Interglobe Aviation Ltd
Chairman Speech
Dear Shareholders,
It is a genuine privilege for me to share my thoughts with you, for the
first time in this annual report. Ever since my start at IndiGo in September 2022, I have
been equally excited and proud to be a part of this wonderful company.
Aviation has had a hold on me ever since I joined the industry over 30
years ago, back in 1992. At IndiGo the entrepreneurial spirit, the energy and passion
displayed by our employees, combined with the rich diversity of India have been a true
pleasure for me that I intend to enjoy for long.
The financial year 2023 was a year of first recovery and
thereafter growth. the first half of the year, the path to recovery became clearly visible
when the impact of Covid-19 subsided and travel restrictions were lifted. As a result,
travel rebounded at an extraordinary speed and scale. In the second half of 2022, a lot of
exciting things have been launched and implemented at IndiGo, which we will share
throughout this annual report.
Consequently, and proudly, IndiGo became the first Indian airline to
surpass pre-covid levels of capacity, taking us into the highest passenger number ever -
of 86 million for the Financial Year 2023. The relentless efforts of our professional and
resilient employees enabled us to emerge stronger after this period of crisis.
As a result of the improved external environment and a wide range of
internal initiatives that were taken as part of the new IndiGo strategy,
IndiGo's financial performance considerably improved in FY 2023.
Our revenues more than doubled as compared to last year and we also
As a result of the improved external environment and as part of the new
IndiGo strategy, IndiGo's financial performance considerably improved in FY 2023
reported the highest ever annual revenues of 558.8 billion rupees. With
that, the year had two very distinct halves.
The first two quarters we still suffered losses, yet we were
recovering. The third and fourth quarter were profitable, an important milestone after
some 10 quarters of losses due to Covid-19.
Giving wings to the nation
Right from IndiGo's start, it has been our mission to connect the
vast and diverse India, supporting social cohesion, mobility and economic progress.
IndiGo's journey started almost 17 years ago with one aircraft and a flight to Imphal
via Guwahati.
At the end of FY 2023, we operated more than 1,800 daily flights,
covering 104 destinations, with our fleet of than 300+ planes. With our vast network we
are literally giving wings to the nation, enabling air travel to all large, medium, and
smaller cities across India.
Our many first-time flyers are a true testimony to this, just as the
businesses that can flourish as a result of all connections.
Over the past few months, we have built upon the existing beliefs of
the organization to come up with a purpose. Building upon our strong cultural foundation,
we have formulated it as such: ‘Giving wings to the nation, by connecting people and
aspirations'. This something we have lived by since our inception and which we
continue to fuel going forward.
Fulfilling our purpose has provided us with a place of reckoning in the
global aviation industry. With our 1,800+ flights we are in FY 2023 the 7th largest in the
world by daily departures. We were number one in India by OTP (On Time Performance) in the
last two quarters of this financial year, and we have one of the highest OTP in the world.
We have the largest fleet to be delivered of almost 500 aircraft between FY 2024 and the
end of the decade. We also have the youngest fleet in the world with an average age of
around 3.5 years. We are India's most preferred airline and fully intend to maintain
this position. With more and more international mobility in and out of India, we aim to
extend our scope. And so, our vision is this: To be India's preferred airline for
connectivity in and with India, by doing so being one of the leading airlines in the
world. This is also briefly captured as ‘India by IndiGo'.
Soaring towards new heights and across new frontiers
In FY 2023 we formulated, communicated and started to execute our new
strategy of Towards new heights & across new frontiers. This will be for the years to
come, the next chapter of the inspiring
IndiGo story. We have identified three pillars for our (growth)
strategy - Reassure, Develop and Create - which we will focus on in parallel. The wide
range of initiatives that were collectively set in motion across our Company under these
three pillars have already started to yield results in all areas as became visible in both
the financial results as well as important KPI's such as NPS and OTP.
Reassure
This first pillar of the strategy is reassuring - and improving where
needed - the very basis of our Company. The focus on our three customer promises -
affordable fares, on time performance and courteous and hassle-free service - have been at
the basis of our success. Over the past year we have added a fourth promise: unparalleled
network. Naturally, above all, safety is and will remain our number one priority.
Indeed, the very consistent delivery of our customer promises has
enabled us to grow. In FY 2023, we welcomed around 86 million customers on board, which is
a 72% jump as compared to the previous year and a 14 percent jump as compared to the
previous pre-covid record year FY 2020.
Our vision is to be India's preferred airline for connectivity in
and with India, by doing so being one of the leading airlines in the world. This is also
briefly captured as ‘India by IndiGo'
We also improved our operational performance, which has been one of our
core strengths. Thanks to great efforts made by our staff, we were able to get back into
the number one OTP position in November and have held onto it for most of the remainder of
the financial year.
Additionally, we have had one of the lowest cancellation rates globally
in this year. In November, our new hangar at Bengaluru airport opened to support our
continuously growing fleet. To mark our sixteenth anniversary in August 2022, we
introduced a new revolutionary Three Point Disembarkation process which enables our
customers to exit the aircraft faster than ever before. Being the first airline in the
world to use this process, we have exhibited it at the cover page of this annual report.
The reliability of operations in combination with the service from the
heart of our crew has led to higher customer satisfaction (NPS = Net Promotor Score). To
improve our courteous and hassle-free service we have been simplifying our processes. In
this financial year, our customer complaints remained at an all-time low.
At the end of FY 2023, we had presence in 104 destinations as we added
5 domestic and 2 international destinations, such as Ras Al Khaimah, Itanagar, Mopa-Goa,
Nashik and
Dharamshala. With our 1,800 flights a day we are able to offer almost
500 direct city pairs each day. Domestic connectivity remains a crucial part of our
strategy going forward and we will keep on adding more and more domestic destinations to
our network – further giving wings to the nation.
Develop
On our second pillar, by the end of the decade we will double in size.
Herewith we will have to further develop and align people, processes and technology in
line with this growing size and scale of our Company. Digitization plays a pivotal role in
this. The actions we take in this second pillar will create the stability, structures and
processes to help us steer the company on the path to our aspirations. In FY 2023, we have
already been taking steps: we have upgraded the back-end of our website, developed an
in-house ‘Partnership Booking Engine', introduced RIFD technology that reduces
the inspection time for life vests and introduced the e-logbook for pilots. We are
investing in an HR management system, a new CRM and core digital platforms to enhance
scalability and customer experience.
Next to this, we are also developing our people. Considering the large
extent of hiring, creating the right skills and competencies will remain of great
importance. We are proud to have ifly, one of the largest aviation training academies in
the world, where the IndiGo spirit is created for over 1,850 people a day. Over the years
a strong IndiGo culture has been build and nurtured. Made in IndiGo is one of the programs
that makes me very proud to be part of this company as we give room for the talent that is
inside our home-grown 6E employees. We have seen an uptick in our recent employee promotor
scores (eNPS) and are continuing to build on initiatives that strengthen our employee
engagement and talent management.
At IndiGo, we value diversity, equity and inclusion, and are focused on
creating a safe and conducive space for all employees. With 15% women in the cockpit, we
are proud to have the highest number of women pilots in the world, for which we were
felicitated by the Indian Women Pilots' Association. In 2022, we joined International
Air Transport Association (IATA) 25 by 2025 initiative that focuses on increasing female
leadership to 25% to become one of the change agents in the aviation industry in order to
make it truly diverse and inclusive along with other airlines and industry partners.
Further, we are determined to push our 45% overall female share even further up through
several programmes and initiatives such as "Take-Off 2.0" - a programme which
provides opportunities to women who have been on a career break. These programmes and
initiatives underpin IndiGo's commitment to being an equal opportunity employer.
Create
The third pillar in our strategy will create our future towards the
next phase of our growth combining our strong Indian foundation with international
aspirations. Apart from an unparalleled domestic network, we continue to strengthen our
international network by introducing new destinations and frequencies. At the end of the
financial year, we had presence in 26 international destinations, and surely this number
will go up in the years to come. As a share of the capacity the international capacity
(Available Seat Kilometre - ASK) will reach towards 30% in the next two years. Towards
this goal, early June 2023 we have announced 6 new international destinations namely
Nairobi, Jakarta, Baku, Tashkent, Tbilisi and Almaty. We are taking steps to prepare our
sales and distribution for further international presence. These are exciting steps as we
are connecting the world to India, one dot at a time. In addition to our own network, we
are enhancing our connectivity with our strategic partners. With our codeshare agreement
with
Turkish Airlines we are strengthening our international connectivity
from India by providing services to 33 additional European destinations and 4 additional
destinations in the US. Next, we damp leased B777 from Turkish Airlines. This enabled us
to operate a widebody to Istanbul, the perfect entry point to Europe. A second B777 -
proudly in our own livery- arrived in the current financial year.
Apart from this, we are leveraging our existing platform for growth.
With India emerging as a major electronics manufacturing hub, the country's air cargo
network will become a critical enabler of its success. We have supplemented our business
with two narrow body freighters to support India's cargo growth and an additional one
is planned to arrive later this year.
At the same time, we are taking steps to complement our business with a
customer loyalty program, and strengthen our co-brand card programme, to enable us to
provide a differentiated customer experience, and create further stickiness to our brand.
In sum, all three pillars - Reassure, Develop and Create - are starting
to bear fruit.
Our ESG initiatives - IndiGo Green
At IndiGo, we strive to deliver our customer promise in the most
sustainable way possible. With our investments in the new generation aircraft, we have
been able to reduce CO2 footprint by around 20% in FY 2023 as compared to 7 years ago.
Today, around 80% of our fleet is new generation and due to that, we are one of the lowest
CO2 emitting airlines in the world.
Apart from this, sustainability is integrated at the operational level
and we are making a series of investments towards more responsible flying including single
engine taxiing, optimal climb and descent paths, introduction of electric ground vehicles,
combo units, electronic flight bags and water conservation techniques on-board.
Reaching out to people not only with planes but also with our hearts
Being a responsible airline, we believe that CSR is an important aspect
of our growth going forward. Our CSR arm, IndiGoReach, contributes towards the goal of
sustainable development for communities. It has four focus areas which cover children and
education, women empowerment, environment, and heritage. With different programmes being
implemented across 18 Indian states we have been able to reach over 1 lakh
(100,000) beneficiaries.Itisimmensely gratifying to have been awarded
with the prestigious "Best CSR Award for Women Empowerment" by FICCI.
IndiGo remains committed to supporting humanitarian causes in India and
across the world. Recently, we supported the Indian government in "Operation
Kaveri", in bringing over hundreds of Indian citizens back to their homeland from the
crisis hit Sudan. Earlier in the year, with Turkey being hit by devastating earthquakes,
we provided cargo movement on our flights to Istanbul.
Recognitions from around the world
As India's most preferred airline, we were recognized by several
reputed organizations from around the world. These awards are a testament of our
commitment to operational excellence, and I am proud to name a few of them:
- We were awarded with "World's Youngest Aircraft Fleet"
in the 100+ aircraft category by ch-aviation.
- We were ranked as the 5th most punctual mega airline in the world by
the
Official Aviation Guide (OAG).
- We were awarded as the "Best Low-Cost Airlines in India and
South Asia" by SkyTrax.
Power of We
All this has been made possible by the "Power of We" –
the teamwork displayed by our employees across departments and locations. Our core
strength lies in our highly skilled, motivated, and engaged employees, who enable us to
deliver the courteous and hassle-free service to the 3 lakh (300,000) passengers flying
with us each day (milestone reached on May 21, 2023). I would like to extend my thanks to
all IndiGo employees for demonstrating our true culture and spirit.
Way forward
Moving to the next fiscal year, we are very much energized by the
growth path ahead of us, climbing towards new heights and across new frontiers. The demand
for air travel remains robust, and the overall operating environment remains conducive.
The vision of the government on India's growth and progress, and aviation as one of
the catalysts for this, is benefitting the nation as well as the hospitality and aviation
sector. The investments we are making in people and infrastructure will ensure that IndiGo
remains well-positioned for a strong future growth.
In June 2023 we have set a truly momentous step in the journey of
IndiGo as we placed a firm orderfor Airbus 500 of the A320 Family. This 500 aircraft order
is not only IndiGo's largest order, but also the largest-ever single aircraft
purchase by any airline with Airbus. With this order of 500 aircraft to be delivered
between 2030 and 2035, IndiGo's order book now has almost a 1,000 aircraft yet to be
delivered well into the next decade, allowing us to become a global aviation player.
Just as the efforts of our resilient and dedicated employees enabled us
to emerge stronger after a period of crisis, the same will take us to the next phase of
growth that has already started for both Indian aviation as well as IndiGo. With India
being the fastest growing aviation market globally, and receiving strong support from the
government to improve infrastructure and connectivity, the coming years we will be able to
further give wings to the nation, by connecting people and aspirations. By the time you
have read this annual report, a lot of exciting things will have happened at IndiGo
already. I would kindly encourage you to stay tuned on our website and our social channels
for more invigorating news as we go in this financial year. In FY 2024,
Just as the efforts of our resilient and dedicated employees enabled us
to emerge stronger after a period of crisis, the same will take us to the next phase of
growth that has already started for both Indian aviation as well as IndiGo
we will reach new heights as we gear up to become a 100 million
passenger airline. By the end of this decade, we are looking to double in size and scale.
In other words, something that took us 16 years will now be achieved in less than half of
that timeframe.
I will conclude by expressing my deepest gratitude to all our
customers, stakeholders and partners for their unwavering faith in us. For our 6E stars,
all the colleagues at the various disciplines and geographical locations, I would like to
take a deep bow for your unwavering support, dedication and relentless efforts for our
customers and the company itself.
We look forward to continuing our growth path, by working as one team
and focusing on what we do best. This way we will ensure that IndiGo remains structurally
the strongest player in the Indian aviation market, thereby maximizing value for our
shareholders and the communities we serve. India by IndiGo!
| Regards, |
| Pieter Elbers |
| CEO |
  Â
Interglobe Aviation Ltd
Directors Reports
Dear Members,
Your Board of Directors are pleased to present the 20th Annual
Report of InterGlobe Aviation Limited ("Company" or "we" or
"IndiGo") along with the audited financial statements for the financial year
ended March 31, 2023 ("FY 2023"). Wherever required, the consolidated
performance of the Company and its subsidiary has also been provided.
1. Financial Results
The standalone and consolidated financial highlights of the
Company's operations are summarised below:
| Particulars |
Consolidated |
Standalone |
|
FY 2023 |
FY 2022 |
FY 2023 |
FY 2022 |
| Revenue from operations |
544,464.53 |
259,309.27 |
544,464.53 |
259,309.27 |
| Other Income |
14,349.65 |
7,255.98 |
14,314.35 |
7,245.42 |
| Total Income |
558,814.18 |
266,565.25 |
558,778.88 |
266,554.69 |
| Profit/ (Loss) before Tax |
(3,043.85) |
(61,536.84) |
(3,167.16) |
(61,710.25) |
| Current Tax |
(14.04) |
(4.12) |
- |
- |
| Deferred Tax Credit/ (Charge) |
- |
(77.49) |
- |
- |
| Profit/ (Loss) after Tax |
(3,057.89) |
(61,618.45) |
(3,167.16) |
(61,710.25) |
| Other Comprehensive Income / (Loss) net of Tax |
77.24 |
10.65 |
92.60 |
29.65 |
| Total Comprehensive Income/ (Loss) |
(2,980.65) |
(61,607.80) |
(3,074.56) |
(61,680.60) |
| Earnings per equity share of the face value of Rs. 10 each |
|
|
|
|
| Basic (Rs.) |
(7.93) |
(160.01) |
(8.22) |
(160.25) |
| Diluted (Rs.) |
(7.93) |
(160.01) |
(8.22) |
(160.25) |
2. Company's Performance
On a consolidated basis, we achieved a total income of Rs. 558,814.18
million for FY 2023, higher by 109.6% over the previous year's total income of Rs.
266,565.25 million. We reported a net loss of Rs. 3,057.89 million for FY 2023 against a
net loss of Rs. 61,618.45 million for the previous year.
On a standalone basis, we achieved a total income of Rs. 558,778.88
million for FY 2023, higher by 109.6% over the previous year's total income of Rs.
266,554.69 million. We reported a net loss of Rs. 3,167.16 million for FY 2023 against a
net loss of Rs. 61,710.25 million for the previous year.
3. Performance of Agile Airport Services Private Limited
("Agile" or "Subsidiary Company")
Agile is a wholly owned subsidiary of IndiGo and is engaged in the
business of providing ground handling and other allied services to IndiGo at various
airports in India.
The total income of Agile for FY 2023 was Rs. 5,124.66 million, higher
by 37.8% over the previous year's total income of Rs. 3,719.09 million. The net
profit was Rs. 109.27 million indicating an increase of 19% over net profit of Rs. 91.80
million for FY 2022. Pursuant to Section 129(3) of the Companies Act, 2013
("Act") read with Rule 5 of the Companies (Accounts) Rules, 2014, as amended
from time to time, a statement containing the details of performance and salient features
of the financial statements of the Subsidiary Company in form AOC –1 is annexed to
the consolidated financial statements.
In compliance with the provisions of Section 136 of the Act, the
audited financial statements of Agile are uploaded on the Investor Relations section of
the website of IndiGo at
https://www.goindigo.in/content/dam/goindigo/investor-relations/subsidiary-financials/2022-23/Finanical-Statements-Agile-FY-22-23.pdf.
The Company has adopted a policy for determining material subsidiaries
pursuant to Regulation 16(1)(c) of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 ("SEBI LODR Regulations") which is available on
the Investor Relations section of the website of IndiGo at
https://www.goindigo.in/content/dam/goindigo/investor-relations/policies/2021/InterGlobe-Aviation-Limited-Policy-on-Material-Subsidiary.pdf.
We have no material subsidiary as on date.
4. Operational Performance
A. Operations and growth
IndiGo operated 1,815 (1,796 Scheduled, 18 Military, 1 Pax Charter)
peak daily flights and carried over 85.59 million passengers during FY 2023 compared to
1,574 peak daily flights and 49.80 million passengers in FY 2022. Passenger Load Factor
increased from 73.6% in FY 2022 to 82.1% in FY 2023. Total flights operated increased from
402,353 in FY 2022 to 597,829 in FY 2023.
IndiGo operated:
• Scheduled services to 104* destinations, including 7 new
destinations
• 456 cargo flights
• 2,854 charter flights (2,681 Military Charter and 173 Pax
Charter)
*Operations to 4 destinations are yet to resume (CAN, CTU, HKG and RGN)
B. Inducting aircraft and procedures to save fuel
Our fleet, as on March 31, 2023, consists of 162 Airbus 320 NEO, 79
Airbus 321 NEO, 21 Airbus CEO, 39 ATR aircraft, 2 A321 Freighters (P2F) and 1 B777 (damp
lease). During FY 2023, we inducted 47 new fuel-efficient Airbus NEO powered by CFM
LEAP-1A engines, 4 ATR Aircraft, 2 P2F and 1 B777.
IndiGo ranked No.1 for On-Time Performance (OTP) of 86.8% for FY 2023
on DGCA metros. IndiGo also achieved technical dispatch reliability of 99.9%, as published
by Airbus for FY 2023.
The Air Operating Certificate of the Company, which was due for renewal
in August 2022, has been renewed for another five years (i.e. up to August 2027). IndiGo
has obtained Extended Diversion Time Operations (EDTO) for 120 minutes from the Director
General of Civil Aviation (DGCA) to fly on direct routes oversea for 120 minutes on A320
family aircraft. This would help in achieving shorter routes and result in fuel saving.
C. Operational initiatives
We established yet another industry benchmark with a new initiative on
enhancing customer experience introduced on our 16th Anniversary. This
was a third ramp to disembark passengers on arrival in order to reduce the disembarkation
time and IndiGo is the first carrier in the world to introduce this service. This
initiative saves an average of 3 minutes per flight and in turn improves the turnaround
time for the aircraft. The implementation has helped us save 6.75 hours every day which
can go towards more efficient aircraft utilisation.
IndiGo was the first organisation within India to receive DGCA approval
for initial and recurrent training for the implementation of Competency Based Training and
Assessment (CBTA) and Evidence Based Training (EBT). CBTA uses scenario-based training for
more realism and facilitation techniques by the instructor to support the pilot's
development and enhances the pilot's competence to demonstrate the right skills. This
was implemented in line with International Civil Aviation Organisation (ICAO) and
International Air Transport Association (IATA) standards to develop resilience amongst the
pilots, which was required to tide over the last two years. This reaffirms our commitment
towards the adoption of industry-leading initiatives to enhance safety and our training
standard.
IndiGo is the first airline to get regulatory approval and successfully
completed a Localizer Performance with Vertical Guidance (LPV) approach on ATR using the
indigenous GAGAN Satellite to land at airports with no navigational infrastructure.
The Company continues its digitalisation journey with the aim of
enhancing operational efficiency. IndiGo becomes the first organisation to Go-Live with
the Direct and Automatic Data Transfer of flying hours from our crewing systems to the
eGCA Pilot Logbook Portal. With this initiative, our pilots no longer need to maintain and
carry physical logbooks. We are also in the process of attaining DGCA approval and
launching the ‘AvioBook' Electronic Flight Folder – an integrated digital
solution to optimise the entire flight operation, enhancing safety and improving
decision-making and operational efficiency, along with reducing the weight onboard.
We continue to take additional measures to enhance fuel efficiency by
inducting Fuel Monitoring and Management Software and improving current measures such as
Fuel tankering, straightening of routes, onboard weight reduction, and pilot awareness.
During the year we invested in 16 Combo Units (Air-conditioning unit +
Ground power unit) that has helped us save more than 10,000 working hours on the Auxiliary
power unit powered by ATF, resulting in cost savings of Rs. 105.30 million.
We have got into an agreement to take 2 Boeing 777 aircraft from
Turkish Airlines on a damp lease to increase the capacity on the Istanbul route. 1 B777 is
deployed on the DEL-IST-DEL route, effective February 1, 2023.
The Company ensured best-in-class onboard service by keeping customers
at the centre of all its decisions.
We enhanced employment opportunities by successfully selecting and
onboarding over 3,900 cabin crew across India.
We ensured strict enforcement of regulatory Covid-19 guidelines with
follow-up review mechanisms to ensure continued implementation.
In FY 2023, IndiGo continued to focus on contactless travel experience
at the airports. IndiGo increased the passengers' awareness on how they can web
check-in, pay for all ancillary products, add print baggage tags from home and process
awareness videos. These initiatives ensured that nearly 50% of our customers used the
self-check-in facility.
5. Dividend
The Dividend Distribution Policy is available on the website of the
Company and can be accessed at https://www.goindigo.in/content/
dam/goindigo/investor-relations/policies/2021/InterGlobe-Aviation-Limited-Dividend-Distribution-Policy.pdf.
The Policy sets out the parameters and factors to be considered by the Board in
determining the distribution of dividend to its Members and / or retaining profits. There
has been no change in this Policy during the year under review.
Based on the Company's performance, cash flow position and the
losses carried forward from the previous years, the Board has not recommended any dividend
on the equity shares.
6. Amount to be carried to Reserves
The Directors do not propose to transfer any amount to reserves.
7. Employee Stock Option Scheme
Pursuant to approval of the Members of the Company on June 25, 2015,
the ‘InterGlobe Aviation Limited - Employee Stock Option Scheme 2015'
("Scheme") was adopted, which was amended on September 7, 2016. Under the
Scheme, share-based benefits are granted to the eligible employees by granting stock
options ("Options"), with a view to attract and retain talent and encouraging
employees to align their individual performances with the Company's broader growth
objectives. During FY 2023, there has been no change in the Scheme and the Company
continues to comply with the provisions of the SEBI (Share Based Employee Benefits and
Sweat Equity) Regulations, 2021, as amended ("SEBI SBEB Regulations").
The disclosure, in compliance with the SEBI SBEB Regulations, is
uploaded on the Investor Relations section of the website of the Company at
https://www.goindigo.in/content/dam/goindigo/investor-relations/other-related-documents/2022-23/statement-under-Reg-14-of-the-SEBI-share-based-employee-benefits-and-sweat-equity-egulations-2021-2023.pdf.
8. Increase in Share Capital
Pursuant to the allotment of 292,370 equity shares of Rs. 10 each upon
exercise of vested Stock Options by the eligible employees under the Scheme, the issued,
subscribed, and paid-up share capital of the Company increased from 385,254,729 equity
shares as on March 31, 2022 to 385,547,099 equity shares of Rs. 10 each as on March 31,
2023, aggregating to Rs. 3,855.47 million.
9. Related Party Transactions
The Company had adopted ‘InterGlobe Aviation Limited – Policy
on dealing with Related Party Transactions' ("RPT Policy") in compliance
with Regulation 23 of the SEBI LODR Regulations. During FY 2023, there has been no change
in the RPT Policy. The transactions entered by the Company with its related parties were
in compliance with the RPT Policy and in the best interest of the Company. The RPT Policy
is available on the Investor Relations section of the website of the Company at
https://www.goindigo.in/
content/dam/goindigo/investor-relations/policies/2021/IGAL-Policy-on-Related-Party-Transactions-2019.pdf.
All the contracts/ arrangements/ transactions entered into by the
Company with its related parties during FY 2023, were in its ordinary course of business
and on an arm's length basis and were approved by the Audit Committee. The necessary
approvals were obtained in accordance with the RPT Policy.
During FY 2023, the Company has not entered into any arrangement /
transaction / contract with its related parties which could be considered material and
required approval of the Board or the Members. Accordingly, the disclosure of the
particulars of the related party transactions in form AOC -2 as required under Section
134(3)(h) of the Act is not applicable.
For further details of related party transactions during the year,
please refer to note number 35 of the notes forming a part of the financial statements,
attached to the Annual Report.
Pursuant to Regulation 23 of the SEBI LODR Regulations, the details of
related party transactions were filed with the stock exchanges on half yearly basis.
10.Directors and Key Managerial Personnel
a) Directors
As on March 31, 2023, the Board comprised of eight (8) members with an
appropriate mix of Non-Executive Directors, Executive Directors and Independent Directors.
Mr. Meleveetil Damodaran stepped down as the Chairman and Independent
Director of the Company on attaining the age of 75 years on May 03, 2022. He was later
appointed as a Non-Executive Non-Independent Director of the Company by the Board w.e.f.
July 16, 2022, which was approved by the shareholders at their Annual General Meeting
(AGM) held on August 26, 2022.
Mr. Vikram Singh Mehta and Air Chief Marshal (Retd.) Birender Singh
Dhanoa were appointed as Independent Directors on the Board w.e.f. May 27, 2022. Their
appointment was approved by the shareholders at their AGM held on August 26, 2022.
Ms. Rohini Bhatia stepped down as a Non-Executive Director of the
Company w.e.f. July 11, 2022. The Board placed on record its appreciation for the guidance
provided by her during her tenure as Director on the Board and its Committees, especially
towards meeting its CSR objectives and activities.
Mr. Ronojoy Dutta stepped down as the Whole Time Director and CEO of
the Company w.e.f. September 30, 2022. The Board placed on record sincere thanks to Mr.
Dutta for effectively leading the Company with a steady hand through the most turbulent
period in the Company's history and the aviation industry globally.
Mr. Gregg Saretsky, Non-Executive Director, retires by rotation and
being eligible, offers himself for reappointment at the ensuing AGM. The Notice of AGM
includes the proposal for re-appointment of Mr. Saretsky as stated above.
The Company has received declarations from all the Independent
Directors confirming that they meet the criteria of independence as laid down under
Section 149 of the Act and Regulation 16 of the SEBI LODR Regulations and complied with
the Code for Independent Directors prescribed in Schedule IV of the Act. During FY 2023,
there has been no change in the circumstances affecting their status as Independent
Directors.
None of the Directors of the Company is disqualified to act as a
Director as per the requirement of Section 164 of the Act.
b) Key Managerial Personnel
Mr Pieter Elbers (Petrus Johannes Theodorus Elbers) was appointed as
the Chief Executive Officer of the Company pursuant to the approval of the Board of
Directors w.e.f. September 6, 2022.
11.Number of meetings of the Board
The Board met 13 times during FY 2023. The details of meetings of the
Board and attendance of the Directors at the Board meetings are given in the Report on
Corporate Governance which forms a part of the Annual Report.
12.Committees of the Board
As on March 31, 2023, the Board had the following five committees: i.
Audit Committee ii. Nomination and Remuneration Committee iii. Risk Management Committee
iv. Corporate Social Responsibility Committee v. Stakeholders Relationship Committee
The details of the composition, terms of references, and number of
committee meetings held during FY 2023 and the attendance of the committee members at each
meeting are given in the Report on Corporate Governance which forms a part of the Annual
Report.
13.Board Evaluation
Pursuant to the provisions of the Act and the SEBI LODR Regulations, an
evaluation process is carried out on an annual basis to evaluate the performance of the
Board and the Board Committees, the Chairman of the Board and all Directors, including
Independent Directors. The evaluation is aimed at improving the effectiveness of all these
constituents and enhancing their contribution to the functioning of the Board.
For FY 2023 on the recommendation of the Nomination and Remuneration
Committee, an independent external expert in Board evaluation, was engaged by the
Management to undertake such evaluation. He carried out the exercise through
questionnaires, both numeric as well as qualitative, that were sent directly to the Board
members on a confidential basis. The independent external expert also had individual
conversations with each Board member and developed separate evaluation reports.
Subsequently, the independent external expert collated reports for (a) the Board as a
whole, (b) Chairman of the Board, (c) Individual Directors, both Independent and Non-
Independent, and (d) for each of the Board Committees separately. The assessment of
individual Directors was sent separately to the concerned Directors. The results of
evaluation of the Board and its various Committees were subsequently discussed by the
Board at its meeting and the areas for improvement of the functioning of the Board and
committees were noted.
In a separate meeting of the Independent Directors, performance of the
Non-Independent Directors, Chairman of the Board and the Board as a whole was also
discussed, taking into account the views of Executive Directors and Non-Executive
Directors.
14.Remuneration Policy
The Company had adopted the ‘InterGlobe Aviation Limited –
Nomination and Remuneration Policy' in compliance with Section 178 of the Act and
Regulation 19(4) read with Part D of Schedule II to the SEBI LODR Regulations, for
identification, selection and appointment of Directors, Key Managerial Personnel (KMPs)
and Senior Management of the Company. The Policy lays down the process and parameters for
the appointment and remuneration of the KMPs and other senior management personnel and the
criteria for determining qualifications, highest level of personal and professional
ethics, positive attributes, financial literacy and independence of a Director. The Policy
is available on the Investor Relations section of the website of IndiGo at https://www.
goindigo.in/content/dam/goindigo/investor-relations/policies/2021/InterGlobe-Nomination-and-Remneraion-Policy.pdf.
15.Succession Planning
The Company has been following a rigorous process of leadership talent
review, named "Talent Council". As an outcome of the Talent Council, we discuss
and identify successors for all leadership roles. These successors are identified at three
different levels of readiness. We focus on developing this pool of identified successors
through diverse learning experiences and work on filling the gaps through external talent.
We are consciously transitioning from a function vertical specific succession strategy to
building a pool of fungible leaders who can assume new roles in any work context.
16.Risk Management
The Company has a structured Enterprise Risk Management framework
("ERM framework") based on the guiding principles from SEBI of identifying,
assessing and mitigating the risks. It is an integral part of decision-making and is
dynamic in nature, undergoing continuous improvement. We have strong and robust internal
processes to monitor and manage risks. The ERM framework follows an annual process of
setting objectives, identifying key risks on an ongoing basis, developing a mitigation
action plan and monitoring.
The Risk Management Committee has been empowered to frame, implement
and monitor the risk management practices. The Committee has been entrusted with
systematically overseeing, reviewing and updating the risk management calendar, based on
certain risks becoming more important during the year. The Committee meets on regular
intervals and discusses risks relating to supply-chain disruptions, unfavourable fuel and
forex movement, competition, adverse regulatory changes and litigations, pandemic, talent
retention, cyber threat and data protection, employee health and labour relations,
sustainability and climate change, airline safety and security, business continuity plan,
reputation and any other new risk that may be identified by the Management.
The Audit Committee has additional oversight in the area of financial
risks and the Nomination and Remuneration Committee ensures there is a succession plan in
place for leadership team.
A note on key risks of the Company is given in the Management
Discussion and Analysis Report which forms a part of the Annual Report.
17.Corporate Social Responsibility
A brief outline of the Corporate Social Responsibility
("CSR") Policy and the initiatives undertaken by the Company on CSR activities
during the year are set out in Annexure - A to this Report, in the format prescribed in
the Companies (Corporate Social Responsibility Policy) Rules, 2014.
For other details regarding the CSR Committee, please refer to the
Report on Corporate Governance, which forms a part of the Annual Report.
The Corporate Social Responsibility Policy as approved by the Board is
available on the Investor Relations section of IndiGo's
websitehttps://www.goindigo.in/content/dam/goindigo/investor-relations/policies/InterGlobe-Aviation-Limited-Corporate-Social-Responsibility-Policy-2.pdf.
18.Statutory Auditors
S.R. Batliboi & Co. LLP (Firm Registration no. 301003E/E300005) was
appointed as the Statutory Auditors of the Company at the 16th AGM held
on August 27, 2019, for a term of five consecutive years from the conclusion of the 16th
AGM till the conclusion of the 21st AGM of the Company, in accordance with the
provisions of Section 139 of the Act.
The Reports given by the Statutory Auditors on the standalone financial
statements and the consolidated financial statements of the Company for FY 2023 form part
of the Annual Report. The Reports do not contain any qualification, reservation or adverse
remark or disclaimer by the Statutory Auditors.
19.Secretarial Auditors
The Board of Directors of the Company had appointed M/s. RMG &
Associates, Company Secretaries for conducting secretarial audit of the Company for FY
2023. The Secretarial Audit Report issued by the aforesaid Secretarial Auditor is attached
as Annexure - B to this Report. The Company has received a notice from the NSE and BSE
imposing penalties for alleged non-compliance of Regulation 17(1A) and Regulation 20 of
the SEBI LODR Regulations. The Company has not paid any penalty and preferred to file the
waiver application with the stock exchanges which is pending as on date. Except as
mentioned above, there has been no qualification, reservation, observation, disclaimer or
adverse remark in the Secretarial Audit Report.
20.Non-applicability of maintenance of cost records
The Central Government has not prescribed the maintenance of cost
records under Section 148(1) of the Act and the Rules issued thereunder with respect to
the aviation business.
21.Whistle blower Policy / Vigil Mechanism
The Company believes that it is critical to listen to whistle blowers
to take the path to sustainable growth and good governance. Any actual or potential
violation of the Code of Conduct, or any law governing IndiGo, howsoever insignificant, is
a matter of serious concern. Timely reporting of such violations could avoid or minimise
the Company's reputational or financial losses. To this effect, and pursuant to
Section 177(9) of the Act and Regulation 22 of the SEBI LODR Regulations, a robust whistle
blower/ vigil mechanism has been laid down, which enables timely and reliable reporting of
actual or suspected violations.
As part of this, the Company has laid down a Whistle blower Policy,
which provides the procedures for employees and other stakeholders to report unacceptable
practices, misconduct, or violation of its Code of Conduct or applicable laws, provides
necessary safeguards to protect whistle blowers from victimization and retaliation, and
provides for direct access to the Chairperson of the Audit Committee, in exceptional
circumstances. During FY 2023, no person was denied access to the Chairperson of the Audit
Committee. The policy is available on the Investor Relations section of IndiGo's
website
https://www.goindigo.in/content/dam/goindigo/investor-relations/policies/IGAL-WhistleBlower-Policy-clean-11-17-22.pdf.
The whistleblowing mechanism also comprises a whistle blower helpline,
named as "6E Ethics Helpline". This provides whistle blowers five channels to
report violations, including toll-free hotline, email, web portal, chatbot and postal
mail. Four of these reporting channels provide whistle blowers the choice to report
anonymously. The Company takes pride in successfully implementing its whistle blowing
helpline in ways that have instilled confidence amongst employees and other stakeholders
to raise their concerns.
All complaints of suspected violations are taken seriously and reviewed
promptly. All investigations are carried out objectively and independently, following the
principles of natural justice. Based on the nature and severity of the violation of the
Code of Conduct, the Company policies and/or the law, appropriate action is taken. The
Audit Committee oversees the implementation of the Policy and reviews the resolution of
complaints on a quarterly basis.
22.Disclosure under Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013, as amended ("POSH Act")
There is a zero-tolerance policy towards cases of sexual harassment at
workplace reported by any person. Accordingly, an Internal Committee has been constituted,
which has a female Chairperson who is a member of our Senior Management team and also has
an external female member who is a lawyer. The Internal Committee ensures that all matters
are resolved in a timely manner.
There is a robust internal mechanism and policy on ‘Prevention of
Sexual Harassment at Workplace' to deal with such matters. All employees are
sensitized to the policy right from the day of employment. We also conduct awareness
programs for employees on the policy and have awareness posters with details of how to
report a complaint along with the details of the Internal Committee members, which are
displayed across all our working locations. The Internal Committee ensures that all cases
reported are resolved in a timely manner, in accordance with the POSH Act. All
investigations are handled in a very objective, sensitive, and fair manner without
attaching any prima-facie guilt to the respondent merely upon receipt of a complaint
against the employee. Utmost confidentiality is maintained while handling these matters.
For details on the cases reported and resolved during FY 2023 and the
mechanism followed while dealing with such cases, please refer to Business Responsibility
and Sustainability Report forming part of the Annual Report.
23.Internal Financial Control and their adequacy
An adequate Internal Financial Control (IFC) system has been put in
place to ensure compliance with various policies, practices, and statutes. The Company
ensures that such IFC systems are commensurate with the size and complexity of our
business and are adequate and operating effectively on an ongoing basis.
The Board has adopted policies and procedures for:
• Effectiveness and efficiency of operations
• Adequacy of safeguarding Company's assets
• Prevention and detection of frauds and errors
• Accuracy and completeness of accounting records
• Timely preparation of reliable financial information
The details in respect of IFC and their adequacy are included in the
Management Discussion and Analysis Report, which forms a part of the Annual Report.
24.Public Deposits
The Company has not accepted deposits from the public falling within
the ambit of Section 73 of the Act and the Rules made thereunder.
25.Particulars of Loans, Investments and Guarantees
The particulars of loans, investments and guarantees as on March 31,
2023, covered under Section 186 of the Act read with the Companies (Meetings of Board and
its Powers) Rules, 2014, as amended and Regulation 34(3) read with Schedule V of the SEBI
LODR Regulations, are given in the notes to the standalone financial statements, which
forms a part of the Annual Report.
26.Material changes and commitments affecting the financial position of
the Company, between the end of FY 2023 and the date of this Report
Other than as stated elsewhere in this Report, there are no material
changes and commitments affecting the financial position of the Company between the end of
FY 2023 and the date of this Report.
27.Management Discussion and Analysis Report
The Management Discussion and Analysis Report on financial and
operational performance, industry trends and other required details prepared in compliance
with Regulation 34 of the SEBI LODR Regulations for FY 2023 forms a part of the Annual
Report.
28.Report on Corporate Governance
In compliance with Regulation 34 read with Schedule V of the SEBI LODR
Regulations, the Report on Corporate Governance, inter-alia, covering composition, details
of meetings of the Board and its Committees, together with a certificate from the
Secretarial Auditors regarding compliance of conditions of corporate governance, forms a
part of the Annual Report.
A certificate from the Chief Executive Officer and the Chief Financial
Officer in terms of Regulation 17 of the SEBI LODR Regulations, inter-alia, confirming the
correctness of the financial statements and cash flow statements, adequacy of the internal
control measures and reporting of matters to the Audit Committee, also forms a part of the
Annual Report.
29.Business Responsibility and Sustainability Report
In compliance with Regulation 34 of the SEBI LODR Regulations read with
SEBI Circular no. SEBI/HO/CFD/CMD-2/P/CIR/2021/562 dated May 10, 2021, the Business
Responsibility and Sustainability Report of the Company for FY 2023 describing the various
initiatives undertaken from an ethical, environment, social and governance perspective
during FY 2023 forms part of the Annual Report.
30.Annual Return
In compliance with Section 92(3) and Section 134(3)(a) of the Act and
the Rules made thereunder, a copy of Annual Return as on March 31, 2023, is available on
the Investor Relations Section of the IndiGo's website
https://www.goindigo.in/content/dam/
goindigo/investor-relations/other-related-documents/2022-23/Annual-Return-MGT-7-FY-2022-23.pdf.
31.Significant material orders passed by the Regulators, Courts and
Tribunals
There are no significant material orders passed by the regulators,
courts or tribunals impacting the going concern status of the Company and its operations
in future.
32.Awards and Recognitions
During FY 2023, the Company received multiple awards and recognitions.
Details in respect of such awards and recognition received by the Company are captured at
Page No.__, which forms a part of the Annual Report.
33.Directors' Responsibility Statement
Pursuant to Section 134(5) of the Act, the Board, based on
representations received from the Management, and the processes involving the
Company's statutory and internal audit functions, and to the best of its knowledge,
ability, and due inquiry, confirms that:
i. In preparation of the annual accounts, applicable accounting
standards have been followed and proper explanation for any material departures has been
provided. ii. Applicable accounting policies have been selected and applied consistently
in order to form views/make judgments and estimates that are reasonable and prudent. This
is intended to facilitate a true and fair view of the state of affairs of the Company at
the end of FY 2023 including profit/loss of the Company for that period.
iii. Proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of the Act is taken for safeguarding
the assets of the Company and for preventing and detecting fraud and other irregularities.
iv. Annual accounts have been prepared on a going concern basis.
v. Internal Financial Controls (IFCs) to be followed by the Company
have been laid down and such IFCs are adequate and operating effectively.
vi. Proper systems have been devised to ensure compliance with the
provisions of all applicable laws and such systems are adequate and operating effectively.
34.Particulars of Employees
The statement containing disclosure of remuneration under Section
197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel), Rules, 2014, as amended is given in Annexure - C forming a part of
this Report. The information as per Rule 5(2) and Rule 5(3) of the abovementioned Rules
pertaining to the names of top ten employees and other particulars of employees is
provided in a separate annexure. However, as per the provisions of Section 136(1) of the
Act and the Rules made thereunder, the Annual Report and the financial statements,
excluding the aforesaid annexure, are being sent to the Members, and other persons
entitled thereto. Any Member interested in obtaining this statement, may write to the
Company Secretary requesting for the same.
None of the employees listed in the Annexure is related to any Director
of the Company.
35.Transfer of unpaid / unclaimed dividend to Investor Education and
Protection Fund
The provisions to transfer unpaid / unclaimed dividend to the Investor
Education and Protection Fund (Fund) under Section 124(5) of the Act do not apply to the
Company for FY 2023 since there is no unpaid / unclaimed dividend which was due for
transfer to the said Fund during FY 2023.
36.Reporting of Fraud
The Auditors of the Company have not reported any instances of fraud
committed in the Company by its officers or employees as specified under Section 143(12)
of the Act.
37.Conservation of Energy, Technology Absorption
We persistently strive to run our operations more efficiently to reduce
its fuel consumption and resultant fuel emissions. This endeavour entails IndiGo's
continuous commitment towards conservation of energy and motivates it to embrace newer
technological advances.
The Company has incorporated policies, including flight and ground
procedures, for conservation of fuel and has trained flight crew and aircraft maintenance
engineers to ensure that fuel is conserved to the extent possible.
The Company ensures that there is adequate fuel for its aircraft, after
evaluating various traffic trends in the air and also on the ground, thus avoiding any
additional/ unnecessary fuel upliftment. The Company has installed softwares for accurate
flight planning. These softwares provide accurate maps and the most efficient flight path,
employing continuous descent approaches and economy cruise speeds. It also provides
recommendations for optimising engine settings for take-off and climb. Further, innovative
statistical data driven solutions has been adopted along with recommended manufacturer
upgrades for descent fuel optimisation. We are also working with Airbus on big data
analytics using Airbus platforms like SKYWISE.
The Company has also adopted fuel policies designed to reduce costs on
the ground, including the use of the Eco-Power Engine Wash process for aircraft engines,
the use of ground equipment in place of aircraft auxiliary power units (which consume more
fuel), use of single engine for taxiing on ground and introduction of other
engineering/operating protocols. These policies are all designed to optimise fuel
consumption and reduce our carbon footprint and thereby finally reducing costs.
We continue to use technology to enhance processes to ensure safe and
comfortable travel by air which helped gain customer confidence in IndiGo. Innovation such
as solar Baggage Freight Loader (BLF) and Combo unit [combined Ground Power Unit (GPU) and
Aircraft Cooling Unit (ACU)], helped in saving ATF, reducing carbon emissions. We are
investing in Combo units which reduce Auxiliary Power Unit (APU) usage on ground and
helped in reducing APU fuel burn and reducing carbon footprint.
We are engaged with stakeholders to collaborate on multiple air space
optimisation initiatives like shortening of routes, promulgation of required navigation
performance (RNP) approaches, optimising flight routes through conditional route (CDR). We
are the first operator to adopt LPV (localiser performance with vertical guidance)
approaches on ATR Fleet. This shall enable our ATR aircraft to land under marginal weather
conditions utilising indigenous satellite-based augmentation system GAGAN. The Government
of India has promoted flexible use of airspace and we are using this opportunity to
utilise every bit of airspace to reduce fuel consumption and simultaneously reducing
carbon footprint.
Further, operational endeavours have helped save carbon emissions to
the tune of approximately 37000 tonnes through single engine taxiing, optimized landing
and focused fuel uplift.
The Company has sought to reduce the weight of its aircraft by
selecting lighter seats and by choosing not to have in- flight entertainment systems. The
aircraft weight has been further reduced by equipping the entire fleet with Electronic
Flight Bags (EFB) and removing paper manuals weighing 40kg from each Airbus aircraft. As
an example, this small initiative alone will save the Company fuel to the tune of 800
tonnes each year and 2,500 tonnes of carbon emissions approximately.
We continue to explore the feasibility of using ground vehicles on
cleaner alternative fuels like CNG/ electricity to reduce carbon emissions at airports.
38.Compliance with Secretarial Standards on Board and General Meetings
Pursuant to the provisions of Section 118 of the Act, the Company has
complied with all the applicable provisions of the Secretarial Standard – 1 on Board
meetings, issued by the Institute of Company Secretaries of India and Secretarial Standard
– 2 on General meetings.
39.Foreign exchange earnings and outgo
The details of foreign exchange earnings and outgo for FY 2023, on an
accrual basis, are set out below:
| Particulars |
Amount (Rs. in million) |
| Foreign exchange earnings |
81,382.21 |
| Foreign exchange outgo* |
191,726.43 |
*Foreign exchange outgo excludes foreign exchange gain/loss on
reinstatement of assets and liabilities.
40.Acknowledgement
The Board is grateful for the continuous patronage of our valued
customers and remains committed to ensuring that the Company provides an on-time,
courteous and hassle-free experience. The Board acknowledges and appreciates the hard work
and dedication of the employees of the Company who have stood strong and worked together
as a team during FY 2023.
We take this opportunity to express our appreciation to the central and
state governments, regulatory authorities, investors, bankers and all other stakeholders
for their trust and support and reaffirm our commitment to be the airline of choice for
all our stakeholders.
|
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On behalf of the Board of |
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InterGlobe Aviation Limited |
|
Dr. Venkataramani Sumantran |
Anil Parashar |
|
Chairman |
Director |
|
DIN: 02153989 |
DIN: 00055377 |
| Date: May 18, 2023 |
|
|
| Place: Gurugram |
|
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