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GAIL (India) Ltd Auditor Reports

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GAIL India Ltd Share Price 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, 2025, 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 standalone financial statements, including a summary of material 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 31,2025, 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

We draw attention to:

1. Note No. 29 (a) (iii) to the accompanying 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 amounting to ? 2889 crores (with interest up to March 31,2025 ? 3642 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.

2. Note No. 32 (III) to the accompanying standalone financial statements regarding various 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.

3. Note No. 35 to the accompanying standalone financial statements regarding recoverable outstanding dues amounting to ? 870.86 crores from Nagarjuna Fertilizers and Chemicals Limited. Considering the transaction made in public interest as per Government directives, securitized through an Escrow Arrangements and in view of letter dated April 23, 2025 received from Department of Fertilizers, the management is confident regarding recovery of entire outstanding amount and accordingly no additional provision has been considered.

Our opinion is not modified in respect of above matters.

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.

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
Recording of revenue by Company under Ind AS 115 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. Additionally, Ind AS 115 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. We assessed the Companys process to identify the impact of adoption of recording revenue under Ind AS 115 and checked the appropriateness of accounting policy. Our audit approach consisted testing of design and operating effectiveness of the internal controls as follows:
Refer notes 21 and 39 to the accompanying standalone financial statements. 1. Evaluated the design of internal controls relating to implementation of Ind AS 115, wherever applicable.
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 Ind AS 115.
4. Selected a sample of continuing and new contracts and performed the following substantive procedures:
a. Read, analyzed and identified the distinct performance obligations in these contracts.
b. Compared these performance obligations with that identified and recorded by the Company.
c. 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 Principal Audit Procedures
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. 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(a) to the accompanying 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 Principal Audit Procedures
Hedge accounting has resulted into significant impact on standalone 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.
Refer note 58 to the accompanying standalone financial statements. 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.
4. Validated that the derivative financial instruments qualify for hedge accounting and tested accuracy of hedge effectiveness and ineffectiveness on sample basis.

 

Key Audit Matter How our audit addressed the Key Audit Matter
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. Principal Audit Procedures
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. 1. We have performed test of controls, assisted by IT specialists, over the accuracy and completeness of the quantity captured via IT system through to the accounting software.
This increases the complexity of validating quantity of Natural Gas sold and stock in pipeline as at March 31, 2025. 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.
Refer notes 10 and 21 to the accompanying standalone financial statements. 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.

 

5 Evaluation of the recoverable amounts of investments in and advances to certain subsidiaries/ Associates Principal Audit Procedures
The Companys evaluation of the recoverable amounts of investments in and advances to certain subsidiaries/ Associatesinvolvescomparisonoftheirrecoverablevalue 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, 2025, we have considered this as a key audit matter. 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.
Refer notes 5, 7 & 7A to the accompanying standalone financial statements. 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 respective valuation specialist.
4. Assessed the reasonableness of the key assumptions adopted in the cash flow forecasts.
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 Principal Audit Procedures
The provision for performance related pay for financial year 2024-25 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 2024-25 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 2023-24 where ratings have been approved by the Board of Directors to determine reasonability of assumptions used for FY 2024-25.
3. We have also obtained MOU ratings communicated by DPE for FY 2023-24 mentioning scores and rating of the Company.

Information Other than the Standalone Financial Statements and Auditors Report Thereon

The Companys Management and Board of Directors are 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, Consolidated Financial Statements and our auditors 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, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance and take necessary actions as per applicable laws and regulations.

Responsibilities of Management and Those Charged with Governance for the Standalone Financial Statements

The Companys Management and Board of Directors are 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 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, Management and the Board of Directors are 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 with reference to standalone financial statements 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 and the Board of Directors.

• Conclude on the appropriateness of the Management and the 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.

Materiality is the magnitude of misstatements in the standalone financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the standalone financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the standalone financial statements.

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. Refer to the Note no. 46 (II) (c) to the accompanying standalone financial statements regarding inclusion of proportionate share in jointly operated blocks in the standalone financial statements of the Company, out of which:

a. 4 blocks (including one relinquished) have been audited by other Chartered Accountants. In respect of these blocks, standalone financial statements include proportionate share in assets and liabilities as on March 31,2025 amounting to 6.01 crores and 4.38 crores respectively and revenue and profit/(loss) including other comprehensive Income for the year ended March 31, 2025 amounting to 1.53 crores and (-) 3.75 crores respectively. Our opinion is based on audit reports of the other Chartered Accountants.

b. 10 blocks have been certified by the management. In respect of these blocks, standalone financial statements include proportionate share in assets and liabilities as on March 31, 2025 amounting to 1,451.82 crores and 246.11 crores respectively and revenue and profit including other comprehensive Income for the year ended March 31, 2025 amounting to 1102.92 crores and 470.78 crores respectively. Our opinion is based on management certified accounts in respect of these blocks. Management is of view that this will not have a material impact on the Companys standalone financial statements.

2. The standalone financial statements for the year ended March 31, 2024 were audited by the predecessor Joint Statutory Auditors of the Company who have expressed an unmodified opinion vide their report date May 16, 2024.

Our opinion is not modified in respect of above matters.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditors Report) Order, 2020 ("the Order"), issued by the Central Government in terms of Section 143(11) of the Act, we give in "Annexure A", a statement on the matters specified in paragraphs 3 and 4 of the 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 Act, we give our report on the matter specified in the attached "Annexure -B".

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 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" with respect to our opinion on adequacy of internal financial controls with reference to standalone financial statements of 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 Act, 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, as amended, 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 to the accompanying standalone financial statements;

ii. The Company has made provision, as required under the applicable law or Indian Accounting Standards for material foreseeable losses, if any 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 Company has declared and paid interim dividend during the year which is in accordance with section 123 of the Act.

(b) As stated in Note 14 (ii) to the accompanying standalone financial statements, the Board of Directors of the Company has proposed final dividend for the year which is subject to the approval of the members at the ensuing Annual General Meeting. The amount of dividend proposed is in accordance with section 123 of the Act, to the extent applicable.

vi. Based on our examination which included test checks, for the financial year ended March 31, 2025 the Company has used an accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has been operated throughout the year for all relevant transactions recorded it the software. Further, during the course of performing our procedures, we did not come across any instance of audit trail feature being tampered with and the audit trail has been preserved by the Company as per the statutory requirements for record retention.

ANNEXURE - A TO THE INDEPENDENT AUDITORS REPORT =-

Referred to in paragraph 1 to "Report on Other Legal and Regulatory To the best of our information and according to the explanations

Requirements" of the Independent Auditors Report of even date provided to us by the Company and the books of account and to the members of GAIL (India) Limited on the Standalone Financial records examined by us in the normal course of audit, we report

Statements for the year ended March 31,2025. that:

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

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

b) The Company is having a regular programme of physical verification of 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 assets. We were informed that discrepancies observed were not material and have been appropriately dealt with in the books.

c) As represented to us by the management and based on the audit procedures carried out, 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 standalone 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.

e) As represented to us by the management, there are no proceedings which have been initiated during the year or are pending against the Company as at March 31,2025 for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (as amended in 2016) and rules made thereunder.

ii) a) 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 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 vapours volume is converted to tonnage by standard formulae. In our opinion, the coverage and procedure of such verification by the management is appropriate. No material discrepancy of 10% or more in the aggregate for each class of inventory was noticed on physical verification.

b) The Company has not been sanctioned working capital limits in excess of 5 crores, in aggregate, from banks 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 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 secured loan to subsidiaries, joint venture and associate companies during the year in respect of which:

a) A. The Company has stood guarantee to Subsidiaries, Joint Ventures and Associates during the year and has given loan to Subsidiaries as per following details:

Particulars Guarantee Loans
Aggregate amount (in crores) granted/ provided during the year
- Subsidiaries 3,574.42 200.00
- Joint Ventures - -
- Associates - -
-Others - -
Balance outstanding (in crores) as at balance sheet date in respect of above cases
- Subsidiaries 14,685.41 5,615.64
- Joint Ventures 518.80 -
- Associates 367.89 -
-Others - -

B. 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.

b) In our opinion, 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) In respect of loans, the schedule of repayment of principal and payment of interest has been stipulated. The receipts of interest are regular except cases where moratorium is available. For repayment of principal portion, moratorium is available. During the year, some principal repayments and interest payments has been deferred by the Company as mentioned in Note 64 to the accompanying standalone financial statements.

d) No amount of loan is overdue for a period of more than 90 days.

e) During the year, the Company has extended moratorium of principal and interest payment pertaining to the loan given to its subsidiary M/s Konkan LNG Limited as detailed in Note 64 to the accompanying standalone financial statements, as under: 1. Deferment of commencement of principal repayment of Inter Corporate Loan of 2700.00 crores as scheduled from March 2025 to March 2027; 2. Deferment of monthly interest payment on Inter Corporate Loan of 1113.07 crores as scheduled from April 2025 to April 2027; and 3. Deferment of payment of accumulated interest accrued but not due (on Inter Corporate Loan of 1113.07 crores) previously from date of novation till March 2025 of 484.56 crores as scheduled for repayment from December 2025, extended to March 2027, to be paid in 8 equal quarterly installments, starting from December 2027. Apart from it, 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.

f) 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) The Company has complied with the provisions of Section 185 and 186 of the Act in respect of loans, investment, guarantee and security granted during the year.

v) The Company has not accepted any deposits or amount which are deemed to be deposits from public. 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. No order has been passed with respect to Section 73 to 76 of the Act, 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 are of the opinion that, prima facie, the prescribed accounts and records have been made and maintained. We have, however, not made detailed examination of the cost records with a view to determine whether they are accurate and complete.

vii) a) 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. Further, no undisputed amounts remain payable in respect of such statutory liabilities as at March 31, 2025 for a period of more than six months from the date they became payable.

b) Details of statutory dues referred to in sub-clause (a) above which have not been deposited as on March 31, 2025 on account of disputes are given below:

( in crore)

Name of Statute Nature of the Dues Period to which the amount relates Forum where the dispute is pending Gross disputed amount Amount deposited under protest/ appeal Amount not deposited
Entry Tax Act of respective States Entry Tax/ Penalty/ Interest 1999-00 to 200405 Hon. High Court, Allahabad 165.51 3.10 162.41
2001-02 to 200910 Commercial Tax Tribunal, UP 127.79 3.31 124.48
2008-09 Additional Commissioner (Appeals), Noida 0.53 - 0.53
Sub-Total 293.83 6.41 287.42
Central Sales Tax Act, 1956 and respective State Sales Tax / VAT Act CST / Sales Tax / VAT/ Penalty / Interest 1992-94 & 2011-12 to 201415 Joint Commissioner (Appeals), Sales Tax, Mumbai 111.74 2.32 109.42
2003-04 Hon. High Court, Mumbai 0.63 0.03 0.60
Oct 2011 to Dec 2011 Joint Commissioner of Commercial Taxes, Trichy 1.21 - 1.21
2013-14 Hon. High Court, Punjab and Haryana 18.25 - 18.25
2014-15 VAT Tribunal, Haryana 19.26 - 19.26
2013-14 & 2014-15 Joint Excise & Taxation Commissioner (Appeals), Rohtak 37.95 - 37.95
2017-18 & 2019-20 Joint Commissioner (Appeals), Dehradun 8.24 0.52 7.72
Sub-Total 197.28 2.87 194.41

 

Name of Statute Nature of the Dues Period to which the amount relates Forum where the dispute is pending Gross disputed amount Amount deposited under protest/ appeal Amount not deposited
Central Excise Act 1944 Central Excise Duty / Interest / Penalty Jan 2007 to Sept 2007 Customs, Excise and Service Tax Appellate Tribunal, Ahmedabad 28.87 0.53 28.34
May 2007 to May 2009 Customs, Excise and Service Tax Appellate Tribunal, Kolkata 39.89 0.66 39.23
Jan 2008 to March 2012 Hon. Supreme Court 3,642.31 20.00 3,622.31
July 2011 to Feb 2012 Commissioner, Dibrugarh 64.67 - 64.67
Sub-Total 3,775.74 21.19 3,754.55
Customs Act, 1962 Customs Duty/ Interest / Penalty March 2006 Customs, Excise and Service Tax Appellate Tribunal, New Delhi 0.53 0.46 0.07
Dec 2017 to Feb. 2018 Commissioner (Appeals), Custom 1.17 - 1.17
Sep 2020 to Aug 2021 Asst. Commissioner, Dahej, Gujarat 0.24 - 0.24
Sub-Total 1.94 0.46 1.48
Goods & Service Tax 2017 GST / Interest / Penalty Jan 2019 Hon. High Court, Allahabad 0.85 0.85 -
2017-18, 2019-20 & 2020-21 Deputy Commissioner State GST (Appeals), Vadodara 0.90 0.03 0.87
2017-18 & 2019-20 Special Commissioner (Appeals), Delhi 24.26 1.18 23.08
Sep 2018 to Oct 2019 Add. Commissioner, Grade II (Appeals) Firozabad 0.64 0.03 0.61
Nov, 2017 Commissioner (Appeals), Lucknow 11.51 0.47 11.04
2019-20 Joint Commissioner (Appeal-I) State Tax, Vadodara 0.35 0.01 0.34
Sub-Total 38.51 2.57 35.94

 

Name of Statute Nature of the Dues Period to which the amount relates Forum where the dispute is pending Gross disputed amount Amount deposited under protest/ appeal Amount not deposited
Income Tax Act, 1961 Income Tax / Interest / Penalty AY 201516 Jurisdictional Assessing Officer (TDS) 0.28 - 0.28
Gujarat Municipalities Act, 1963 Notified Area Tax / GIDC Tax / Interest 1998-99 to 200506 & 1985-86 to 200910 Hon. High Court, Ahmedabad 1.04 - 1.04
The Goa Cess Products and Substances Causing Pollution (Green Cess) Act, 2013 Goa Green Cess/ Interest 2022-23 Additional Commissioner, Commercial Tax, Goa 7.11 - 7.11
Total 4,315.73 33.50 4,282.23

viii) There were no transactions relating to previously unrecorded income that have been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (43 of 1961).

ix) a) The Company has not defaulted in repayment of loans or other borrowings or in the payment of interest thereon to any lender.

b) As represented to us by the management, the Company has not been declared willful defaulter by any bank or financial institution or other lender.

c) The term loans were applied for the purposes for which the loans were obtained.

d) Based on an overall examination of the standalone financial statements of the Company, funds raised on short term basis have, prima facie, not been used during the year for long-term purposes by the Company.

e) Based on an overall examination of the standalone financial statements of the Company, 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) The Company has not raised loans during the year on the pledge of securities held in its subsidiaries, joint ventures or associate companies.

x) a) The Company has not raised any moneys by way of initial public offer or further public offer (including debt instruments) during the year. Accordingly, provision of clause 3(x)(a) of the Order is not applicable.

b) During the year, the Company has not made any preferential allotment or private placement of shares or convertible debentures (fully, partially or optionally convertible). Accordingly, provisions of clause 3(x)(b) of the Order are not applicable.

xi) a) No fraud by the Company or any fraud on the Company has been noticed or reported during the year. However, there has been an ongoing CBI enquiry against an ex Executive Director & other officials on charges of taking criminal conspiracy demand and obtaining undue advantage by public servant, taking undue advantage to influence public servant, bribing public servant by commercial organization, abetment etc. The enquiry proceedings are under progress. As per explanations given by the management, at this stage, no estimated financial impact or estimated amount can be ascertained.

b) We have not submitted any report under subsection (12) of section 143 of the Act 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) During the year, 1 complaint (Protected Disclosure) has been received under the GAILs Whistle Blower Policy. As informed to us, the matter is scheduled to be formally taken up for review/investigation/appropriate action in the subsequent financial year.

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 the Act in respect of applicable transactions with the related parties and the details have been disclosed in the standalone financial statements as required by the applicable Ind AS.

xiv) a) The Company has an adequate internal audit system commensurate with the size and nature of its business.

b) We have considered the internal audit reports for the year under audit, issued during the year and till date, in determining the nature, timing and extent of our audit procedures.

xv) 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) 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.

b) 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.

c) The Company is not a Core Investment Company (CIC) as defined in the regulations made by the RBI. Accordingly, provisions of clause 3(xvi)(c) of the Order are not applicable.

d) As represented to us by the management, 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) The Company has not incurred cash losses during the financial year covered by our audit and in the immediately preceding financial year.

xviii) There has been no resignation of the statutory auditors of the Company during the year. Accordingly, provision of clause 3(xviii) of the Order is not applicable.

xix) 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 standalone 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) There is no amount remaining unspent under sub-section (5) of section 135 of the Act pursuant to other than ongoing project which are required to be transferred to a Fund specified in Schedule VII to the Act.

b) There is no amount remaining unspent under sub-section (5) of section 135 of the Act pursuant to any ongoing project which are required to be transferred to special account in compliance with the provision of sub-section (6) of section 135 of the Act.

Immovable Property not held in the name of the Company =

Referred to in clause (i)(c) of Annexure-A

Land SV-6 -- Khajod Land IP-2 Additional Silvassa Land SV-13 --Dapcheri Land at Mora HLPL Pipeline (DUPL) Land - CJPL Kanhai Village to Hero Honda, Haryana Land - SV Station 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
.-2, Pradhanpur Land- SV Station - 2.53 Diamond Research and Mercantile City Ltd. No 2007-08 Matter pending with Surat Municipal Corporation
3, Narayanpur Land - SV Station, - 0.06 Ramilaben Patkar/SLAO No 2007-08 Matter pending at Mumbai, High Court
4 Mahiyamau Dibiyapur Land SV-2 Lakhabaval, Jamnagar, Gujarat Freehold Land -SV 12 Nanoli area Freehold Land SV Kopar Alibagh Freehold Land at Dhokawada Thasildar -Alibagh - Dairy Development Board, Maharashtra No 2009-10 Matter pending with Revenue Authorities, District Collector Palghar
7.36 Govt of Gujarat No 2022-23 The matter is being pursued with Collector, Surat through SLAO.
1.22 Land belongs to Haryana Sehkari Vikas Parishad No 2010-11 The matter is pending with Haryana VIkas Pradhikaran.
0.08 Sh. Ram Khelawan & Ors (Plot no: 448) and Sh. Ram Sevak & Ors (Plot no: 446) No 2005-06 Pending with Office of DM, Raebareli
0.12 Multiple Farmers No 2005-06 Pending with SLAO for initiating acquisition process.
0.40 Multiple Farmers No 2005-06 Pending with SLAO for initiating acquisition process.
4.56 Govt. Land No 1999-2000 Pending with SLAO for initiating acquisition process
0.02 Govt of Maharashtra No 2008-09 Matter is pending with Grampanhayat Nanoli, Mawal, Pune
0.02 IPCL No 1995-96 Matter is pending with Tehsildar and Thalati, Alibagh
0.00 ONGC No 1999-2000 Transfer of names is under process
Freehold Land SV-24 Vill Wela The. Nagpur Rural Disst MNJPL 1. Smt. Jhanaklal Jogiji Kalpe
1.89 2. Chandrabai Jogiji Kalpe No 2024-25 Mutation is pending
3. Yogesh Janaklal Kalpe
Freehold Land SV-25 Vill Kapsi Buzurg,MNJPL 1.58 1. Ashish Bhagwan Hatwar No 2024-25 Mutation is pending
2. Kishor Suresh Hatwar

 

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
Freehold Land IP-08 Vill. Paldongari, Tehsil Tirora Gondia MNJPL 0.20 1. Mr. Chindhu Soma Bopche 2. Mr. Gendlal Soma Bopche No 2024-25 Mutation is pending
Land 4.57 Hectare GIDC, Vaghodia 0.25 Gujarat Indistrial Development Corporation (GIDC) No 1991-92 Matter pending with Government of Gujarat
Land IP-01-3, (Part-3) Survey No.37/21B, Pur Village, Sangameshwar Tehsil, Ratnagiri Dist 0.03 Multiple Farmers No 2012-13 Multiple Farmers - Agency Hired for taking with Land Owner
Land IP-01-4, (Part-4) Survey No.14/14, Pur Village, Sangameshwar Tehsil, Ratnagiri Dist. 0.03 Multiple Farmers No 2012-13 Multiple Farmers - Agency Hired for taking with Land Owner
Land IP-01-5, (Part-5) Survey No.37/28A1, Pur Village, Sangameshwar Tehsil, Ratnagiri Dist. 0.01 Multiple Farmers No 2012-13 Multiple Farmers - Agency Hired for taking with Land Owner
Land -SV-05G, at Survey No.391/1 of Marcaim Village, Ponda Taluka, Communidada of Marcaim, Goa 0.64 Govt. of Goa No 2011-12 Matter pending with Government of Goa
Land IP-I Kolhapur-DBPL-I IP-I Village-Pur 8/11 (20 Guntha)37/15 0.16 Multiple Farmers No 2012-13 Multiple Farmers - Agency Hired for taking with Land Owner
Land IP-I Kolhapur-DBPL-I IP-I Village-Pur 9/11 (42 Guntha)37/16 0.33 Multiple Farmers No 2012-13 Multiple Farmers - Agency Hired for taking with Land Owner
Land IP-I Kolhapur-DBPL-I IP-I Village-Pur 10/11 (9 Guntha)37/19 0.07 Multiple Farmers No 2012-13 Multiple Farmers - Agency Hired for taking with Land Owner
Land IP-I Kolhapur-DBPL-I IP-I Village-Pur 11/11 (10 Guntha)37/2 0.08 Multiple Farmers No 2012-13 Multiple Farmers - Agency Hired for taking with Land Owner
Land at Village Ranasan, Taluka & Dist. Gandhinagar 0.00 Multiple Persons No 2002-03 Matter pending with State Government
Land at Village Tarkhanda, Taluka Halol, Dist. Panch Mahal, Gujarat. 0.00 Multiple Persons No 2005-06 Matter pending with State Government

 

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
BAPL SV-09 Khata No:1/4, Village: Kalosihiria, Tahasil:Kuarmunda, Dist:Sundargarh 1.44 Govt. of Odisha No 2021-22 Matter pending with Authorities
Land KNEA- AA- ONN-2010/2- Tripura Block-Oil Operated 1.81 KAAC, Diphu No 2022-23 Matter pending with Authorities
MT Manesar Indu Area/ Har/Memo 1469 2.82 HSIIDC No 2009-10 Matter pending with Authorities
Lease Hold Land - Khano, Goa 0.64 Govt Land No 2011-12 Matter pending with Government of Goa
KIADB-Lease Land 10yr DBPL-I-SV-14 Lease Cum Sale 0.01 Karnataka Industrial Areas Development Board (KIADB) No 2010-11 Consultant appointed for Total Station Survey Drawing as per the directions of KIADB
KIADB-Lease Land 10yr DBPL-I-SV-15 Lease Cum Sale 0.01 Karnataka Industrial Areas Development Board (KIADB) No 2010-11 Consultant appointed for Total Station Survey Drawing as per the directions of KIADB
KIADB-Lease Land 10yr DBPL-I-SV-17 Lease Cum Sale 0.00 Karnataka Industrial Areas Development Board (KIADB) No 2010-11 Consultant appointed for Total Station Survey Drawing as per the directions of KIADB
KIADB-Lease Land 10yr DBPL-I-SV-18 Lease Cum Sale 0.01 Karnataka Industrial Areas Development Board (KIADB) No 2010-11 Consultant appointed for Total Station Survey Drawing as per the directions of KIADB
KIADB-Lease Land 10yr DBPL-I-SV-21 Lease Cum Sale 0.08 Karnataka Industrial Areas Development Board (KIADB) No 2010-11 Matter pending with KIADB
KIADB-Lease Land 10yr DBPL-I-SV-16 Lease Cum Sale 0.01 Karnataka Industrial Areas Development Board (KIADB) No 2011-12 Consultant appointed for Total Station Survey Drawing as per the directions of KIADB
KIADB-Lease Land 10yr DBPL-I-SV-20 Lease Cum Sale 0.02 Karnataka Industrial Areas Development Board (KIADB) No 2011-12 Consultant appointed for Total Station Survey Drawing as per the directions of KIADB
KIADB-Lease Land 10yr DBPL-I-IP-05 Lease Cum Sale 0.08 Karnataka Industrial Areas Development Board (KIADB) No 2011-12 Consultant appointed for Total Station Survey Drawing as per the directions of KIADB
KIADB-Lease Land 10yr DBPL-I-IP-06 Lease Cum Sale 0.03 Karnataka Industrial Areas Development Board (KIADB) No 2011-12 Consultant appointed for Total Station Survey Drawing as per the directions of KIADB
KIADB-Lease Land 10yr DBPL-I-SV-22 Lease Cum Sale 0.09 Karnataka Industrial Areas Development Board (KIADB) No 2012-13 Matter pending with KIADB
KIADB-Lease Land 10yr DBPL-I-SV-12 Lease Cum Sale 0.01 Karnataka Industrial Areas Development Board (KIADB) No 2010-11 Consultant appointed for Total Station Survey Drawing as per the directions of KIADB
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
KIADB-Lease Land 10yr DBPL-I-SV-11 Lease Cum Sale 0.00 Karnataka Industrial Areas Development Board (KIADB) No 2011-12 Consultant appointed for Total Station Survey Drawing as per the directions of KIADB
KIADB-Lease Land 10yr DBPL-I-IP-07 Lease Cum Sale 0.08 Karnataka Industrial Areas Development Board (KIADB) No 2011-12 Consultant appointed for Total Station Survey Drawing as per the directions of KIADB
KIADB-Lease Land 10yr DBPL-I-IP-03 Lease Cum Sale 0.06 Karnataka Industrial Areas Development Board (KIADB) No 2011-12 Consultant appointed for Total Station Survey Drawing as per the directions of KIADB
KIADB-Lease Land 10yr DBPL-I-SV-19 Lease Cum Sale 0.11 Karnataka Industrial Areas Development Board (KIADB) No 2011-12 Consultant appointed for Total Station Survey Drawing as per the directions of KIADB
KIADB-Lease Land 10yr DBPL-I-SV-13 Lease Cum Sale 0.04 Karnataka Industrial Areas Development Board (KIADB) No 2011-12 Consultant appointed for Total Station Survey Drawing as per the directions of KIADB
KIADB-Lease Land 02 Yr DBPL-I-IP-06 Lease Cum Sale 1.08 Karnataka Industrial Areas Development Board (KIADB) No 2022-23 Matter pending with KIADB
KIADB-Lease Land 10yr DBPL-SV-09- Lease Cum Sale 0.02 Karnataka Industrial Areas Development Board (KIADB) No 2012-13 Matter pending with KIADB
Lease SV, Vill Singhwasa , Tehsil & Disst Guna, MP 0.00 Government Land No 1995-96 Matter pending with the State Government.
SV, Vill Mandola, Tehsil & Distt Baran, Rajasthan, 325205 0.00 Sh. Bishan Lal No 2007-08 Matter pending with the State Government.
Lease -P 25 Malanpur Industrail Area Malanpur, Madhya Pradesh 0.12 Govt Land No 2005-06 Lease deed pending with Madhya Pradesh Industrial Development Corporation (MPIDC)
Burdha Tehsil Barad, Shivpuri, Madhya Pradesh 0.14 Govt Land No 2022-23 Matter pending with the State Government.
SKPL 1, SY NO 145/3A, & 145/3B in Chandapura Village, Anekal Taluk, Bengaluru urban District 11.36 Karnataka Industrial Areas Development Board No 2020-21 Matter pending with KIADB
SKPL 2, SY NO 367 & 368/1 in Attibelle Village, Anekal Taluk, Bengaluru urban District 5.00 Karnataka Industrial Areas Development Board No 2020-21 Matter pending with KIADB
Lease Hold Land -30.00 Hectares-(90 Years), Uttar Pradesh 1.33 Forest department No 2000-01 Matter pending with the State Government for Agreement
Land -SV 27 SAIL Bokaro, JHBDPL, Jharkhand. 0.43 SAIL, Bokaro No 2019-20 Execution of Lease Agreement in under process
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 CGD MRS,DCU,DRS & CS Plot No. NS (P), Patna 0.24 Bihar Industrial-BIADA No 2022-23 Matter pending with the Authority for Agreement
Land COCO CNG Tatisilvai, Thana No. 173, Ranchi 3.46 Jharkhand Industrial Area Development Authority (JIADA) No 2019-20 Matter pending with the Authority for Agreement
Land COCO CNG Smart City & DRS Latma -243, Ranchi 5.79 Ranchi Smart City Corporation Limited (RSCCL) No 2023-24 Matter pending with the Authority for Agreement
Land COCO CNG Khirkiyaghat Namo Ghat, Varanasi 4.48 Nagar Nigam, Varanasi No 2020-21 Matter pending with Nagar Nigam Office at Lease Agreement draft stage
Land XLRI Sonari, Ward No. 06, Khata No. 02, Jamshedpur 7.01 Govt. of Jharkhand No 2022-23 Matter pending with the State Government for Agreement
Land Shastrinagar, Kadma, Ward No. 02, Jamshepur 3.59 Govt. of Jharkhand No 2022-23 Matter pending with the State Government for Agreement
Land Uliyan, Kadma, Ward No. 02, Jamshedpur 4.27 Govt. of Jharkhand No 2022-23 Matter pending with the State Government for Agreement
Land Sonari DCU, Ward No. 01, Khata No. 622, Jamshedpur 3.19 Govt. of Jharkhand No 2019-20 Matter pending with the State Government for Agreement
Land Jugsalai, Ward No. 04, Khata No. 02, Jamshedpur 2.15 Govt. of Jharkhand No 2019-20 Matter pending with the State Government for Agreement
COCO Station Land- Plot No 914, Khata No.: 1362, at Badapokaria, Tangi, Khurda 0.54 Govt. of Odisha No 2021-22 Matter pending with office of DM, Khudra for Lease Agreement
83.19

ANNEXURE - B TO THE INDEPENDENT AUDITORS REPORT =-

AUDIT REPORT OF THE GAIL (INDIA) LIMITED FOR THE YEAR 2024-25 PURSUANT TO DIRECTION UNDER SECTION 143 (5) OF THE COMPANIES ACT, 2013

Directions / Sub Directions No. 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 in SAP. 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. Nil
2 Whether there is any restructuring of an existing loan or cases of waiver/write off of debts/loans/ interest etc. made by a lender to the company due to Companys inability to repay the loan? If yes, the financial impact may be stated. Whether such case are properly accounted for? (In case, lender is a government company). 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 etc. made by a lender to the Company due to the Companys inability to repay the loan. Nil
3 Whether funds (grants/subsidy etc.) received/ receivable for specific schemes from Central/ State Government or its agencies were properly accounted for/utilized as per its terms and conditions? List the cases of deviation. In accordance with the audit procedures carried out and as per the information and explanations given to us by the Company and as represented by the Management, funds (grants/subsidy etc.) received/ receivable for specific schemes from Central/ State Government or its agencies were properly accounted for/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 31,2025.

Report on the Internal Financial Controls with reference to Standalone Financial Statements under Clause (i) of Sub section 3 of Section 143 of the Companies Act, 2013 ("the Act")

We have audited the internal financial controls with reference to standalone financial statements of GAIL (INDIA) LIMITED ("the Company") as of March 31, 2025 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date.

Managements and Board of Directors Responsibilities for Internal Financial Controls

The Companys management and Board of Directors are responsible for establishing and maintaining internal financial controls with reference to standalone financial statements 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 Act.

Auditors Responsibility

Our responsibility is to express an opinion on the Companys internal financial controls with reference to standalone financial statements 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 Act, to the extent applicable to an audit of internal financial controls with reference to standalone financial statements. 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 with reference to standalone financial statements 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 with reference to standalone financial statements and their operating effectiveness. Our audit of internal financial controls with reference to standalone financial statements included obtaining an understanding of internal financial controls with reference to standalone financial statements, 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 standalone 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 with reference to standalone financial statements.

Meaning of Internal Financial Controls with reference to Standalone Financial Statements

A Companys internal financial control with reference to standalone financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of standalone financial statements for external purposes in accordance with generally accepted accounting principles. A Companys internal financial control with reference to standalone financial statements 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 standalone 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 standalone financial statements.

Inherent Limitations of Internal Financial Controls with reference to Standalone Financial Statements

Because of the inherent limitations of internal financial controls with reference to standalone financial statements, 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 with reference to standalone financial statements to future periods are subject to the risk that the internal financial control with reference to standalone financial statements 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 with reference to standalone financial statements, except timely closure of contracts and such internal financial controls with reference to standalone financial statements were operating effectively as at March 31, 2025, based on the criteria for internal financial control with reference to standalone financial statements 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 standalone financial statements of the Company. However, these areas of improvement do not affect our opinion on the standalone financial statements of the Company.

For ARUN K. AGARWAL & ASSOCIATES For RAVI RAJAN & CO. LLP
Chartered Accountants Chartered Accountants
Firms Registration No.: 003917N Firms Registration No.: 009073N/N500320
LOKESH KUMAR GARG SACHIN KUMAR JINDAL
Partner Partner
M. No.: 413012 M. No.: 531700
UDIN : 25413012BMKYGY8541 UDIN: 25531700BMLBXA1684
PLACE: NEW DELHI
DATE: 13-05-2025

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