Power Grid Corporation of India Limited (POWERGRID) Earnings Call Transcript & Summary

Good morning, dear shareholders. Very good morning to all of you. I, Mrinal Shrivastava, Company Secretary of Power Grid Corporation of India Limited, cordially welcome our shareholders to this 34th Annual General Meeting of your company. As our shareholders are already aware that Ministry of Corporate Affairs and SEBI has allowed the companies to convene their AGM by way of video conferencing, so we are conforming to the law and convening this AGM through VC. Now I do have the privilege to introduce our Board of Directors: Our Chairman and Managing Director, Shri K. Sreekant. Left to him is your company's Director of Finance and Chief Financial Officer, Shri G. Ravisankar. Next to him is Dilip Nigam Ji, he is the Government Nominee Director. Next to him is Shri Abhay Choudhary, he is Director of Projects. And then we have our Director of Operations, Shri R. K. Tyagi Ji. Now to our right of the Chairman and Managing Director, Dr. Saibaba Darbamulla. He is Joint Secretary in Ministry of Power and Government Nominee Director in our company. Next to him is our Independent Director, Shri Chetan Bansilal Kankariya Ji. He is the Chairman of the Audit Committee and member of various other committees like CSR, Nomination and Remuneration Committee, Risk Management Committee. And then we have Shri Onkarappa K. N. He is also Independent Director of your company. He is also a member of various committees like CSR, then Audit Committee. And then we have Shri R. N. Tiwari Ji. He is an Independent Director. He is also the member of CSR Audit Committee, Stakeholder Relationship Committee as well as Nomination and Remuneration Committee. So then we have with us joined via VC, Honorable President's representative, Shri Deepak Rao Ji. He is Director of Transmission in Ministry of Power; and then S. D. Meena, he is representative of Honorable President. He is Director in Ministry of Development of Northeastern region. We have with us our secretarial auditors, our statutory auditor, who have joined this meeting through video conferencing. So without putting much delay on, I will request -- humbly request our Chairman and Managing Director to address to the shareholders, please.

The company secretary has informed that the requisite quorum for the AGM is present, I call the meeting to order. Dear shareholders, [ Namaskar ]. It gives me immense pleasure to extend a warm welcome to you all to the 34th Annual General Meeting of Power Grid. On behalf of the Board of Directors, I thank you all for joining us today. Your continued support and goodwill towards your company keeps us motivated to do better and better. The company's accounts for '22-'23 financial year, directors and auditors reports, management discussion and analysis related to the shareholders have been circulated to you. With your permission, I shall take them as read. Performance overview. Fiscal '22-'23 has been yet another year of remarkable achievements for your company. In the Public Enterprises Survey for 2021 -- '21-'22 published by the government of India, Power Grid has been ranked first in the services sector in terms of gross block, value addition, net profits, dividends, and contribution to the central exchequer. Due to its all-ground performance, your company was rated excellent under the Government of India MoU system for the year '21-'22, the 29th year in succession. In terms of capacity addition, your company added 2,972 circuit kilometers of transmission lines, 28,990 megawatt ampere of transformation capacity and 9 new substations. In the Interstate segment, we commissioned 400 kV double circuit Jeerat-Subhasgram line, 400 kV double circuit Mohindergarh-Bhiwani transmission line, 400/220 kV Jauljibi GIS substation and associated transmission lines, 400 kV double circuit lower Subhansri-Biswanath Chariyali line and Bhuj transmission system. In the Intrastate segment, Bhind-Guna Transmission System in the State of Madhya Pradesh, and Rampur-Sambhal transmission system in the State of Uttar Pradesh were commissioned. In all, assets were INR 7,413 crores were capitalized on a consolidated basis during the year. Recently, transmission system under Phase 2 Part-F" associated with transmission system strengthening scheme for evacuation of power from solar energy zones in Rajasthan were commissioned. As at the end of 31st March 2023, the total transmission assets of your company and its wholly owned subsidiaries stood at 174,113 circuit kilometers of transmission lines, 272 substations with 499,362 MVA of transformation capacity. On the operational front, we achieved 99.82% system availability with the number of trippings per line contained at 0.27, the lowest in last 5 years. Your company has been recognized by the International Transmission System Operation and Maintenance Study, ITOMS, which is a global operation and maintenance benchmarking platform as a best performer, high performance and low cost for transmission lines and substation maintenance for the year 2022. Power Grid has also been recognized as best in transformer maintenance by ITOMS. Total income for the year at INR 46,605 crores grew by 9% on a year-on-year basis. The profit after tax was INR 15,147 crores, which is an increase of 11% over the previous year after excluding the exceptional items. In line with our policy to balance dividend payout and retain earnings for new investments, this year, we have already paid interim dividend of INR 10 per share and proposed to pay a final dividend of INR 4.75 per share, subject to your approval. The total dividend declared for the concluded fiscal thus works out to INR 14.75 per share. The total dividend payout for the year amounts to INR 10,289 crores, including the interim dividend of INR 6,975 crores with payout ratio of 67% as compared to 60% for the previous year. The Board has proposed, subject to your approval, issuance of bonus shares in the ratio of 1:3, that is 1 equity share for every 3 shares held by capitalization of results. This is the second bonus issue by the company in the last 5 years and reflects our commitment to our esteemed shareholders. Your company monetized the cash flow of 3 of its operational TBCB SPVs through securitization route by private placement of bonds and raised INR 3,412 crores in 3 tranches against the monetization target of INR 3,000 crores. The proceeds have been utilized to meet capital requirements for ongoing projects. Receivables at the year-end were INR 4,821 crores. In terms of number of days sales, the receivables stood at 39.81 days compared to 43.69 days in the previous year. With focused customer relationship management, your company has achieved collection efficiency of 98.84% of the billing in FY '23. On behalf of the Board, I would like to acknowledge the support of our esteemed customers whose regular payments have made this possible. During financial year '23, your company's telecom network increased to 82,294 kilometers from 74,109 kilometers, and the backbone availability was almost 100%. You would be delighted to note that your company's telecom team made a small yet significant contribution to the success of Chandrayaan-3 mission. They provided and ensured availability of mission-critical data links to the satellite control center of ISTRAC at Bangalore. In the consultancy segment, we bagged 54 domestic assignments and several international orders from Uganda, Nepal and Ethiopia. The revenue from telecom and consultancy services stood at INR 729 crores and INR 529 crores, respectively, on a consolidated basis. For the first time your company has entered into an agreement with a bulk industrial consumer for development of dedicated transmission system on DBFOM basis to provide them access to green power from the grid. Under tariff-based competitive bidding, your company emerged successful in 11 interstate transmission system projects. Special purpose vehicles for these projects and for 1 intrastate and 1 interstate transmission project in which the company emerged successful in the year '21-'22, were acquired during this year. Upon completion of these projects, the revenues would increase by INR 1,200 crores. At the end of FY '22-'23, your company owns 33 TBCB subsidiaries. Path forward, sustainability, energy security and digitalization will drive the energy sector and become all pervasive in the foreseeable future. Driven by climate change concerns, the march towards renewable energy and reduction of carbon footprint will gain speed at an entity level and guide businesses in general and utilities in particular. India has set a target to achieve net-zero carbon emissions by 2070. And under the nationally declared contributions by 2030, the country is committed to achieve 50% of its cumulative electric power installed capacity from nonfossil fuel-based energy resources and reduce emission intensity of its GDP by 45% from the 2005 levels. Towards these various policy interventions, such as renewable purchase obligations and storage trajectory, renewable generation obligations, waiver of transmission charges for wind and solar projects, green open access, and promoting pump storage plants have been taken up in the country to ramp up renewable generation capacities. In this rapidly evolving business scenario, for the long-term growth and sustenance, it is essential that we identify and participate in the emerging business opportunities and take measures to reduce our own carbon contribution. According to a study of BloombergNEF, globally net zero will require at least $21 trillion investment in grids by 2050, of which 39% is envisaged to be in the transmission sector and more than 80% of it for system reinforcements and new connections. An investment pipeline of INR 2.44 lakh crores up to 2030 has been drawn by Government of India for development of interstate transmission infrastructure in the country for evacuation of power from targeted nonfossil-based generation capacities. As per 14th NCT, projects worth INR 75,248 crores have been approved and will be rolled out for bidding under TBCB in the current financial year. Thus, the opportunity set within the transmission segment is immense as new grid connections and augmentation of existing transmission infrastructure would be essential to integrate the growing renewable energy capacities into the grid. Your company has facilitated evacuation of more than 48 gigawatts of nonfossil energy capacities. It is not an exaggeration to claim that robust grid infrastructure developed by your company has facilitated the seamless integration of 184 gigawatts of renewable energy capacity in India. And Power Grid would continue to play a large role in India's sustainability journey. Your company looks to make an investment of INR 1.80 lakh crores till 2032 in transmission and other businesses. After a successful establishment of 13 renewable energy management centers, company is undertaking setting up another renewable energy management center at Ladakh. Your company has drawn a CapEx plan of INR 8,800 crores for the current fiscal, which we are actively engaged to better. At the end of March '23, your company has achieved 68.4% of national infrastructure pipeline target of INR 65,500 crores by 2025 and is confident to surpass the target in the balance period. Friends, proposal seeking approval of the government of India for the proposed transmission system for evaluation of 5 gigawatts of renewable energy from Leh is at an advanced stage. We have commenced the front-end engineering and design, FEED, studies that are required to meet challenges on account of harsh climate conditions and high altitude in which the proposed HVDC station would be located. FEED studies for Phase 1 and 2 are expected to be completed by February '24 and December '24, respectively. Project award and construction activity shall be taken up thereafter. Offshore wind energy is expected to come up at a fast pace as the government of India has set a target of 37 gigawatts of installed capacity by 2030, mainly off the coast of Gujarat, Gulf of Khambhat; and Tamil Nadu, Gulf of Mannar. Transmission systems required for evacuation of offshore wind include offshore substation on the platform, laying of submarine export power cable connection to onshore substation through transition joint and integration to the main grid. While this provides a new opportunity for growth, the design and construction skills required are significantly different from conventional transmission systems for onshore generation. Your company is gearing itself to develop the requisite competencies and skill set for development of such transmission systems. In this direction, an MoU has been signed with National Institute of Oceanography, Goa, on oceanographic studies for power evacuation systems for offshore and wind energy. With the increased focus on sustainability and growth of hydrogen economy, there is an emerging opportunity for development of dedicated transmission systems for trading green electricity to industries. As I have previously mentioned, your company is developing a dedicated transmission system in the state of Gujarat for a leading industrial unit to enable them access to renewable energy from the grid. Success in this endeavor shall open a plethora of business opportunities going forward. The government of India has taken up a slew of initiatives to improve the viability of the DISCOMs, which are the bedrock of the entire electricity sector of the country. Your company is participating in the revamped distribution sector scheme being rolled out by the government of India by undertaking implementation of loss reduction and smart metering works. I'm glad to share that POWERGRID Energy Services Limited, a wholly owned subsidiary of your company, has signed commercial agreements with Gujarat Discoms, UGVCL and MGVCL for implementation of prepaid smart metering infrastructure. Under this agreement, PESL shall install approximately 69 lakh smart meters along with associated communication and IT infrastructure. PESL is also engaged as the project management consultant in the state of Jammu and Kashmir and the Union Territory of Ladakh for implementation of loss reduction works. The teleservices business of your company is also growing at an accelerated pace on network reach and revenues. POWERGRID Teleservices Limited, a wholly owned subsidiary of your company, has obtained a license for international long-distance services. And the business transfer agreement to hive off the telecom business into POWERTEL has also been executed. The company is scouting opportunities for ILD business with neighboring countries after requisite compliances. POWERTEL is also taking up the establishment of data center in -- near Gurugram and plans to expand into hyperscale and edge data centers. Your company is making strides to increase its global presence beyond its conventional consultancy solutions. A joint development agreement has been signed with AFRICA50 in 2021 to take up investment in Kenya. I'm pleased to share the PPP committee of Kenya has recommended the sponsors, that is AFRICA50 and Power Grid, to proceed to the development phase, basis which a project development report has been submitted for the development of transmission system with an estimated cost of more than INR 2,500 crores. A corporation agreement has also been signed with AFRICA50 for development of transmission system in Tanzania. Your company continues to play a prominent role in the ongoing endeavors with neighboring countries for enhanced cross-border interconnections, including new cross-border transmission connectivity between India and Sri Lanka. During fiscal '23, your company has formed a joint venture with Nepal Electricity Authority to set up the Indian portion of the Gorakhpur-New Butwal transmission link. Dear shareholders, sustainable operations are imperative of the times, not only for a better planet but also to achieve economy and efficiency in a competitive business environment. Sustainability remains one of the fundamental tenets of our business operations. In our endeavor to align disclosures as per the emerging global frameworks, your company has published its first integrated annual report for the year '22-'23. Your company is aligning business operations with sustainability, and we have been doing utmost to better our sustainability performance with each passing year. The improvement in various parameters, such as reduction in energy intensity from 34.19 gigajoules per rupees crore of revenue to 31.20 gigajoules per rupees crore. That is an 8.75% reduction. Reduction in water intensity from 65.4 kiloliters per rupees crore of revenue to 6.93 kiloliters, 6.83% reduction, and reduction in emission intensity from 8.57 tonnes of CO2 equivalent per rupees crore of revenue to 7.83 tonnes of CO2 equivalent, 8.63% reduction bear testimony to this. In my address last year, I announced that Power Grid is committed to achieve 50% of its electricity consumption from renewable sources by 2025. Dear shareholders, underscoring our abiding steadfastness to sustainability, I'm happy to announce that we are committed to become a net-water-positive organization and zero waste-to-landfill status by 2030 and a net-zero company by 2047, when India would celebrate its 100th year of independence. To reduce its carbon footprint, your company has already taken various measures like installation of rooftop solar PV on office buildings and solar PV plants on vacant substation land, progressive replacement of diesel vehicles by e-vehicles, improving carbon sink through plantations, et cetera. Award for setting up an 85-megawatt solar generation plant at Nagda has been placed. Generation from this plant will help in meeting captive power needs of the company besides being available for sale through exchanges. Your company is also considering setting up solar generation plants of total capacity 80 megawatts on vacant plants available within existing substations. You will be happy to note that Power Grid has commissioned India's first greenfield 220 kV digital substation at Chandigarh. With this, your company has joined elite league of utilities worldwide who have achieved commercial implementation of Process Bus based digital substation. Your company is also constructing a greenfield 400 kV digital substation at Navsari, Gujarat. Digital substations significantly reduce the use of cables in extra high-voltage substations resulting in safer working environment and lower carbon footprint. Your company intends to deploy this technology on larger scale for transmission capacity additions in times ahead. Power Grid is also exploring options for replacement of the old SF6 circuit breakers, having high global warming potential with high alternate environmentally sustainable gas-based circuit breakers on pilot basis. Being a responsible corporate organization, community engagement is one of our business priorities. Your company has been taking up a number of CSR initiatives for socioeconomic development of communities and the region around its operations. Under the corporate social responsibility initiatives, your company has spent INR 321.66 crores against a budget of INR 311.97 crores during FY '23 and 168 new CSR projects worth INR 275.1 crores were sanctioned. Our CSR projects have demonstrated significant impacts on the local community and society at large, primarily in the areas of skill development, health care, drinking water and sanitation. With great satisfaction, I share with you that during fiscal '23, Vishram Sadans built under company's CSR initiatives at Darbhanga, Guwahati and Vadodara were completed. With these 6 Vishram Sadans are operational and serve more than 75,000 patients annually. Considering the immense help to the underprivileged patients and their attendants provided by Power Grid Vishram Sadans, 4 more Vishram Sadans are being constructed at Ranchi, Bangalore, Berhampore and Jhansi. Dear friends, your company's CSR initiatives have been well recognized. And during the year, the company is privileged to receive 24th Platts Global Energy Awards, Corporate Impact Award, Critical Response category. In recognition of its initiative for improving rural livelihoods and protecting environment through farmer-centric integrated watershed management, your company has been conferred CSR World Leader Award 2022 and International CSR Excellence Award 2022. Dear shareholders, corporate governance remains a key driver of sustainable growth in Power Grid. Your company believes that it is critical in creating and enhancing value for shareholders while safeguarding the interest of multiple stakeholders and society at large. Your company remains committed to carrying forward every business endeavor in a free, fair and transparent manner. The company is complying with the guidelines issued by the authorities as applicable to public sector undertakings, the details of which are provided in the corporate governance report forming part of the annual report. Innovation and digital transformation. Dear shareholders, Power Grid has been fostering a culture of innovation with a focus to develop cost-effective solutions in the era of energy transition. Digitalization is key to the management of the large asset base of your company at par with best global standards. Remote monitoring and operation of our transmission system on a real-time basis is being done with the state-of-the-art National Transmission Asset Management Center and Regional Transmission Asset Management Centers, which operate and monitor 271 of our substations. During the year, in a first of its kind, your company integrated the HVDC plus/minus 500 kV 1,500-megawatt HVDC Rihand-Dadri Bi-Pole terminals and the 500-megawatt Vindhyachal HVDC back-to-back terminal with the NTAMC/RTAMC to enable remote operation. Your company continuously assesses processes wherein digital interventions have the potential for greater efficiency. During the year, an asset management dashboard named UDAAN, Unique Digital Analysis of Assets and Network, has been developed, which gives a bird's eye view, geospatial view of our asset management system throughout the organization. For the existing in-house asset health indexing software PALMS has been upgraded with sophisticated diagnostic methods. Spearheading the advancement in the field of substation aerial inspection, your company has undertaken development of programmable drones with specialized sensors, including AI/ML-based analytics, which is first of its kind in India. This will enhance efficiency, accuracy and safety of substation aerial inspections and become a stepping stone to data-driven decision-making. For better analysis and monitoring the health of our transmission line assets, we have developed AI/ML-based defect identification tool, called PG AMRIT, POWERGRID Asset Management through Artificial Intelligence in Transmission and integrated with transmission line patrolling platform, PG-DARPAN, POWERGRID Digital Application for Routine Patrolling & Assessment of Network. PG AMRIT will automatically identify the defects from tower photographs using AI/ML algorithms, which has helped in optimizing the efforts of line maintenance teams. Friends, confluence of project management and digital interventions have significantly enhanced our capability to create an oversight on project activities through dashboards. Your company has also launched an online portal for approval of new manufacturing units, extension of approval of existing manufacturing units and renewal of their quality plans. With the launch of this portal, the complete process for vendor approval to material dispatch has become paperless. During the year, 2 patents have been granted to your company, one for energy-efficient all-season roof screening and the other for smart socket and smart home energy manager. Your company has collaborated with the IIT Kanpur towards developing a substation inspection robo. Your company's corporate office, all regional quarters and 239 substations are certified as per the information security management system, ISO-27001. The company is working closely with designated statutory bodies CERT-In and the NCIIPC for cybersecurity. Power Grid has been delivering continuous growth and unparalleled operational efficiency by dint of its culture of excellence, the grit and determination of our competent, committed, dynamic and motivated workforce. Your company values learning and undertakes initiatives to nurture and promote skill upgradation across all levels. To keep pace with the fast-evolving business landscape, the company is striving to create best-in-class organizational capabilities. We are pursuing collaborations with premium educational institutes and centers of learning, such as the IIIT -- Indian Institute of Science, Bangalore; NIT, Jalandhar; NTPC School of Business; Indian School of Business, Hyderabad, in India and abroad, to enhance and strengthen the leadership qualities, technical capabilities of our employees. The enhancement in the knowledge and skill base of our workforce shall be an advantage in charting organizational growth. I'm pleased to share with you that Power Grid has been recognized as top 100 best companies to work for in India 2022 by the Great Place to Work India with a unique distinction as the only PSU in top 100. It is heartening to share that the prestigious Brandon Hall Excellence Bronze Award 2023 has been bestowed upon your company. This is the second global award for Power Grid's Learning and Development after ATD Best Award received. Dear shareholders, achieving long-term sustainability goals requires widespread awareness among workforce. To ensure this pan-India training programs across business establishments have been carried out towards internalization of ESG framework at all levels. Such endeavors shall be continued ahead also in view of the evolving business imperatives and disclosure requirements. Finally, on behalf of the Board of Directors, I express my earnest thanks to all the stakeholders, the state power utilities, international clients, vendors, investors, international and domestic banks and financial institutions, the credit rating agencies for their continued support. My sincere thanks to the Ministry of Power; Ministry of New & Renewable Energy; Central Electricity Authority; Central Electricity Regulatory Commission; various departments of the Government of India, the Ministry of Finance; Department of Public Enterprises; NITI Aayog; Ministry of Environment, Forest; Security Exchange Board of India; different state governments; office of the C&AG; and the statutory auditors for their support in our operations. I wish to place on record my high appreciation and gratitude for the valuable contribution and support extended by my colleagues on the Board. On behalf of the Board and on my own behalf, I acknowledge the unstinted corporation and continued support given by all the employees. I extend my warmest thanks to all the employees and their family members for their unflinching commitment to Power Grid. In closing, dear shareholders, I'm indeed grateful for the unstinted support of each one of you that gives us the strength to keep moving forward and set pathbreaking benchmarks. I trust you will continue to support in strengthening and improving your company's performance in the coming years. Thank you.

Thank you so much, Chairman and Managing Director, for sharing his views with shareholders. Now with the permission of the shareholders, I would like to read out a few sentences from the Independent Auditor's report. In our opinion, proper books of accounts as required by the law have been kept by the company so far as it appears from our examination of those books. The balance sheet, statement of profit and loss account, including other comprehensive income statement of changes in equity and statement of cash flow, dealt by this report are in agreement with the relevant books of accounts. With respect to the adequacy of internal control over the financial reporting with reference to stand-alone financial statement and consolidated as well of the company and the operating effectiveness of such controls are -- in our opinion, are unmodified and adequate and operating effectiveness of the company, and they are in consonance with the requirement of the organization. Dear shareholders, we know that this is the third or fourth year where we -- you have been voting through electronic means. Still for the benefit of our shareholders, I would like to explain briefly about how to vote electronically. So we have also -- your company has provided electronic voting to the shareholders in consonance with the requirement of the company's act, SEBI regulations and other applicable laws. One thing has to be noted that those who have already voted during our 3 days open of the voting period, they should not vote to the voting, electronic mode in stopover during the AGM proceedings. Otherwise, that will be considered as void. We have -- your company have appointed Savita Jyoti -- M/s. Savita Jyoti Associates as a scrutinizer to scrutinize and give report to the Chairman and Managing Director for declaration of results thereon. The result of the scrutinizer will be available on the website of the company as well as on the website of the KFintech, Power Grid website is powergrid.in, and our RTA KFintech website is evoting.kfintech.com. I request Chairman and Managing Director to announce the opening of polling.

Those who have not cast their votes may exercise their voting right. I request the company Secretary to read out the items of business.

Thank you, sir. The first item is ordinary business, to receive, consider, adopt audited financial statements, including consolidated financial statements of the company for FY '22-'23 together with Board's report, Auditor's report thereon and comments of the Comptroller and Auditor General of India. Resolve that audited financial statements, including consolidated financial statement of the company for the financial year 31st March 2023, together with Board's report and Auditor's report thereon and comments of the Comptroller and Auditor general of India be and is hereby -- be and are hereby, sorry, received, considered and adopted. Second item to confirm payment of first and second interim dividend and to declare the final dividend for FY '22-'23. Resolved that the first interim dividend of INR 5 per equity share of INR 10 that is at the rate of 50% of the paid-up equity share capital declared on 5th November 2022, for which payment of INR 34,87,72,64,320 was made on 30th November 2022; and second dividend of INR 5 at the par value of INR 10 at the rate of 50% of the paid-up equity share capital declared on 31st of January 2023 for which payment of INR 34,87,72,64,320 was made on 24th February 2023. Be and are hereby noted. And pursuant to recommendations of the Board of Directors, a final dividend of INR 4.75 per equity share of INR 10 each, that is INR 47.5 on paid-up share capital of the company amounting to INR 33,13,34,01,104. Be and are hereby declared out of the profits of the company for financial year 2022-'23. And be paid to the members of the company as on the record date that is 8th of August 2023. The third regular item, ordinary business, to appoint a director in place of Shri Abhay Choudhary, DIN 07388432, who retires by rotation and being eligible, offers himself for reappointment. Resolve that Shri Abhay Choudhary who retires by rotation, pursuant to Article 31 of Articles of Association and being eligible offers himself for reappointment, be and hereby reappointed as Director of the company. Fourth item is to authorize the Board of Directors of the company to fix remuneration of the statutory auditors for FY 2023-'24. Resolve that Board of Directors of the company be and are hereby authorized to fix and approve remuneration of the statutory auditors, as appointed by C&AG for the financial year 2023-'24 for a statutory audit and supplementary report on the accounts of the company under Section 143 of the Company's Act and other fee as the Board may deem fit, taking into account recommendations of the Audit Committee in that regard. The fifth item is appointment of Dr. Saibaba Darbamulla, Director Identification Number is 10167281 as Government Nominee Director. Resolve that pursuant to provisions of Section 149, 152 and other applicable provisions, if any, of the Company's Act, rules made thereunder, SEBI regulation 17(1C) and other applicable provisions of SEBI regulations, Dr. Saibaba Darbamulla, Director Identification Number 10167281, whose appointment was communicated vide Ministry of Power, Government of India, order dated 17th May 2023 and appointed by the Board of Directors as Government Nominee Director, with effect from 18th May 2023 in terms of Section 161 of the Company's Act, be and hereby appointed as Government Nominee Director of the company. He shall be liable to retire by rotation. Sixth item is ratification of remuneration of cost auditors for the financial year 2023-'24. Resolve that pursuant to provisions of the Company's Act read with the company's audit and auditor's rules, remuneration of M/s Dhananjay V. Joshi & Associates, Cost Accountants; and M/s Bandyopadhyaya Bhaumik & Co, Cost Accountants as joint cost auditors of the company for transmission and telecom business; as appointed by the Board of Directors for financial year 2023-'24 at the remuneration of INR 250,000 to be shared equally by both of the firms, taxes as applicable to be paid extra. Traveling and other out-of-pocket expenses to be reimbursed as per the policy of the company and additional remuneration of INR 12,500 plus taxes as applicable to be paid to M/s Dhananjay V. Joshi & Associates cost accountants, the least cost -- the lead cost auditor for consolidation and facilitation for the filing of consolidated cost audit report for financial year 2023-'24 of the company as a whole, be and hereby ratified. Then we have another proposal resolution, to enhance borrowing limit from INR 6,000 crores to INR 8,000 crores from domestic market through issue of secured, unsecured, nonconvertible noncumulative, cumulative, redeemable, taxable, tax-free debentures, bonds under private placement for financial year '23-'24. Resolved that in partial modification of resolution passed by the shareholders in 33rd Annual General Meeting held on 29th August 2022 and pursuant to Sections 23, 42, 71 of the Company's Act, read with Rule 14 of the Company's prospects and allotment of securities rules and other applicable provisions, if any; and Securities and Exchange Board of India rules and regulations, and the provisions of other applicable law and the Articles of Association of the company. Approval be and hereby accorded for enhancement of borrowing from INR 6,000 crores to INR 8,000 crores during financial year 2023-'24 in domestic market in finance -- for capital expenditure, providing intercorporate loans to wholly owned subsidiaries, other purposes as may be approved by the Board of Directors, the Committee of Directors for bonds and general corporate purposes in one or more tranches, through issue of secured, unsecured, nonconvertible, cumulative, noncumulative, redeemable, taxable, tax-free, debentures, bonds under private placement. Resolve further that, except for increase of limit to INR 8,000 crores for the proposed borrowing as stated in the resolution serial #1 above, other provisions with respect to borrowing of funds up to INR 6,000 crores as approved in the 33rd Annual General Meeting will remain unaltered. To raise funds up to INR 12,000 crores from domestic market through issue of secured, unsecured, nonconvertible, noncumulative, cumulative, redeemable, flexible, tax-free debentures, bonds under private placement during financial year -- the current financial year in one or more tranches. Resolved that pursuant to provisions of Section 23, 42, 71 of the Company's Act, read with Rule 14 of Company's prospectus and allotment of securities rules, Securities and Exchange Board's regulations and the other applicable provisions plus Articles of Association of the company, approval be and are hereby granted to raise up to INR 12,000 crores in domestic market during financial year '24-'25 for the financing of the capital expenditure, providing intercorporate loans to the wholly owned subsidiaries, joint ventures, other purposes as may be approved by the Board, Committee of Directors for Bonds and for general corporate purposes in one or more tranches, offers through issue of secured, unsecured, nonconvertible, cumulative, noncumulative, redeemable, taxable, tax-free debentures under private placement. Resolved further that the Board of Directors, Committees of Directors for Bond, such officials as may be authorized by the Board of Directors, Committee of Directors for Bond, be and are hereby authorized, and it shall always be deemed to have been so authorized, to finalize detailed terms and conditions of each issue, tranches of bonds, issue program of bonds, deposit, pay fees, execute and deliver files such offer letter, documents, deeds and writing, et cetera, as may be required and to do all such acts, deeds and things as may be necessary for raising of funds up to INR 12,000 crores during FY 2024-'25 from domestic market to private placement of secured, unsecured, nonconvertible, cumulative, noncumulative, redeemable, taxable, tax-free bonds in one or more tranches. Resolved further Director of Finance and the Company Secretary, be and is hereby authorized to carry out minor modifications, if any, and to do all such acts, deeds, things as may be necessary, proper experience and incidental for the purpose of giving effect to the aforesaid resolution. Now we have to capitalize reserve of the company to issue bonus shares. Resolve that pursuant to provisions of Section 63 of the Company's Act and other applicable provisions, including rules, notified thereby, then Article 49b of the Articles of Association of the Company and applicable provisions of the SEBI regulations, foreign exchange management and the guidelines issued by SEBI, RBI and other statutory authorities and as recommended by the Board of Directors of the company and subject to such approvals as may be required from the authorities. Consent of the members be and is hereby accorded to capitalize INR 23,25,15,09,550 out of the securities of premium, general reserves and retained earnings of the company for the purpose of issue of bonus shares to the members of the companies whose name appear on the register of members maintained by the company, list of beneficial owners provided by the depositories as on the record date in the proportion of 1:3 equity share of nominal value of INR 10 only for -- that is for every 3 equity share of nominal value of INR 10, one share shall be issued. Resolve further that all new such equity shares as and when issued shall be subject to provisions of the memorandum and Articles of Association of the company. They shall rank pari-passu in all respect and same rights with existing equity shares of the company and shall be entitled to participate in full -- in dividends and any other corporate actions to be declared after the bonus shares allotted. Resolved further that allotment of new equity shares to the extent they relate to nonresident members, foreign portfolio investors, persons of Indian origin, overseas corporate bodies, and other foreign investors of the company shall be subject to approvals, if any, of the Reserve Bank of India under Foreign Exchange Management Act 1999 and other regulatory authorities as they be necessary and applicable. Resolute further that Board of Directors be and is hereby authorized to make suitable arrangements to deal with the fractional shares arising out of issue of -- issue and allotment of bonus share for the benefit of the eligible members, including but not limited to allotting the total number of new equity shares representing such fractions to a committee or persons to be appointed by the Board of Directors who would hold them and trust for such members and shall as soon as possible, sell such equity shares at the prevailing market price and such net sale proceeds of such equity shares, after adjusting the cost and the expense in respect thereof, be distributed among such members who are entitled to such fraction in proportion to their respective fractional entitlements. Resolved further that in case of members holding equity shares in dematerialized form, the new equity shares shall be credited to their respective beneficiary account. In case of members who hold equity share in physical forms shall be kept in a separate account, and members will be requested accordingly to open the demat account. Thereafter, it will be credited to their respective demat accounts. Resolved further that Board of Directors be and is hereby authorized to do all acts, deeds, matters, things, whatsoever, including settling any questions, doubts or difficulties that may arise with regard to or in relation to the issue or allotment of bonus share and to accept on behalf of the company, any conditions, modifications, alterations, changes, variations in regard to -- in regard as prescribed by statutory authorities and deemed fit and proper. Resolved further that Board of Directors be and is hereby authorized to delegate all or any of the powers conferred by this resolution to committee or any other Director, Company Secretary or any other officer of the company to give effect to the foregoing resolution with power to such committees to further delegate any, all of its powers. Now I request our Chairman and Managing Director to have conversation with our shareholders.

I now invite the shareholders to raise their queries if any relating to items of business as mentioned in the Notice of Annual General Meeting.

Thank you, Chairman. I request our first speaker, [ Mr. Santosh Kumar Saraf ]. We request you to kindly unmute your audio, switch on your webcam and proceed with your question.

[Foreign Language]

I request our next speaker, [ Mr. Manoj Kumar Gupta ]. We request you to kindly unmute your audio, switch on your webcam and proceed with your question.

Respected Chairman, Board of Directors, fellow shareholders. My name is [ Manoj Kumar Gupta ]. I've joined this meeting from my residence, Kolkata. Sir, I feel proud to be a part of Power Grid Corporation of India. And I also feel proud to be a part of PSU companies because the PSU companies are running well, smooth and in profitable and high turnover under the leadership of our beloved Prime Minister, visionary Prime Minister, Shri Narendra Modi. And I thanks to you and your team for a good results of the company for the year '22-'23 in spite of several challenges globally and domestically. But thanks to you for giving a good dividend and return to the investors, and I thank to the Company Secretary and his team for -- to help us to join this meeting through VC. Sir, what's your future outlook for Power Grid business? And now the government is focusing and inspiring people to use the renewable energy and solar energy. So what's your future outlook in this regard, sir? And thanks for your considering the bonus in the ratio of 1:3. So it's a good sign that you always look for the small investors to give return to the investors. In the last 5 years, this is the second bonus, the same ratio 1:3. So it's a good sign that you've considered. And sir, CSR, you are doing a lot of work under the CSR. But sir, can you throw some highlights for your future road map for next 2 to 3 years? How you will take the company on further high move? And I wish to God to give you more success with the help of our entire team of management, staff and executives to take the company on new highs under your leadership, sir.

I request our next speaker, [ Mr. Ashok Kumar Jain ]. We request you to kindly unmute your audio, switch on your webcam and proceed with your question.

Hello. I am audible, sir?

You are audible sir, kindly proceed.

Chairman sir, esteemed Board of Directors and my co-fellow shareholders join the AGM on VC portal. I, [ Ashok Kumar Jain ], joined the AGM from Delhi. First of all, I thank to the Chairman sir and Board members to give us an excellent performance during the year '22-'23. Secondly, I also thanks to the secretary department who help us to join our AGM on VC portal, sir. Now as most of my queries covered in under Chairman sir's speech and some shareholders, my query is that why should not pay the dividend this year also INR 5? And secondly, the bonus declared by the Board, why not 2:1? While last time we 1 out of 3 and this year also 1 out of 3, sir. Kindly consider again for bonus because the most of the shares are not in the equal to the 3.

I request now [ Mr. Manjit Singh ] to kindly unmute your audio, switch on your webcam and proceed with your question. No feedback received. I request [ Ms. C. E. Mascarenhas ] to kindly unmute your audio, switch on your webcam and proceed with your question.

Respected Chairman and members of the Board, my fellow shareholders who are in the VC meet. I'm [ Ms. C. E. Mascarenhas ]. I'm speaking from Mumbai. First of all, I thank the company's and his team for sending me an e-annual report and also registering me as a speaker and also a big thanks to KFintech platform. Thank you so much. Now I go -- our working is great. There's nothing I can say. Rewarding us very good dividend bonus every time. This company, Power Grid, has made us [Foreign Language] So what can I say. It is really -- thanking the whole team for really rewarding us. In the power sector, earlier it was not so much, but now power sector is delivering. Now I congratulate all for the awards you received during the year, and it is all documented in our annual report. Plus, I'm very happy with the CSR work done. Now I go to my query. My first query is ESG rating, as we are in all this power and other work, so I would like to know whether we have done some rating in the ESG, because ESG has noted our work. We have done any rating in the ESG? If so, who is the rating agency? What is the score? Whether it is already listed on some dedicated platform? This is my understanding. Then I would like to know out of total employees, how many are women percentage? And physically and mentally challenged, what is the percentage? What is the -- lastly, I want to -- I don't want to ask any same question, I heard many asking also, because I'm very happy with this company because of the performance and the rewards which has come to us. Lastly, I would like to know future road map for the next 5 years where we see our Power Grid at what level? Because it has been always giving bonus after bonus, now this one which is 1:3. And I know further also will come. Thank you so much. May God bless you, the entire team of Power Grid with good health and may our company grow from strength to strength. And also, I wish to all very festive season, today being Raksha Bandhan and Narali Poornima. And further also, I wish you all best of festive season. Thank you for giving me the opportunity. Thanks once again.

Now I request [ Mr. Anil Babubhai Mehta ] to kindly unmute your audio, switch on your webcam and proceed with your question. No feedback received. I request [ Mr. Surender Kumar Arora ] to kindly unmute your audio, switch on your webcam and proceed with your question. No feedback received. I request [ Mr. Devender Kaur ] to kindly unmute your audio, switch on your webcam and proceed with your question. No feedback received. I request [ Mr. Jaydeep Bakshi ] to kindly unmute your audio, switch on your webcam and proceed with your question.

Chairman and Board of Directors, myself [ Jaydeep Bakshi ], connecting from the city of Kolkata. Thanks to our Company Secretary for giving an opportunity to express my view and presenting a detailed annual report. And also to our [ Karvy ] for conducting this video conference in a smooth manner. Sir, in your initial speech, your explained clearly and vividly about our Power Grid organization's present and future status. Nothing to add on this. Congrats for the excellent performance and a good dividend, which you've passed on to us and also for the announcement of 1:3 bonus, sir. Sir, what is the outlook -- just want to know what is the outlook for future, so that our company remains in its growth path, and we want the shareholders accordingly? And what are our energy conservation measures are we taking? What are our thoughts for the green energy for the future? Our CSR activities are always great, as always return to the society and also for the world. Nothing to add more. I hope, sir, under your guidance, our Power Grid will prosper further in the coming years. Thank you, sir. And all safe and happy pooja greetings and festive greetings to all concerned in today's video conference. Thank you, sir.

Thank you.

I request [ Mr. Surendra Kumar Arora ] to kindly unmute your audio, switch on your webcam and proceed with your question.

[Foreign Language]

I request [ Mr. Yousuf Younus Rangwala ] to kindly unmute your audio, switch on your webcam and proceed with your question.

[Foreign Language]

Thank you.

I request our next speaker, [ Mr. Rajesh Kewalram Chainani ]. We request you to kindly unmute your audio, switch on your webcam and proceed with your question. Sir, no feedback received. So with this, we complete the questions from the speaker. Over to you, Chairman sir. Thank you.

Thank you very much, dear shareholders, for your interventions. [Foreign Language] And therefore, there is ample potential. [Foreign Language] So there is significant opportunity for growth in our business. We comply with the insider trading regulations and as per the SEBI. [Foreign Language] Employee of women, yes, we have 8.15% of our employees as of 31st March who are women. And we do make efforts to recruit and deploy in our various engagements in our various activities. They have very pivotal roles also in the functioning of the company. Dividend has been declared. Last year [Foreign Language] 60% to 67% payout increased to maintain the level of dividend. You must trust the management to balance the interest of the shareholders, both from a dividend perspective and also from the funds required for growth. There have been a few ESG ratings. One of the questions was on ESG ratings. MSCIA, I think -- these are all voluntary ratings, which are driven by these agencies. And finally, I take your suggestion for CSR for senior citizens welfare also. We'll look at it positively. As far as energy conservation measures are concerned, I request you to go through the integrated annual report we have circulated. It has all the details of the various energy conservation measures we have taken. And thank you so much once again for your participation. I now invite our Director of Finance, Shri Ravisankar, to propose the vote of thanks.

It gives me immense pleasure to propose a vote of thanks to our Chairman and Managing Director, Board members of the company, representative of the Honorable President of India, the valued shareholders, Ministry of Power, Ministry of Northeastern region, C&AG, statutory auditors, cost auditors and secretarial auditors of the company. I would also like to thank M/s KFin Technologies Limited, registers and share transfer agents of your company. Last but not the least, the entire Power Grid team. The successful culmination of this event owes much to the support of all of you present here today. Once again, thank you all.

Thank you so much, Director of Finance. I request our Chairman and Managing Director to announce formal closure of this AGM, please.

I declare closure of this meeting formally. Thank you all of you once again.