumptions (0.66) -
- change in financial assumptions 4.56 (0.63)
- experience variance (1.75) (0.26)
Amount capitalised (0.03) -
Return on plan assets, excluding amount recognised in net interest expense 0.43 0.02
Recognised in other comprehensive income 2.55 (0.87)

vi) The principle assumptions used in determining gratuity obligations are as follows:
Particulars March 31, 2019 March 31, 2018
Discount rate 7.60% 7.80%
Rate of escalation in salary (per annum) 8.00% 7.00%
Mortality India Assured India Assured
Lives Mortality Lives Mortality
(2006-08) (2006-08)
Attrition rate 7.75% 10% for 5 years
& below and 1%
thereafter

The estimates of future salary increases, considered in actuarial valuation, takes into account inflation, seniority,
promotion and other relevant factors, such as supply and demand in the employment market.

254
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

The overall expected rate of return on assets is determined based on the market prices prevailing on that date,
applicable to the period over which the obligation is to be settled. There has been significant change in expected rate
of return on assets due to change in the market scenario.
vii) The major categories of plan assets as a percentage of the fair value of total plan assets are as follows:

Statutory Reports
Particulars March 31, 2019 March 31, 2018
Investments with insurer 100% 100%

As the gratuity fund is managed by life insurance companies, details of fund invested by insurer are not available
with the Group.
viii)
Sensitivity Analysis
The sensitivity analysis below have been determined based on reasonably possible changes of the assumptions
occurring at the end of the reporting period, while holding all other assumptions constant.
Quantitative sensitivity analysis for significant assumption is as below

Financial Statements
Increase/(decrease) on present value of defined benefits obligation at the end of the year

Particulars March 31, 2019 March 31, 2018

Assumptions Discount rate Discount rate
Sensitivity level 1% Increase 1% Decrease 1% Increase 1% Decrease
Impact on defined benefit obligations ` In Crore ` In Crore ` In Crore ` In Crore
(2.52) 2.87 (2.90) 3.45

Particulars March 31, 2019 March 31, 2018

Assumptions Salary Growth rate Salary Growth rate
Sensitivity level 1% Increase 1% Decrease 1% Increase 1% Decrease
Impact on defined benefit obligations ` In Crore ` In Crore ` In Crore ` In Crore
2.82 (2.54) 3.44 (2.95)

Particulars March 31, 2019 March 31, 2018

Assumptions Attrition rate Attrition rate
Sensitivity level 50% Increase 50% Decrease 50% Increase 50% Decrease
Impact on defined benefit obligations ` In Crore ` In Crore ` In Crore ` In Crore
(0.46) 0.57 (0.09) 0.29

Particulars March 31, 2019 March 31, 2018

Assumptions Mortality rate Mortality rate
Sensitivity level 10% Increase 10% Decrease 10% Increase 10% Decrease
Impact on defined benefit obligations ` In Crore ` In Crore ` In Crore ` In Crore
-* -* 0.01 (0.01)
*Figures being nullified on conversion to ` in crore

ix) Maturity profile of Defined Benefit Obligation

Particulars March 31, 2019 March 31, 2018
Weighted average duration (based on discounted cash flows) 7 years 12 years

x) The Following payments are expected contributions to the defined benefit plan in future years:
` in crore
Particulars March 31, 2019 March 31, 2018
Within the next 12 months (next annual reporting period) 4.03 1.44
Between 2 and 5 years 16.17 7.67
Between 5 and 10 years 16.53 8.78
Beyond 10 years 36.63 66.00
Total Expected Payments 73.36 83.89

255
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

The Group expects to contribute ` 6.19 crore to Identification of Segments:

gratuity fund in the financial year 2019-20. (previous
The chief operational decision maker monitors the
year ` 3.38 crore)
operating results of its Business segment separately
xi) Asset-Liability Matching Strategies for the purpose of making decision about resource
The Company has purchased insurance policy which allocation and performance assessment. Segment
is basically a year-on-year cash accumulation plan performance is evaluated based on profit or loss and
in which the interest rate is declared on yearly is measured consistently with profit or loss in the
basis and is guaranteed for a period of one year. financial statements, Operating segment have been
The insurance company, as part of the policy rules, identified on the basis of nature of products and other
makes payment of all gratuity outgoes happening quantitative criteria specified in the Ind AS 108.
during the year (subject to sufficiency of funds
Segment revenue and results:
under the policy). The policy thus mitigates the
liquidity risk. The expenses and income which are not directly
attributable to any business segment are shown as
However, being a cash accumulation plan, the duration
unallocable expenditure (net of unallocable income).
of assets is shorter compared to the duration of
liabilities. Thus, the Company is exposed to movement Segment assets and Liabilities:
in interest rate (in particular, the significant fall in
Segment assets include all operating assets used by
interest rates, which should result in a increase in
the operating segment and mainly consist of property,
liability without corresponding increase in the asset)
plant and equipments, other intangible assets, trade
29 Segment Information receivables, Inventory and other operating assets.
Segment liabilities primarily includes trade payable and
Operating Segments
other liabilities. Common assets and liabilities which
The identified reportable Segments are Port and SEZ can not be allocated to any of the business segment
activities at contiguous Special Economic Zone and are shown as unallocable assets / liabilities.
others in terms of Ind-AS 108 "Operating Segments"
Inter Segment transfer:
as notified under section 133 of the Companies
Act 2013. Other Segment mainly includes Aircraft Inter Segment revenues are recognised at sales price.
Operating Income, Utilities services, Warehousing and The same is based on market price and business risks.
transportation of food grains, Container Trains Services Profit or loss on inter segment transfer are eliminated
on specific Railway Routes and Multi-modal Cargo at the group level.
storage cum logistics services through development

of Inland Container Depots at various strategic
locations in terms of concession agreement from
Ministry of Railways.

Summary of segment information is given below:

` in Crore
Port and SEZ
Particulars Others Eliminations Total
activities
Revenue
External Sales 10,208.96 716.48 10,925.44
10,384.04 938.92 11,322.96
Inter-Segment Sales 47.06 99.72 (146.78) -
109.10 108.10 (217.20) -
Total Revenue 10,256.02 816.20 (146.78) 10,925.44
10,493.14 1,047.02 (217.20) 11,322.96
Results
Segment Results 5,683.90 115.04 5,798.94
5,804.39 67.03 5,871.42
Unallocated Corporate Income (Net of expenses) (507.66)
(43.00)
Operating Profit 5,683.90 115.04 5,291.28
5,804.39 67.03 5,828.42
Less: Finance Expense 1,385.19

256
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

` in Crore
Port and SEZ
Particulars Others Eliminations Total
activities
1,495.37
Add: Interest Income 1,220.19

Statutory Reports
901.08
Profit before tax 5,126.28
5,234.13
Tax Expense 1,081.47
1,544.18
Profit after tax 4,044.81
3,689.95
Less: Minority Interest 54.53
16.33

Financial Statements
Add : Share of joint venture entities (0.06)
-
Net profit 3,990.22
3,673.62
Other Information
Segment Assets 42,204.78 3,149.41 45,354.19
34,069.40 1,442.51 35,511.91
Unallocated Corporate Assets 11,173.27
11,863.21
Total Assets 56,527.46
47,375.12
Segment Liabilities 3,471.38 172.81 3,644.19
3,094.49 160.17 3,254.66
Unallocated Corporate Liabilities 28,135.13
22,902.07
Total liabilities 31,779.32
26,156.73
Capital Expenditure during the year 2,819.40 121.09 2,940.49
2,671.32 60.83 2,732.15
Segment Depreciation and amortisation 1,315.88 57.60 1,373.48
1,133.89 54.48 1,188.37
Major Non-Cash Expenses other than Depreciation 117.37 - 117.37
and amortisation (net)
187.63 0.30 187.93
Unallocated Major Non-Cash Expenses other than 447.30
Depreciation and amortisation (net)
146.40
Previous year figures are in italics

Additional information regarding the Company's geographical segments:

` in Crore
Revenue from External Customers Non Current Assets
Sr
Particulars For the year ended For the year ended As at As at
No
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
1 India 10,473.75 10,911.62 34,926.51 28,420.54
2 Outside India 451.69 411.34 106.67 109.17

There is no transaction with single external customer which amounts to 10% or more of the Group’s revenue.

257
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

30 Adani Ports and Special Economic Zone Limited’s share in the voting power of subsidiary
companies as at year end is as follows:
Proportion of Proportion of
Sr. Country of Ownership Ownership
Name of Company
No. Incorporation Interest (%) Interest (%)
March 31, 2019 March 31, 2018
a Adani Logistics Limited India 100 100
b Karnavati Aviation Private Limited India 100 100
c MPSEZ Utilities Private Limited India 100 100
d Mundra SEZ Textile and Apparel Park Private Limited India 55 57
e Adani Murmugao Port Terminal Private Limited India 100 100
f Mundra International Airport Private Limited India 100 100
g Adani Hazira Port Private Limited India 100 100
h Adani Petronet (Dahej) Port Private Limited India 74 74
i Hazira Infrastructure Private Limited India 100 100
j Madurai Infrastructure Private Limited (formerly known as Mundra LPG India 100 100
Infrastructure Private Limited)
k Adani Vizag Coal Terminal Private Limited India 100 100
l Adani Kandla Bulk Terminal Private Limited (refer note (a) below) India 100 100
m Adani Warehousing Services Private Limited India 100 100
n Adani Ennore Container Terminal Private Limited India 100 100
o Adani Hospitals Mundra Private Limited India 100 100
p The Dhamra Port Company Limited India 100 100
q Shanti Sagar International Dredging Private Limited India 100 100
r Abbot Point Operations Pty Limited Australia 100 100
s Adani Vizhinjam Port Private Limited India 100 100
t Adani Kattupalli Port Private Limited India 100 100
u Adani Dhamra LPG Terminal Private Limited (till December 28, 2018) India - 100
v Mundra LPG Terminal Private Limited (till December 28, 2018) India - 100
w Dhamra LNG Terminal Private Limited India 100 100
x Adani Petroleum Terminal Private Limited India 100 100
y Abbot Point Bulkcoal Pty Limited Australia 100 100
z The Adani Harbour Services Private Limited India 100 100
aa Dholera Infrastructure Private Limited (refer note 2.4 (A) (i)) India 49 49
ab Dholera Port and Special Economic Zone Limited India 100 100
ac Adinath Polyfills Private Limited India 100 100
ad Mundra International Gateway Terminal Private Limited India 100 100
ae Adani International Terminals Pte Limited Singapore 100 100
af Blue Star Realtors Private Limited (acquired on April 26, 2018) India 100 -
ag Adani Bhavanapadu Port Private Limited (incorporated on May India 100 -
21, 2018)
ah Marine Infrastructure Developer Private Limited (acquired on India 97 -
June 28, 2018)
ai Adani Mundra Port Holding Pte. Limited (incorporated on October 30, Singapore 100 -
2018)
aj Adani Mundra Port Pte. Limited (incorporated on January 03, 2019) Singapore 100 -
ak Adani Abbot Port Pte. Limited (incorporated on January 03, 2019) Singapore 100 -
al Adani Yangon International Terminal Company Limited (Incorporated Myanmar 100 -
on February 22, 2019)
am Dermot Infracon Private Limited (acquired on March 25, 2019) India 100 -
an Adani Agri Logistics Limited (acquired on March 29, 2019) India 100 -

258
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

Proportion of Proportion of
Sr. Country of Ownership Ownership
Name of Company
No. Incorporation Interest (%) Interest (%)
March 31, 2019 March 31, 2018
ao Adani Agri Logistics (MP) Limited (acquired on March 29, 2019) India 100 -

Statutory Reports
ap Adani Agri Logistics (Harda) Limited (acquired on March 29, 2019) India 100 -
aq Adani Agri Logistics (Hoshangabad) Limited (acquired on March 29, India 100 -
2019)
ar Adani Agri Logistics (Satna) Limited (acquired on March 29, 2019) India 100 -
as Adani Agri Logistics (Ujjain) Limited (acquired on March 29, 2019) India 100 -
at Adani Agri Logistics (Dewas) Limited (acquired on March 29, 2019) India 100 -
au Adani Agri Logistics (Katihar) Limited (acquired on March 29, 2019) India 100 -
av Adani Agri Logistics (Kotkapura) Limited (acquired on March 29, 2019) India 100 -
aw Adani Agri Logistics (Kannauj) Limited (acquired on March 29, 2019) India 100 -

Financial Statements
ax Adani Agri Logistics (Panipat) Limited (acquired on March 29, 2019) India 100 -
ay Adani Agri Logistics (Raman) Limited (acquired on March 29, 2019) India 100 -
az Adani Agri Logistics (Nakodar) Limited (acquired on March 29, 2019) India 100 -
ba Adani Agri Logistics (Barnala) Limited (acquired on March 29, 2019) India 100 -
bb Adani Agri Logistics (Bathinda) Limited (acquired on March 29, 2019) India 100 -
bc Adani Agri Logistics (Mansa) Limited (acquired on March 29, 2019) India 100 -
bd Adani Agri Logistics (Moga) Limited (acquired on March 29, 2019) India 100 -
be Adani Agri Logistics (Borivali) Limited (acquired on March 29, 2019) India 100 -
bf Adani Agri Logistics (Dahod) Limited (acquired on March 29, 2019) India 100 -
bg Adani Agri Logistics (Dhamora) Limited (acquired on March 29, 2019) India 100 -
bh Adani Agri Logistics (Samastipur) Limited (acquired on March 29, 2019) India 100 -
bi Adani Agri Logistics (Darbhanga) Limited (acquired on March 29, 2019) India 100 -

Adani Ports and Special Economic Zone Limited’s share in the voting power in joint venture entities as at year
end is as follows:
Proportion of Proportion of
Sr. Country of Ownership Ownership
Name of Company
No. Incorporation Interest (%) Interest (%)
March 31, 2019 March 31, 2018
a Adani International Container Terminal Private Limited India 50 50
b Adani CMA Mundra Terminal Private Limited India 50 50
c Adani NYK Auto Logistics Solutions Private Limited (Incorporated on India 51 -
September 17, 2018)

Note a) :
During the year 2016-17, the Company has accounted for purchase of 3,12,13,000 numbers of equity shares in Adani Kandla
Bulk Terminal Private Limited at consideration of ` 31.21 crore. The equity shares have been purchased from the Adani
Enterprises Limited, a group company whereby this entity has become a wholly owned subsidiary. As per the management,
the transfer has been recorded based on Irrevocable Letter of Affirmation dated March 31, 2017 from the seller and
acceptance by the Company although legal transfer of equity share of Adani Kandla Bulk Terminal Private Limited is still in
process at year end.

259
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

31 Related Party Disclosures

Related parties with whom transactions have been taken place.
Joint Venture Entities Adani International Container Terminal Private Limited
Adani CMA Mundra Terminal Private Limited
Adani NYK Auto Logistics Solutions Private Limited (Incorporated on September 17, 2018)
Key Management Personnel and Mr. Gautam S. Adani - Chairman and Managing Director
their relatives Mr. Rajesh S. Adani - Director and Brother of Mr. Gautam S. Adani
Mr. Karan G. Adani - Chief Executive Officer and son of Mr. Gautam S. Adani
Dr. Malay Mahadevia, Wholetime Director
Prof. G. Raghuram - Non-Executive Director
Mr. Sanjay S. Lalbhai - Non-Executive Director
Ms. Radhika Haribhakti - Non-Executive Director
Mr. Mukesh Kumar - Non-Executive Director (w.e.f. October 23, 2018)
Mr. Gopal Krishna Pillai - Non-Executive Director
Mr. Deepak Maheshwari - Chief Financial Officer (w.e.f May 03, 2018)
Mr. B. Ravi - Chief Financial Officer (upto February 12, 2018)
Mr. Kamlesh Bhagia - Company Secretary (w.e.f August 06, 2018)
Ms. Dipti Shah - Company Secretary (upto July 31, 2018)
Entities over which (i) Key Abbot Point Port Holdings Pte Limited, Singapore
Management Personnel and their Adani Foundation
relatives & (ii) entities having Adani Properties Private Limited
significant influence over the Company Delhi Golf Link Properties Private Limited
have control or are under significant Adani Townships and Real Estate Company Private Limited
influence through voting powers Mundra Port Pty Limited, Australia
Adani Infrastructure and Developers Private Limited
Adani Mundra SEZ Infrastructure Private Limited
Shanti Builders
Adani Bunkering Private Limited
Adani Enterprises Limited
Adani Green Energy Limited
Adani Green Energy (UP) Limited
Adani Gas Limited
Adani Trading Service LLP
Adani Global FZE
Adani Infra (India) Limited
Adani Transport Limited
Adani Infrastructure Management Services Limited
Adani Power Dahej Limited
Adani Power (Mundra) Limited
Adani Power Limited
Adani Power Maharashtra Limited
Maharashtra Eastern Grid Power Transmission Company Limited
Adani Power Rajasthan Limited
Adani Wilmar Limited
Kutch Power Generation Limited
Belvedere Golf and Country Club Private Limited
Gujarat Adani Institute of Medical Science
Vishakha Renewable Private Limited
Adani-Elbit Advanced Systems India Limited
Sunanda Agri Trade Private Limited
Adani Skill Development Centre
Adani Electricity Mumbai Limited
Prayatna Developers Private Limited
Udupi Power Corporation Limited
Shantigram Estate Management Private Limited

260
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

Entities over which (i) Key Adani Global Pte Limited, Singapore
Management Personnel and their Adani Renewable Energy (KA) Limited
relatives & (ii) entities having Parampujya Solar Energy Private Limited
significant influence over the Company Golden Valley Agrotech Private Limited
have control or are under significant Wardha Solar (Maharashtra) Private Limited

Statutory Reports
influence through voting powers Adani Finserve Private Limited
Adani Shipping Pte. Limited, Singapore
Vishakha Solar Films Private Limited
Adani Estates Private Limited
Adani Power (Jharkhand) Limited
Mundra LPG Terminal Private Limited (w.e.f December 29, 2018)
Adani Dhamra LPG Terminal Private Limited (w.e.f December 29, 2018)
Adani Cementation Limited
Mundra Solar PV Limited

Financial Statements
Mundra Solar Technopark Private Limited

Terms and conditions of transactions with related parties
Outstanding balances of the related parties at the year-end are unsecured and settlement occurs in cash. There have
been no guarantees provided or received for any related party receivables or payables. For the year ended March 31, 2019,
the Company has not recorded any impairment of receivables relating to amounts owed by related parties. This assessment
is undertaken each financial year through examining the financial position of the related party and the market in which the
related party operates.
Note:
The names and the nature of relationships is disclosed only when the transactions are entered into by the Company with the
related parties during the existence of the related party relationship.
Aggregate of transactions for the year ended and balances thereof with these parties have been given below

(A) Transactions with Related Parties

` in crore
Key Management
Sr For the With With
Particulars Personnel and
No Year Ended Joint Ventures Other Entities*
their relatives
1 Income from Port Services / Other Operating March 31, 2019 429.15 1,004.39 -
Income March 31, 2018 267.65 782.27 -
2 Sale of Non Financial Assets March 31, 2019 - 184.62 -
March 31, 2018 - 117.33 -
3 Lease including Infrastructure Usage Income/ March 31, 2019 11.44 234.61 -
Upfront Premium (Includes Reversal) March 31, 2018 449.75 17.50 -
4 Income from Development of Container March 31, 2019 - - -
Terminal Infrastructure March 31, 2018 2,258.85 - -
5 Interest Income on loans/ deposits/deferred March 31, 2019 133.16 106.08 -
accounts receivable March 31, 2018 121.33 83.79 -
6 Purchase of Spares and consumables, Power & March 31, 2019 - 94.82 -
Fuel March 31, 2018 - 124.46 -
7 Recovery of expenses (Reimbursement) March 31, 2019 73.81 0.01 -
March 31, 2018 19.19 - -
8 Services Availed (including reimbursement of March 31, 2019 5.37 101.10 -
expenses) March 31, 2018 - 71.80 -
9 Rent charges paid March 31, 2019 - 8.22 -
March 31, 2018 2.08 8.86 -
10 Sales of Scrap and other Miscellaneous Income March 31, 2019 0.26 15.47 -
March 31, 2018 0.57 9.01 -
11 Loans Given March 31, 2019 280.80 1.40 -
March 31, 2018 472.34 3.77 -

261
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

` in crore
Key Management
Sr For the With With
Particulars Personnel and
No Year Ended Joint Ventures Other Entities*
their relatives
12 Loans Received back March 31, 2019 31.61 - -
March 31, 2018 55.72 4.17 -
13 Advance / Deposit Given March 31, 2019 - 125.75 -
March 31, 2018 - 18.00 -
14 Advance / Deposit Received Back March 31, 2019 - 110.00 -
March 31, 2018 - 10.00 -
15 Investment in equity shares March 31, 2019 3.06 - -
March 31, 2018 48.23 - -
16 Purchase of Subsidiaries March 31, 2019 - 965.70 -
March 31, 2018 - - -
17 Donation March 31, 2019 - 59.65 -
March 31, 2018 - 62.28 -
18 Sale of assets March 31, 2019 - - -
March 31, 2018 345.22 1.40 -
19 Remuneration March 31, 2019 - - 19.19
March 31, 2018 - - 19.76
20 Commission to Directors March 31, 2019 - - 1.00
March 31, 2018 - - 1.00
21 Commission to Non-Executive Directors March 31, 2019 - - 0.36
March 31, 2018 - - 0.36
22 Sitting Fees March 31, 2019 - - 0.27
March 31, 2018 - - 0.13

(B) Balances with Related Parties

` in crore
Key Management
Sr With With
Particulars As at Personnel and
No Joint Ventures Other Entities*
their relatives
1 Trade Receivable (net of bills discounted, March 31, 2019 76.02 875.80 -
refer note 5 (c)) March 31, 2018 1,505.70 955.47 -
2 Loans March 31, 2019 1,489.04 3.25 -
March 31, 2018 1,213.37 - -
3 Capital Advances March 31, 2019 0.09 29.75 -
March 31, 2018 0.09 152.02 -
4 Trade Payable (including provisions) March 31, 2019 3.17 23.57 -
March 31, 2018 3.22 31.07 -
5 Advances and Deposits from Customer/ Sale of March 31, 2019 3.68 14.04 -
Assets March 31, 2018 3.68 14.92 -
6 Other Financial & Non-Financial Assets March 31, 2019 170.86 2,191.16 -
March 31, 2018 160.13 904.83 -
7 Other Financial & Non-Financial Liabilities March 31, 2019 - 73.46 -
March 31, 2018 - 139.95 -
8 Corporate Guarantee March 31, 2019 USD 21.16 Mn - -
March 31, 2018 USD 32.10 Million USD 800 Million -
448 - -
9 Corporate Guarantee (Deed of indemnity received). March 31, 2019 - - -
Loan outstanding USD Nil (previous year USD 288 Mn) March 31, 2018 - USD 800 Million -
* Entities over which (i) Key Management Personnel and their relatives & (ii) entities having significant influence over the Company have control or are
under significant influence through voting powers.

262
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

Notes:
a) The Group has allowed to some of its joint venture entities and other group company to avail non fund based facilities
out of its credit facilities. The aggregate of such transaction amount ` 1,152.33 crore (Previous year ` 240.08 crore).
b) Pass through transactions/payable relating to railway freight, water front charges and other payable to third parties

Statutory Reports
have not been considered for the purpose of related party disclosure.

32 The Group takes various types of derivative instruments. The category-wise outstanding position of derivative
instruments is as under:

Particulars of Derivatives
Nature As at As at Purpose
March 31, 2019 March 31, 2018
INR - Foreign Currency USD 216 Million USD 146 Million Hedging of equivalent INR borrowings to mitigate higher interest
Swap (` 1,493.75 crore) (` 951.56 crore) rate of INR borrowings as against the foreign currency loans

Financial Statements
with possible risk of principal currency losses.
Forward Contract USD 156.50 USD 172.40 Hedging of expected future billing based on foreign currency
Million Million denominated tariff
USD 77.61 Million Nil Hedging of foreign currency borrowing principal & interest
liability
USD 133.26 USD 7.63 Hedging of foreign currency LC / Buyer's Credit
Million Million
EUR 3.30 Million Nil Hedging of foreign currency borrowing principal and interest
liability
Nil EUR 62.75 Hedging of foreign currency borrowing principal liability of USD
Million against EUR
USD 56 Million USD 70 Hedging of foreign currency borrowing principal liability of USD
Million against JPY
Options Nil USD 1.07 Hedging of foreign currency borrowing principal and interest
Million liability
Nil EUR 90 Hedging of foreign currency borrowing principal liability of USD
Million against EUR
Nil USD 79 Hedging of foreign currency borrowing principal liability of USD
Million against JPY
Interest rate Swap - Fixed Nil Interest on Hedging of interest rate on foreign currency borrowing liability
to Variable Rate USD 225
Million Principal
amount
Foreign Currency - INR Full USD 111.38 USD 111.38 Hedging of currency and interest rate risk of foreign currency
Currency Swap Million Million borrowing

The details of foreign currency exposures those are not hedged by a derivative instrument or otherwise are as under:

As at March 31, 2019 As at March 31, 2018

Nature Amount Foreign Currency Amount Foreign Currency
(` in crore) (in Million) (` in crore) (in Million)
Foreign Currency Loan 1,328.82 USD 192.15 1,158.08 USD 177.69
819.74 EUR 105.54 1,010.74 EUR 125.08
Buyer's Credit 282.37 USD 40.83 1,175.32 USD 180.33
8.75 EUR 1.13 68.19 EUR 8.44
Trade Payables and Other Current Liabilities 112.34 USD 16.24 27.03 USD 4.15
0.93 EUR 0.12 2.07 EUR 0.26
0.58 JPY 9.34 0.63 JPY 10.18
1.83 SGD 0.36 2.37 SGD 0.48
0.02 GBP # 0.30 GBP 0.03

263
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

As at March 31, 2019 As at March 31, 2018

Nature Amount Foreign Currency Amount Foreign Currency
(` in crore) (in Million) (` in crore) (in Million)
Interest accrued but not due 7.65 USD 1.11 80.14 USD 12.30
1.83 EUR 0.24 2.35 EUR 0.29
Trade Receivable 39.00 USD 5.64 - -
Other Receivable 84.17 AUD 17.17 85.93 AUD 17.17
26.45 USD 3.82 - -
* EUR # 0.43 EUR 0.05
Foreign Currency Bond 10,640.36 USD 1,538.63 10,027.99 USD 1,538.63
Loan Given 460.23 USD 66.55 433.74 USD 66.55
# Figures being nullified on conversion to foreign currency in million.
* Figures being nullified on conversion to ` in crore.

Closing rates as at : March 31, 2019 March 31, 2018

INR / USD 69.15 65.18
INR / EUR 77.67 80.81
INR / GBP 90.53 92.28
INR / JPY 0.62 0.62
INR / AUD 49.02 50.05
INR / SGD 51.04 49.82

33 Financial Instruments, Fair Value Measurements, Financial Risk and Capital Management
33.1 Category-wise Classification of Financial Instruments:
` in crore
As at March 31, 2019
Fair Value
Particulars Refer Note through other Fair Value through Amortised
Carrying Value
Comprehensive profit or loss cost
income
Financial Assets
Cash and cash equivalents 11 - - 4,798.19 4,798.19
Bank balances other than cash and cash 7,11 - - 1,179.04 1,179.04
equivalents
Investments in unquoted Equity Shares (other 4 265.49 - - 265.49
than investment in Joint Venture entities)
Investments in unquoted Mutual Funds 10 - 26.51 - 26.51
Investments in unquoted Debentures, 4,10 - - 487.30 487.30
Commercial Papers and Government
Securities
Trade Receivables (including bills discounted) 5 - - 2,789.66 2,789.66
Loans 6 - - 2,767.15 2,767.15
Derivative Instruments 7 - 72.57 - 72.57
Other Financial assets 7 - - 6,417.43 6,417.43
Total 265.49 99.08 18,438.77 18,803.34
Financial Liabilities
Borrowings (including the bills discounted 14,15,17 - - 27,545.66 27,545.66
and current maturities)
Trade Payables 18 - - 572.07 572.07
Derivative Instruments 15 - 47.19 - 47.19
Financial Guarantee given 15 - - 1.22 1.22
Other Financial Liabilities 15 - - 1,542.84 1,542.84
Total - 47.19 29,661.79 29,708.98

264
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

` in crore
As at March 31, 2018
Fair Value
Particulars Refer Note through other Fair Value through Amortised
Carrying Value
Comprehensive profit or loss cost

Statutory Reports
income
Financial Assets
Cash and cash equivalents 11 - - 823.48 823.48
Bank balances other than cash and cash 7,11 - - 2,184.58 2,184.58
equivalents
Investments in unquoted Equity Shares (other 4 242.14 - - 242.14
than investment in Joint Venture Entities)
Investments in unquoted Mutual Funds 10 - 0.83 - 0.83
Investments in unquoted Debentures, 4,10 - - 835.95 835.95

Financial Statements
Commercial Papers and Government
Securities
Trade Receivables (including bills discounted) 5 - - 4,312.05 4,312.05
Loans 6 - - 2,700.75 2,700.75
Advance paid for Acquisition - - 1,825.00 1,825.00
Derivative Instruments 7 - 61.91 - 61.91
Financial Guarantee received 7 - - 4.37 4.37
Other Financial Assets 7 - - 2,642.39 2,642.39
Total 242.14 62.74 15,328.57 15,633.45
Financial Liabilities
Borrowings (including the bills discounted 14,15,17 - - 22,204.16 22,204.16
and current maturities)
Trade Payables 18 - - 489.73 489.73
Derivative Instruments 15 - 113.13 - 113.13
Financial Guarantee given 15 - - 7.08 7.08
Other Financial Liabilities 15 - - 1,280.61 1,280.61
Total - 113.13 23,981.58 24,094.71

Note:- Investments in joint ventures, accounted using equity method, amounting to ` 3 crore (previous year ` Nil) are
measured at cost hence not included in above tables.

33.2 Fair Value Measurements:

(a) Quantitative disclosures of fair value measurement hierarchy for financial assets and financial liabilities:
` in crore
As at March 31, 2019 As at March 31, 2018
Significant Significant Significant Significant
Particulars observable unobservable observable unobservable
Total Total
Inputs Inputs Inputs Inputs
(Level 2) (Level 3) (Level 2) (Level 3)
Financial Assets
Investment in unquoted Equity - 265.49 265.49 - 242.14 242.14
Investments measured at FVTOCI (refer
note 4)
Investments in unquoted Mutual Funds 26.51 - 26.51 0.83 - 0.83
measured at FVTPL (refer note 10)
Derivative Instruments (refer note 7) 72.57 - 72.57 61.91 - 61.91
Total 99.08 265.49 364.57 62.74 242.14 304.88
Financial Liabilities
Derivative Instruments (refer note 15) 47.19 - 47.19 113.13 - 113.13
Total 47.19 - 47.19 113.13 - 113.13

265
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

(b) Description of significant unobservable inputs to valuation:

The significant unobservable inputs used in the fair value measurement categorised within Level 3 of the fair value hierarchy
together with a quantitative sensitivity analysis as at March 31, 2019 and March 31, 2018 are as shown below:

Valuation Significant Range Sensitivity of the input

Particulars
technique unobservable inputs (weighted average) to fair value
FVTOCI assets in DCF Method Weighted Average Cost March 31, 2019 : 12.12% 1% increase would result
unquoted equity shares of Capital (WACC) - 16.23% (14.18%) in decrease in fair value
March 31, 2018 : 12.12% by ` 10.71 crore as of
- 20.80% (16.46%) March 31, 2019 (` 23.19
crore as of March 31,
2018)

(c) Financial Instrument measured at Amortised Cost Treasury Team of the Group under the framework of
The carrying amount of financial assets and financial Risk Management Policy for Currency and Interest
liabilities measured at amortised cost in the financial rate risk as approved by the Board of Directors of the
statements are a reasonable approximation of their fair Group. The Group’s Central Treasury Team ensures
values since the Group management does not anticipate appropriate financial risk governance framework for the
that the carrying amounts would be significantly Group through appropriate policies & procedures and
different from the values that would eventually be financial risks are identified, measured and managed in
received or settled. accordance with the Group’s policies and risk objectives.
It is the Group’s policy that no trading in derivatives for
33.3 Financial Risk objective and policies
speculative purposes may be undertaken.
The Group’s principal financial liabilities, other than

The decision of whether and when to execute
derivatives comprises of loans and borrowings, trade
derivative financial instruments along with its tenure
and other payables, and financial guarantee contracts.
can vary from period to period depending on market
The main purpose of these financial liabilities is to
conditions and the relative costs of the instruments.
finance the Group’s operations/projects and to provide
The tenure is linked to the timing of the underlying
guarantees to support Group's operations and its
exposure with the connection between the two being
joint venture entities. The Group’s principal financial
regularly monitored. The Group is exposed to losses in
assets include loans, investments including mutual
the event of non-performance by the counterparties
funds, trade and other receivables, and cash and cash
to the derivative contracts. All derivative contracts are
equivalents which is derived from its operations. The
executed with counterparties that, in our judgment,
Group also holds FVTOCI investments and enters into
are creditworthy. The outstanding derivatives are
derivative transactions.
reviewed periodically to ensure that there is no
In the ordinary course of business, the Group is mainly inappropriate concentration of outstanding to any
exposed to risks resulting from exchange rate fluctuation particular counterparty.
(currency risk), interest rate movements (interest rate
Further, all currency and interest risk as identified above
risk) collectively referred as Market Risk, Credit Risk,
is measured on a daily basis by monitoring the mark to
Liquidity Risk and other price risks such as equity price
market (MTM) of open and hedged position. The MTM is
risk. The Group's senior management oversees the
derived basis underlying market curves on closing basis
management of these risks. It manages its exposure
of relevant instrument quoted on Bloomberg/Reuters.
to these risks through derivative financial instruments
For quarter end, the MTM for each derivative instrument
by hedging transactions. It uses derivative instruments
outstanding is obtained from respective banks. All gain
such as cross currency swaps, full currency swaps,
/ loss arising from MTM for open derivative contracts
interest rate swaps, foreign currency future options
and gain / loss on settlement / cancellation / roll over
and foreign currency forward contract to manage these
of derivative contracts is recorded in statement of
risks. These derivative instruments reduces the impact
profit and loss.
of both favourable and unfavourable fluctuations.
(A) Market risk
The Group’s risk management activities are subject
Market risk is the risk that the fair value of future cash
to the management, direction and control of Central
flows of a financial instrument will fluctuate because

266
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

of changes in market prices. Market risk comprises assuming the amount of the liability outstanding
three types of risk: interest rate risk, currency risk and at the end of the reporting period was outstanding
other price risk, such as equity price risk. Financial for the whole year. A 50 basis point increase or
instruments affected by market risk include loans and decrease represents management's assessment of
borrowings, deposits, FVTOCI investments, short term the reasonably possible change in interest rates.

Statutory Reports
investments and derivative financial instruments.
If interest rates had been 50 basis points higher /
The sensitivity analysis in the following sections relate to lower and all other variables were held constant,
the position as at March 31, 2019 and March 31, 2018. the Group's profit for the year ended March 31, 2019
would decrease / increase by ` 21.27 crore (for the
The sensitivity analysis have been prepared on the
year ended March 31, 2018 : decrease / increase by
basis that the amount of net debt, the ratio of fixed
` 19.78 crore). This is mainly attributable to interest
to floating interest rates of the debt and derivatives
rates on variable rate of long term borrowings.
and the proportion of financial instruments in foreign
currencies are all constant as at March 31, 2019. The (ii) Foreign currency risk

Financial Statements
analysis exclude the impact of movements in market  Exchange rate movements, particularly the
variables on the carrying values of gratuity , other United States Dollar (USD), Japanese Yen (JPY),
post-retirement obligations and provisions. Australian Dollar (AUD), Great Britain Pound (GBP),
Singapore Dollar (SGD) and Euro (EUR) against

The following assumptions have been made in
Indian Rupee (INR), have an impact on the Group’s
calculating the sensitivity analysis:
operating results. The Group manages its foreign
- The sensitivity of the relevant profit or loss item is the currency risk by entering into currency swap for
effect of the assumed changes in respective market converting INR loan into other foreign currency
risks. This is based on the financial assets and financial for taking advantage of lower cost of borrowing
liabilities held at March 31, 2019 and March 31, 2018. in stable currency environment. The Group also
enters into various foreign exchange contracts to
(i) Interest rate risk
mitigate the risk arising out of foreign exchange
 The Group is exposed to changes in market
rate movement on foreign currency borrowings or
interest rates due to financing, investing and cash
creditors. Further, to hedge foreign currency future
management activities. The Group’s exposure
transactions in respect of which firm commitment
to the risk of changes in market interest rates
are made or which are highly probable forecast
relates primarily to the Group’s long-term debt
transactions (for instance, foreign exchange
obligations with floating interest rates and period
denominated income) the Group has entered into
of borrowings. The Group manages its interest
foreign currency forward contracts as per the
rate risk by having a balanced portfolio of fixed
policy of the Group.
and variable rate loans and borrowings. The
Group enters into interest rate swap contracts The Group is mainly exposed to changes in USD,
or interest rate future contracts to manage its EURO, GBP, SGD, JPY and AUD. The below table
exposure to changes in the underlying benchmark demonstrates the sensitivity to a 1% increase
interest rates. or decrease in the respective foreign currency
rates against INR, with all other variables held
Interest rate sensitivity
constant. The sensitivity analysis is prepared on
The sensitivity analysis below have been
the net unhedged exposure of the Company as at
determined based on the exposure to interest
the reporting date. 1% represents management’s
rates for both derivatives and non-derivative
assessment of reasonably possible change in
instruments at the end of the reporting period.
foreign exchange rate.
For floating rate liabilities, the analysis is prepared

267
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

` in crore
Impact on Profit before Tax Impact on Pre-tax Equity
Particulars For the year ended For the year ended
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Liabilities
USD Sensitivity
`/USD - Increase by 1% (63.40) (66.40) (63.40) (66.40)
`/USD - Decrease by 1% 63.40 66.40 63.40 66.40
EURO Sensitivity
`/EURO - Increase by 1% (6.86) (8.48) (6.86) (8.48)
`/EURO - Decrease by 1% 6.86 8.48 6.86 8.48
GBP Sensitivity
`/GBP - Increase by 1% -* -* -* -*
`/GBP - Decrease by 1% -* -* -* -*
SGD Sensitivity
`/SGD - Increase by 1% (0.02) (0.02) (0.02) (0.02)
`/SGD - Decrease by 1% 0.02 0.02 0.02 0.02
JPY Sensitivity
`/JPY- Increase by 1% (0.01) (0.01) (0.01) (0.01)
`/JPY - Decrease by 1% 0.01 0.01 0.01 0.01
Assets
AUD Sensitivity
`/AUD- Increase by 1% 0.84 0.86 0.84 0.86
`/AUD - Decrease by 1% (0.84) (0.86) (0.84) (0.86)
-* Figures being nullified on conversion to ` in crore

(iii) Equity price risk & others, foreign exchange transactions and other
financial assets.
The Group’s non-listed equity securities are
susceptible to market price risk arising from Customer credit risk is managed by the Company’s
uncertainties about future values of the investment established policy, procedures and control relating to
securities. The Group manages the equity price customer credit risk management. Credit quality of a
risk through diversification and by placing limits customer is assessed based on an extensive evaluation
on individual and total equity instruments. and individual credit limits are defined in accordance
Reports on the equity portfolio are submitted to with this assessment.
the Company’s senior management on a regular
An impairment analysis is performed at each reporting
basis. The Company’s Board of Directors reviews
date on an individual basis for major clients. In addition,
and approves all equity investment decisions.
a large number of minor receivables are grouped into
homogenous groups and assessed for impairment
The Company has given corporate guarantees and
collectively. The calculation is based on exchange
pledged part of its investment in equity in order to
losses historical data.
fulfil the collateral requirements of the subsidiaries
and joint venture entities. The counterparties Credit risk from balances with banks and financial
have an obligation to return the guarantees/ institutions is managed by the Company’s treasury
securities to the Company. There are no other department in accordance with the Company’s policy.
significant terms and conditions associated with Investments of surplus funds are made only with
the use of collateral. approved counterparties and within credit limits
assigned to each counterparty. Counterparty credit
(B) Credit risk
limits are reviewed by the Company’s Board of Directors
Credit risk is the risk that counterparty will not meet
on an annual basis, and may be updated throughout
its obligations under a financial instrument or customer
the year subject to approval of the Company’s
contract, leading to a financial loss. The Company
Finance Committee. The limits are set to minimize
is exposed to credit risk from its operating activities
the concentration of risks and therefore mitigate
(primarily trade receivables and other financial assets)
financial loss through counterparty’s potential failure
and from its financing activities, including loans to
to make payments.
others, deposits with banks, financial institutions

268
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

Concentrations of Credit Risk form part of Credit Risk 

The Company has an established liquidity risk
Considering that the group operates the port services management framework for managing its short term,
and provide related infrastructure services, the group medium term and long term funding and liquidity
is significantly dependent on cargo from such large management requirements. The Company’s exposure
port user customer located at various ports. Out of to liquidity risk arises primarily from mismatches

Statutory Reports
total revenue, the Company earns 21% revenue from of the maturities of financial assets and liabilities.
such customers and with some of these customers, The Company manages the liquidity risk by maintaining
the group has long term cargo contracts . Receivables adequate funds in cash and cash equivalents.
from such customer constitute 39% of total trade The Company also has adequate credit facilities agreed
receivables. A loss of these customer could adversely with banks to ensure that there is sufficient cash to
affect the operating result or cash flow of the Group. meet all its normal operating commitments in a timely
and cost-effective manner.
(C) Liquidity Risk
Liquidity risk is the risk that the Company will encounter The table below analyses derivative and non-derivative

Financial Statements
difficulty in raising funds to meet commitments financial liabilities of the Company into relevant
associated with financial instruments that are settled maturity groupings based on the remaining period from
by delivering cash or another financial asset. Liquidity the reporting date to the contractual maturity date.
risk may result from an inability to sell a financial asset The amounts disclosed in the table are the contractual
quickly at close to its fair value. undiscounted cash flows.

` in crore
Particulars Refer Note On Demand Less than 1 year 1 to 5 years Over 5 years Total
As at March 31, 2019
Borrowings (including bills 14,15,17 - 7,662.34 11,671.49 8,211.83 27,545.66
discounted and current maturities)
Trade Payables 18 - 572.07 - - 572.07
Derivatives Instruments 15 - 36.31 10.88 - 47.19
Financial Guarantees given 15 - 0.66 0.56 - 1.22
Other Financial Liabilities 15 - 1,388.23 114.86 39.75 1,542.84
Total - 9,659.61 11,797.79 8,251.58 29,708.98

` in crore
Particulars Refer Note On Demand Less than 1 year 1 to 5 years Over 5 years Total
As at March 31, 2018
Borrowings (including bills 14,15,17 - 1,575.19 12,631.60 7,997.37 22,204.16
discounted and current maturities)
Trade Payables 18 - 489.73 - - 489.73
Derivatives Instruments 15 - 40.64 72.49 - 113.13
Financial Guarantees given 15 - 4.37 2.71 - 7.08
Other Financial Liabilities 15 - 1,211.37 63.35 5.89 1,280.61
Total - 3,321.30 12,770.15 8,003.26 24,094.71

33.4 Capital Management

For the purposes of the Group’s capital management, capital includes issued capital and all other equity reserves. The primary
objective of the Group’s capital management is to maximize shareholder value. The Group manages its capital structure and
makes adjustments in the light of changes in economic environment and the requirements of the financial covenants.
The Group monitors capital using gearing ratio, which is net debt (total debt less cash and bank balance) divided by total
capital plus net debt.

269
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

` in crore
Particulars March 31, 2019 March 31, 2018
Total Borrowings (refer note 14,15 and 17) 27,545.66 22,204.16
Less: Cash and bank balance (refer note 7,11) 5,977.23 3,008.06
Net Debt (A) 21,568.43 19,196.10
Total Equity (B) 24,538.20 21,068.83
Total Equity and Net Debt (C = A + B) 46,106.63 40,264.93
Gearing ratio 47% 48%

In order to achieve this overall objective, the Group's capital management, amongst other things, aims to ensure that it
meets financial covenants attached to the interest-bearing loans and borrowings that define capital structure requirements.
Breaches in meeting the financial covenants would permit the bank to immediately call loans and borrowings. There
have been no breaches in the financial covenants of any interest-bearing loans and borrowing in the current period.
No changes were made in the objectives, policies or processes for managing capital during the years ended March 31, 2019
and March 31, 2018.
34
Capital Commitments and other commitments
(i) Capital Commitments
Estimated amount of contracts (net of security deposits amounting to ` 2,357.45 crore included in note 7 and advances)
remaining to be executed on capital account and not provided for ` 17,146.37 crore (previous year ` 3,642.82 crore)
pertains to various projects to be executed during the next 5 years.
(ii)
Other Commitments
a) The port projects of subsidiary companies viz. Adani Hazira Port Private Limited("AHPPL"), The Dhamra Port Company
Limited ("DPCL"), joint venture Adani International Container Terminal Private Limited ("AICTPL") and joint venture
Adani CMA Mundra Terminal Private Limited ("ACMTPL") have been funded through various credit facility agreements
with banks. Against the said facilities availed by the aforesaid entities from the banks, the Company has pledged its
shareholding in the subsidiary / joint venture companies and executed Non Disposal Undertaking, the details of which
is tabulated below
The details of shareholding pledged by the Company is as follows :

% of Non disposal undertaking % of Share Pledged of the total

(Apart from pledged) shareholding of investee company
Name of Subsidiaries/Joint Ventures
As on As on As on As on
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Adani Hazira Port Private Limited - - 27.25% 27.25%
Adani International Container Terminal Private 24.97% - 25.03% 12.51%
Limited
The Dhamra Port Company Limited 21.00% 21.00% 30.00% 30.00%
Adani CMA Mundra Terminal Private Limited - - 25.50% -

b) Contract/ Commitment for purchase of certain supplies. Advance given ` 356.95 crore (previous year ` 331.19 crore).
c) The subsidiary companies have imported capital goods for its Container and Multipurpose Port Terminal Project under
the EPCG Scheme at concessional rate of custom duty by undertaking obligation to export. Future outstanding export
obligation under the scheme is ` 1,331.15 crore (previous year ` 2,019.90 crore) which is equivalent to 6 to 8 times of duty
saved ` 218.03 crore ( previous year ` 314.95 crore) . The export obligation has to be completed by 2019-20 to 2022-23.
d) One of the subsidiary company has entered into agreement in financial year 2013-14 to acquire land measuring 85,553
square meter in the Hazira region and an advance consideration of ` 18.23 crore paid towards the land has been
classified as capital advance. The company has entered into agreement in financial year 2018-19 to acquire additional
land measuring 310.02 hectare in the Patan region and an advance consideration of ` 34.70 crore paid towards the
land classified as capital advance respectively. As at March 31, 2019, the company does not have physical possession

270
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Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

of the said land, although it has contractual right in the said land parcels. The management represent that as land area
and location is identifiable and the transaction will be concluded on receiving necessary government approvals.
e) As a part of Environmental Clearance obtained by the Vizhinjam International Sea Port Limited (VISL or 'the Authority'),
the AVPPL has been obliged to incur expenditure of ` 33.70 crore towards 'Corporate Social Responsibility' along with
development of Port Infrastructure under Phase - I and the same is included under the total Project cost. Out of total

Statutory Reports
commitment of ` 33.70 crore, AVPPL has incurred ` 7.46 crore till March 31, 2019.
f) The Company has provided a letter of support to one of the joint venture companies to provide financials support if and
when needed to meet its financials obligation.

35 Contingent Liabilities not provided for

` in crore
Sr. No. Particulars March 31, 2019 March 31, 2018
a Corporate Guarantees given to banks and financial institutions against credit facilities 345.78 773.88

Financial Statements
availed by the joint venture entities. Amount outstanding there against ` 146.33 crore
(previous Year ` 659.52 crore).
b Corporate Guarantee given to a bank for credit facility availed by erstwhile subsidiary Refer note (u) Refer note (u)
company, Mundra Port Pty Limited, Australia read with note (t) below. (Amount below below
outstanding there against ` Nil (previous year ` 1,877.04 crore)
c Certain facilities availed by the joint venture entities and other group company 1,152.33 240.08
against credit facilities sanctioned to the company.
d Bank Guarantees given to government authorities and bank (also includes DSRA bank 173.37 134.30
guarantees given to Bank on behalf of subsidiaries and erstwhile subsidiaries.)
e Civil suits filed by the Customers for recovery of damages against certain performance 0.94 0.94
obligations. The said civil suits are currently pending with various Civil Courts in
Gujarat. The management is reasonably confident that no liability will devolve on the
Company in this regard and hence no provision is made in the books of accounts
towards these suits.
f Show cause notices from the Custom Authorities against duty on port related cargo. 0.14 0.14
The Company has given deposit of ` 0.05 crore (previous year ` 0.05 crore) against
the demand. The management is reasonably confident that no liability will devolve on
the Company and hence no liability has been recognised in the books of accounts.
g Customs department notice for wrongly availing duty benefit exemption under 0.25 0.25
DFCEC Scheme on import of equipment. The Company has filed its reply to the show
cause notice with Deputy Commissioner of Customs, Mundra and Commissioner
of Customs, Mumbai against order in original. The management is of view that no
liability shall arise on the Company.

h Various show cause notices received from Commissioner/ Additional Commissioner/ 36.49 36.49
Joint Commissioner/ Deputy Commissioner of Customs and Central Excise, Rajkot and
Commissioner of Service Tax, Ahmedabad and appeal there of, for wrongly availing of
Cenvat credit/ Service tax credit and Education Cess credit on input services and steel,
cement and other fixed assets during financial year 2006-07 to 2014-15. In similar
matter, the Excise department has demanded recovery of the duty along with penalty
and interest thereon. The Company has given deposit of ` 4.50 crore (previous Year
` 4.50 crore) against the demand. These matters are pending before the Supreme
Court, the High Court of Gujarat, Commissioner of Central Excise (Appeals), Rajkot
and Commissioner of Service Tax, Ahmedabad. The Company has taken an external
opinion in the matter based on which the management is of the view that no liability
shall arise on the Company. Further, during the earlier year, the Company has received
favourable order from High Court of Gujarat against demand in respect of dispute
relating to financial year 2005-06 and favourable order from CESTAT against similar
demand in respect of dispute relating to FY 2005-06 to FY 2010 -11 (up to Sept 2011).

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Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

` in crore
Sr. No. Particulars March 31, 2019 March 31, 2018
i Show cause notices received from Commissioner of Customs and Central Excise, 6.90 6.90
Rajkot and appeal thereof in respect of levy of service tax on various services
provided by the Company and wrong availment of CENVAT credit by the Company
during financial year 2009-10 to 2011-12. These matters are currently pending at High
Court of Gujarat ` 6.72 crore (previous Year ` 6.72 crore); and Customs, Excise and
Service Tax Appellate Tribunal, Ahmedabad ` 0.15 crore (previous Year ` 0.15 crore)
and Commissioner of Service Tax Ahmedabad ` 0.03 crore (previous Year ` 0.03
crore). The Company has taken an external opinion in the matter based on which the
management is of the view that no liability shall arise on the Company.
j Commissioner of Customs, Ahmedabad has demanded vide letter no.4/Comm./ 2.00 2.00
SIIB/2009 dated 25/11/2009 for recovery of penalty in connection with import of Air
Craft which is owned by Karnavati Aviation Private Limited (Formerly Gujarat Adani
Aviation Private Limited), subsidiary of the Company. Company has filed an appeal
before the Customs, Excise and Service Tax Appellate Tribunal against the demand
order, the management is reasonably confident that no liability will devolve on the
Company and hence no liability has been recognized in the books of accounts.
k In terms of the Show Cause Notice issued to a subsidiary company by the Office of 18.33 18.33
the Commissioner of Customs for a demand of ` 18.33 crore along with applicable
interest and penalty thereon for the differential amount of Customs Duty in respect
of import of Bombardier Challenger CI-600 under Non-Scheduled Operation Permit
(NSOP) has been raised on the Company.
l In terms of the Show Cause cum Demand Notice issued to subsidiary company by 14.53 14.53
the Office of the Commissioner of Customs Preventive Section dated 27/02/2009, a
demand of ` 14.67 crore along with applicable interest and penalty thereon for the
differential amount of Customs Duty in respect of import of Aircraft Hawker 850 XP
under Non-Scheduled Operation Permit (NSOP) has been raised on the Company.
m Notice received from Superintendent / Commissioner of Service Tax Department and 99.86 38.98
show cause from Directorate General of Central Excise Intelligence for wrong availing
of Cenvat Credit /Service tax credit and Education Cess on input services steel and
cement on some of the subsidiary companies. The management is of the view that no
liability shall arise on the subsidiaries companies.
n Show cause notice received from Directorate General of Central Excise Intelligence 3.71 3.71
for Non-Payment of Service Tax on Domestic Journey and on certain Foreign Service
on reverse charge mechanism amounting to ` 3.03 crore. The subsidiary company
had filed appeal with Commissioner of Service Tax & received order for the same. The
subsidiary company has filed an appeal before the Customs, Excise and Service Tax
Appellate Tribunal against the order of Commissioner for confirmation of tax liability
of ` 3.71 crore (including Penalty). The subsidiary company has taken an external
opinion in the matter based on which the management is of the view that no liability
shall arise. The subsidiary company has paid ` 0.35 crore under protest.
o During the Current year, a subsidiary company has received an adjudication order 17.73 -
from Additional Superintendent from Stamps, demanding stamp duty of ` 22.16
crore, under the provisions of the Gujarat Stamps Act, 1950 (‘the Act’), payable on
acquisition of Marine Business Undertaking pursuant to the scheme of arrangement
approved by the National Company Law Tribunal (NCLT) in previous year. Against the
said order the Company has filed Special Civil Application (SCA) and Letters Patent
Appeal (LPA) with Gujarat High Court which is disposed of by the High Court during
the year and subsequent to the year-end respectively on the grounds to prefer
appeal with appropriate appellate authority under the provisions of the Act. After
the balance sheet date, the Company has filed an appeal with the Chief Controlling
Revenue Authority and deposited ` 5.54 crore under protest for filling an appeal.
As per the management’s estimate, on the basis of advise from the legal experts,
the Company has provided ` 4.43 crore in the current year in accordance with the
provisions of the act and also doesn’t expect any additional demand.

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Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

` in crore
Sr. No. Particulars March 31, 2019 March 31, 2018
p The Company has received demand notice of ` 1.82 crore (including Penalty of 1.82 -
` 1.51 crore) from Government of Andhra Pradesh, Department of Mines and Geology
for evasion of Seigniorage fee of ` 0.30 crore on utilization of Earth / Gravel in

Statutory Reports
development of East Quay – 1 (EQ-1) in Vishakhapatnam Port Trust. The management
is reasonably confident that no liability will devolve on the Company and hence no
liability has been recognised in the books of accounts.

q Revenue sharing on the storage income of subsidiary company as per concession 46.01 -
arrangement for the Financial Year 2017-2018 & 2018- 2019.
r Various matters of subsidiaries companies pending with Income Tax Authorities. 6.05 1.29
s Statutory claims not acknowledged as debts. 0.46 0.46
t The Company’s tax assessments is completed till assessment year 2015-16, pending appeals with Appellate Tribunal
for Assessment Year 2011-12 and CIT (Appeals) for Assessment Year 2012-13 to 2015-16. During the year, the Company

Financial Statements
has received a favourable order from Appellate Tribunal for assessment year 2009-10 and 2010-11. The management is
reasonably confident that no liability will devolve on the Company.
u The Company had initiated and recorded the divestment of its entire equity holding in Adani Abbot Point Terminal Holdings
Pty Limited ("AAPTHPL") and entire Redeemable Preference Shares holding in Mundra Port Pty Limited ("MPPL") representing
Australia Abbot Point Port operations to Abbot Point Port Holdings Pte Limited, Singapore during the year ended March 31, 2013.
The sale of securities transaction was recorded as per Share Purchase Agreement ('SPA') entered on March 30, 2013 including
subsequent amendments thereto, with a condition to have regulatory and lenders approvals. The Company has all the approvals
except in respect of approval from one of the lenders who has given specific line of credit to MPPL. The Company received entire
sale consideration except AUD 17.17 Million as on reporting date. The Company expects to receive the said amount in next year.
The Company had an outstanding corporate guarantee to a lender of USD 800 million against line of credit to MPPL, which was
repaid in full during the year hence the same guarantee is not effective as on reporting date. The Company had also pledged
its entire equity holding of 1,000 equity shares of AUD 1 each in MPPL in favour of lender which are in the process of getting
released at the reporting date. Outstanding loan against said corporate guarantee as on March 31, 2019 is Nil (previous year
USD 288.00 million). Since financial year 2013-14, the Company has received corporate guarantee (’Deed of Indemnity’) against
above outstanding corporate guarantee from Abbot Point Port Holding Pte Limited, Singapore which is effective till discharge of
underlying liability and as at reporting date is no longer effective.

v There has been a Supreme Court (SC) judgement dated 28th February 2019, relating to components of salary structure
that need to be taken into account while computing the contribution to provident fund under the EPF Act. There are
interpretative aspects related to the Judgement including the effective date of application. The Group will continue to
assess any further developments in this matter for the implications on financial statements, if any.

36 Interest in Joint Venture Entities

The company holds 50% interest in Adani International Container Terminal Private Limited and Adani CMA Mundra
Terminal Private Limited, respectively and 51% in Adani NYK Auto Logistics Solutions Private Limited, joint venture entities
incorporated in India.

273
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

(A) Summarised Balance Sheet and Statement of Profit and Loss of these entities are as below:
` In Crore
Adani International
Adani CMA Mundra Adani NYK Auto Logistics
Container Terminal Private
Terminal Private Limited Solutions Private Limited
Particulars Limited
March 31, March 31, March 31, March 31, March 31, March 31,
2019 2018 2019 2018 2019# 2018
Share Capital and Reserve & Surplus (62.98) 47.93 432.06 633.63 5.88 -
Non-current Liabilities 1,612.37 1,466.69 3,494.56 2,498.96 - -
Current Liabilities 546.54 984.18 322.17 1,381.71 0.02 -
Non-current Assets 2,028.31 1,910.95 4,093.81 4,319.37 3.00 -
Current Assets 67.63 587.85 154.98 194.93 2.89 -

Revenue 369.63 228.81 920.24 647.66 0.05 -

Operating Expenses (95.50) (53.66) (221.94) (154.94) - -
Terminal Royalty Expenses (44.29) (24.51) (185.84) (109.93) - -
Employee Benefit Expenses (6.83) (4.82) (12.83) (7.85) - -
Depreciation and Amortisation Expense (115.99) (104.88) (242.70) (155.76) - -
Foreign Exchange (loss)/Gain (net) (75.38) (7.38) (140.68) 11.00 - -
Finance Costs (128.99) (81.98) (206.10) (102.88) - -
Other Expenses (13.44) (6.89) (28.93) (30.62) (0.07) -
Profit / (Loss) before tax (110.79) (55.31) (118.78) 96.68 (0.02) -
Income-tax expense - - (82.59) (49.88) (0.01) -
Profit / (Loss) after tax (110.79) (55.31) (201.37) 46.80 (0.03) -
Other Comprehensive income (0.12) -* (0.20) 0.01 - -
Total Comprehensive Income (110.91) (55.31) (201.57) 46.81 (0.03) -
Capital and Other Commitments 6.69 0.85 1.34 4.83 - -
Contingent liability not accounted for - - 4.68 4.68 - -
-* Figures being nullified on conversion to ` in crore
# Information pertaining to statement of profit and loss are for the period September 17, 2018 to March 31, 2019

(B) Reconciliation of carrying amounts of joint ventures

` In Crore
Adani International
Adani CMA Mundra Adani NYK Auto Logistics
Container Terminal Private
Terminal Private Limited Solutions Private Limited
Particulars Limited
March 31, March 31, March 31, March 31, March 31, March 31,
2019 2018 2019 2018 2019 2018
Net assets of joint venture entities (62.98) 47.93 432.06 633.63 5.88 -
Proportion of Group's share 50% 50% 50% 50% 51% -
Group's share (31.49) 23.97 216.03 316.82 3.00 -
Fair valuation adjustment - - - - - -
Elimination from intra-group transactions 31.49 (23.97) (216.03) (316.82) - -
Carrying amount of Group's interest - - - - 3.00 -

(C) Unrecognised share of losses

` In Crore
Adani International
Adani CMA Mundra Adani NYK Auto Logistics
Container Terminal Private
Terminal Private Limited Solutions Private Limited
Particulars Limited
March 31, March 31, March 31, March 31, March 31, March 31,
2019 2018 2019 2018 2019 2018
Unrecognised share of loss for the year 55.46 27.66 100.79 - - -
Cumulative shares of loss 90.88 35.42 129.45 28.66 - -

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Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

37 Business Combinations and acquisitions Logistics (Samastipur) Limited and Adani Agri Logistics
during the year (Darbhanga) Limited (jointly referred as "Adani Agri
Logistics Companies"), non listed entities engaged in
(i) On June 28, 2018, the Company has acquired 97%
the business of Logistics Operations. The company is
equity stake of Marine Infrastructure Developer Private
in the process of making a final determination of fair

Statutory Reports
Limited, a non listed entity engaged in the business of
values of the identified assets and liabilities for the
Port Operations at Kattupali Port.
purpose of Purchase price allocation and the same is
On March 29, 2019, Adani Logistics Limited ("subsidiary expected to be completed by March 31, 2020. Pending
company") has acquired 100% equity stake of Adani this, the business combination has been accounted
Agri Logistics Limited (along with its subsidiaries), based on provisional fair valuation report.
Adani Agri Logistics (Dahod) Limited, Adani Agri

The fair value of the identifiable assets and liabilities as at the date of acquisition were:

Financial Statements
` In Crore
Marine
Adani Agri
Infrastructure
Particulars Logistics
Developer Private
Companies
Limited
Assets
Property, Plant and Equipment 1,785.90 556.98
Capital work-in-progress - 75.60
Other Intangible Assets 124.19 447.59
Other non-current financial/non financial assets 1.37 130.74
Trade Receivables - 99.20
Inventories 0.47 0.89
Other current financial/non financial assets - 26.15
Cash and Bank Balances 11.64 79.80
Total Assets 1,923.57 1,416.95
Liabilities
Borrowings - 721.28
Non current financial/non financial liabilities 11.93 11.05
Trade Payables - 10.24
Current financial/non financial liabilities 0.15 24.33
Liabilities for Current Tax - -
Put option liability 23.50 -
Provisions 0.92 1.87
Deferred Tax liability (refer note (c) below) 68.36 158.32
Total Liabilities 104.86 927.09
Total Identifiable Net Assets at fair value 1,818.71 489.86
Purchase Consideration paid
- For equity 388.00 945.70
- For Inter Corporate Deposits 1,562.00 -
1,950.00 945.70
Non-Controlling Interests (11.97) -
Goodwill arising on acquisition 143.26 455.84
Note:-

(b) 
Goodwill is attributable to future growth of
(a) The determination of the fair value is based on
business out of synergies from these acquisitions
discounted cash flow method. Key assumptions on
and assembled workforce.
which the management has based fair valuation
includes estimated long-term growth rates, (c) Impact of deferred tax adjustment amounting to
weighted average cost of capital and estimated ` 226.68 crore, arising on business combination,
operating margin. The Cash flow projections adjusted in Goodwill as per Ind AS - 12
take into account past experience and represent Income Taxes.
the management's best estimate about future
developments.

275
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

(d) From the date of acquisition, Marine Infrastructure relatives are able to exercise significant influence.
Developer Private Limited has contributed ` 144.30 With effect from March 16, 2019, the control has
crore and ` 63.85 crore to the Revenue and been re-acquired as wholly owned subsidiary of Adani
profit before tax to the Group. If the combination Logistics Limited (Subsidiary of APSEZL).
had taken place at the beginning of the year,
(iii) On December 29, 2018, Dhamra LNG Terminal Private
revenue would have been ` 144.30 crore and the
Limited ("DLTPL"), a 100% subsidiary of Adani Petroleum
profit before tax to the group would have been
Terminal Private Limited, whose control has been
` 49.43 crore.
transferred to another group company falling under
(e) From the date of acquisition, Adani Agri Logistics ultimate controlling entity where Key Managerial
Companies has contributed ` 0.80 crore and ` 0.46 persons, Directors and their relatives are able to
crore to the Revenue and loss before tax to the exercise significant influence. With effect from March
Group. If the combination had taken place at the 16, 2019, the control has been re-acquired as step down
beginning of the year, revenue would have been subsidiary of Adani Logistics Limited ("ALL") because
` 119.42 crore and the loss before tax to the group APTPL has become subsidiary of ALL.
would have been ` 7.67 crore.
(iv) 
During the year, the Company’s subsidiary company
(ii) On December 29, 2018, control over Adani Petroleum Adani Logistics Limited has acquired 100% equity
Terminal Private Limited ("APTPL"), a wholly owned shares of Blue Star Realtors Private Limited and Dermot
subsidiary of APSEZL has been transferred to another Infracon Private Limited having free hold land amounting
group company falling under ultimate controlling entity to ` 240.65 crore and ` 135.95 crore respectively.
where Key Managerial persons, Directors and their

Note - 38 - Additional information of net assets and share in profit or loss contributed by various
entities as recognised under Schedule III of the Companies Act, 2013
` In Crore
As at and for the year ended March 31, 2019

Net Assets i.e total assets Share in Other Share in Total

Share in Profit or Loss
minus total liabilities Comprehensive Income Comprehensive Income

Name of entity as % of as % of
as % of as % of Consolidated Consolidated
Consolidated Amount Consolidated Amount Other Amount Total Amount
net assets Profit or Loss Comprehensive Comprehensive
Income Income
Parent Company
Adani Ports and Special 61.83% 20,491.67 60.41% 2,637.72 118.29% 18.82 60.62% 2,656.54
Economic Zone Limited
Subsidiary Companies
Indian
The Adani Harbour Services 8.29% 2,748.47 26.03% 1,136.59 -0.25% (0.04) 25.94% 1,136.55
Private Limited
Adani Hazira Port Private 6.21% 2,058.68 10.76% 469.83 -2.70% (0.43) 10.71% 469.40
Limited
Adani Logistics Limited 6.71% 2,223.64 0.75% 32.64 0.38% 0.06 0.75% 32.70
The Dhamra Port Company 6.55% 2,170.83 2.61% 113.74 -2.01% (0.32) 2.59% 113.42
Limited
Adani Petroleum Terminal 0.06% 18.48 -0.02% (0.89) - - -0.02% (0.89)
Private Limited
Adani Petronet (Dahej) Port 2.54% 841.14 4.85% 211.90 -12.70% (2.02) 4.79% 209.88
Private Limited
Shanti Sagar International 0.97% 322.18 3.91% 170.73 -0.13% (0.02) 3.90% 170.71
Dredging Private Ltd
Adani Murmugao Port Terminal -0.37% (123.84) -2.37% (103.39) -0.31% (0.05) -2.36% (103.44)
Private Limited

276
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Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

` In Crore
As at and for the year ended March 31, 2019

Net Assets i.e total assets Share in Other Share in Total

Share in Profit or Loss
minus total liabilities Comprehensive Income Comprehensive Income

Statutory Reports
Name of entity as % of as % of
as % of as % of Consolidated Consolidated
Consolidated Amount Consolidated Amount Other Amount Total Amount
net assets Profit or Loss Comprehensive Comprehensive
Income Income
Adani Vizag Coal Terminal -0.53% (174.56) 0.67% 29.37 -0.50% (0.08) 0.67% 29.29
Private Limited
Adani Warehousing Services 0.02% 5.32 0.07% 3.17 - - 0.07% 3.17
Private Limited

Financial Statements
Adani Hospitals Mundra Private 0.01% 4.59 0.01% 0.60 -0.06% (0.01) 0.01% 0.59
Limited
Mundra International Airport 0.02% 6.34 -0.01% (0.44) - - -0.01% (0.44)
Private Limited
Mundra SEZ Textile And Apparel -0.07% (24.21) -0.11% (4.98) - -* -0.11% (4.98)
Park Private Limited
Adinath Polyfills Private Limited 0.00% (1.35) 0.00% (0.06) - - 0.00% (0.06)
MPSEZ Utilities Private Limited 0.26% 86.30 0.17% 7.44 -0.31% (0.05) 0.17% 7.39
Adani Ennore Container 0.16% 54.62 -2.49% (108.88) 0.13% 0.02 -2.48% (108.86)
Terminal Private Limited
Adani Vizhinjam Port Private 0.58% 191.37 -0.05% (2.38) - - -0.05% (2.38)
Limited
Adani Kattupalli Port Private 1.56% 518.33 0.23% 10.26 - - 0.23% 10.26
Limited
Karnavati Aviation Private 0.55% 182.31 -0.11% (4.73) -0.57% (0.09) -0.11% (4.82)
Limited
Hazira Infrastructure Private 0.08% 25.10 0.02% 0.91 - - 0.02% 0.91
Limited
Mundra International Gateway 0.00% 0.04 0.00% (0.01) - - 0.00% (0.01)
Terminal Private Limited
Adani Bhavanapadu Port Private 0.00% 0.05 - -* - - - -*
Limited #
Marine Infrastructure Developer 4.30% 1,425.94 1.33% 58.21 1.07% 0.17 1.33% 58.38
Private Limited *
Blue Star Realtors Private 0.13% 43.13 -0.27% (11.95) - - -0.27% (11.95)
Limited *
Madurai Infrastructure Private 0.00% (0.02) 0.00% (0.01) - - 0.00% (0.01)
Limited (formerly known as
Mundra LPG Infrastructure
Private Limited)
Dholera Port And Special -0.01% (2.81) -0.01% (0.29) - - -0.01% (0.29)
Economic Zone Limited
Dhamra LNG Terminal Private 0.00% 0.02 0.00% (0.01) - - 0.00% (0.01)
Limited
Adani Kandla Bulk Terminal -0.98% (325.23) -1.83% (79.82) -0.63% (0.10) -1.82% (79.92)
Private Limited
Dholera Infrastructure Private -0.01% (3.39) -0.01% (0.39) - - -0.01% (0.39)
Limited
Mundra LPG Terminal Private - - -0.01% (0.26) - - -0.01% (0.26)
Limited (till December 28, 2018)
Adani Dhamra LPG Terminal - - - -* - - - -*
Private Limited (till December
28, 2018)

277
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

` In Crore
As at and for the year ended March 31, 2019

Net Assets i.e total assets Share in Other Share in Total

Share in Profit or Loss
minus total liabilities Comprehensive Income Comprehensive Income

Name of entity as % of as % of
as % of as % of Consolidated Consolidated
Consolidated Amount Consolidated Amount Other Amount Total Amount
net assets Profit or Loss Comprehensive Comprehensive
Income Income
Adani Agri Logistics Limited * 1.17% 388.84 0.01% 0.40 -1.63% (0.26) 0.00% 0.14
Adani Agri Logistics (MP) -0.01% (4.26) 0.00% 0.02 - -* 0.00% 0.02
Limited *
Adani Agri Logistics (Harda) -0.01% (3.60) 0.00% (0.04) 0.06% 0.01 0.00% (0.03)
Limited *
Adani Agri Logistics -0.01% (3.33) 0.00% 0.03 0.06% 0.01 0.00% 0.04
(Hoshangabad) Limited *
Adani Agri Logistics (Satna) -0.01% (3.69) 0.00% 0.01 0.06% 0.01 0.00% 0.02
Limited *
Adani Agri Logistics (Ujjain) 0.00% (0.77) 0.00% 0.09 - -* 0.00% 0.09
Limited *
Adani Agri Logistics (Dewas) -0.01% (2.01) 0.00% 0.07 - -* 0.00% 0.07
Limited *
Adani Agri Logistics (Katihar) 0.00% 0.30 0.00% (0.08) - - 0.00% (0.08)
Limited *
Adani Agri Logistics (Kotkapura) 0.00% (1.33) 0.00% (0.03) - -* 0.00% (0.03)
Limited *
Adani Agri Logistics (Kannauj) 0.00% (0.83) - - - - - -
Limited *
Adani Agri Logistics (Panipat) 0.00% (0.22) - - - - - -
Limited *
Adani Agri Logistics (Moga) 0.00% (0.21) 0.00% (0.01) - - 0.00% (0.01)
Limited *
Adani Agri Logistics (Mansa) 0.00% 0.32 - -* - - - -*
Limited *
Adani Agri Logistics (Bathinda) 0.00% 0.90 - -* - - - -*
Limited *
Adani Agri Logistics (Barnala) 0.00% (0.39) 0.00% (0.01) - - 0.00% (0.01)
Limited *
Adani Agri Logistics (Nakodar) 0.00% (0.07) 0.00% (0.01) - - 0.00% (0.01)
Limited *
Adani Agri Logistics (Raman) 0.00% 0.12 - -* - - - -*
Limited *
Adani Agri Logistics (Dahod) 0.00% 0.05 - -* - - - -*
Limited *
Adani Agri Logistics (Borivali) 0.00% 0.05 - -* - - - -*
Limited *
Adani Agri Logistics (Dhamora) 0.00% 0.05 - -* - - - -*
Limited *
Adani Agri Logistics 0.00% 0.04 - -* - - - -*
(Samastipur) Limited *
Adani Agri Logistics 0.00% 0.04 - -* - - - -*
(Darbhanga) Limited *
Dermot Infracon Private 0.00% (0.01) 0.00% (0.01) - - 0.00% (0.01)
Limited *

278
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

` In Crore
As at and for the year ended March 31, 2019

Net Assets i.e total assets Share in Other Share in Total

Share in Profit or Loss
minus total liabilities Comprehensive Income Comprehensive Income

Statutory Reports
Name of entity as % of as % of
as % of as % of Consolidated Consolidated
Consolidated Amount Consolidated Amount Other Amount Total Amount
net assets Profit or Loss Comprehensive Comprehensive
Income Income
Foreign
Abbot Point Operations Pty -0.03% (10.02) -0.14% (6.05) - - -0.14% (6.05)
Limited
Abbot Point Bulkcoal Pty Ltd 0.13% 44.73 0.42% 18.38 - - 0.42% 18.38

Financial Statements
Adani International Terminals 0.00% (1.14) -0.01% (0.49) - - -0.01% (0.49)
Pte Limited
Adani Mundra Port Holding 0.00% 0.01 0.00% (0.03) - - 0.00% (0.03)
Pte Ltd #
Adani Mundra Port Pte. 0.00% (0.02) 0.00% (0.03) - - 0.00% (0.03)
Limited #
Adani Abbot Port Pte. Limited # 0.00% (0.02) 0.00% (0.03) - - 0.00% (0.03)
Non-controlling interest -0.63% (209.94) -1.25% (54.53) 2.77% 0.44 -1.23% (54.09)
Joint Venture Entities
Indian
Adani International Container 0.65% 216.03 -2.31% (100.68) -0.63% (0.10) -2.30% (100.78)
Terminal Private Limited
Adani CMA Mundra Terminal -0.10% (31.49) -1.27% (55.40) -0.38% (0.06) -1.27% (55.46)
Private Limited
Adani NYK Auto Logistics 0.01% 3.00 0.00% (0.02) - - 0.00% (0.02)
Solutions Private Limited #
Sub total 100% 33,144.27 100% 4,366.17 100% 15.91 100% 4,382.08
CFS Adjustments and (8,606.07) (375.95) (0.06) (376.01)
Eliminations
Total 100.00% 24,538.20 100.00% 3,990.22 100.00% 15.85 100.00% 4,006.07
-* Figures being nullified on conversion to ` in crore.
* Company acquired during the year
# Company incorporated during the year.
` In Crore
As at and for the year ended March 31, 2018

Net Assets i.e total assets Share in Other Share in Total

Share in Profit or Loss
minus total liabilities Comprehensive Income Comprehensive Income

Name of entity as % of as % of
as % of as % of Consolidated Consolidated
Consolidated Amount Consolidated Amount Other Amount Total Amount
net assets Profit or Loss Comprehensive Comprehensive
Income Income
Parent Company
Adani Ports And Special 71.27% 18,283.26 69.33% 2,408.10 84.91% 8.61 69.38% 2,416.71
Economic Zone Limited
Subsidiary Companies
Indian
The Adani Harbour Services 8.18% 2,098.78 25.03% 869.18 -* 24.95% 869.18
Private Limited
Adani Hazira Port Private 6.20% 1,589.27 12.08% 419.69 0.99% 0.10 12.05% 419.79
Limited

279
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

` In Crore
As at and for the year ended March 31, 2018

Net Assets i.e total assets Share in Other Share in Total

Share in Profit or Loss
minus total liabilities Comprehensive Income Comprehensive Income

Name of entity as % of as % of
as % of as % of Consolidated Consolidated
Consolidated Amount Consolidated Amount Other Amount Total Amount
net assets Profit or Loss Comprehensive Comprehensive
Income Income
Adani Petronet (Dahej) Port 2.54% 652.12 2.08% 72.28 17.26% 1.75 2.13% 74.03
Private Limited
Shanti Sagar International 0.07% 17.65 0.52% 17.94 -* 0.52% 17.94
Dredging Private Limited
Adani Kandla Bulk Terminal -0.96% (245.31) -3.28% (113.95) 0.10% 0.01 -3.27% (113.94)
Private Limited
Dhamra LNG Terminal Private 0.00% 0.03 0.00% (0.01) - - 0.00% (0.01)
Limited
Adani Petroleum Terminal 0.00% (0.42) -0.02% (0.61) - - -0.02% (0.61)
Private Limited
Mundra LPG Terminal Private 0.00% (0.12) 0.00% (0.01) - - 0.00% (0.01)
Limited
Adani Dhamra LPG Terminal 0.00% (0.01) 0.00% (0.01) - - 0.00% (0.01)
Private Limited
The Dhamra Port Company 4.22% 1,081.34 -1.30% (45.24) 0.20% 0.02 -1.30% (45.22)
Limited
Adani Murmugao Port Terminal -0.08% (20.40) -1.43% (49.62) - -* -1.42% (49.62)
Private Limited
Adani Logistics Limited 1.79% 458.61 0.43% 14.83 0.59% 0.06 0.43% 14.89
Adani Vizag Coal Terminal -0.79% (203.84) -5.33% (185.29) - -* -5.32% (185.29)
Private Limited
Adani Warehousing Services 0.01% 2.15 0.06% 2.17 0.00% - 0.06% 2.17
Private Limited
Adani Hospitals Mundra Private 0.00% 0.58 -0.03% (1.17) 0.10% 0.01 -0.03% (1.16)
Limited
Mundra International Airport 0.00% 0.42 -0.03% (0.90) 0.00% - -0.03% (0.90)
Private Limited
Mundra SEZ Textile And Apparel -0.08% (19.37) -0.16% (5.73) - -* -0.16% (5.73)
Park Private Limited
Adinath Polyfills Private Limited 0.00% (1.28) 0.00% (0.10) 0.00% - 0.00% (0.10)
MPSEZ Utilities Private Limited 0.31% 78.91 0.38% 13.15 0.10% 0.01 0.38% 13.16
Adani Ennore Container -0.10% (26.53) -0.76% (26.42) 0.20% 0.02 -0.76% (26.40)
Terminal Private Limited
Adani Vizhinjam Port Private 0.76% 193.75 -0.02% (0.85) - - -0.02% (0.85)
Limited
Adani Kattupalli Port Private 5.68% 1,458.07 2.53% 87.81 - - 2.52% 87.81
Limited
Karnavati Aviation Private 0.10% 26.54 -0.11% (3.91) -* -* -0.11% (3.91)
Limited
Hazira Infrastructure Private 0.09% 24.19 0.02% 0.77 - - 0.02% 0.77
Limited
Madurai Infrastructure Private 0.00% (0.01) 0.00% (0.01) - - 0.00% (0.01)
Limited (formerly known as
Mundra LPG Infrastructure
Private Limited)
Mundra International Gateway 0.00% 0.05 - -* - - - -*
Terminal Private Limited
Dholera Port And Special -0.02% (3.92) -0.01% (0.34) - - -0.01% (0.34)
Economic Zone Limited

280
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

` In Crore
As at and for the year ended March 31, 2018

Net Assets i.e total assets Share in Other Share in Total

Share in Profit or Loss
minus total liabilities Comprehensive Income Comprehensive Income

Statutory Reports
Name of entity as % of as % of
as % of as % of Consolidated Consolidated
Consolidated Amount Consolidated Amount Other Amount Total Amount
net assets Profit or Loss Comprehensive Comprehensive
Income Income
Dholera Infrastructure Private -0.02% (4.51) -0.01% (0.38) - - -0.01% (0.38)
Limited
Foreign
Abbot Point Operations Pty -0.02% (4.28) -0.01% (0.48) - - -0.01% (0.48)

Financial Statements
Limited
Abbot Point Bulkcoal Pty 0.11% 27.60 0.68% 23.55 - - 0.68% 23.55
Limited
Adani International Terminals 0.00% (0.62) -0.02% (0.62) - - -0.02% (0.62)
Pte Limited
Non-controlling interest -0.58% (149.56) -0.47% (16.33) -4.44% (0.45) -0.48% (16.78)
Joint Venture Entities
Indian
Adani International Container 1.23% 316.81 0.67% 23.40 - -* 0.67% 23.40
Terminal Private Limited
Adani CMA Mundra Terminal 0.09% 23.96 -0.80% (27.66) - -* -0.79% (27.66)
Private Limited
Sub total 100.00% 25,653.91 100.00% 3,473.23 100.00% 10.14 100.00% 3,483.37
CFS Adjustments and (4,585.08) - 200.39 - (0.74) - 199.65
Eliminations
Total 100.00% 21,068.83 100.00% 3,673.62 100.00% 9.40 100.00% 3,683.02
-* Figures being nullified on conversion to ` in crore.

39 The Company had entered into preliminary agreement 40 

(a) 
Adani Vizag Coal Terminal Private Limited
with a party for development and maintenance of ("AVCTPL") - a subsidiary of the Company is
Liquefied Natural Gas ("LNG") terminal infrastructure engaged in Port services under concession from
facilities at Mundra (“the LNG Project”) vide preliminary one of the port trust authorities of the Government
agreement dated September 30, 2014. The Company of India. The port operations were suspended
had, during the quarter ended September 30, 2014, temporarily due to operational bottlenecks beyond
recognised project service revenue of ` 200 crore the subsidiary's control during 2016-17. The Port
towards land reclamation pending conclusion of a authority issued Consultation Notice to AVCTPL in
definitive agreement based on the activities completed. accordance with the provisions of the Concession
The LNG Project is substantially completed and Agreement. As at March 31, 2018, AVCTPL had
the Company and the other party have spent substantial assessed the appropriateness of the carrying
amounts on their respective areas as per the agreement value of the Service Concession Rights in it's
on the LNG Project which are within their scope. During books and had recorded an impairment amounting
the current year, the Management has assessed that it to ` 155.18 crore based on best estimates by its
would be prudent to record revenue from this project management. During the current financial year,
once definitive agreements are executed by both the on account of certain positive developments in
parties. Consequently the Company has derecognised operations such as permission for road movement,
accrued income amounting to ` 121.90 crore (net off rake availability for cargo evacuation and entering
advance of ` 50 crore received and cost recognised into long term contract for cargo handling, the
earlier). The same is presented as an exceptional item Consultation Notice has been withdrawn by the
in the financial statements for the year ended March Port authority and AVCTPL has resumed the port
31, 2019. The Management based on its assessment operations. AVCTPL has received relaxation in
of ongoing activities, is of the view that project costs the form of rationalisation on revenue share from
amounting to ` 562.89 crore incurred by the Company storage income from the Port Trust in accordance
towards the LNG Project is considered fully recoverable. with guidelines from Ministry of Shipping (MoS).

281
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

This will result into improving the operating (c) AMPTPL has incurred a net loss of ` 103.44 crore
efficiency and ultimately result in generation of during the year ended March 31, 2019 and, as of
cash and able to meet its financial obligation. As that date, it’s accumulated losses of ` 239.73 crore
at March 31, 2019, the Group has reassessed the exceeded the Equity Share Capital of ` 115.89 crore
carrying values of Service Concession Rights and resulting in the net worth being negative at ` 123.84
has reversed an impairment loss amounting to crore. AMPTPL has incurred cash loss in current
` 52.95 crore based on the estimates made by year as well as in the previous year. This being
the management. The same is presented as an an infrastructure project having long gestation
exceptional item in the financial statements for period, the AMPTPL’s management expects that
the year ended March 31, 2019. there will be significant increase in the operations
of the Company that will lead to improved cash
(b) 
The Group has determined the recoverable
flows and long term sustainability. During the year,
amounts of Property, Plant and Equipment
Ministry of Shipping (MoS) has issued guidelines
& Intangible Assets (comprising of service
providing substantial rationalization in the revenue
concession rights) in case of Adani Kandla Bulk
share on storage charges for certain category of
Terminal Private Limited ("AKBTPL") amounting
port projects. AMPTPL is in the process of applying
to ` 834.20 crore and Adani Murmugao Port
for such rationalization. The Project’s viability
Terminal Private Limited ("AMPTPL") amounting
is significantly dependent on AMPTPL being
to ` 355.41 crore over its useful life under Ind AS
granted the rationalization in the revenue share
36, Impairment of Assets based on the estimates
on storage charges as enunciated in the aforesaid
relating to cargo traffic, port tariffs, inflation,
guidelines.
discount rates, revenue share on income etc. which
are considered reasonable by the Management. 41 During the previous year, the National Company Law
The Company has been providing financial support Tribunal, Ahmedabad Bench vide its order dated
to these entities to meet its financial obligations, July 31, 2017 (for Adani Hazira Port Private Limited
if and when required. AKBTPL has received (“AHPPL”) and Adani Petronet (Dahej) Port Private
relaxation in the form of rationalisation on Limited (“APDPPL”) and order dated August 18, 2017
revenue share from storage income from the Port (for Adani Ports and Special Economic Zone Limited
Trust in accordance with guidelines from MoS. (“APSEZL”) has approved the scheme of arrangement
AMPTPL is in the process of applying for similar for demerger of Marine business undertaking with
rationalization as it believes that the project The Adani Harbour Services Private Limited ("TAHSPL")
meets the criteria as prescribed in the guidelines. with effect from April, 1, 2016 (the appointed date).
This will result in improving the operating The Scheme became effective from August 14, 2017
efficiency and ultimately result in generation of (for AHPPL and APDPPL) and August 23, 2017 (for
cash and able to meet its financial obligation. APSEZL) upon filing of the order with the Registrar
On a careful evaluation of the aforesaid factors, of Companies. Pursuant to the Scheme, all the assets,
the Management of the Company has concluded liabilities, income and expenses of the marine business
that the recoverable amounts of Property, Plant undertaking stand transferred to TAHSPL with the
and Equipment & Intangible Assets is higher than appointed date. Accordingly, the necessary effect has
their carrying amounts as at March 31, 2019 and been given in the financials for the year ended on
no provision for impairment in respect of these March 31, 2018.
assets is considered necessary at this stage.

282
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

42 Impairment testing of Goodwill

Goodwill acquired through acquisitions and business combination pertains to following Cash Generating Units (CGUs)

` in Crore

Statutory Reports
As at As at
Particulars
March 31, 2019 March 31, 2018
The Dhamra Port Company Limited 2,559.31 2,559.31
Adani Kandla Bulk Terminal Private Limited 0.06 0.06
Abbot Point Bulkcoal Pty Limited 1.98 2.02
The Adani Harbour Services Private Limited 20.53 20.53
Adani Petronet (Dahej) Port Private Limited 0.22 0.22
Adani Logistics Limited 2.71 2.71
Adinath Polyfills Private Limited 37.42 37.42
Marine Infrastructure Developer Private Limited (refer note 37) 143.26 -
Adani Agri Logistics Companies (refer note 37) 455.84 -

Financial Statements
Dermot Infracon Private Limited 0.02 -
Adani Petroleum Terminal Private Limited 1.72 -
Goodwill relating to Merger of Adani Port Limited 44.86 44.86
Total 3,267.93 2,667.13

Notes:
The goodwill is tested for impairment annually and as at March 31, 2019, the goodwill was not impaired.
The recoverable amounts of the CGUs are determined from value-in-use calculations. The key assumptions for the
value-in-use calculations are those regarding the discount rates, growth rates and expected changes to direct costs
during the year. Management estimates discount rates using pre-tax rates that reflect current market assessments of
the time value of money. The growth rates are based on management's forecasts. Changes in selling prices and direct
costs are based on past practices and expectations of future changes in the market.
The Group prepares its forecasts based on the most recent financial budgets approved by management with projected
revenue growth rates ranging from 6% to 20%.
The rates used to discount the forecasts is 9% to 11%.p.a.
Management believes that any reasonable possible change in any of these assumptions would not cause the carrying
amount to exceed its recoverable amount.
43 Information required to be furnished as per Section 22 of the Micro, Small and Medium Enterprises Development Act,
2006 (MSMED Act) and Schedule III the Companies Act, 2013 for the year ended March 31, 2019. This information has
been determined to the extent such parties have been identified on the basis of information available with the Company
and relied upon by auditors.

` in Crore
Sr. No. Particulars March 31, 2019 March 31, 2018
a Principal amount and interest due thereon remaining unpaid to any supplier as at
the end of each accounting year.
Principal 2.07 0.09
Interest Nil Nil
b The amount of interest paid by the buyer in terms of section 16, of the Micro Small and Nil Nil
Medium Enterprise Development Act, 2006 along with the amounts of the payment
made to the supplier beyond the appointed day during each accounting year.
c The amount of interest due and payable for the period of delay in making payment Nil Nil
(which have been paid but beyond the appointed day during the year) but
without adding the interest specified under Micro Small and Medium Enterprise
Development Act, 2006.
d The amount of interest accrued and remaining unpaid at the end of each Nil Nil
accounting year.
e The amount of further interest remaining due and payable even in the succeeding Nil Nil
years until such date when the interest dues as above are actually paid to the
small enterprise for the purpose of disallowance as a deductible expenditure
under section 23 of MSMED Act 2006.

283
Adani Ports and Special Economic Zone Limited

Notes to the Consolidated Financial Statements

for the year ended March 31, 2019

44 Standards issued but not effective: The Group has elected certain available practical
expedients on transition.

Ind AS 116 - Leases
Ind AS 12 Appendix C, Uncertainty over Income
On March 30, 2019, Ministry of Corporate Affairs has
Tax Treatments:-
notified Ind AS 116, Leases. Ind AS 116 will replace the
existing leases Standard, Ind AS 17 Leases, and related On March 30, 2019, Ministry of Corporate Affairs has
Interpretations. The Standard sets out the principles notified Ind AS 12 Appendix C, Uncertainty over Income
for the recognition, measurement, presentation and Tax Treatments which is to be applied while performing
disclosure of leases for both parties to a contract the determination of taxable profit (or loss), tax bases,
i.e., the lessee and the lessor. Ind AS 116 introduces a unused tax losses, unused tax credits and tax rates,
single lessee accounting model and require lessee to when there is uncertainty over income tax treatments
recognize assets and liabilities for all leases with a term under Ind AS 12. According to the appendix, companies
of more than twelve months, unless the underlying need to determine the probability of the relevant tax
asset is of low value. Currently, operating lease authority accepting each tax treatment, or group
expenses are charged to the statement of profit and of tax treatments, that the companies have used or
loss. The Standard also contains enhanced disclosure plan to use in their income tax filing which has to be
requirements for lessees. considered to compute the most likely amount or the
expected value of the tax treatment when determining
Ind AS 116 substantially carries forward the lessor
taxable profit (tax loss), tax bases, unused tax losses,
accounting requirements in Ind AS 17. The effective date
unused tax credits and tax rates. The standard permits
for adoption of Ind AS 116 is annual periods beginning
two possible methods of transition - i) Full retrospective
on or after April 1, 2019. The standard permits two
approach – Under this approach, Appendix C will be
possible methods of transition:- Full retrospective –
applied retrospectively to each prior reporting period
Retrospectively to each prior period presented applying
presented in accordance with Ind AS 8 – Accounting
Ind AS 8 Accounting Policies, Changes in Accounting
Policies, Changes in Accounting Estimates and Errors,
Estimates and Errors Modified retrospective –
without using hindsight and ii) Retrospectively with
Retrospectively, with the cumulative effect of initially
cumulative effect of initially applying Appendix C
applying the Standard recognized at the date of initial
recognized by adjusting equity on initial application,
application. Under modified retrospective approach,
without adjusting comparatives. The effective date
the lessee records the lease liability as the present
for adoption of Ind AS 12 Appendix C is annual periods
value of the remaining lease payments, discounted at
beginning on or after April 1, 2019. The Group will adopt
the incremental borrowing rate and the right of use
the standard on April 1, 2019 and has decided to adjust
asset either as:- Its carrying amount as if the standard
the cumulative effect in equity on the date of initial
had been applied since the commencement date, but
application i.e. April 1, 2019 if any without adjusting
discounted at lessee’s incremental borrowing rate
comparatives. The effect on adoption of Ind AS 12
at the date of initial application or an amount equal
Appendix C would be insignificant in the consolidated
to the lease liability, adjusted by the amount of any
financial statements.
prepaid or accrued lease payments related to that lease
recognized under Ind AS 17 immediately before the Amendment to Ind AS 12 – Income taxes
date of initial application. Certain practical expedients
On March 30, 2019, Ministry of Corporate Affairs issued
are available under both the methods.
amendments to the guidance in Ind AS 12, ‘Income
On completion of evaluation of the effect of adoption of Taxes’, in connection with accounting for dividend
Ind AS 116, the Group is proposing to use the ‘Modified distribution taxes. The amendment clarifies that an
Retrospective Approach’ for transitioning to Ind AS entity shall recognise the income tax consequences of
116, and take the cumulative adjustment to retained dividends in the consolidated statement of profit and
earnings, on the date of initial application (April1, loss, other comprehensive income or equity according
2019). Accordingly, comparatives for the year ended to where the entity originally recognised those past
March 31, 2019 will not be retrospectively adjusted. transactions or events. Effective date for application
of this amendment is annual period beginning on or

284
 Annual Report 2018-19

Notes to the Consolidated Financial Statements

Corporate Overview
for the year ended March 31, 2019

after April 1, 2019. The Group is currently evaluating 45 Events occurred after the Balance Sheet Date
the effect of this amendment on the consolidated
(1) 
Under APSEZ dividend policy, a percentage of
financial statements.
profit are paid out as dividend. As part of the policy,
Amendment to Ind AS 19 – Plan amendment, this year APSEZ will be paying a combination

Statutory Reports
curtailment or settlement of dividend and buy-back of shares to the
shareholders, which will be announced by June 4,
On March 30, 2019, Ministry of Corporate Affairs
2019. This amount (Dividend + Share buy-back) is
issued amendment to Ind AS 19, ‘Employee Benefits’,
expected to exceed the regular dividend pay-out.
in connection with accounting for plan amendment,
curtailment and settlement. The amendments require (2) 
Adani Total Private Limited (Formerly known as
an entity:- to use updated assumptions to determine "Adani Petroleum Terminal Private Limited"), step
current service cost and net interest for the remainder down subsidiary of the Company has became a
of the period after a plan amendment, curtailment jointly controlled entity through equity investment
or settlement; and to recognise in the consolidated of ` 454.50 crore made by Total Holdings SAS

Financial Statements
statement of profit and loss as part of past service on May 03, 2019.
cost, or a gain or loss on settlement, any reduction
(3) 
Adani Logistics Limited has entered into share
in a surplus, even if that surplus was not previously
purchase agreement on April 22, 2019 with
recognised because of the impact of the asset ceiling.
Welspun Steel Limited and MGN Agro Properties
Effective date for application of this amendment
Private Limited for acquisition of 100% equity
is annual period beginning on or after April 1, 2019.
stake (5,01,10,000 equity shares of ` 10 each)
The Group is currently evaluating the effect of this
of Welspun Orissa Steel Private Limited at a
amendment on the consolidated financial statements.
consideration of ` 235 crore.

For and on behalf of the Board of Directors

Gautam S. Adani Rajesh S. Adani

Chairman and Managing Director Director
DIN : 00006273 DIN : 00006322

Karan Adani Deepak Maheshwari

Wholetime Director and CEO Chief Financial Officer
DIN: 03088095

Kamlesh Bhagia
Company Secretary

Place : Ahmedabad
Date : May 27, 2019

285
 FORM - AOC - 1

286
Salient features of the financial statement of Subsidiaries / Joint Ventures Pursuant to Section 129(3) of the Companies Act, 2013 read with
Rule 5 of The Companies (Accounts) Rules, 2014

PART “A” - Subsidiaries

` in Crore, Foreign Currencies in Million

Investments Profit/(loss) Profit/(loss) Other Total

Reporting Reporting Share Reserve & Total Total Proposed % of
No Name of Subsidiaries Other than Turnover before after Comprehensive Comprehensive
Period Currency Capital Surplus Assets Liabilities Dividend Shareholding
Subsidiaries taxation taxation Income Income

1 The Adani Harbour Services 2018-19 INR 57.69 2,690.78 2,872.41 123.94 - 1,263.13 1,173.42 1,136.59 (0.04) 1,136.55 17.31 100%
Private Limited
2 Adani Hazira Port Private 2018-19 INR 715.47 1,343.21 4,061.87 2,003.19 - 1,105.75 544.08 469.83 (0.43) 469.40 - 100%
Limited
3 Adani Logistics Limited 2018-19 INR 325.00 1,898.64 2,628.11 404.47 4.21 582.66 50.13 32.64 0.06 32.70 - 100%
4 The Dhamra Port Company 2018-19 INR 1,148.00 1,022.83 7,366.83 5,196.00 7.89 1,106.15 147.58 113.74 (0.32) 113.42 - 100%
Limited
5 Adani Petroleum Terminal 2018-19* INR 20.20 (1.72) 614.02 595.54 - 80.41 (0.89) (0.89) - (0.89) - 100%
Private Limited
6 Adani Petronet (Dahej) Port 2018-19 INR 346.15 494.99 1,239.93 398.79 - 421.02 153.23 211.90 (2.02) 209.88 34.62 74%
Adani Ports and Special Economic Zone Limited

Private Limited
7 Shanti Sagar International 2018-19 INR 135.05 187.13 1,061.90 739.72 - 326.40 170.82 170.73 (0.02) 170.71 - 100%
Dredging Private Limited
8 Adani Murmugao Port 2018-19 INR 115.89 (239.73) 407.51 531.35 0.60 111.70 (103.39) (103.39) (0.05) (103.44) - 100%
Terminal Private Limited
9 Adani Vizag Coal Terminal 2018-19 INR 101.28 (275.84) 236.32 410.88 - 33.69 29.37 29.37 (0.08) 29.29 - 100%
Private Limited
10 Adani Warehousing Services 2018-19 INR 0.05 5.27 5.92 0.60 - 12.84 4.50 3.17 - 3.17 - 100%
Private Limited
11 Adani Hospitals Mundra 2018-19 INR 0.30 4.29 6.51 1.92 - 8.55 0.57 0.60 (0.01) 0.59 - 100%
Private Limited
12 Mundra International Airport 2018-19 INR 3.50 2.84 9.00 2.66 - 1.56 (0.44) (0.44) - (0.44) - 100%
Private Limited
13 Mundra Sez Textile And 2018-19 INR 4.91 (29.12) 48.09 72.30 - 6.07 (4.98) (4.98) - (4.98) - 55%
Apparel Park Private Limited
14 Adinath Polyfills Private 2018-19 INR 0.12 (1.47) 1.41 2.76 - - (0.08) (0.06) - (0.06) - 100%
Limited
15 MPSEZ Utilities Private 2018-19 INR 13.14 73.16 133.51 47.21 - 162.20 8.86 7.44 (0.05) 7.39 - 100%
Limited
16 Adani Ennore Container 2018-19 INR 192.00 (137.38) 819.92 765.30 - 15.32 (108.88) (108.88) 0.02 (108.86) - 100%
Terminal Private Limited
17 Adani Vizhinjam Port Private 2018-19 INR 199.96 (8.59) 2,084.23 1,892.86 - - (2.05) (2.38) - (2.38) - 100%
Limited
18 Adani Kattupalli Port Private 2018-19 INR 0.05 518.28 569.72 51.39 - 66.97 15.06 10.26 - 10.26 - 100%
Limited
19 Karnavati Aviation Private 2018-19 INR 45.00 137.31 300.52 118.21 - 62.72 (4.73) (4.73) (0.09) (4.82) - 100%
Limited
20 Hazira Infrastructure Private 2018-19 INR 24.20 0.90 25.11 0.01 - - 1.25 0.91 - 0.91 - 100%
Limited
21 Mundra International Gateway 2018-19 INR 0.05 (0.01) 0.04 - - - (0.01) (0.01) - (0.01) - 100%
Terminal Private Limited
22 Adani Bhavanapadu Port May 21, INR 0.05 -* 0.05 -* - - -* -* - -* - 100%
Private Limited 2018 to
March 31,
2019
 FORM - AOC - 1
Salient features of the financial statement of Subsidiaries / Joint Ventures Pursuant to Section 129(3) of the Companies Act, 2013 read with
Rule 5 of The Companies (Accounts) Rules, 2014

PART “A” - Subsidiaries

` in Crore, Foreign Currencies in Million

Investments Profit/(loss) Profit/(loss) Other Total

Reporting Reporting Share Reserve & Total Total Proposed % of
No Name of Subsidiaries Other than Turnover before after Comprehensive Comprehensive
Period Currency Capital Surplus Assets Liabilities Dividend Shareholding
Subsidiaries taxation taxation Income Income

23 Marine Infrastructure June 29, INR 400.00 1,025.94 2,440.88 1,014.94 - 144.30 63.85 58.21 0.17 58.38 - 97%
Developer Private Limited 2018 to
March 31,
2019
24 Blue Star Realtors Private April 27, INR 6.91 36.22 240.67 197.54 - - (12.51) (11.95) - (11.95) - 100%
Limited 2018 to
March 31,
2019
25 Madurai Infrastructure Private 2018-19 INR 0.05 (0.07) 0.01 0.03 - - (0.01) (0.01) - (0.01) - 100%
Limited (formerly known as
Mundra LPG Infrastructure
Private Limited)
26 Dholera Port And Special 2018-19 INR 1.61 (4.42) 0.18 2.99 - - (0.29) (0.29) - (0.29) - 100%
Economic Zone Limited
27 Dhamra LNG Terminal Private 2018-19# INR 0.05 (0.03) 1,012.02 1,012.00 - - (0.01) (0.01) - (0.01) - 100%
Limited
28 Adani Kandla Bulk Terminal 2018-19 INR 120.05 (445.28) 944.84 1,270.07 - 122.94 (117.35) (79.82) -0.10 (79.92) - 100%
Private Limited
29 Dholera Infrastructure Private 2018-19 INR 0.01 (3.40) 0.09 3.48 - - (0.39) (0.39) - (0.39) - 100%
Limited
30 Mundra LPG Terminal Private Note - A INR - - - - - - (0.26) (0.26) - (0.26) - 100%
Limited
31 Adani Dhamra LPG Terminal Note - A INR - - - - - - -* -* - -* - 100%
Private Limited
32 Adani Agri Logistics Limited INR 99.83 289.01 687.11 298.27 - 0.80 0.42 0.40 -0.26 0.14 - 100%
33 Adani Agri Logistics (MP) INR 1.00 (5.26) 22.56 26.82 - 0.05 0.02 0.02 -* 0.02 - 100%
Limited
34 Adani Agri Logistics (Harda) INR 1.00 (4.60) 22.38 25.98 - (0.02)  (0.04) (0.04) 0.01 (0.03) - 100%
Limited
35 Adani Agri Logistics INR 1.00 (4.33) 22.31 25.64 - - 0.03 0.03 0.01 0.04 - 100%
(Hoshangabad) Limited
March 29,
36 Adani Agri Logistics (Satna) INR 1.00 (4.69) 21.02 24.71 - 0.01 0.01 0.01 0.01 0.02 - 100%
2019 to
Limited
March 31,
37 Adani Agri Logistics (Ujjain) INR 1.00 (1.77) 21.98 22.75 - 0.05 0.09 0.09 -* 0.09 - 100%
2019
Limited
38 Adani Agri Logistics (Dewas) INR 1.00 (3.01) 22.42 24.43 - 0.02 0.07 0.07 -* 0.07 - 100%
Limited
39 Adani Agri Logistics (Katihar) INR 1.00 (0.70) 22.01 21.71 - (0.11) (0.08) (0.08) - (0.08) - 100%
Limited
40 Adani Agri Logistics INR 1.00 (2.33) 25.50 26.83 - - (0.03) (0.03) -* (0.03) - 100%

287
Annual Report 2018-19

(Kotkapura) Limited

Financial Statements Statutory Reports Corporate Overview

 FORM - AOC - 1

288
Salient features of the financial statement of Subsidiaries / Joint Ventures Pursuant to Section 129(3) of the Companies Act, 2013 read with
Rule 5 of The Companies (Accounts) Rules, 2014

PART “A” - Subsidiaries

` in Crore, Foreign Currencies in Million

Investments Profit/(loss) Profit/(loss) Other Total

Reporting Reporting Share Reserve & Total Total Proposed % of
No Name of Subsidiaries Other than Turnover before after Comprehensive Comprehensive
Period Currency Capital Surplus Assets Liabilities Dividend Shareholding
Subsidiaries taxation taxation Income Income

41 Adani Agri Logistics (Kannauj) INR 1.00 (1.83) 30.33 31.16 - - - - - - - 100%
Limited
42 Adani Agri Logistics (Panipat) INR 1.00 (1.22) 30.42 30.64 - - - - - - - 100%
Limited
43 Adani Agri Logistics (Moga) INR 1.00 (1.21) 10.18 10.39 - - (0.01) (0.01) - (0.01) - 100%
Limited
44 Adani Agri Logistics (Mansa) INR 1.00 (0.68) 6.71 6.39 - - -* -* - - - 100%
Limited
45 Adani Agri Logistics INR 1.00 (0.10) 3.90 3.00 - - -* -* - - - 100%
(Bathinda) Limited
Adani Ports and Special Economic Zone Limited

46 Adani Agri Logistics (Barnala) INR 1.00 (1.39) 11.02 11.41 - - (0.01) (0.01) - (0.01) - 100%
Limited March 29,
47 Adani Agri Logistics (Nakodar) 2019 to INR 1.00 (1.07) 9.07 9.14 - - (0.01) (0.01) - (0.01) - 100%
Limited March 31,
48 Adani Agri Logistics (Raman) 2019 INR 1.00 (0.88) 8.15 8.03 - - -* -* - - - 100%
Limited
49 Adani Agri Logistics (Dahod) INR 0.05 - 0.05 - - - -* -* - - - 100%
Limited
50 Adani Agri Logistics (Borivali) INR 0.05 - 0.05 - - - -* -* - - - 100%
Limited
51 Adani Agri Logistics INR 0.05 - 0.05 - - - -* -* - - - 100%
(Dhamora) Limited
52 Adani Agri Logistics INR 0.05 (0.01) 0.05 0.01 - - -* -* - - - 100%
(Samastipur) Limited
53 Adani Agri Logistics INR 0.05 (0.01) 0.05 0.01 - - -* -* - - - 100%
(Darbhanga) Limited
54 Dermot Infracon Private March 25, INR 0.01 (0.02) 135.96 135.97 - - (0.01) (0.01) - (0.01) - 100%
Limited 2019 to
March 31,
2019
55 Abbot Point Operations Pty 2018-19 INR 0.50 (10.51) 594.30 604.31 - 418.72 (1.89) (6.05) - (6.05) - 100%
Limited AUD 0.10 (2.14) 121.24 123.28 - 82.22 (0.37) (1.19) - (1.19) -
56 Abbot Point Bulkcoal Pty 2018-19 INR -* 44.73 155.33 110.61 - 442.75 28.00 18.38 - 18.38 - 100%
Limited AUD -* 9.12 31.69 22.56 - 86.94 5.50 3.61 - 3.61 -
57 Adani International Terminals 2018-19 INR -* (1.15) 67.08 68.22 - - (0.49) (0.49) - (0.49) - 100%
Pte Limited USD -* (0.17) 9.70 9.87 - - (0.07) (0.07) - (0.07) -
58 Adani Mundra Port Holding October INR 0.04 (0.03) 0.04 0.03 - - (0.03) (0.03) - (0.03) - 100%
Pte Limited 30, 2018 to USD 0.01 -* 0.01 0.01 - - -* -* - -* -
March 31,
2019
 FORM - AOC - 1
Salient features of the financial statement of Subsidiaries / Joint Ventures Pursuant to Section 129(3) of the Companies Act, 2013 read with
Rule 5 of The Companies (Accounts) Rules, 2014

PART “A” - Subsidiaries

` in Crore, Foreign Currencies in Million

Investments Profit/(loss) Profit/(loss) Other Total

Reporting Reporting Share Reserve & Total Total Proposed % of
No Name of Subsidiaries Other than Turnover before after Comprehensive Comprehensive
Period Currency Capital Surplus Assets Liabilities Dividend Shareholding
Subsidiaries taxation taxation Income Income

59 Adani Mundra Port Pte. January INR -* (0.02) 0.01 0.03 - - (0.03) (0.03) - (0.03) - 100%
Limited 03, 2019 to USD -* -* -* -* - - -* -* - -* -
March 31,
2019
60 Adani Abbot Port Pte. Limited January INR -* (0.02) 0.01 0.03 - - (0.03) (0.03) - (0.03) - 100%
03, 2019 to USD -* -* -* -* - - -* -* - -* -
March 31,
2019
61 Adani Yangon International February INR - - - - - - - - - - - 100%
Terminal Company Limited 22, 2019 to USD - - - - - - - - - - -
March 31,
2019
*Adani Petroleum Terminal Private Limited ("APTPL") was incorporated as wholly owned subsidiary of APSEZL on April 26, 2016. On December 29, 2018, APTPL has ceased to be a subsidiary of the
Company. With effect from March 16, 2019, the same has become wholly owned subsidiary of Adani Logistics Limited (Subsidiary of Adani Ports and Special Economic Zone Limited).
# Dhamra LNG Terminal Private Limited ("DLTPL"),a 100% subsidiary of Adani Petroleum Terminal Private Limited has ceased to be step down subsidiary of the Company on December 29, 2018. With
effect from March 16, 2019, the same has become step down subsidiary of Adani Logistics Limited ("ALL") because APTPL has become subsidiary of ALL.
-*Figures being nullified on conversion to ` in crore and Foreign currency in million.

Notes:-
(A) Names of companies ceased to be subsidiaries due to loss of control
- Mundra LPG Terminal Private Limited
- Adani Dhamra LPG Terminal Private Limited

(B) Names of subsidiaries which are yet to commence operations

- Hazira Infrastructure Private Limited - Adani Agri Logistics (Katihar) Limited
- Dhamra LNG Terminal Private Limited - Adani Agri Logistics (Kannauj) Limited
- Madurai Infrastructure Private Limited - Adani Agri Logistics (Panipat) Limited
- Adani Vizhinjam Port Private Limited - Adani Agri Logistics (Raman) Limited
- Dholera Port And Special Economic Zone Limited - Adani Agri Logistics (Nakodar) Limited
- Dholera Infrastructure Private Limited - Adani Agri Logistics (Barnala) Limited
- Adani International Terminals Pte Limited - Adani Agri Logistics (Bathinda) Limited
- Adani Mundra Port Holding Pte Limited - Adani Agri Logistics (Mansa) Limited
- Adani Mundra Port Pte. Limited - Adani Agri Logistics (Moga) Limited
- Adani Abbot Port Pte. Limited - Adani Agri Logistics (Borivali) Limited
- Blue Star Realtors Private Limited - Adani Agri Logistics (Dahod) Limited
- Dermot Infracon Private Limited - Adani Agri Logistics (Dhamora) Limited
- Adani Bhavanapadu Port Private Limited - Adani Agri Logistics (Samastipur) Limited
- Mundra International Gateway Terminal Private Limited - Adani Agri Logistics (Darbhanga) Limited
- Adani Yangon International Terminal Company Limited

289
Annual Report 2018-19

Financial Statements Statutory Reports Corporate Overview

Adani Ports and Special Economic Zone Limited

PART "B" :- Associates and Joint Ventures

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

` in Crore
Shares of Joint Ventures Networth
Reason Profit /(Loss)
held by the company on Description attributable
Latest why the for the year
the year end Extent of how to
SR Name of Joint Audited associate/
Amount of of there is Shareholding
No Venture Balance joint venture Amount Amount not
Investment holding significant as per latest
Sheet Date No of Shares is not considered in considered in
in Joint influence audited
consolidated Consolidation Consolidation
Venture Balance Sheet
1 Adani March 31, 32,22,31,817 341.03 50% Note - A NA 216.03 - (100.78)
International 2019
Container
Terminal Private
Limited
2 Adani CMA March 31, 5,93,78,278 63.86 50% Note - A NA (31.49) - (55.45)
Mundra Terminal 2019
Private Limited
3 Adani NYK March 31, 30,60,000 3.06 51% Note - A NA 3.00 (0.06) -
Auto Logistics 2019
Solutions Private
Limited

Note:- A
There is significant influence/joint control due to percentage (%) of Share holding.

For and on behalf of the Board of Directors

Gautam S. Adani Rajesh S. Adani Karan Adani Deepak Maheshwari Kamlesh Bhagia
Chairman and Director Wholetime Director Chief Financial Officer Company Secretary
Managing Director DIN : 00006322 and CEO
DIN : 00006273 DIN: 03088095

Place : Ahmedabad
Date : May 27, 2019

290
 Annual Report 2018-19

Notice

NOTICE is hereby given that the 20th Annual General Meeting of Adani Ports and Special Economic Zone Limited will be held
on Tuesday, August 6, 2019 at 10:30 a.m. at H.T. Parekh Hall, AMA Complex, ATIRA, Dr. Vikram Sarabhai Marg, Ahmedabad -
380 015 to transact the following businesses:

Ordinary Business: proposing her candidature for the office of Director, be

and is hereby appointed as an Independent Director
1. To receive, consider and adopt the audited financial
of the Company, not liable to retire by rotation, for
statements (including audited consolidated financial
a term of five consecutive years commencing w.e.f
statements) for the financial year ended on March 31,
April 22, 2019.”
2019 and the Reports of the Board of Directors and
Auditors thereon. 7. To consider and if thought fit, to pass with or
without modification(s), the following resolution as a
2. 
To declare Final Dividend on Equity Shares for the
Special Resolution:
financial year 2018-19.

“RESOLVED THAT pursuant to the provisions of
3. 
To declare Dividend on Preference Shares for the
Sections 149, 152 and other applicable provisions, if
financial year 2018-19.
any, of the Companies Act, 2013 (“Act”) and the rules
4. To appoint a Director in place of Mr. Rajesh S. Adani made thereunder, read with Schedule IV of the Act and
(DIN: 00006322), who retires by rotation and being SEBI (Listing Obligations and Disclosure Requirements)
eligible, offers himself for re-appointment. Regulations, 2015, as amended from time to time, Prof.
G. Raghuram (DIN: 01099026), who was appointed as an
Special Business: Independent Director and who hold office upto August
8, 2019 and who is eligible for re-appointment and in
5.  o consider and if thought fit, to pass with or without
T
respect of whom the Company has received a notice
modification(s), the following resolution as an
in writing under Section 160 of the Act from a member
Ordinary Resolution:
proposing his candidature for the office of Director, be

“RESOLVED THAT Mr. Mukesh Kumar, IAS (DIN: and is hereby re-appointed as an Independent Director
06811311), who was appointed as an Additional of the Company, not liable to retire by rotation, to hold
Director of the Company by the Board of Directors w.e.f office for a second term of five consecutive years w.e.f
October 23, 2018 pursuant to the provisions of Section August 9, 2019.”
161 of the Companies Act, 2013 (“Act”) and Articles of
8. To consider and if thought fit, to pass with or
Association of the Company and who holds office upto
without modification(s), the following resolution as a
the date of this Annual General Meeting and in respect
Special Resolution:
of whom the Company has received a notice in writing
under Section 160 of the Act from a member proposing 
“RESOLVED THAT pursuant to the provisions of
his candidature for the office of Director, be and is Sections 149, 152 and other applicable provisions, if
hereby appointed as a Director of the Company liable to any, of the Companies Act, 2013 (“Act”) and the rules
retire by rotation.” made thereunder, read with Schedule IV of the Act and
SEBI (Listing Obligations and Disclosure Requirements)
6.  o consider and if thought fit, to pass with or without
T
Regulations, 2015, as amended from time to time, Mr. G.
modification(s), the following resolution as an
K. Pillai (DIN: 02340756), who was appointed as an
Ordinary Resolution:
Independent Director and who hold office upto August

“RESOLVED THAT pursuant to the provisions of 8, 2019 and who is eligible for re-appointment and in
Sections 149, 152 and other applicable provisions, if respect of whom the Company has received a notice
any, of the Companies Act, 2013 (“Act”) and the rules in writing under Section 160 of the Act from a member
made thereunder, read with Schedule IV of the Act and proposing his candidature for the office of Director, be
SEBI (Listing Obligations and Disclosure Requirements) and is hereby re-appointed as an Independent Director
Regulations, 2015, as amended from time to time, of the Company, not liable to retire by rotation, to hold
Mrs. Nirupama Rao (DIN: 06954879), who was office for a second term of five consecutive years w.e.f
appointed as an Additional Director of the Company August 9, 2019.”
by the Board of Directors w.e.f April 22, 2019 pursuant
9. To consider and if thought fit, to pass with or
to the provisions of Section 161 of the Act and Articles
without modification(s), the following resolution as a
of Association of the Company and who holds office
Special Resolution:
upto the date of this Annual General Meeting and in
respect of whom the Company has received a notice “RESOLVED THAT in accordance with the provisions of
in writing under Section 160 of the Act from a member Sections 196, 197 and 203 read with Schedule V and

291
Adani Ports and Special Economic Zone Limited

other applicable provisions, if any, of the Companies Act, the Board and Dr. Malay Mahadevia without any further
2013 (“Act”) and the rules made thereunder (including reference to the Company in General Meeting.”
any statutory modification(s) or re-enactment thereof
“RESOLVED FURTHER THAT the Board of Directors or
for the time being in force) and subject to the requisite
its Committee thereof be and is hereby authorised to
approvals, if any required, approval of the Company be and
take all such steps as may be deemed necessary, proper
is hereby accorded for the re-appointment of Dr. Malay
or expedient to give effect to this resolution.”
Mahadevia (DIN: 00064110) as a Whole Time Director
of the Company, for a period of five years w.e.f. May 15, 10. T
 o consider and if thought fit, to pass with or without
2019, on the terms and conditions including terms of modification(s), the following resolution as an
remuneration as set out in the explanatory statement Ordinary Resolution:
attached hereto and forming part of this notice with a
“RESOLVED THAT in accordance with the provisions
liberty to the Board of Directors (hereinafter referred to
of Section 197 and other applicable provisions, if any,
as “the Board” which term shall be deemed to include
of the Companies Act, 2013 (“Act”) and the rules made
the Nomination and Remuneration Committee of the
thereunder (including any statutory modification(s)
Board) to alter and vary the terms and conditions of
or re-enactment thereof for the time being in force),
the said appointment and/or remuneration so as the
the provisions of the Memorandum and Articles of
total remuneration payable to him shall not exceed the
Association, consent of the members of the Company
limits specified in Schedule V of the Act including any
be and is hereby accorded to the Board of Directors
statutory modification or re-enactment thereof, for the
of the Company for payment of commission to the
time being in force and as agreed by and between the
non-executive director(s) including Independent
Board and Dr. Malay Mahadevia without any further
Director(s) of the Company who is/are neither in the
reference to the Company in General Meeting."
whole time employment nor Managing Director, in
“RESOLVED FURTHER THAT notwithstanding anything addition to sitting fees being paid to them for attending
contained to the contrary in the Act, wherein any the meeting of the Board and its committees, a sum not
financial year the Company has no profits or inadequate exceeding 1% of the net profits of the Company per
profit, Dr. Malay Mahadevia will be paid minimum annum, calculated in accordance with the provisions of
remuneration within the ceiling limit prescribed Section 198 of the Act, for a period of 5 years from the
under Schedule V of the Act or any modification or financial year commencing from April 1, 2020, in such
re-enactment thereof.” manner and up to such extent as the Board of Directors
of the Company may, from time to time, determine.”

“RESOLVED FURTHER THAT in the event of any
statutory amendment or modification by the Central 
“RESOLVED FURTHER THAT for the purpose of
Government to Schedule V of the Act, the Board be giving effect to this resolution, the Board be and is
and is hereby authorised to vary and alter the terms hereby authorised to take all actions and do all such
of re-appointment including salary, perks and other deeds, matters and things, as it may in its absolute
benefits payable to Dr. Malay Mahadevia within such discretion deem necessary, proper or desirable and to
prescribed limit or ceiling as agreed by and between settle any question, difficulty or doubt that may arise
in this regard.”

By order of the Board of Directors

Place: Ahmedabad Kamlesh Bhagia

Date: June 4, 2019 Company Secretary

Registered Office:
“Adani House”,
Nr. Mithakhali Six Roads,
Navrangpura,
Ahmedabad - 380009,
Gujarat, India
CIN: L63090GJ1998PLC034182

292
 Annual Report 2018-19

NOTES: 10. The balance lying in the unpaid dividend account of

the Company in respect of final dividend declared for
1. A MEMBER ENTITLED TO ATTEND AND VOTE AT
the financial year 2011-12 will be transferred to the
THE MEETING IS ENTITLED TO APPOINT A PROXY
Investor Education and Protection Fund of the Central
TO ATTEND AND VOTE INSTEAD OF HIMSELF/
Government by October, 2019. Members who have
HERSELF. THE PROXY NEED NOT BE A MEMBER.
not encashed their dividend warrants pertaining to
the said year may approach the Company or its share
A person can act as proxy on behalf of members not
transfer agent for obtaining payments thereof by
exceeding fifty (50) and holding in the aggregate not
September, 2019.
more than ten percent of the total share capital of
the Company. A member holding more than ten percent 11. Pursuant to regulation 44(6) of the Listing Regulations,
of the total share capital of the Company carrying as amended, the Company is providing facility of
voting rights may appoint a single person as proxy one-way live webcast of the proceedings of AGM.
and such person shall not act as a proxy for any other Members who are entitled to participate in the AGM can
person or member. view the proceedings of AGM by logging on the e-voting
website of CDSL at www.evotingindia.com using their
2. THE INSTRUMENT APPOINTING PROXY SHOULD
remote e-voting credentials, provided for e-voting.
HOWEVER BE DEPOSITED AT THE REGISTERED
OFFICE OF THE COMPANY NOT LATER THAN 12. The route map showing directions to reach the venue
48 HOURS BEFORE THE COMMENCEMENT of the 20th AGM is annexed.
OF THE MEETING.
13. 
Process and manner for members opting for voting
3. 
Information regarding appointment / re-appointment through Electronic means:
of Directors and Explanatory Statement in respect
i. In compliance with the provisions of Section 108
of special businesses to be transacted pursuant to
of the Act read with Rule 20 of the Companies
Section 102 of the Companies Act, 2013 (“Act”) and/
(Management and Administration) Rules, 2014
or Regulation 36(3) of the SEBI (Listing Obligations
as amended and Regulation 44 of the Listing
and Disclosure Requirements) Regulations, 2015
Regulations, the Company is pleased to offer
(“Listing Regulations”) and Secretarial Standard on
the facility of voting through electronic means
General Meetings issued by the Institute of Company
and the business set out in the Notice above
Secretaries of India is annexed hereto.
may be transacted through such electronic
4. The Register of members and share transfer books of voting. The facility of voting through electronic
the Company will remain closed from Tuesday, July 30, means is provided through the e-voting platform
2019 to Tuesday, August 6, 2019 (both days inclusive) of Central Depository Services (India) Limited
to determine entitlement of the members to receive (“remote e-voting”).
dividend for the year 2018-19.
ii. 
Members whose names are recorded in the
5. 
Members seeking any information with regard to Register of Members or in the Register of Beneficial
accounts are requested to write to the Company Owners maintained by the Depositories as on the
atleast 10 days before the meeting so as to enable the Cut-off date i.e. Tuesday, July 30, 2019, shall be
management to keep the information ready. entitled to avail the facility of remote e-voting as
well as voting at the AGM. Any recipient of the
6. All documents referred to in the accompanying notice
Notice, who has no voting rights as on the Cut-off
and explanatory statement will be kept open for
date, shall treat this Notice as intimation only.
inspection at the Registered Office of Company on all
working days between 11.00 a.m. to 1.00 p.m. prior to iii. A person who has acquired the shares and has
date of Annual General Meeting (“AGM”). become a member of the Company after the
despatch of the Notice of the AGM and prior
7. Members are requested to bring their copy of Annual
to the Cut-off date i.e. Tuesday, July 30, 2019,
Report at the meeting
shall be entitled to exercise his/her vote either
8. 
Members holding the shares in physical mode are electronically i.e. remote e-voting or through the
requested to notify immediately the change of their Poll Paper or Tab at the AGM by following the
address and bank particulars to the R & T Agent of procedure mentioned in this part.
the Company. In case shares held in dematerialised
iv. 
The remote e-voting will commence on Friday,
form, the information regarding change of address and
August 2, 2019 at 9.00 a.m. and will end on
bank particulars should be given to their respective
Monday, August 5, 2019 at 5.00 p.m. During this
Depository Participant.
period, the members of the Company holding
9. In terms of Section 72 of the Act, nomination facility is shares either in physical form or in demat form
available to individual members holding shares in the as on the Cut-off date i.e. Tuesday, July 30, 2019,
physical form. The members, who are desirous of availing may cast their vote electronically. The members
this facility, may kindly write to Company's R & T Agent will not be able to cast their vote electronically
for nomination form by quoting their folio number. beyond the date and time mentioned above and

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Adani Ports and Special Economic Zone Limited

the remote e-voting module shall be disabled for meeting, may also attend the Meeting, but shall
voting by CDSL thereafter. not be entitled to cast their vote again.
v. 
Once the vote on a resolution is cast by the vii. 
The voting rights of the members shall be in
member, he/she shall not be allowed to change it proportion to their share in the paid up equity
subsequently or cast the vote again. share capital of the Company as on the Cut-off
date i.e. Tuesday, July 30, 2019.
vi. The facility for voting through Poll Paper or Tab
would be made available at the AGM and the viii. 
The Company has appointed CS Chirag Shah,
members attending the meeting who have not Practising Company Secretary (Membership No.
already cast their votes by remote e-voting shall be FCS: 5545; CP No: 3498), to act as the Scrutinizer
able to exercise their right at the meeting through for conducting the remote e-voting process in a
Poll Paper or Tab. The members who have already fair and transparent manner.
cast their vote by remote e-voting prior to the
ix. 
The procedure and instructions for remote
e-voting are, as follows:

Step 1 : Open your web browser during the voting period and log on to the e-voting website: www.evotingindia.com.
Step 2 : Now click on “Shareholders” to cast your votes.
Step 3 : Now, fill up the following details in the appropriate boxes:

User-ID a. For CDSL: 16 digits beneficiary ID

b. For NSDL: 8 Character DP ID followed by 8 Digits Client ID
c. Members holding shares in physical form should enter the Folio Number registered with
the Company.

Step 4 : Next, enter the Image Verification as displayed and Click on Login.
If you are holding shares in demat form and had logged on to then your existing password is to be used.
Step 5 : If you are a first time user follow the steps given below:

For members holding shares in demat form and physical form:

PAN Enter your 10 digit alpha-numeric PAN issued by Income Tax Department
Members who have not updated their PAN with the Company/Depository
Participant are requested to use the sequence number which is printed on
Attendance Slip indicated in the PAN field.
Dividend Bank Details Enter the Dividend Bank Details or Date of Birth (in dd/mm/yyyy format)
OR Date of Birth (DOB) as recorded in your demat account or in the Company records in order to
login.
If both the details are not recorded with the depository or company please
enter the member id / folio number in the Dividend Bank details field as
mentioned in Step 3.

Step 6 : After entering these details appropriately, click on “SUBMIT” tab.

Step 7 : Members holding shares in physical form will then directly reach the Company selection screen.
However, first time user 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 can also be used by the Demat holders for voting for resolution of any other Company on
which they are eligible to vote, provided that the 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.

If Demat account holder has forgotten the changed password then Enter the user ID and the image
verification code and click on Forgot Password and enter the details as prompted by the System.

Step 8 : For members holding shares in physical form, the details can be used only for remote e-voting on the
resolutions contained in this Notice.

Step 9 : Click on EVSN of the Company.

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 Annual Report 2018-19

Step 10 : On the voting page, you will see Resolution Description and against the same, the option “YES/NO” for
voting. Select the relevant option as desired YES or NO and click to submit.

Step 11 : Click on the resolution file link if you wish to view the entire Notice.

Step 12 :  fter selecting the resolution, you have decided to vote on, click on “SUBMIT”. A confirmation box will be
A
displayed. If you wish to confirm your vote, click on “OK”, else to change your vote, click on “CANCEL” and
accordingly modify your vote. Once you “CONFIRM” your vote on the resolution, you will not be allowed
to modify your vote.

Step 13 : You can also take print out of the voting done by you by clicking on “Click here to print” option on
the Voting page.

Step 14 : Instructions for Non – Individual Members and Custodians:

• Non-Individual members (i.e. other than Individuals, HUF, NRI etc.) and Custodian are required to
log on to www.evotingindia.com and register themselves as Corporates.

• A scanned copy of the Registration Form bearing the stamp and sign of the entity should be
emailed to helpdesk.evoting@cdslindia.com.

• After receiving the login details, 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 helpdesk.evoting@cdslindia.com 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.

x. Members can also cast their vote using CDSL’s mobile app m-Voting available for android based mobiles. The
m-Voting app can be downloaded from Google Play Store. Please follow the instructions as prompted by the
mobile app while voting on your mobile.

xi. The results declared along with the Scrutinizer's Report shall be placed on the Company's website www.adaniports.
com and on the website of CDSL i.e www.cdslindia.com within forty eight hours of the passing of the Resolutions
at the 20th AGM of the Company and shall also be communicated to the Stock Exchanges where the shares of
the Company are listed.

xii. In case you have any queries or issues regarding e-voting, you may refer the Frequently Asked Questions (“FAQs”)
and e-voting manual available at www.evotingindia.com, under help section or write an email to helpdesk.
evoting@cdslindia.com.

Contact Details:
Company : Adani Ports and Special Economic Zone Limited
Regd. Office: "Adani House ", Nr. Mithakhali Six Roads,
Navrangpura, Ahmedabad-380 009, Gujarat, India
CIN: L63090GJ1998PLC034182
E-mail ID: investor.apsezl@adani.com
Registrar and Transfer Agent : Link Intime India Private Limited
C-101, 247 Park, L B S Marg, Vikhroli (West),
Mumbai-400083, Maharashtra, India
Phone: +91-22-49186270 | Fax: +91-22-49186060
e-Voting Agency : Central Depository Services (India) Limited
E-mail ID: helpdesk.evoting@cdslindia.com
Phone : +91-22-22723333/8588
Scrutinizer : CS Chirag Shah
Practising Company Secretary
E-mail ID: pcschirag@gmail.com

295
Adani Ports and Special Economic Zone Limited

Annexure to Notice
EXPLANATORY STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013 AND / OR REGULATION
36(3) OF THE SEBI (LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015

For Item No. 5 term of five years w.e.f April 22, 2019, subject to approval
of the members.
Based on recommendation of Nomination and Remuneration
Committee, the Board of Directors at its meeting held Pursuant to the provisions of Section 161 of the Companies
on October 23, 2018 appointed Mr. Mukesh Kumar, IAS as Act 2013 (”Act”), she holds office as Director up to the date
an Additional Director of the Company. According to the of the ensuing Annual General Meeting. As required under
provisions of Section 161 of the Companies Act 2013 (“Act”), Section 160 of the Act, a notice has been received from a
he holds office as Director up to the date of the ensuing member signifying its intention to propose the appointment
Annual General Meeting. As required under Section 160 of of Mrs. Nirupama Rao as a Director.
the Act, notice has been received from a member signifying
Ms. Nirupama Rao is a post graduate in English Literature.
its intention to propose the appointment of Mr. Mukesh
She was also a Fellow at Harvard University, Fellow at Brown
Kumar, IAS as a Director.
University, a Jawaharlal Nehru Fellow and a recipient of
Mr. Mukesh Kumar is an IAS Officer of 1996 batch. He the degree of Doctor of Letters (Honoris Causa) from the
holds B.Tech in Electrical Engineering from the Indian Pondicherry University. She was conferred with the Vanitha
Institute of Technology (Kanpur) and Executive Masters in Ratna by the Government of Kerala in 2016. She is currently
Public Administration from the Maxwell School, Syracuse a Global Fellow of The Wilson Center in Washington D.C. and
University, USA. a Councillor of the World Refugee Council.
Mr. Mukesh Kumar, IAS is Vice Chairman and Chief Executive A career diplomat from the Indian Foreign Service from
Officer of Gujarat Maritime Board. He started his career in 1973 to 2011, she served the Government of India in several
civil services as Assistant Collector (Vadodara) and brings important positions including that of the Foreign Secretary
with him over 20 years of professional experience in the of India. She has represented India in several countries during
public administration. Demonstrating a mix of sector vision her career and was the first Indian woman to be appointed
and business acumen, Mr. Mukesh Kumar has had eminent High Commissioner to Sri Lanka and Ambassador to China.
tenures as Collector of The Dangs (Ahwa), Municipal She was also the first woman spokesperson of the Ministry
Commissioner at Bhavnagar, Rajkot and Ahmedabad, of External Affairs. After her retirement, she was appointed
Managing Director of Industrial Extension Bureau & Gujarat as the Ambassador of India to the United States for a tenure
State Project Director of Universal Education Mission, of two years from 2011 to 2013.
Director of (Integrated Child Development Scheme-ICDs)
Mrs. Nirupama Rao has given a declaration to the Board
and Commissioner of Schools. In all these positions, he has
that she meets the criteria of independence as provided
received much acclaim for making noteworthy regulatory,
under Section 149(6) of the Act and Regulation 16(1)(b)
development and strategic initiatives for improvement in
of SEBI (Listing Obligations and Disclosure Requirements)
administrative efficiency and public welfare.
Regulations, 2015. In the opinion of the Board, she fulfils
Mr. Mukesh Kumar, IAS is not disqualified from being the conditions specified in the Act read with rules made
appointed as Director in terms of Section 164 of the Act. thereunder for appointment as an Independent Director and
she is independent of the management.
Brief resume and other details of Mr. Mukesh Kumar, IAS are
provided in annexure to the Notice pursuant to the provision Mrs. Nirupama Rao is not disqualified from being appointed
of SEBI (Listing Obligations and Disclosure Requirements) as Director in terms of Section 164 of the Act.
Regulation, 2015 and Secretarial Standard on General
The terms and conditions for appointment of Mrs. Nirupama
Meetings (“SS-2”), issued by the Institute of Company
Rao as an Independent Director of the Company shall
Secretaries of India.
be open for inspection by the members at the Registered
The Board of Directors recommends the said resolution Office of the Company during normal business hours on any
for your approval. working day, excluding Saturday.
Mr. Mukesh Kumar, IAS is deemed to be interested in the said Brief resume and other details of Mrs. Nirupama Rao are
resolution as it relates to his appointment. None of the other provided in annexure to the Notice pursuant to the provision
Directors or key managerial personnel or their relatives is, in of SEBI (Listing Obligations and Disclosure Requirements)
anyway, concerned or interested in the said resolution. Regulation, 2015 and Secretarial Standard on General
Meetings (“SS-2”), issued by the Institute of Company
For Item No. 6 Secretaries of India.
Based on recommendation of Nomination and Remuneration The Board of Directors recommends the said resolution
Committee, the Board of Directors vide circular resolution for your approval.
dated April 22, 2019 appointed Mrs. Nirupama Rao as an
Additional Director and also as Independent Director, for a

296
 Annual Report 2018-19

Mrs. Nirupama Rao is deemed to be interested in the said Brief resume and other details of Prof. G. Raghuram are
resolution as it relates to her appointment. None of the provided in annexure to the Notice pursuant to the provision
other Directors or key managerial personnel or their relatives of SEBI (Listing Obligations and Disclosure Requirements)
is, in anyway, concerned or interested in the said resolution. Regulation, 2015 and Secretarial Standard on General
Meetings (“SS-2”), issued by the Institute of Company
For Item No. 7 Secretaries of India.
Prof. G. Raghuram was appointed as an Independent Director The Board of Directors recommends the said resolution
on the Board of the Company pursuant to the provisions for your approval.
of Section 149 of the Companies Act, 2013 (“Act”) and
Prof. G. Raghuram is deemed to be interested in the said
rules made thereunder. He holds office as an Independent
resolution as it relates to his appointment. None of the other
Director of the Company upto August 8, 2019.
Directors or key managerial personnel or their relatives is, in
The Board, based on the performance evaluation and as anyway, concerned or interested in the said resolution.
per the recommendation of Nomination and Remuneration
Committee, considers that given his background, For Item No. 8
experience and contributions, the continued association
Mr. G. K. Pillai was appointed as an Independent Director
of Prof. G. Raghuram would be beneficial to the Company
on the Board of the Company pursuant to the provisions
and it is desirable to continue to avail his services as an
of Section 149 of the Companies Act, 2013 (“Act”) and
Independent Director.
rules made thereunder. He holds office as an Independent
Based on the recommendation of Nomination and Director of the Company upto August 8, 2019.
Remuneration Committee, the Board of Directors has
The Board, based on the performance evaluation and as
recommended the re-appointment of Prof. G. Raghuram
per the recommendation of Nomination and Remuneration
as an Independent Director, for a second term of five
Committee, considers that given his background, experience
consecutive years w.e.f August 9, 2019.
and contributions, the continued association of Mr. G. K.
Prof. G. Raghuram holds a bachelor’s degree in technology Pillai would be beneficial to the Company and it is desirable
from the Indian Institute of Technology, Madras and a post to continue to avail his services as an Independent Director.
graduate diploma in management from the Indian Institute
Based on the recommendation of Nomination and
of Management (IIM), Ahmedabad and a doctorate in
Remuneration Committee, the Board of Directors has
philosophy from Northwestern University.
recommended the re-appointment of Mr. G. K. Pillai as an
He is currently a Director of Indian Institute of Management, Independent Director, for a second term of five consecutive
Bangalore. Prior to taking over as director of IIM Bangalore, he years w.e.f August 9, 2019.
was professor and chairperson of the Public Systems Group
Mr. G. K. Pillai retired from the IAS as Union Home Secretary
at IIMA. He has been Dean (Faculty), IIMA, Vice-Chancellor
in 2011. He is a distinguished alumni of IIT Madras.
of the Indian Maritime University and Indian Railways
Chair Professor. He worked for the State Government of Kerala, holding
various positions including that of District Collector, Quilon,
He specialises in infrastructure and transport systems,
Special Secretary Industries, Secretary Health and Principal
logistics and supply chain management. He is a Fellow of
Secretary to the Chief Minister.
the Operational Research Society of India and Chartered
Institute of Logistics and Transport. He has teaching In the Government of India, he has worked in the Ministries
experience at universities in India, USA, Canada, Yugoslavia, of Defence, Surface Transport, Home and Commerce.
Singapore, Tanzania, UAE and Japan. He was chairman of Board of Approvals for SEZ, chief
negotiator for India at the WTO and Secretary Commerce,
Prof. G. Raghuram has given a declaration to the Board
Government of India.
that he meets the criteria of independence as provided
under Section 149(6) of the Act and Regulation 16(1)(b) Mr. G. K. Pillai has given a declaration to the Board that
of SEBI (Listing Obligations and Disclosure Requirements) he meets the criteria of independence as provided under
Regulations, 2015. In the opinion of the Board, he fulfils Section 149(6) of the Act and Regulation 16(1)(b) of
the conditions specified in the Act read with rules made SEBI (Listing Obligations and Disclosure Requirements)
thereunder for appointment as an Independent Director and Regulations, 2015. In the opinion of the Board, he fulfils
he is independent of the management. the conditions specified in the Act read with rules made
thereunder for appointment as an Independent Director and
Prof. G. Raghuram is not disqualified from being appointed
he is independent of the management.
as Director in terms of Section 164 of the Act.
Mr. G. K. Pillai is not disqualified from being appointed as
The terms and conditions for re-appointment of Prof. G.
Director in terms of Section 164 of the Act.
Raghuram as an Independent Director of the Company shall
be open for inspection by the members at the Registered The terms and conditions for re-appointment of Mr. G. K.
Office of the Company during normal business hours on any Pillai as an Independent Director of the Company shall
working day, excluding Saturday. be open for inspection by the members at the Registered

297
Adani Ports and Special Economic Zone Limited

Office of the Company during normal business hours on any Dr. Malay Mahadevia is not disqualified from being appointed
working day, excluding Saturday. as Director in terms of Section 164 of the Act.
Brief resume and other details of Mr. G. K. Pillai are provided Brief resume and other details of Dr. Malay Mahadevia are
in annexure to the Notice pursuant to the provision of provided in annexure to the Notice pursuant to the provision
SEBI (Listing Obligations and Disclosure Requirements) of SEBI (Listing Obligations and Disclosure Requirements)
Regulation, 2015 and Secretarial Standard on General Regulation, 2015 and Secretarial Standard on General
Meetings (“SS-2”), issued by the Institute of Company Meetings (“SS-2”), issued by the Institute of Company
Secretaries of India. Secretaries of India.
The Board of Directors recommends the said resolution The Board of Directors recommends the said resolution
for your approval. for your approval.
Mr. G. K. Pillai is deemed to be interested in the said Dr. Malay Mahadevia is deemed to be interested in the said
resolution as it relates to his appointment. None of the other resolution as it relates to his re-appointment. None of the
Directors or key managerial personnel or their relatives is, in other Directors or key managerial personnel or their relatives
anyway, concerned or interested in the said resolution. is, in anyway, concerned or interested in the said resolution.
The above may be treated as written memorandum setting
For Item No. 9
out the terms of re-appointment of Dr. Malay Mahadevia
The members at the Annual General Meeting of under Section 190 of the Act.
the Company held on August 9, 2014, re-appointed Dr. Malay
Mahadevia as Whole Time Director for a period of five years For Item No. 10
w.e.f. May 15, 2014.
The members of the Company at the Annual General Meeting
Dr. Malay Mahadevia holds a master’s degree in dental held on August 11, 2015 by way of ordinary resolution
surgery from Nair Hospital Dental College. He was conferred had approved the payment of remuneration by way of
with a doctorate of philosophy in coastal ecology around commission to non-executive director(s), such remuneration
Mundra area, Kutch District, Gujarat by the Gujarat University not exceeding 1% of the net profits of the Company for each
in 2008. He has been working with the Company since year for a period of five years commencing from April 1, 2015.
1992 and has worked on the development of the Mundra
Although the approval is valid until March 31, 2020,
Port since its conceptualisation. He is vice president of
the resolution proposes to seek approval of members
Ahmedabad Management Association.
in accordance with Section 197 of the Companies Act,
The Board of Directors on the recommendation of 2013 (“Act”) in order to continue payment of commission
Nomination and Remuneration Committee at its meeting to non-executive director(s). The Board of Directors will
held on May 27, 2019, re-appointed Dr. Malay Mahadevia as determine the specific amount to be paid as commission to
Whole Time Director for a further period of five years w.e.f. the non-executive director(s), which shall not exceed 1% of
May 15, 2019 at a remuneration of ` 9.62 crore per annum the net profits of the Company for that year, as computed in
including salary, perks and other benefits (including variable the manner referred to in Section 198 of the Act.
pay of ` 5.00 crore) with a liberty to the Board of Directors
The payment of commission would be in addition to the
or Nomination and Remuneration Committee to revise the
sitting fees payable for attending meetings of Board and
remuneration without approval of members within the
Committees thereof, if any.
prescribed ceiling limit of Schedule V and other applicable
provisions of the Companies Act, 2013 (“Act”). The Board of Directors recommends the said resolution
for your approval.
In the event of absence or inadequacy of profits of
the Company in any financial year, Dr. Malay Mahadevia All non-executive director(s) of the Company may be deemed
will be entitled to receive the remuneration, perquisites and to be concerned or interested in this resolution to the extent
benefits as aforesaid, subject to the compliance with the of commission that may be payable to them from time to time
applicable provisions of Schedule V of the Act. and none of the other Directors or Key managerial personnel
or their relatives is, in anyway, concerned or interested in the
Dr. Malay Mahadevia shall not be paid any sitting fees
said resolution.
for attending the meeting of the Board of Directors or
Committee thereof.
By order of the Board of Directors

Place: Ahmedabad Kamlesh Bhagia

Date: June 4, 2019 Company Secretary

Registered Office:
“Adani House”,
Nr. Mithakhali Six Roads,
Navrangpura,
Ahmedabad - 380009,
Gujarat, India
CIN: L63090GJ1998PLC034182

298
 Annexure to Notice
Details of Directors seeking re-appointment/appointment
Age, Date of Birth Name of the companies in which he Name of committees in which he/she holds membership/
Name of Director Qualification Nature of expertise in specific functional areas
(No. of Shares held)# holds directorship as on 31.03.2019 chairmanship as on 31.03.2019
Mr. Rajesh S. 54 years B.Com Mr. Rajesh Adani has been associated with • Adani Ports and Special • 
Adani Ports and Special Economic Zone Ltd.^^
Adani 07.12.1964 Adani Group since its inception. He is in- Economic Zone Ltd.^^ o Audit Committee (Member)
(1) charge of the operations of the Group and has • Adani Enterprises Ltd.^^ o Stakeholders’ Relationship Committee (Chairman)
been responsible for developing its business • Adani Power Ltd.^^ o Nomination & Remuneration Committee (Member)
relationships. His proactive, personalised • Adani Transmission Ltd^^ o Sustainability & Corporate Social Responsibility
approach to the business and competitive • Adani Green Energy Ltd.^^ Committee (Chairman)
spirit has helped the Group growth and • Adani Wilmar Ltd. o Risk Management Committee (Chairman)
branch out into various businesses. • Adani Welspun Exploration Ltd.
• Adani Institute for Education
and Research [Section 8 • Adani Enterprises Ltd.^^
Company] o Corporate Social Responsibility Committee
(Chairman)
o Risk Management Committee (Chairman)
o Stakeholders’ Relationship Committee (Member)
o Audit Committee (Member)

• Adani Power Ltd.^^

o Audit Committee (Member)
o Stakeholders’ Relationship Committee (Member)
o Sustainability and Corporate Social Responsibility
Committee (Chairman)
o Risk Management Committee (Chairman)

• Adani Transmission Ltd.^^

o Corporate Social Responsibility & Sustainability
Committee (Chairman)
o Audit Committee (Member)
o Stakeholders’ Relationship Committee (Member)
o Risk Management Committee (Member)

• Adani Green Energy Ltd.^^

o Stakeholders’ Relationship Committee (Chairman)
o Corporate Social Responsibility Committee
(Member)
o Audit Committee (Member)
o Nomination & Remuneration Committee
(Member)

299
Annual Report 2018-19
 Age, Date of Birth Name of the companies in which he Name of committees in which he/she holds membership/

300
Name of Director Qualification Nature of expertise in specific functional areas
(No. of Shares held)# holds directorship as on 31.03.2019 chairmanship as on 31.03.2019
Mukesh Kumar, 49 B.Tech from Mr. Mukesh Kumar is an IAS Officer of • Adani Ports and Special Nil
IAS 08.07.1970 IIT, Kanpur, 1996 batch. He holds B.Tech in Electrical Economic Zone Ltd. ^^
(Nil) Executive Engineering from the Indian Institute of • Gujarat Pipavav Port Ltd. ^^
Masters in Technology (Kanpur) and Executive Masters • Gujarat Ports Infrastructure and
public in Public Administration from the Maxwell Development Company Ltd.
administration School, Syracuse University, USA. • Gujarat Rail Infrastructure
from the Mr. Mukesh Kumar, IAS is Vice Chairman and Development Corporation Ltd.
Maxwell Chief Executive Officer of Gujarat Maritime • Gujarat Chemical Port Terminal
School, Board. He started his career in civil services as Company Ltd.
Syracuse Assistant Collector (Vadodara) and brings with • GSPC LNG Ltd.
University, him over 20 years of professional experience • Swan LNG Pvt. Ltd.
USA. in the public administration. Demonstrating • Hazira Port Pvt. Ltd.
a mix of sector vision and business acumen, • Adani Hazira Port Pvt. Ltd.
Mr. Mukesh Kumar has had eminent tenures • Adani Petronet (Dahej) Port
as Collector of The Dangs (Ahwa), Municipal Pvt. Ltd.
Commissioner at Bhavnagar, Rajkot and
Ahmedabad, Managing Director of Industrial
Extension Bureau & Gujarat State Project
Director of Universal Education Mission,
Adani Ports and Special Economic Zone Limited

Director of (Integrated Child Development

Scheme-ICDs) and Commissioner of Schools.
In all these positions, he has received much
acclaim for making noteworthy regulatory,
development and strategic initiatives for
improvement in administrative efficiency and
public welfare.
Nirupama Rao* 68 M.A, from Ms. Nirupama Rao is a post graduate in • Adani Ports and Special • JSW Steel Ltd^^
06.12.1950 Babasaheb English Literature. She was also a Fellow Economic Zone Ltd.^^ o Nomination & Remuneration Committee (Member)
(Nil) Ambedkar at Harvard University, Fellow at Brown • ITC Ltd.^^ o Stakeholders Relationship Committee (Member)
Marathwada University, a Jawaharlal Nehru Fellow and a • KEC International Ltd.^^ o Corporate Social Responsibility Committee
University, recipient of the degree of Doctor of Letters • JSW Steel Ltd.^^ (Chairperson)
fellow at (Honoris Causa) from the Pondicherry
Harvard University. She was conferred with the
& Brown Vanitha Ratna by the Government of Kerala
University, in 2016. She is currently a Global Fellow of
Jawaharlal The Wilson Center in Washington D.C. and a
Nehru Councillor of the World Refugee Council.
Fellow and a A career diplomat from the Indian Foreign
recipient of Service from 1973 to 2011, she served the
the degree Government of India in several important
of doctor of positions including that of the Foreign
letters Secretary of India. She has represented
(honoris causa) India in several countries during her career
from the and was the first Indian woman to be
Pondicherry appointed High Commissioner to Sri Lanka
University. and Ambassador to China. She was also the
first woman spokesperson of the Ministry of
External Affairs. After her retirement, she was
appointed as the Ambassador of India to the
United States for a tenure of two years from
2011 to 2013.
 Age, Date of Birth Name of the companies in which he Name of committees in which he/she holds membership/
Name of Director Qualification Nature of expertise in specific functional areas
(No. of Shares held)# holds directorship as on 31.03.2019 chairmanship as on 31.03.2019
Prof. G. 64 B.E. from IIT Prof. G. Raghuram holds a bachelor’s degree • Adani Ports and Special • Adani Ports and Special Economic Zone Ltd.^^
Raghuram 20.07.1955 Madras, in technology from the Indian Institute of Economic Zone Ltd.^^ o Audit Committee (Member)
(Nil) PGDM from IIM, Technology, Madras and a post graduate • Take Solutions Ltd.^^ o Stakeholders’ Relationship Committee (Member)
Ahmedabad diploma in management from the Indian • IIMB Innovations [Section 8 o Nomination & Remuneration Committee
Ph.D from Institute of Management (IIM), Ahmedabad Company] (Chairman)
Northwestern and a doctorate in philosophy from
University. Northwestern University.
He is currently a Director of Indian Institute
of Management, Bangalore. Prior to taking
over as director of IIM Bangalore, he was
professor and chairperson of the Public
Systems Group at IIMA. He has been Dean
(Faculty), IIMA, Vice-Chancellor of the Indian
Maritime University and Indian Railways Chair
Professor.
He specialises in infrastructure and
transport systems, logistics and supply
chain management. He is a Fellow of the
Operational Research Society of India and
Chartered Institute of Logistics and Transport.
He has teaching experience at universities in
India, USA, Canada, Yugoslavia, Singapore,
Tanzania, UAE and Japan.
G. K. Pillai 69 M.Sc from IIT, Mr. G. K. Pillai retired from the IAS as Union
• Adani Ports and Special • Adani Ports and Special Economic Zone Ltd.^^
30.11.1949 Chennai, Home Secretary in 2011. He is a distinguished Economic Zone Ltd.^^ o Audit Committee (Chairman)
(Nil) IAS (Retd.) alumni of IIT Madras. • Berger Paints India Ltd.^^ • Brger Paints India Ltd.^^
He worked for the State Government of • Zuari Agro Chemicals Ltd.^^ o Audit Committee (Member)
Kerala, holding various positions including • Tata International Ltd. • Zuari Agro Chemicals Ltd.^^
that of District Collector, Quilon, Special • CMS Info Systems Ltd. o Audit Committee (Member)
Secretary Industries, Secretary Health and • IvyCap Ventures Advisors o Corporate Social Responsibility Committee
Principal Secretary to the Chief Minister. Pvt. Ltd. (Chairman)
• CMS Info System Ltd.
In the Government of India, he has worked in o Audit Committee (Chairman)
the Ministries of Defence, Surface Transport,
• Tata International Ltd.
Home and Commerce. He was chairman of
o Audit Committee (Member)
Board of Approvals for SEZ, chief negotiator
for India at the WTO and Secretary Commerce,
Government of India.
Malay 56 B.D.S. & M.D.S. Dr. Malay Mahadevia holds a master’s degree • Adani Ports and Special • Adani Ports and Special Economic Zone Ltd.^^
Mahadevia 03.05.1963 from Nair in dental surgery from Nair Hospital Dental Economic Zone Ltd.^^ o Risk Management Committee (Member)
(Nil) Hospital College. He was conferred with a doctorate of • Vadilal Industries Ltd.^^ o Sustainability & Corporate Social Responsibility
Dental College, philosophy in coastal ecology around Mundra • GSPC LNG Ltd. Committee (Member)
Ph.D. in Marine area, Kutch District, Gujarat by the Gujarat • Adani Vizhinjam Port Pvt. Ltd. • Vadilal Industries Ltd.^^
Ecology University in 2008. He has been working with • Adani Infrastructure Pvt. Ltd. o Audit Committee (Member)
the Company since 1992 and has worked on • Mahadevia Dental Hospital Pvt. o Nomination & Remuneration Committee (Chairman)
the development of the Mundra Port since Ltd.
its conceptualisation. He is vice president of • People's Response for India's
Ahmedabad Management Association. Development & Empowerment
Confederation [Section 8
Company]
• Adani Institute for Education and
Research [Section 8 Company]
• Adani Skill Development Centre
[Section 8 Company]
# Individual Capacity
^^Listed Companies

301
Annual Report 2018-19

*Details of directorship and membership/chairmanship of committees in public companies are as on April 22, 2019.
For other details such as number of meetings of the board attended during the year, remuneration drawn and relationship with other directors and key managerial personnel in respect of above
director please refer to the Corporate Governance Report.
 Ports and
Logistics

Adani Ports and Special Economic Zone Ltd

Regd. Office: “Adani House” Nr. Mithakhali Six Roads,
Navrangpura, Ahmedabad-380 009, Gujarat, India
Website: www.adaniports.com
E-mail : investor.apsezl@adani.com
CIN: L63090GJ1998PLC034182

Form No. MGT-11

Proxy Form
[Pursuant to section 105(6) of the Companies Act, 2013 and rule 19(3) of the Companies
(Management and Administration) Rules, 2014]

CIN : L63090GJ1998PLC034182

Name of the company : Adani Ports and Special Economic Zone Limited

Registered office : “Adani House” Nr. Mithakhali Six Roads, Navrangpura,

Ahmedabad-380 009, Gujarat, India

Name of the member(s) :

Registered Address :

Email ID :

Folio No/Client ID :

DP ID :

I/We, being the member(s) holding shares of the above named Company hereby appoint:
1. Name : ........................................................................................................................................................................................................

Address : .....................................................................................................................................................................................................

E-mail ID : ...................................................................................................................................................................................................

Signature: ............................................................................................................................................................................, or failing him

2. Name : ........................................................................................................................................................................................................

Address : .....................................................................................................................................................................................................

E-mail ID : ...................................................................................................................................................................................................

Signature: ............................................................................................................................................................................, or failing him

3. Name : ........................................................................................................................................................................................................

Address :......................................................................................................................................................................................................

E-mail ID : ...................................................................................................................................................................................................

Signature: .........................................................................................................................................................................., or failing him

as my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at 20th Annual General Meeting of the Company,
to be held on Tuesday, the 6th day of August, 2019 at 10:30 a.m. at H.T. Parekh Hall, AMA Complex, ATIRA, Dr. Vikram
Sarabhai Marg, Ahmedabad - 380015 and at any adjournment thereof in respect of such resolutions as are indicated below:

Ordinary Business:
1.  doption of audited financial statements (including consolidated financial statements) for the financial year ended
A
March 31, 2019 (Ordinary Resolution)

2. Declaration of final dividend on Equity Shares for the financial year 2018-19 (Ordinary Resolution)

3. Declaration of dividend on Preference Shares for the financial year 2018-19 (Ordinary Resolution)

4. Re-appointment of Mr. Rajesh S. Adani (DIN: 00006322), as a Director of the Company who retires by rotation
(Ordinary Resolution)

Special Business:
5. Appointment of Mr. Mukesh Kumar, IAS as a Director liable to retire by rotation (Ordinary Resolution)

6. Appointment of Mrs. Nirupama Rao as a Director not liable to retire by rotation (Ordinary Resolution)

7. Re-appointment of Prof. G. Raghuram as an Independent Director of the Company (Special Resolution)

8. Re-appointment of Mr. G. K. Pillai as an Independent Director of the Company (Special Resolution)

9. Re-appointment of Dr. Malay Mahadevia as Whole Time Director of the Company (Special Resolution)

10. Approval for payment of commission to Non-Executive Directors of the Company (Ordinary Resolution)

Signed this ....................... day of ........................................ 2019.

Affix ` 1
Signature of Shareholder: ....................... Revenue
Stamp

Signature of Proxy holder(s): ...............................................

Note: This form of proxy in order to be effective should be duly completed and deposited at the Registered Office of
the Company not less than 48 hours before the commencement of the Meeting.
 Ports and
Logistics

Adani Ports and Special Economic Zone Ltd

Regd. Office: “Adani House” Nr. Mithakhali Six Roads,
Navrangpura, Ahmedabad-380 009, Gujarat, India
Website: www.adaniports.com
E-mail : investor.apsezl@adani.com
CIN: L63090GJ1998PLC034182

Attendance Slip

Full name of the member attending ..............................................................................................................................................................

Full name of the joint-holder ..........................................................................................................................................................................

(To be filled in if first named Joint – holder does not attend meeting)

Name of Proxy ....................................................................................................................................................................................................

(To be filled in if Proxy Form has been duly deposited with the Company)

I hereby record my presence at the 20th Annual General Meeting held at H.T. Parekh Hall, AMA Complex, ATIRA, Dr. Vikram
Sarabhai Marg, Ahmedabad - 380015 on Tuesday, 6th August, 2019 at 10:30 a.m.

Folio No ................................................... DP ID No.* .......................................................... Client ID No.* ...................................................

*Applicable for members holding shares in electronic form.

No. of Share(s) held ......................................................................................... .............................................................

Member's / Proxy's Signature
 Route map to the venue of the 20th AGM to
be held on Tuesday, 6th August, 2019
Venue : H.T. Parekh Hall, AMA Complex, ATIRA, Dr. Vikram Sarabhai Marg,
Ahmedabad - 380015
Landmark: Opposite Indian Institute of Management, Ahmedabad

IIM H.T. Parekh Hall

-A AMA Complex. ATIRA,
(0 Ahmedabad Textile Industries
.6 Dr. Vikram Sarabhai Marg.
km Research Association (ATIRA)
) Ahmedabad - 380015, N
Ahmedabad Management Gujarat,
Association (AMA)

Dr
.V
ikr
am
Sa
ra
bh
ai
M
ar
g
(A
m
ba
wa Panjarapole
di
-II Cross Road
M
-A
Ro
ad
)
Sahajanand
College
Kamdhenu
Complex Am
ba
Venue Distance from w
ad
Railway Station 8 km approx. i(
1.6
Airport 14 km approx. km
)
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 Ports and
Logistics

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