gail india ltd Auditors report

TO THE MEMBERS OF

GAIL (INDIA) LIMITED

REPORT ON THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS

OPINION

We have audited the accompanying standalone financial statements of GAIL (India) Limited (hereinafter referred to as "the Company"), which comprise of the Standalone Balance Sheet as at March 31, 2023, the Standalone Statement of Profit and Loss (including Other Comprehensive Income), the Standalone Statement of Changes in Equity and the Standalone Statement of Cash Flows for the year then ended, and notes to the financial statements, including a summary of significant accounting policies and other explanatory information (hereinafter referred to as "the standalone financial statements"). In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Companies Act, 2013 ("the Act") in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards ("Ind AS") prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended and accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2023, its profit including other comprehensive income, changes in equity, and its cash flows for the year ended on that date.

Basis for opinion

We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditors Responsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India ("ICAI") together with the ethical requirements that are relevant to our audit of the standalone financial statements under the provisions of the Act and the Rules there under, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion on the standalone financial statements

. Emphasis of matter

1. We draw attention to Note No. 32 (III) to the standalone financial statements regarding, various final transportation tariff orders issued by Petroleum and Natural Gas Regulatory Board (PNGRB), which have been contested by the company at Appellate Tribunal for Electricity (APTEL) and also certain customers have challenged these orders of PNGRB in Court of Law. Adjustment if any will be recognized as and when matter is finally decided.

2. We draw attention to Note No. 29 (I) (a) (iii) to the standalone financial statements regarding CESTAT order confirming the demand for the differential amount by the Central Excise Department in the matter pertaining to classification of ‘Naphtha manufactured by the Company, of 3,391 crores including applicable penalty and interest thereon. Considering the merits of the case, Company has filed an appeal before the Honble Supreme Court. Based on the legal opinion obtained, the Company does not foresee any probable outflow in the matter and accordingly has disclosed the same under contingent liability.

3. We draw attention to Note No. 29 (I) (a) (iii) to the standalone financial statements regarding, regarding demand by customs authorities amounting to 934.01 crore including penalty and interest, on account of Special Additional Duty (SAD) and Custom Duty on differential quantity, while finalizing provisionally assessed Bill of Entries in respect of import of LNG by Company during September 2017 to March 2022 at Dabhol Port, Ratnagiri. Considering the merits of the case, the Company is in process of filing an appeal before the Commissioner (Appeals) Pune. Further based on the exemption notification 51/2017 dated 30.06.2017, clarification provided by Central Board of Indirect Taxes and Customs (CBIC) and practice being followed at other Custom Port i.e. Dahej & Hazira, the Company is confident of favorable outcome in the matter and accordingly has disclosed the same under contingent liability

4. We draw attention to Note no 68 to the standalone financial statements regarding depreciation on Natural Gas/LPG Transmission Pipelines considering useful life 30 years and residual value 5%. During the year the company has sought an opinion of the Expert Advisory Committee (EAC) of the Institute of Chartered Accountants of India (ICAI) on the residual value of Natural Gas/LPG Transmission Pipelines for which opinion is awaited.

Our opinion is not modified in respect of matters mentioned in above paragraphs.

Key audit matters

Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements of the current period. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report.

Sr. no. Key audit matter	How our audit addressed the Key audit matter
1 Recognition and measurement of revenues in view of adoption of ind aS 115 "Revenue from contracts with customers"	Principal audit Procedures
	We assessed the Companys process to identify the impact of adoption of the revenue accounting standard and checked the appropriateness of accounting policy. Our audit approach consisted testing of design and operating effectiveness of the internal controls as follows:
We identified above as Key Audit Matter as the application of the revenue accounting standard involves certain key judgements relating to identification of distinct performance obligations, determination of transaction price of the identified performance obligations, the appropriateness of the basis used to measure revenue recognized over a period.	1. Evaluated the design of internal controls relating to implementation of the revenue accounting standard, wherever applicable.
Additionally, revenue accounting standard contains disclosures which involves collation of information in respect of disaggregated revenue and periods over which the remaining performance obligations will be satisfied subsequent to the balance sheet date.	2. Selected a sample of continuing and new contracts, and tested the operating effectiveness of the internal control, relating to identification of the distinct performance obligations and determination of transaction price. We carried out a combination of procedures involving enquiry and observation, re-performance and inspection of evidence in respect of operation of these controls.
	3. Tested the relevant information technology systems access and change management controls relating to contracts and related information used in recording and disclosing revenue in accordance with the revenue accounting standard.
Refer notes 21 and 38 to the standalone financial statements.
	Selected a sample of continuing and new contracts and performed the following substantive procedures:
	1. Read, analyzed and identified the distinct performance obligations in these contracts.
	2. Compared these performance obligations with that identified and recorded by the Company.
	3. Considered the terms of the contracts to determine the transaction price including any variable consideration to verify the transaction price used to compute revenue and to test the basis of estimation of the variable consideration.
2 evaluation of uncertain tax positions and contingent liabilities	We have applied the following audit procedures in this regard:
The company operates in multiple jurisdictions and is subject to periodic challenges by local tax authorities and other regulatory authorities such as PNGRB on a range of matters during the normal course of business including indirect tax matters. We have identified above as Key Audit Matter as these involve significant judgment to determine the possible outcome of material uncertain tax positions and contingent liabilities including matters under dispute, consequently having an impact on related accounting and disclosures. Refer note 29 (I) to the standalone financial statements.	1. Obtained an understanding of key tax matters and other contingent liabilities.
	2. Read and analyzed the key correspondences, external legal opinions/ consultations obtained by the company
	3. Evaluated and challenged key assumptions made by the company in estimating the current and deferred tax balances
	4. Assessed and challenged the companys estimate of the possible outcome of the disputed cases by considering legal precedence and other judicial rulings
	5. Assessed and tested the presentation and disclosures relating to uncertain tax positions and contingent liabilities
3 derivative transaction and accounting of hedge transactions	We have applied the following audit procedures in this regard:
We have identified above as Key Audit Matter as hedge accounting has resulted into significant impact on financial statements coupled with complexity of its accounting, calculations and complex/numerous assumptions taken for establishing hedge relationship. Mark to market gain / loss pertaining to these derivative contracts are recognized in other comprehensive income.	1. Obtained an understanding of managements controls over recording of derivative transactions and application of hedge accounting.
	2. Tested the accuracy and completeness of derivative transactions.
	3. We have relied on the valuation report evaluating the appropriateness of the valuation methodologies applied and tested on sample basis the valuation of the derivative financial instruments.
Refer note 56 to the standalone financial statements.	4. Validated that the derivative financial instruments qualify for hedge accounting and tested accuracy of hedge effectiveness and ineffectiveness on sample basis.
4 technical parameters and voluminous transactions of natural gas trading and transmission captured to measure Revenue and inventory through integrated system and complexities involved therein.	We have applied the following audit procedures in this regard:
	1. We have performed test of controls, assisted by our IT specialists, over the accuracy and completeness of the quantity captured via IT system through to the accounting software.
We have identified above as Key Audit Matter because determination of the quantity of Natural Gas sold and in stock through gas-pipelines involves use of various technical aspects of the natural gas such as pressure, temperature etc. captured from the measuring devices installed on the gas pipelines. We were informed that the methodology is standard and used industry-wide. This increases the complexity of validating quantity of Natural Gas sold and stock in pipeline as at March 31, 2023.	2. We have obtained management representation that the IT system applies a standard methodology to capture the quantity of Natural Gas for the purpose of Revenue and inventory measurement.
	3. We have verified valuation of closing Inventories by applying various aspects made available to us by the management such as conversion factors, meter reading etc.
Refer notes 10 and 21 to the standalone financial statements.
5 evaluation of the recoverable amounts of investments in and advances to certain subsidiaries	We have applied the following audit procedures in this regard:
	1. We have carried out assessment of forecasts of future cash flows prepared by the management, evaluating the assumptions and comparing the estimates to externally available industry, economic and financial data.
The Companys evaluation of the recoverable amounts of investments in and advances to certain subsidiaries involves comparison of their recoverable value and the carrying amount. Management determines the recoverable amount based on managements estimates of future cash flows. Significant judgements are required to determine the aforesaid assumptions used in the discounted cash flow models. Due to the uncertainty of forecasting and discounting future cash flows, being inherently subjective, the level of managements judgement involved and the significance of the Companys investment as at March 31, 2023, we have considered this as a key audit matter.
	2. Assessed the reasonableness of the key business assumptions such as revenue growth and EBIDTA margins, by understanding the managements plan and performing retrospective testing.
	3. We have evaluated the Companys valuation methodology in determining the fair value of the investment. In making this assessment, we also assessed the professional competence, objectivity and capabilities of the valuation specialist engaged by the management.
	4. Assessed the reasonableness of the key assumptions adopted in the cash flow forecasts with the assistance of our internal valuation experts.
Refer notes 5 and 7 to the standalone financial statements.
	5. We have carried out discussions with management on the performance of the Companys investments as compared to previous year in order to evaluate whether the inputs and assumptions used in the cash flow forecasts were suitable.
	6. Evaluated managements sensitivity analysis around the key assumptions.
6 Provision for Performance Related Pay	We have applied the following audit procedures in this regard:
The provision for performance related pay for financial year 2022-23 is made based on Department of Public enterprises guidelines (DPE). The rating factors are yet to be approved by Board of directors.	1. We have reviewed the circular issued by DPE and verified the computations shared by the management for FY 2022-23 to satisfy that the methodology as prescribed in the circular have been followed and the provision made is reasonable.
	2. We have verified the self-evaluation report of GAILs Memorandum of Understanding (MOU) for the FY 2021-22 where ratings have been approved by the Board of Directors to determine reasonability of assumptions used for FY 2022-23.
	3. We have also obtained MOU ratings communicated by DPE for FY 2021-22 mentioning scores and rating of the Company.

information other than the Standalone Financial Statements and auditors Report thereon

The Companys Board of Directors is responsible for the preparation of other information. The other information includes the Directors Report, Corporate Governance Report, Business Responsibility and Sustainability Report and Management Discussion and Analysis, but does not include the Standalone Financial Statements and our report thereon. The Directors Report, Corporate Governance Report, Business Responsibility and Sustainability Report and Management Discussion and Analysis is expected to be made available to us after the date of this auditors report. Our opinion on the standalone financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone financial statements, our responsibility is to read the other information identified above when it becomes available to us and, in doing so, consider whether the other information is materially inconsistent with the Standalone Financial Statements or our knowledge obtained during the course of our audit, or otherwise appears to be materially misstated. When we read such other information as and when made available to us and if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance.

Responsibilities of management and those charged with Governance for the Standalone Financial Statements

The Companys Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance including other comprehensive income, changes in equity and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015 as amended. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the standalone financial statements, the Board of Directors is responsible for assessing the Companys ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are responsible for overseeing the Companys financial reporting process.

AUDITORS RESPONSIBILITIES FOR THE AUDIT OF THE STANDALONE FINANCIAL STATEMENTS

Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls system in place and the operating effectiveness of such controls.

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

Conclude on the appropriateness of management and Board of Directors use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Companys ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors report to the related disclosures in the standalone financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors report. However, future events or conditions may cause the Company to cease to continue as a going concern.

Evaluate the overall presentation, structure and content of the standalone financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the standalone financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Other Matters

1. We draw attention to the Note no. 45 (II) (c ) to the standalone financial statements regarding inclusion of proportionate share in Jointly Controlled Operations in the standalone financial statements of the Company. The total proportionate share includes Assets of 1,533.68 crores, Liabilities of 195.46 crores, Expenditure of 688.34 crores, Income of 1,182.78 crores along with the elements making up the Cash Flow Statement and related disclosures. The aforesaid amounts have been included based on the unaudited statements of these entities. Management is of view that this will not have a material impact on the Companys financial statements.

Our opinion is not modified in respect of above matter.

Report on other legal and Regulatory Requirements

1. As required by the Companies (Auditors Report) Order, 2020 ("the Order"), issued by the Central Government of India in terms of Section 143(11) of the Act, and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanation given to us, we give in "annexure a", a statement on the matters specified in paragraphs 3 and 4 of the said Order, to the extent applicable.

2. As required by Comptroller and Auditor General of India through directions/sub-directions issued under Section 143(5) of the Companies Act 2013, on the basis of written representation received from the management, we give our report on the matter specified in the "annexure –B" attached.

3. As required by Section 143(3) of the Act, we report that:

(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit;

(b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books;

(c) The Standalone Balance Sheet, the Standalone Statement of Profit and Loss (including the Other Comprehensive Income), the Standalone Statement of Changes in Equity and the Standalone Statement of Cash Flows dealt with by this Report are in agreement with the books of account;

(d) In our opinion, the aforesaid standalone financial statements comply with the Indian Accounting Standards (Ind AS) prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015 as amended;

(e) Pursuant to the Notification No. GSR 463(E) dated 5th June 2015 issued by the Ministry of Corporate Affairs, Government of India, provisions of sub-section (2) of Section 164 of the Act are not applicable to the Company, being a Government Company;

(f) We are enclosing herewith a report in "annexure–c" for our opinion on adequacy of internal financial controls system in place in the Company and the operating effectiveness of such controls;

(g) Pursuant to the Notification No. GSR 463(E) dated 5th June 2015 issued by the Ministry of Corporate Affairs, Government of India, provisions of Section 197 of the Companies Act, 2013, are not applicable to the Company, being a Government Company; and

(h) With respect to the other matters to be included in the Auditors Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its financial position in its standalone financial statements – Refer Note 29(l)(a)to the standalone financial statements;

ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any and to the extent ascertainable, on long-term contracts including derivative contracts.

iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the Company.

iv. (a) The Management has represented that, to the best of its knowledge and belief, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(b) The Management has represented, that, to the best of its knowledge and belief, no funds have been received by the Company from any person(s) or entity(ies), including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the Company shall, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.

(c) Based on the audit procedures performed that have been considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (i) and (ii) of Rule 11(e) contain any material misstatement.

v. (a) The final dividend paid by the Company during the year in respect of the same declared for the previous year is in accordance with Section 123 of the Act as applicable.

(b) The company has declared Interim dividend during the year. The same is paid by the Company in accordance with Section 123 of the Act as applicable.

vi. Proviso to Rule 3(1) of the Companies (Accounts) Rules, 2014 for maintaining books of account using accounting software which has a feature of recording audit trail (edit log)facility is applicable to the Company with effect from April 1, 2023, and accordingly, reporting under Rule 11(g) of Companies (Audit and Auditors) Rules, 2014 is not applicable for the financial year ended March 31, 2023.

anneXURe - a to tHe indePendent aUditoRS RePoRt

Referred to in paragraph 1 to "Report on Other legal and regulatory requirements" of the Independent Auditors Report of even date to the members of GAIL (India) Limited on the Standalone Financial Statements for the year ended March 31, 2023.

i. a) A. The Company has generally maintained proper records showing full particulars including quantitative details and situation of Property, Plant and Equipment.

B. The Company has generally maintained proper records showing full particulars of Intangible assets.

b) The Company is having a regular programme of physical verification of all Property, Plant and Equipment having substantial value, every year, other than those which are underground/under joint operations/ held at the residence of employees, which, in our opinion, is reasonable having regard to the size of the Company and the nature of its business. In our opinion and as per information and explanation given by the management discrepancies observed were not material and have been appropriately accounted for in the books.

c) According to the information and explanations given to us, we report that, the title deeds of all the immovable properties (other than properties where the company is the lessee and the lease arrangements are duly executed in the favour of the lessee), disclosed in the financial statements are held in the name of company. The details of exceptions are given in "Appendix A" attached.

d) The Company has not revalued its Property, Plant and Equipment (including Right of Use assets) and intangible assets during the year. Accordingly, the provisions of clause 3(i)(d) of the Order are not applicable.

e) According to the information and explanations given to us, there are no proceedings which have been initiated or are pending against the Company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (as amended in 2016) and rules made thereunder.

ii. a) In our opinion, the management has conducted physical verification of inventory (excluding stores & spares and inventory lying with the third parties) at reasonable intervals during the year. We have been explained that the stock of gas at the end of the year has been taken with reference to reading of Turbine Flow Meter/Gas Chromatograph installed at Terminals, Stock of LPG/ Pentane/SBP Solvent are determined with reference to Tank Level Gauge measurement which are converted into tonnage by measurement of density and applying correction factor for temperature. LPG vapors volume is converted to tonnage by standard formulae.

According to the information and explanations given to us and based on the audit procedures performed by us, we are of the opinion that the coverage and procedure of such verification by the management is appropriate.

According to the information and explanations given to us, no material discrepancies of 10% or more in the aggregate for each class of inventory between physical inventory and book records were noticed on physical verification.

b) In our opinion and according to the information and explanations given to us, during the year, the Company has not been sanctioned working capital limits in excess of 5 crores, in aggregate, from a bank or financial institutions on the basis of security of current assets. However, the company has been sanctioned unsecured working capital limits in excess of 5 crores, in aggregate, from banks, as such filings of quarterly returns or statements by the Company with the banks is not applicable.

iii. The Company has made investments in, provided guarantee, and given unsecured loan to subsidiaries, joint venture and associate companies during the year in respect of which.

a). A. As per information and explanation given to us, the company has stood guarantee to subsidiaries , join ventures and associates during the year and has given loan to subsidiary & associates as per following details:

(amount in crores)

Particulars	Guarantee	Security	loans	advances in nature of loans
Aggregate amount granted/ provided during the year
- Subsidiaries	3,549.99	-	-	-
- Joint Ventures	518.80	-	-	-
- Associates	419.24	-	2.17	-
-Others	-	-	-	-
Balance outstanding as at balance sheet date in respect of above cases
- Subsidiaries	16,694.26	-	3,047.43	-
- Joint Ventures	518.80	-	-	-
- Associates	419.24	-	-	-
-Others	-	-	-

B. Since, the company has not provided any loans or provided advances in the nature of loans, or stood guarantee, or provided security to parties other than subsidiaries, joint ventures and associates, and hence , the relevant clause is not applicable.

b) According to the information and explanations given to us and based on the audit procedures performed by us, we are of the opinion that the investments made, guarantees provided and the terms and conditions of loans and guarantees provided by the company are, prima facie, not prejudicial to the companys interest.

c) According to the information and explanations given to us and based on the audit procedures performed by us, we are of the opinion that in respect of loans, the schedule of repayment of principal and payment of interest has been stipulated and the receipts of interest is regular, where it is due. For repayment of principal, moratorium has been given and no repayment is due during the year.

d) According to the information and explanations given to us and based on the audit procedures performed by us, no amount of loan is overdue for a period of more than 90 days.

e) According to the information and explanations given to us and based on the audit procedures performed by us, we are of the opinion that no loan or advance in the nature of loan granted which has fallen due during the year, has been renewed or fresh loans granted to settle the overdue of existing loans given to the same parties. However, post balance sheet and before the date of audit report the company has approved deferment by 2 years in respect of interest accrued but not due pertaining to one of the loan to Konkan LNG Limited of 1,050.02 crores as detailed under:

1. Deferment of payment of interest accrued but not due from date of novation till March 2023 to till March 2025 in 8 equal quarterly installments, starting from December 2025 which was earlier December 2023 and

2. Deferment of monthly interest payment with effect from April 2023 to April 2025

name	aggregate amount of extended interest accrued but not due portion of loan as on 31.03.2023	Percentage of the aggregate to the total loans
Konkan LNG Limited	251.84 crores	8.26%

f) According to the information and explanations given to us and based on the audit procedures performed by us, we are of the opinion that the Company has not granted any loans or advances in the nature of loans either repayable on demand or without specifying any terms or period of repayment.

iv. According to the information and explanations given to us, the Company has complied with the provisions of Section 185 and 186 of Companies Act 2013 in respect of loans, investment, guarantee and security granted during the year.

v. In our opinion and according to the information and explanations given to us, the Company has not accepted deposits or amount which deemed to be deposits. As such, the directives issued by the Reserve Bank of India, the provisions of Sections 73 to 76 or any other relevant provisions of the Act and the rules framed thereunder are not applicable to the Company.

No order has been passed with respect to Section 73 to 76, by the Company Law Board or National Company Law Tribunal or Reserve Bank of India or any Court or any other Tribunal.

vi. We have broadly reviewed the accounts and records maintained by the Company pursuant to the Rules made by the Central Government for the maintenance of cost records under sub-section (1) of Section 148 of the Act read with Companies (Cost Records & Audit) Rules, 2014, as amended and we are of the opinion that, prima facie, the prescribed accounts and records have been made and maintained. We have not, however, made detailed examination of the records with a view to determine whether they are accurate and complete.

vii. a) According to records of the Company and information and explanation given to us the Company has generally been regular in depositing undisputed statutory dues including Goods and Services Tax, provident fund, employees state insurance, income-tax, sales-tax, service tax, duty of customs, duty of excise, value added tax, cess and any other statutory dues to the appropriate authorities. According to information and explanation given to us there are no outstanding statutory dues as referred above as at the last day of the financial year under audit for a period of more than six months from the date they became payable.

b) According to records of the Company and information and explanation given to us the Company, the gross statutory dues of income tax or sale tax or service tax or duty of custom or duty of excise or value added tax or cess or Goods and Service Tax and any other statutory dues which have not been deposited on account of dispute or deposited under protest and the forum where the dispute is pending are given below:

Sl. no. name of Statute	nature of the dues	Period to which the amount relates	Forum where the dispute is pending	Gross disputed amount ( in crores)	amount deposited under protest/ appeal ( in crores)	a mount not deposited ( in crores)
1 Entry Tax Act of respective States	Entry Tax / Penalty / Interest	1999-00 to 2009-10	Commercial Tax Tribunal, UP	267.29	6.41	260.88
		2008-09	Additional Commissioner (Appeal) Noida	0.66	-	0.66
		2015-16 to	Joint Commissioner of State Tax	0.14	-	0.14
		2016-17	(Appeal), Central Division Patna
		SUB-total		268.09	6.41	261.68
2 Central Sales Tax Act, 1956 and respective State Sales Tax / VAT Act	CST / Sales Tax / VAT/ Penalty / Interest	2003-2004	Hon. High Court, Mumbai	0.63	0.03	0.60
		2007-2008	Sales Tax Tribunal Mumbai	28.15	3.80	24.35
		2017-18 to 2018-19	Commissioner (Appeals), Uttarakhand	49.76	-	49.76
		2013-14	Joint Commissioner, Thanjavur	0.11	0.01	0.10
		Oct 2011 to Dec 2011	Joint Commissioner of Commercial Taxes, Trichy	1.06	-	1.06
		2011-12 & 2012 to 2015	Joint Commissioner (Appeals), Sales Tax, Mumbai	96.08	2.32	93.76
		2014-15	Joint Commissioner (Appeals), Sonepat	6.87	-	6.87
		2018-19	Dy. Commissioner Sales Tax, Mumbai	695.73	-	695.73
		2013-14	Dy. Commissioner, State Tax, Haryana	18.25	-	18.25
		2019-20	Dy. Commissioner, State Tax, Uttarakhand	34.39	-	34.39
		2018-19	Appellate Dy. Commissioner (CT),Thanjavur	3.78	0.66	3.12
		SUB-total		934.81	6.82	927.99
3. Central Excise Act 1944	Central Excise Duty / Interest / Penalty	Jan 2008 to March 2012	Hon. Supreme Court	3,391.11	20.00	3,371.11
		May 2007 to May 2009	Customs, Excise and Service Tax Appellate Tribunal, Kolkata	37.21	0.66	36.55
		Oct 2001 to Aug 2004	Customs, Excise and Service Tax Appellate Tribunal, Mumbai	243.43	-	243.43
		July 2011 to Feb 2012	Commissioner, Dibrugarh	60.18	-	60.18
		SUB-total		3,731.93	20.66	3,711.27
4. Customs Act, 1962	Customs Duty/ Interest / Penalty	May 2015 to Dec 2018 & Sep 2019	Hon. High Court of Gujarat	626.19	10.00	616.19
		March 2006	Customs, Excise and Service Tax Appellate Tribunal, Delhi	0.53	0.46	0.07
		Jan 2019 to Aug 2019	Commissioner (Appeals), Ahmedabad	0.38	-	0.38
		Sept 2017 to April 2022	Dy. Commissioner. Customs, Dapoli, Maharashtra	934.01	-	934.01
		May 2021 to Aug 2021	Asst. Commissioner., Dahej, Gujarat	0.23	-	0.23
		SUB-total		1,561.34	10.46	1,550.88
5 Goods & Service Tax 2017	GST / Interest / Penalty	Jan-19	Hon. High Court, Allahabad	0.85	0.85	-
6 Finance Act 1994 (Service Tax)	Service Tax / Interest / Penalty	April 2009 to Mar 2014	Customs, Excise and Service Tax Appellate Tribunal, Delhi	7.31	0.42	6.89
7 Income Tax Act, 1961	Income Tax / Interest / Penalty	AY 2008-09 to AY 2018-19	Jurisdictional Assessing Officer (TDS)	0.40	-	0.40
8 Gujarat Municipalities Act, 1963	Notified Area Tax / GIDC Tax / Interest	1998-99 to 2005- 06 & 1985-86 to 2009-10	Hon. High Court, Ahmedabad	5.02	-	5.02
	total (	i n crores)		6,509.75	45.62	6,464.13

viii. In our opinion and according to the information and explanations given to us, the Company has not surrendered or disclosed as income, any transaction not recorded in the books of account, during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961). Accordingly, the provisions of clause 3(viii) of the Order are not applicable.

ix. a) In our opinion and according to the information and explanations given to us, the Company has not defaulted in repayment of loans or other borrowings or in the payment of interest thereon to any lender.

b) According to the information and explanations given to us and on the basis of our audit procedures, we report that the Company has not been declared willful defaulter by any bank or financial institution or other lender.

c) In our opinion and according to the information and explanations given to us, the term loans were applied for the purposes for which the loans were obtained.

d) According to the information and explanations given to us, and the procedures performed by us, and on an overall examination of the financial statements of the company, we report that no funds raised on short-term basis, have been used for long-term purposes by the Company.

e) According to the information and explanations given to us and on an overall examination of the financial statements of the company, we report that the company has not taken any funds from any entity or person on account of or to meet the obligations of its subsidiaries and joint ventures.

f) According to the information and explanations given to us and procedures performed by us, we report that the Company has not raised loans during the year on the pledge of securities held in its subsidiaries and joint ventures.

x. a) In our opinion and according to the information and explanations given to us, the Company did not raise 156 moneys by way of initial public offer or further public offer during the year. However, the Company has issued bonds for capital expenditure and as per information and explanations given to us, the funds were applied for the purpose for which they were raised.

b) During the year, the Company has not made any preferential allotment or private placement of shares or convertible debentures (fully, partially or optionally).

Accordingly, provisions of clause 3(x)(b) of the order are not applicable.

xi. a) According to the information and explanations given to us by the Management, no fraud by the company or any fraud on the company has been noticed or reported during the year.

b) We have not submitted any report under subsection (12) of section 143 of the Companies Act, 2013 in Form ADT-4 as prescribed under Rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government, during the year and up to the date of this audit report.

c) As represented to us by the management, there are no whistle blower complaints received by the company during the year. Accordingly, provisions of clause 3(xi) (c) of the order are not applicable.

xii. The Company is not a Nidhi Company. Accordingly, provisions of clause 3(xii) of the Order are not applicable.

xiii. In our opinion, the Company has complied with provisions of sections 177 and 188 of Companies Act, 2013 in respect of transactions with the related parties and the details have been disclosed in the Standalone Financial Statements as required by the applicable accounting standards.

xiv. a) In our opinion and based on our examination, the Company has an internal audit system commensurate with the size and nature of its business.

b) We have considered the Internal Audit reports of the company issued till date, for the period under audit. xv. In our opinion and according to the information and explanations given to us, the Company has not entered into any non-cash transactions with the directors or persons connected with them covered under Section 192 of the Act. Accordingly, provisions of clause 3(xv) of the Order are not applicable. xvi. a) In our opinion and according to the information and explanations given to us, the Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934.Accordingly, provisions of clause (xvi)(a) of the Order are not applicable to the Company. b) According to the information and explanations provided to us, the Company has not conducted any Non-Banking Financial or Housing Finance activities therefore the Company is not required to be registered under Section 45-IA of the Reserve Bank of India Act, 1934.Accordingly, provisions of clause 3(xvi)(b) of the Order are not applicable

c) The Company is not a Core Investment Company (CIC) as defined in the regulations made by the Reserve Bank of India. Accordingly, provisions of clause 3(xvi)(c) of the Order are not applicable d) According to the audit reports shared by the management of entities forming part of the group, and as per information and explanations given to us by the Management , in our opinion, there is no core investment company within the Group (as defined in the Core Investment Companies (Reserve Bank) Directions, 2016). Accordingly, provisions of clause 3(xvi)(d) of the Order are not applicable.

xvii. Based on our examination of the books and records of the Company, the Company has not incurred cash losses in the financial year and in the immediately preceding financial year.

Accordingly, provisions of clause 3(xvii) of the order are not applicable. xviii. There has been no resignation of the statutory auditors during the year. Accordingly, provisions of clause 3 (xviii) of the order are not applicable.

xix. According to the information and explanations given to us and on the basis of the financial ratios, ageing and expected dates of realization of financial assets and payment of financial liabilities, other information accompanying the financial statements, our knowledge of the Board of Directors and management plans and based on our examination of the evidence supporting the assumptions, nothing has come to our attention, which causes us to believe that any material uncertainty exists as on the date of the audit report and that Company is not capable of meeting its liabilities existing at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date.

We, however, state that this is not an assurance as to the future viability of the Company. We further state that our reporting is based on the facts up to the date of the audit report and we neither give any guarantee nor any assurance that all liabilities falling due within a period of one year from the balance sheet date, will get discharged by the Company as and when they fall due

xx. a) In our opinion and according to the information and explanations given to us, the company has incurred expenditure under Corporate Social Responsibility as required by the provisions of Section 135 of the Act and there are no unspent amounts which are to be transferred pursuant to section 135(5) and 135(6) of the Act. b) Since there are no unspent amounts which are to be transferred pursuant to section 135(5) and 135(6) of the Act, hence, provisions of clause 3(xx)(b) of the order are not applicable.

Reporting as per companies (auditors Report) order 2020 -immovable Property not held in the name of the company

appendix a

description of Property	Gross carrying Value ( in crore)	Held in the name of	Whether promoter, director or their relative or employee	Property held- range (Financial Year)	Reason for not being held in the name of the company
land –	2.53	Diamond Research Mercantile City Limited	No	2007-2008	Matter pending with Surat Municipal Corporation
Freehold
	0.06	Gram Panchayat Dapcheri		2007-2008	Matter pending at Mumbai, High Court
	0.00	LAO D & NH Silvassa Govt Land		2009-2010	Matter pending with Revenue Authorities, District Collector Palghar
	6.82	Government of Gujarat		2022-23	The matter is being pursued with Collector Surat through SLAO.
	1.22	Land belongs to Haryana Sehkari Vikas Parishad		2010-2011	The matter is being pursued with Haryana Vikas Pradhikaran
	0.08	Sh Ram Khelawan & Ors (Plot no 448 )and Sh. Ram Sevak & Ors (Plot No 446)		2015-16	Initially land was Matrukh and Non- transferable, now entry of land owners has been done in property register
	0.12	Multiple Farmers		2015-2016	Pending with SLAO for initiating acquisition process.
	0.40	Multiple Farmers		2015-2016	Pending with SLAO for initiating acquisition process.
	4.56	Government Land		1999-2000	Matter has been pending with Government of Gujarat
	0.25	Gujrat Industrial Development Corporation (GIDC)		1991-1992	Pending with Gujarat Govt.
	0.03	Multiple Farmers		2012-2013	Multiple Farmers Agency Hired for Take- up with Land Owner
	0.03	Multiple Farmers		2012-2013	Multiple Farmers Agency Hired for Take- up with Land Owner
	0.01	Multiple Farmers		2021-2022	Multiple Farmers Agency Hired for Take- up with Land Owner
	0.61	Government of Goa		2011-2012	Pending with Govt of Goa
	0.15	Multiple Farmers		2012-13	Multiple Farmers Agency Hired for Take- up with Land Owner
	0.32	Multiple Farmers		2012-13	Multiple Farmers Agency Hired for Take- up with Land Owner
	0.07	Multiple Farmers		2012-13	Multiple Farmers Agency Hired for Take- up with Land Owner
	0.07	Multiple Farmers		2012-13	Multiple Farmers Agency Hired for Take- up with Land Owner
land – leasehold	4.59	Forest Land		2011-2012	Proposal for sub-lease of Forest land in favour of GAIL is with Govt. of Karnataka.
	4.48	Nagar Nigam, Varanasi		2021-2022	The Lease Agreement at draft stage with Nagar Nigam office
	0.12	Government Land		2005-2006	Lease deed pending with MPIDC
	0.14	Government Land		2022-2023	Lease is pending due to delay in finalisation in lease deed at the end of Tehsildar, Bairad
	0.18	Karnataka Industrial Areas Development Board (KIADB)		2011-2012	Pending with Sub Registrar Belgaum
	0.00	Government Land		1995-1996	Lease rent yet to be fixed meeting Honourable. Collector Guna,
	4.79	The Fertilisers and Chemicals Travancore Limited (FACT)		2010-2011	Matter being persuaded with FACT
	1.33	Forest department		1999-2000	Matter pending with the State Government
	0.61	Government Land		2011-2012	Pending with Govt of Goa

anneXURe - B to tHe indePendent aUditoRS RePoRt

Referred to in paragraph 2 to "Report on other legal and regulatory requirements" of the i ndependent auditors Report of even date to the members of Gail (india) limited on the standalone financial statements for the year ended march 31, 2023.

Sl. no. directions / Sub directions	action taken	impact on standalone financial statement
1 Whether the Company has system in place to process all the accounting transitions through IT system? If yes the implications of processing of accounting transaction outside IT system on the integrity of the accounts along with the financial implications, if any, may be stated?	The Company maintains its books of account on IT system, SAP, which is an ERP system. All accounting transactions are processed in accounts maintained on SAP.	Nil
	Based on the audit procedures carried out and as per the information and explanations given to us, no accounting transactions have been processed or carried outside the IT system of the Company. Accordingly, in our opinion, there are no implications on the integrity of the accounts.
2 Whether there is any restructuring of an existing loan or cases of waiver/write off of debts/loans/interest made by a lender due to Company inability to repay the loan? If yes, the financial impact may be stated?	In accordance with the audit procedures carried out and as per the information and explanations given to us by the Company, there was no restructuring of existing loans or cases of waiver/write off of debts/ loans/interest made by a lender to the Company due to the Companys inability to repay the loan.	Nil
3 Whether funds received/ receivable for specific schemes from central state agencies were properly accounted for/ utilized as per its terms and conditions? List the cases of deviation.	Refer to Note 53 of the standalone financial statements regarding the grant received by the Company for the project Jagdishpur Haldia Bokaro Dhamra Pipeline Project (JHBDPL). According to the information and explanations given to us and as represented by the Management and based on our examination of the books and records of the Company, these have been utilized as per its terms and conditions. We did not encounter any deviation.	Nil

ANNEXURE - C TO THE INDEPENDENT AUDITORS REPORT

Referred to in paragraph 3(f) to "Report on Other legal and regulatory requirements" of the Independent Auditors Report of even date to the members of GAIL (INDIA) LIMITED on the standalone financial statements for the year ended March 31, 2023.

Report on the internal Financial controls under clause (i) of Sub section 3 of Section 143 of the companies act, 2013 ("the act")

We have audited the internal financial controls over financial reporting of GAIL (INDIA) LIMITED ("the Company") as of March 31, 2023 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

MANAGEMENTS RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS

The Companys management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to Companys policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013.

AUDITORS RESPONSIBILITY

Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the "Guidance Note") and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness.

Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditors judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Companys internal financial controls system over financial reporting.

MEANING OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING

A Companys internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A Companys internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (3) Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Companys assets that could have a material effect on the financial statements.

INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING

Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Opinion

In our opinion, the Company has, in all material respects, an adequate internal financial controls system, over financial reporting, except timely closure of contracts, such internal financial controls over financial reporting were operating effectively as at March 31, 2023, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

We have considered the areas of improvement identified which needs further strengthening as reported in determining the nature, timing, and extent of audit tests applied in our audit of the March 31, 2023 standalone Ind AS financial statements of the Company. However, these areas of improvement do not affect our opinion on the standalone Ind AS financial statements of the Company.

For a.R. & co.	For Gandhi minocha & co.
Chartered Accountants	Chartered Accountants
Firm Registration No: 002744C	Firm Registration No: 000458N
Sd/-	Sd/-
Pawan K Goel	manoj Bhardwaj
Partner	Partner
Membership No. 072209	Membership No. 098606
UDIN : 23072209BGVYOZ8897	UDIN : 23098606BGSSNP8155
Place: new delhi
date: 18thm ay, 2023