Indraprastha Gas Ltd Directors Report

To

The Members,

Your Directors have pleasure in presenting the Twenty-sixth Annual Report and the Companys audited financial statements for the Financial Year ended March 31, 2025.

Physical Performance

During the year, the Company recorded sales as under:

Figures in Million Standard Cubic Meters (MMSCM)

Product	For the Year 31 March 2025	For the Year 31 March 2024	% Change (YoY)
Compressed Natural Gas (CNG)	2432.50	2298.27	5.84
Piped Natural Gas (PNG)	848.37	786.20	7.91
Total	3280.87	3084.47	6.37
Average Sales / per day (mmscmd)	8.99	8.43

Shri. Vinai Kumar Saxena, Lt. Governor of Delhi, receiving interim dividend cheque of FY 2024-25 from Mr. Kamal Kishore Chatiwal, Managing Director and

Mr. Mohit Bhatia, Director (Commercial), on behalf of Govt. of NCT of Delhi, which holds 5% equity stake in IGL

Financial Results

The Companys financial performance for the year ended March 31, 2025 is summarised below:

(Rs. in Crores)
Items	For the Year 31 March 2025	For the Year 31 March 2024
Net Sales & Other Income	15,369.07	14,363.23
Profit before Depreciation & Tax	2,410.97	2,720.91
Depreciation	474.07	413.75
Profit before tax	1,936.90	2,307.16
Provision for tax	469.31	559.08
Profit after tax	1,467.59	1,748.08
Other comprehensive income	(0.31)	(2.90)
Total comprehensive income	1,467.28	1,745.18
Retained Earnings - opening balance	8,108.24	6643.06
Add : Profit for the period	1467.59	1748.08
Profit available for appropriations	9575.83	8391.14
Appropriations:
Dividends	735.00	280.00
Corporate dividend tax	140.00	-
Transferred to general reserve	-	-
Other comprehensive income recognised directly in retained earnings	(0.31)	(2.90)
Retained Earnings - closing balance	8,700.52	8,108.24

Financial Reviews

During the year, the gross turnover of the Company has increased from Rs. 15,403.13 Crores in FY 2023-24 to Rs. 16,399.70 Crores in FY 2024-25 showing an increase of 6.47%. The Profit After Tax (PAT) decreased by 16.05% from Rs. 1748.08 Crores in FY 2023-24 to Rs. 1467.59 Crores in FY 2024-25.

Mr. Kamal Kishore Chatiwal, Managing Director and Mr. Mohit Bhatia, Director (Commercial) inaugurating Knowledge Park III CNG station of IGL located in Greater Noida, Uttar Pradesh

The Company has prepared the Consolidated Financial Statements which includes Companys share in net profit/loss of the Subsidiary and also includes the Companys share of profit in its Associates combined on an equity method in accordance with Ind AS 28 - "Investment in Associates and Joint Ventures". The Consolidated PAT during FY 2024-25 is Rs. 1713.01 Crores against Rs. 1983.40 Crores in the previous year.

Dividend

Your Company is pleased to recommend a final dividend of 75% (Rs. 1.5/- per share - Post Bonus issue). The proposed dividend would absorb Rs. 210 Crores.

Your Company had also declared interim dividend of 275% i.e. (Rs. 5.50/- per share - Pre Bonus Issue) paid during financial year 2024-25.

The Company has Dividend Distribution Policy in terms of the requirement of SEBI (Listing Obligations Disclosure Requirements) Regulations, 2015. The Policy is available on the website of the Company under the web-link: https://www. iglonline.net/detailPage/policies

Performance Highlights

Compressed Natural Gas Business

During the year, your Company augmented CNG infrastructure in its Geographical Areas. The Company achieved a new milestone by setting up 954th CNG station in FY 2024-25. In FY 2024-25, 72 new CNG stations were commissioned. CNG capacity enhancement/ upgradation was done at 08 numbers CNG stations and 15 stations were converted from Daughter Booster to Online in FY 2024-25. With these achievements, the Company has achieved total compression capacity of 109.44 lacs kgs per day and is catering to around 21 Lacs vehicles.

Your Company provides prepaid card facility for its CNG customers in order to promote digital payments. Till now more than 195000 prepaid cards are under circulation catering to approx. 2 lacs vehicles. In line with Digital India, Company has done forecourt payment automation at its CNG stations which will increase the customer satisfaction and transparency in CNG billing. Company has taken more initiatives in Digital Payments at CNG stations for the benefit of customers, wherein UPI payment can be made at CNG stations through

wallet payments mode. The Company has also tied up with Bhim UPI for enabling UPI payments collection from all modes of payment. The combined effort towards digital payment collection has helped in a growth of 12% in digital payment collection this year vis-a-vis last year.

Your Company has conducted joint promotion activities with Maruti Suzuki India Limited, Tata Motors, Bajaj, Mahindra and Hyundai at the CNG stations. Due to constant interactions with the car manufacturers, they have launched company fitted CNG variants, which are becoming popular among the customers and thus boosting the sales of CNG.

Consistent follow-ups with State Transport Units (STUs) have yielded positive results, with UPSRTC & UTC added 100 new CNG buses in FY 2024-25.

Piped Natural Gas Business

PNG - Domestic Connections

PNG continued to be focus area of the Company during FY 202425. The Company provided more than 3.70 lacs new connections during the year 2024-25. In order to create the PNG awareness further amongst target customers, a successful campaign was run during the year. A significant growth of 27.5 MMSCM i.e. around 12% in PNG domestic sale have been achieved in FY 2024-25, resulting in total sale of 255.03 MMSCM in FY 202425 as against total sale of 227.48 MMSCM in FY 2023-24.

Your Company increased its steel pipeline network from 2054 kms in FY 2023-24 to 2347 kms in FY 2024-25 and its MDPE network from 23,565 kms in FY 2023-24 to 27,399 in FY 2024-25.

Your Company has truly embraced innovation to drive PNG adoption, deploying a comprehensive strategy that spans low- cost promotional campaigns and e-rickshaw promotions for urban villages, engaging womens meets, utilizing modern channels like QR codes on promotional boards in residential

Mr. Kamal Kishore Chatiwal, Managing Director, and Mr. Mohit Bhatia, Director (Commercial), at the commissioning 10 TPD Compressed Biogas (CBG) plant at Village Balwanti, Kaithal district in Haryana

societies, bulk messaging and WhatsApp group advertisements to reach potential customers. To further encourage conversion, your Company also promotes easy registration via its website and call-centres, and critically, offers customer-centric financial schemes such as the Fixed Daily Charges (FDC) Scheme, where customers pay a nominal daily charge instead of an upfront installation security deposit, and the Equated Monthly Instalment (EMI) Scheme, which allows customers to pay the refundable security deposit in convenient bi-monthly instalments. These initiatives collectively demonstrate IGLs commitment to making PNG accessible and appealing across diverse customer segments.

In new GAs like Ajmer, Pali, Karnal, Kaithal, Muzaffarnagar, Meerut, Kanpur, Fatehpur, etc. an overall growth of approx. 45% in new billable customers have been registered so far as on 31.03.2025. Spot billing has been fully implemented in Muzaffarnagar GA, enabling 100% accurate retail bill generation in real time with immediate hand-to-hand delivery leading to a notable improvement in reading output, rising from 60% to 80%. Keeping in pace with digitalization and to use the social media platforms effectively, your Company is promoting self-billing option through conveniently designed short videos. These short videos are sent along with the PNG bills sent on SMS/ WhatsApp to educate customers on self- billing, empowering customers to generate accurate bills at their convenience.

Your Company has also started the digital transformation by launching a WhatsApp Chatbot, providing 24/7 instant customer interaction, service request handling, bill delivery, and payment collection, all through the same platform for added convenience. Your Company yet again surpassed the milestone of 1.35 million electronic bill delivery subscribers and 2.5 lakhs WhatsApp subscribers demonstrating the commitment to embracing modern platforms. With consistent and firm efforts an average of 88% to 90% monthly actual/retail meter reading collection have been achieved during FY 2024-

25 with 100% billing of all moved-in PNG-Domestic customers. The remarkable 97% adoption rate for online payments clearly demonstrates the convenience and ease of IGLs digital payment options. This high engagement reflects a strong customer preference for seamless, online transactions, underscoring the success of the companys efforts in promoting and facilitating digital payments for its services in Delhi. Also, your Company has expanded and strengthened cash collection infrastructure in rural areas by partnering with Common Service Centres (CSCs), significantly improving accessibility and convenience for customers in remote locations. IGLs commitment to operational excellence and customer satisfaction is evident in its impressive service metrics. Beyond the 97% online payment adoption rate, the Company also achieved a 96% success rate in hardcopy bill delivery for approximately 2.5 lakh customers. These accomplishments collectively underscore IGLs dedication to leveraging technology and customer-centric solutions, ensuring an exceptional and seamless experience for its valued customers.

The Company had a total of more than 30.7 Lakhs connections in Delhi & other geographical areas as on March 31, 2025.

PNG - Commercial & Industrial

During the year, your Company continued its thrust on the Commercial & Industrial segment which is one of the potential growth areas in the upcoming years. In Industrial Segment, your Company achieved sales volume growth of around 10% i.e. from 294.10 MMSCM in FY 2023-24 to 322.53 MMSCM in FY 2024-25 and in Commercial segment, your Company achieved a growth of around 8% in sales volume i.e. from 82.20 MMSCM in FY 2023-24 to 88.43 MMSCM in FY 2024-25. In terms of number of customers, the industrial customer base increased from 4693 in March 2024 to 5265 in March 2025 and commercial customer base increased from 5904 in March 2024 to 6876 in March 2025.

In Delhi, Delhi Pollution Control Committee (DPCC) has banned all other industrial fuels except PNG and has advised all industrial customers (wherever PNG is available) to switchover to PNG. The Commission for Air Quality Management (CAQM) has also directed switching over of DG sets to PNG and Dual fuel (PNG and Diesel) mode in Delhi and NCR. Your Company has efficiently co-ordinated to implement the mandate given by DPCC and the CAQM by facilitating customers for smooth switchover to PNG supply. In this regard, your Company has been able to convert all polluting industries located in NCT of Delhi to PNG supply. In order to curb down air-pollution levels and to increase natural gas volumes, your Company has targeted power generation, manufacturing etc. wherein PNG is replacing usage of polluting fuels. IGLs PNG network is widely available among various Industrial & Commercial clusters of Delhi and NCR towns of Ghaziabad, Gautam Budh Nagar, Hapur, Muzzaffarnagar, Gurugram, Rewari, Karnal. Your Company is working with a focused approach to further expand/ strengthen pipeline network by providing last mile connectivity to the Industrial & Commercial establishments

in existing areas where pipeline grid is available and expand pipeline network to cater to other industrial areas.

In Industrial & Commercial segment 1726 new registrations were completed during the FY 2024-25 and pipeline laying was started in new areas like Hapur, YEIDA in Uttar Pradesh, Chandni Chowk & Paharganj in Delhi. Your Company is also expanding its network to new Geographical Areas (GAs) like Muzzaffarnagar, Meerut & Shamli, Kanpur (other than area already authorized), Fatehpur & Hamirpur, Ajmer, Rajsamand & Pali and Banda & Chitrakoot to cater the demand of Industrial & Commercial segment.

Natural gas is a vital component of modern industry and commerce, offering a clean-burning, efficient, and reliable source of energy. Industrial and commercial connections to natural gas networks enable businesses to harness this valuable resource, driving growth, productivity, and sustainability. Your Company is also working in a collaborative and participatory approach with UPSIDA, NEA, Udyog Bandhu, YEIDA so as to work out an action plan to convert all industrial and commercial units to PNG (wherever IGLs PNG network is available). To further expand its footprint, your Company has been able to execute Gas Sale Agreements (GSA) with Industrial & Commercial Customers in Muzzaffarnagar, Jewar industrial area, Hapur, Rewari, Kanpur, Pali & Ajmer Geographical Areas (GAs) and also started supplying PNG which would facilitate increase in consumption of Natural Gas (NG) volumes.

Mr. Kamal Kishore Chatiwal, Managing Director and Mr. Mohit Bhatia, Director (Commercial), inaugurating the Spot Billing Services for domestic PNG customers at a house in Muzaffarnagar district in Uttar Pradesh

Associate Companies

Central U. P. Gas Limited (CUGL)

CUGL is engaged in City Gas Distribution in the cities of Kanpur, Bareilly, Jhansi and Unnao in Uttar Pradesh. Your Company holds 50% of the paid-up equity share capital of CUGL.

CUGL achieved a gross turnover of Rs. 708.46 Crores and Profit After Tax of Rs. 70.03 Crores for the financial year ended March 31, 2025.

Maharashtra Natural Gas Limited (MNGL)

MNGL is in City Gas Distribution business in Pune, Pimpri, Chinchwad, Chakan, Talegaon and Hinjewadi, Nasik GA (Nasik, Dhule & part of Valsad), Sindhudurg GA in the state of Maharashtra and Ramanagara GA in the state of Karnataka. Your Company holds 50% of paid-up equity share capital of MNGL.

MNGL achieved a gross turnover of Rs. 3,603.70 Crores and Profit After Tax of Rs. 652.53 Crores for the financial year ended March 31, 2025.

The statement containing the salient features of the financial statements of Companys Associates and Subsidiary pursuant to the first proviso to sub-section (3) of Section 129, is appended as Annexure 1 to this Report.

Future Outlook

In line with its mission and vision, your Company is actively pursuing strategic initiatives to strengthen its position in an increasingly dynamic and competitive environment. The growth strategy includes both organic and inorganic approaches, with a focus on enhancing the core City Gas Distribution (CGD) business while also diversifying into new areas beyond the core business.

Renewable Space

Your Company is exploring usage of Renewable Energy (RE) in place of conventional grid power, which will be a step towards carbon emission reduction and net zero. Your Company is in process of short-term procurement of RE power for two (02) nos. of identified CNG stations in Delhi under Green Energy Open Access of Delhi Electricity Regulatory Commission (DERC). Upgradation of electrical infrastructure for this pilot project is under discussions with concerned electricity DISCOM.

Your Company has entered into a Memorandum of Understanding with the State Government of Rajasthan for setting up a greenfield Solar power plant of 500 MWp capacity through a joint venture (JV) with Rajasthan Vidyut Utpadan Nigam Limited (RVUNL) with an estimated equity investment of Rs. 382 Crores. For the execution of definitive agreement with RVUNL, terms and conditions precedent for the formation of JV and proposed investment are under discussion for finalization.

Your Company is also in the process of setting up Agro-solar plant of ~20 MW capacity under Group Net Metering scheme with two different DISCOMs for meeting its captive power requirement in Delhi.

Your Company has plans to install Solar panels at the canopy of selected CNG Stations. An in-principle approval from PESO has been received in this regard & implementation of this pilot project is in progress.

Your Company has a target of achieving a total of 2 GWp capacity of Renewable Energy in the near future.

EV Infrastructure & EV landscape

As part of its diversification efforts, your Company is developing Electric Vehicle (EV) charging infrastructure, including installations at IGL CNG stations. Your Company aims to commission at least 50 fixed EV chargers in the NCT of Delhi, out of which 33 EV chargers have already been commissioned.

Additionally, your Company has set up 8 standalone EV charging stations equipped with a total of 10 chargers at sites allotted by land-owning agencies. Six more locations are under construction and will become operational shortly.

Your Company is also exploring investments across the EV value chain, including EV component manufacturing, battery recycling etc.

LNG/LCNG

Currently, one LNG/LCNG station is operational in Ajmer. Two additional stations, one each in Rewari and Greater Noida along the Golden Quadrilateral highway are under construction.

The first LNG facility for Container Corporation of India (CONCOR) at its terminal in Dadri is in advanced stages of development and will be commissioned shortly, under an MoU signed by your Company with CONCOR to set up LNG infrastructure at various terminals across India.

Compressed Biogas (CBG)

Your Company is actively contributing to the SATAT (Sustainable Alternative Towards Affordable Transportation) and CBG-CGD Synchronization initiatives by the Ministry of Petroleum and Natural Gas. At present, your Company is off taking CBG from six plants, including direct pipeline injection from two of them.

Shri Sandeep Kumar Gupta, CMD, GAIL(India) Ltd. and Shri Krishnakumar Gopalan, then CMD, BPCL, inaugurating the IGL Pavilion at India Energy Week 2025 in the presence of Mr. Kamal Kishore Chatiwal, Managing Director, and Mr. Mohit Bhatia, Director (Commercial) and senior IGL officials

Allied equipment manufacturing

Under a MoU with Bharat Heavy Electricals Limited (BHEL), a joint working group is developing plans for a manufacturing facility for Type IV lightweight cylinders for CNG and hydrogen applications. The group is currently finalizing the technology and financial model.

Joint Venture

The meter manufacturing facility under the Joint Venture Company between IGL and Genesis, named IGL Genesis Technologies Limited, is nearing completion. The facility is located at an industrial shed in Sector 145, Noida, taken on a long-term lease. Commissioning of the plant is underway and commercial production of gas meters is expected to commence by September, 2025.

Acquisition and Investment in other companies

We continue to explore potential acquisitions of complementary CGD companies and assess strategic investment opportunities as they emerge in the market.

Information Technology

Your Company has been witnessing sustainable and all round growth in terms of business expansion across various geographical areas which is supported by a robust, advanced and latest technological landscape composed of multiple

Additionally, a 100 TPD Municipal Solid Waste (MSW)-based CBG plant is under construction at Ghoga Dairy, Narela, New Delhi, as part of your Companys plan to invest in 10 CBG plants based on various feed stocks. customer and business applications. ERP & IT department as business enablers works jointly and closely with business leaders to identify and adopt right technology and adopt innovations to support and realize the digital vision of IGL and emerge as a technology leader in the CGD domain.

Your Company has always considered customer centricity as the focal point of organizations vision which has been confidently relying on the technology platforms driving the application landscape broadly comprising of SAP ERP and other portal applications. With an objective of revolutionizing the customer interaction program, WhatsApp chatbot platform as one of the most popular channel of engaging with customers has been rolled out, fully endowed with latest menu driven service options and leveraging latest AI features. The same chatbot shall also be made available for other modes of customer engagement viz. Website and IGL Connect app.

Your Company has already processed and finalized the tender for the implementation of cloud based Advanced CRM solution which would significantly uplift the customer interaction process through rendering an omni-channel platform for all the customer services. Your Company has leveraged enterprise cloud services of Microsoft Azure as hyperscaler for hosting our customer mobile app, IGL Connect, Meter reading portal and Safety Work Permit app for enhanced availability, reliability and performance. The IGL Connect App has been successful in living up to the expectations of the customers and has now crossed more than 1 million customer registrations. Your company has optimized the process of commercial customers registration process through automatic system generated proposal. On the PNG front, there has been improvisation and enhancement of ownership transfer process through adopting automation of processes.

Your Company has always emphasized on the concept of continuous improvement and optimization in internal processes which included completion of major development in HR TA/ DA processes wherein earlier mobile enablement of creation and approval of leave request along with OTP based alternate authentication was introduced. Further, your Company has also promoted efficient storage and retrieval of documents for better traceability and security of confidential official documents for which pilot project of Document Management System (DMS) leveraging existing OpenText environment was completed utilizing in-house competency and resources. The project shall soon be rolled out across the organization. Your

company has also developed a portal for the automation of CNG station allocation process which would not only help streamlining but also bring in much needed ease, convenience along with visibility and transparency in the existing process. Existing CNG O&M application was integrated with SAP ERP for efficient complaint handling, scheduling maintenance of equipment, tracking status of inventory along with purchase order delivery status.

Your Company has been continuously focussing on keeping pace with the fast changing global technologies to combat the prevalent cyber threats across the globe. Multiple initiatives have been taken to enhance the cyber security posture of the organization to complement earlier initiatives which includes annual security audits, cyber security trainings and simulation etc. Your Company has also recently on-boarded consultants for developing strategy for data protection in line with Digital Personal Data Protection Act, 2023 along with data discovery and classification.

Human Resources

Your Company realizes that the challenges of the future can be best met with competent and motivated human resources.

Your Company is taking various HR initiatives to add value to its pool of human talent and integration of individual goals with that of Company. The Company reviews from time to time HR Policies/ benefits of its employees to make them more competitive and aligned with best industry practices. Employee wellness is being given highest priority, accordingly, Mediclaim insurance coverage amount was increased for each employee.

Learning and Development of employees forms an integral part of the Companys Policy towards accomplishing organizational goal. The continual imparting of training, both technical and nontechnical, is necessary for the growth of employees, personally as well as professionally. During the year, our employees were provided with the best of technical trainings like Burckhardt Compressor Training, Gas Engine Training, Coriolis Mass Flow Meters & Diagnosis etc. Outbound team building exercise was undertaken during the financial year. Various Management Development Programs at premier IIMs were attended by Senior executives. Many impactful IT, Behavioral and soft skills trainings were also imparted during the financial year.

IGL being the leading organisation in the CGD sector has always taken initiatives for overall development of its employees and the community. In the Financial Year 2024-25, several key initiatives over the past year, focusing on enhancing employee morale, well-being, and a sense of professional pride. These initiatives have contributed significantly to strengthening our values of empowerment, engagement, and inclusivity.

During the year, your Company organized various sports events, viz. cricket, badminton, table tennis, carom, chess etc. Your Company also hosted the prestigious PSPB Squash Tournament at Jaipur, facilitated employees participation in multiple PSPB tournaments across disciplines throughout the year, encouraging interaction with national-level peers in the Oil & Gas sector, promoting physical fitness and team unity.

During the year, your Company introduced new uniforms for field staff, instilling a strong sense of belonging for the critical role played by our frontline workforce, launched the bimonthly HR Connect Magazine - a dynamic platform connecting all the employees, proudly celebrated IGL Foundation Day, an event that brought together employees and their families to affirm the sense of oneness among them.

professional sphere. The comprehensive Induction Trainings has also been imparted to these new entry-level professionals. Your Company has maintained harmonious, cordial and healthy relations among its employees.

Your Company recognizes the contribution of its employees in its growth.

Health Safety and Environment (HSE)

Your Company has achieved significant milestones in Health, Safety, and Environment (HSE) over the past year, demonstrating a profound commitment to cultivating a robust safety culture and ensuring operational excellence.

To embed safety as a core organizational value, your company has instituted a dedicated monthly Safety Day, observed on the 11th of each month across all Geographical Areas (GAs) including Corporate Office of IGL. The monthly Safety Day serves as a crucial platform where each GA and Location incharges actively engage employees by meticulously reviewing their respective areas safety performance, reinforce the critical importance of safety through ongoing awareness initiatives, ensure strict compliance with established safety standards, and proactively recommend further safety enhancements.

Furthermore, your Company conducted a comprehensive Behaviour-Based Safety (BBS) training program for all employees, including senior management, to enhance the overall safety culture within the organization. To empower employees with life-saving skills, first-aid training programs were conducted through St. John Ambulance Brigade (Indian Red Cross Society). For enhancement and upskill of competencies, employees have undergone various training programs organised by National Safety Council and Hydrocarbon Sector Skill Council.

During the year, Your Company inducted various young talented professionals from prestigious Indian Institute of Technology, Delhi at GET level and reputed Govt. Polytechnic Colleges at Junior Engineer level to infuse knowledge and talent in the

Mr Kamal Kishore Chatiwal, Managing Director and Mr. Mohit Bhatia, Director (Commercial) during signing of agreement with Mr. Sanjay Kumar Rakesh, Managing Director & CEO, CSC e-Governance Services Ltd. to facilitate easy bill payment facility across all operational geographical areas of IGL.

The safety of our frontline contractual workers remains paramount. Consequently, all contractual workforce has to undergo Safety & Technical Competency training prior to deployment at sites. While Standard Operating Procedures (SOPs) are rigorously adhered to for all routine tasks, all nonroutine and critical activities are meticulously monitored and executed through an app-based Safety Work Permit system.

Your Companys commitment to safety is underscored by its rigorous preparedness protocols. To assess the efficacy of its Emergency Response and Disaster Management Plan (ERDMP), a total of 433 mock drills were conducted throughout FY 2024-25. These included participation in 5 off-site mock drills organized in coordination with district authorities, showcasing robust collaboration with external agencies.

Your Company actively promotes natural gas safety awareness. Over 400 safety camps were conducted directly at customer locations for PNG consumers and at CNG stations for CNG customers, reinforcing consumer safety as a fundamental value. Beyond direct engagement, safety messages are disseminated to the broader community via FM radio and across various digital and social media platforms.

To further enhance awareness among CNG Transport Associations and CNG Retro Fitment Centres, your company conducted dedicated Safety Awareness sessions. These sessions focused on the CNG Cylinder hydrostatic testing procedure and its associated benefits for enhancing safety at our CNG stations. Similarly, to ensure the integrity of the gas pipeline network, various workshops on the "Dial Before Dig" safety campaign were conducted with diverse agencies, including district authorities. A specialized safety awareness session was also held for officials of the State Fire Service to apprise them of safety aspects pertinent to the city gas distribution business.

Your Companys unwavering dedication to Health, Safety, and Environment (HSE) has been recognized as we were honoured to receive the prestigious Transform HSE Leadership & Excellence Award at the Transform HSE Conference 2025 in Yashobhoomi, Delhi. This accolade firmly solidifies your Companys commitment to fostering a safe and healthy work environment.

Your Companys dedication to continuous improvement is further evidenced by its comprehensive ISO certifications: ISO 45001:2018 (Occupational Health & Safety), ISO 9001:2015 (Quality Management), ISO 14001:2015 (Environmental Management), and ISO 50001:2018 (Energy Management).

Shri Hardeep Singh Puri, Honble Union Minister of Petroleum & Natural Gas visiting the IGL stall within India Pavilion at GASTECH 2024 in Houston (USA)

These certifications collectively demonstrate your companys steadfast commitment to safety and ensures operational excellence through world-class safety practices that consistently far exceeds the legal and statutory requirements.

Corporate Social Responsibility

Your Company remains steadfast in its dedication to Corporate Social Responsibility (CSR), channelling its efforts towards creating a meaningful and positive impact on society. For the fiscal year 2024-25, we have strategically expanded our initiatives, focusing on core pillars: Health & Sanitation, Skill Development & Livelihood Enhancement (with a special emphasis on Women Empowerment), and Education & Community Infrastructure Development.

In the realm of Health & Sanitation, our commitment is exemplified by a large-scale eye care initiative designed to provide free eye check-ups and surgeries to underprivileged communities. This project aims to conduct health checkup camps across Muzaffarnagar, Shamli, Meerut in U. P. , and Rewari, Gurugram in Haryana, delivering free cataract surgeries, spectacles, and eye care medicines. Further enhancing healthcare access, our "Swasthya Karwan" project deploys a mobile medical unit for comprehensive healthcare outreach to drivers and marginalized communities. We are also extending critical support through projects for the treatment of children with heart disease and "Project Cancer Mukt Dilli," a comprehensive cancer treatment program for the underprivileged. Additionally, we are improving sanitation and hygiene by constructing and upgrading school toilets at schools in Rajsamand and Pali Rajasthan.

Skill Development, Livelihood Enhancement, and Women Empowerment continue to be pivotal to our CSR strategy. We have launched the Advance Sewing Machine Operator (ASMO) program in Noida, training underprivileged women with a blend of theoretical and practical skills, further enriched with modules on English, IT, and soft skills. Project IGL SETU (Skilling, Empowering & Training the Underserved) is actively creating pathways for youth to become qualified Allied Health Professionals. In an innovative step towards empowering

Mr. Kamal Kishore Chatiwal, Managing Director with Mr. Andrew Brodie, Chief Product Officer, Honeywell Automation India Ltd during signing of an agreement

in the presence of Shri. Hardeep Singh Puri, Honble Union Minister of Petroleum and Natural Gas at GASTECH 2024, Houston (USA)

rural women, we are providing Remote Drone Pilot Training and Certification to women in Delhi, opening new frontiers in technology. Furthering specialized skill development, we are establishing a Perfume Lab at Hindu College, Delhi, and continuing our Gas Plumbing & Piping Training at the IGL Gas Plumbing Training Centre, ITI, Arab-Ki-Sarai, New Delhi.

Our focus on Education & Community Infrastructure Development is demonstrated through significant interventions. In Pali District, Rajasthan, we are enhancing infrastructure across five schools, providing water and sports facilities, constructing toilets, conducting sanitation & cleanliness awareness programs, and undertaking plantation drives. To support inclusive education, we are providing a "Braille Embosser" to the All India Confederation of The Blind, facilitating access to learning materials for visually impaired individuals.

Recognizing the importance of nurturing talent and national pride, your Company is also supporting the training of 10 athletes in their preparation to participate in Olympics.

These initiatives underscore our profound commitment to societal advancement and our sustained dedication to CSR, as elaborated in the annual report on CSR activities appended as Annexure 2 to this report.

Directors Responsibility Statement

Pursuant to the provisions of Section 134 (5) of the Companies Act, 2013, your Directors hereby confirm that:

I. In the preparation of Annual Accounts for the financial year ended March 31, 2025, the applicable accounting standards have been followed;

Mr. Kamal Kishore Chatiwal, Managing Director and Mr. Mohit Bhatia, Director (Commercial) in the presence of other senior officials of IGL, signing the MoU with the Noida International Airport (NIA) for developing CNG infrastructure around the airport in Jewar district of Gautam Buddha Nagar, Uttar Pradesh

II. They have selected such accounting policies and applied them consistently except where otherwise stated in the Notes to Accounts and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for that period;

III. They have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

IV. They have prepared the Annual Accounts for the Financial Year ended March 31, 2025 on a going concern basis;

V. They have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively; and

VI. They had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

Directors

Shri R.K. Jain ceased as Chairman and Director of the Company w.e.f. January 14, 2025. Shri Sukhmal Kumar Jain, nominee of BPCL, was appointed as a Director and Chairman of the Company w.e.f. January 14, 2025. He ceased as a Chairman and Director of the Company w.e.f. May 01, 2025. Shri Raj Kumar Dubey, nominee of BPCL, was appointed as a Director and Chairman of the Company w.e.f. May 01, 2025.

Shri Sanjay Kumar, nominee of GAIL, was appointed as a Director of the Company w.e.f. January 14, 2025. Shri Prashant Goyal, was appointed as a Director of the Company w.e.f. October 01, 2024 and ceased as a Director w.e.f. August 19, 2025. Ms. Niharika Rai was appointed as an Additional Director of the Company w.e.f. August 19, 2025. Shri Pankaj Kumar, ceased as a Director of the Company w.e.f. January 14, 2025.

The Board takes this opportunity to place on record its appreciation for valuable contribution made by Shri R.K. Jain, Shri Sukhmal Kumar Jain, Shri Pankaj Kumar and Shri Prashant Goyal, during their tenure as the Directors of the Company.

The Company has received declarations from all the Independent Directors of the Company confirming that they meet the criteria of independence as provided under Section 149(6) of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, (hereinafter referred to as the "Listing Regulations").

The details of programmes for familiarization of Independent Directors with the Company are put up on the website of the Company, i.e., https://www.iglonline.net/uploads/files/ Familiarization-Programmes-for-Independent-Directors.pdf

The Nomination & Remuneration Committee considers various criteria such as Knowledge/skill required, experience, Minimum educational qualification, age, role in this Company, gender, other requirements as per Companies Act, 2013 and SEBI Listing Regulations while recommending the name of the Independent Directors.

The Board of Directors carried out the evaluation of Directors, Committees of Board and the Board as a whole, based on the laid down criteria of performance evaluation.

The Company has followed the applicable Secretarial Standards issued by the Institute of Company Secretaries of India.

Business Responsibility and Sustainability Report

Detailed Report on Business Responsibility and Sustainability Report is annexed as part of the Annual Report.

Mr. Mohit Bhatia, Director (Commercial), during the workshop along with the senior officials from Ministry of Petroleum and Natural Gas,

organised by IGL under SATAT Scheme in Chandigarh.

In the opinion of the Board of Directors, independent directors have required integrity, expertise and experience.

Corporate Governance

As per the requirement of the Listing Regulations, a detailed Report on Corporate Governance and certificate regarding compliance of conditions of Corporate Governance are annexed as part of the Annual Report.

The Auditors Certificate on Corporate Governance for FY 2024 - 25 of M/s Agarwal S. & Associates, Practicing Company Secretaries is self-explanatory and does not call for any further comments.

Deposits

During the financial year 2024-25, your Company has not accepted any deposit within the meaning of Sections 73 and 74 of the Companies Act, 2013 read together with the Companies (Acceptance of Deposits) Rules, 2014.

Increase in Authorised Share Capital

The Authorised Share Capital of the Company was increased from Rs. 220 Crores to Rs. 1000 Crores pursuant to Shareholders approval by way of Postal Ballot held during the FY 2024-25.

Issue of Bonus Shares

In February, 2025, your Company had issued and allotted Bonus Shares to the shareholders in the ratio of one equity share of Rs. 2 each for every one equity share of Rs. 2 each of the Company held on record date i.e. January 31, 2025. Accordingly, the Paid up Equity Share Capital of the Company has increased from Rs. 140 Crores to Rs. 280 Crores.

Particulars of Loans, Guarantees or Investments

During the financial year 2024-25, your Company has granted loans amounting to Rs. 15.29 Crores to IGL Genesis Technologies Limited (Subsidiary Company). Further, your Company has invested Rs. 15.59 Crores for allotment of 51% shares in IGL Genesis Technologies Limited (Subsidiary Company) during FY 2024-25.

During the financial year 2024-25, your Company has not given any guarantee.

Mr. Kamal Kishore Chatiwal, Managing Director and Mr. Mohit Bhatia, Director (Commercial), signing the MoU with the Government of Rajasthan for setting up a 500 MW Solar plant facility.

Amount which the Company proposes to carry to any Reserves, if any

For the financial year 2024-25, your Company has not transferred any amount to the general reserve of the Company.

Number of Meetings of the Board and Audit Committee

The details of the number of meetings of the Board and Audit Committee held during the financial year ended March 31, 2025 and composition of Audit Committee are given in Corporate Governance Report.

Related Party Transactions

Policy on materiality of Related Party Transactions and on dealing with Related Party Transactions has been disclosed on the website of the Company at:- https://www.iglonline.net/ detailPage/policies

Details of transactions with related parties are being disclosed separately in the Annual Report. As per Regulation 23 of Listing Regulations, prior approval of Shareholders has been taken for Material Related Party Transactions for the Financial Year 2025-26.

Prevention of Sexual Harassment at Workplace

As per the requirement of The Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013 and Rules made thereunder, your Company has constituted Internal Complaints Committee (ICC) During the FY 2024-25, status of complaints is as under:

1. Number of Sexual Harassment Complaints received - 02

2. Number of Sexual Harassment Complaints disposed off - 02

3. Number of Sexual Harassment Complaints pending beyond 90 days. - NIL

Risk Management and Internal Financial Control Adequacy

Your Company has Risk Management System in place including the Risk Policy & identification of the Risks which are reviewed periodically. The Company has also Risk Management Committee as per the requirement of the Listing Regulations.

Your Company has laid down a set of standards, processes and structure for internal financial control across the organization and ensures that the same are adequate and operating effectively.

Vigil Mechanism

The Company has a well-defined Vigilance framework which provides a platform to the employees, directors, vendors, suppliers and other stakeholders of the Company to come forward and raise their genuine concerns without any fear of retaliation and victimization. The details of the Whistle Blower Policy are available on the website of the Company: www.iglonline.net. Besides Whistle Blower Policy, the Company has also framed Vigil Mechanism Policy. The stakeholders can lodge their complaint(s) to Chief Ethics & Vigilance Officer of the Company.

Mr. Kamal Kishor Chatiwal, Managing Director, and Mr. Mohit Bhatia, Director (Commercial), along with senior officials of IGL, convened at Muzaffarnagar GA for a strategic brainstorming session focused on growth, future opportunities, and shaping the companys long-term roadmap.

Cost Auditors

Your Company had appointed M/s Ramanath Iyer & Co., New Delhi as Cost Auditors for the FY 2024-25.

As per Section 148 read with Companies (Audit & Auditors) Rules, 2014 and other applicable provisions, if any, of the Companies Act, 2013, the Board of Directors of your Company has re-appointed M/s Ramanath Iyer & Co., Cost Accountants, as the Cost Auditors of the Company for the FY 2025-26. The remuneration proposed to be paid to the Cost Auditors is subject to the ratification by the members at the ensuing Annual General Meeting of the Company.

Your Company is maintaining cost records as specified by the Central Government under Section 148 of the Companies Act, 2013.

Secretarial Auditors and Secretarial Audit Report

Pursuant to Section 204 of the Companies Act, 2013, your Company had appointed M/s Agarwal S. & Associates, Practicing Company Secretaries, New Delhi, as its Secretarial Auditors to conduct the Secretarial Audit of the Company for the FY 2024-25. The Report of Secretarial Auditor for the FY 2024-25 is appended as Annexure 3 to this report.

Remarks referred to in the Secretarial Auditors Report for FY 2024-25 of M/s Agarwal S. & Associates, Practicing Company Secretaries are self-explanatory and do not call for any further comments.

Disclosures Regarding Remuneration

Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Companies Act, 2013 read with Rule 5(1) and 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is appended as Annexure 4 to this report.

Extract of Annual Return

The Annual Return of the Company as on March 31, 2025, in Form MGT 7, in accordance with the Section 92 (3) of the Companies Act, 2013 read with Companies (Management and Administration) Rules, 2014 is available on the website of the Company.

Statutory Auditors

In exercise of powers conferred by Section 139 of the Companies Act, 2013, the Comptroller and Auditor General of India (CAG) has to appoint Statutory Auditors of the Company for the FY 2025-26.

The Notes on financial statements referred to in the Auditors Report for FY 2024-25 of M/s PKF Sridhar & Santhanam LLP, Chartered Accountants are self-explanatory and do not call for any further comments.

Supplementary Audit by CAG

Review and Comments of CAG, on Standalone and Consolidated financial statements for the FY 2024-25 form part of financial statements of the Company. CAG has commented that the figure of Other Operating Revenues include an amount of Rs.15.18 Crores on account of recovery of penalty from customers for delay in payment. As the same is in nature of finance income to the Company, it should have been presented as other income instead of including under other operating revenues.

In this regard, the Company has submitted to CAG that the amount collected from the customers towards Late Payment charges does not include any significant financing component, and also, the same was related to the operations of business which includes realization of customers dues. Accordingly, the same was included under "Other Operating Revenues". However, based on discussion with CAG, and also reviewing industry practice in this regard, the Company has agreed to reclassify the same under "Other Income" from Q1 of FY 2025-

Mr. Kamal Kishore Chatiwal, Managing Director and Mr. Mohit Bhatia, Director (Commercial) addressing the employees of IGL during National * Safety Week 2025.

26. The same is only reclassification matter, and do not have any impact on the profitability of the Company.

Conservation of Energy and Technology Absorption, Foreign Exchange Earnings and Outgo

The information in accordance with the provisions of Section 134 (3) (m) of the Companies Act, 2013 read with Rule (8) of the Companies (Accounts) Rules, 2014 is appended as Annexure 5 to this report.

Acknowledgements

Your Directors express their gratitude to the Central Government, State Governments of NCT of Delhi, Uttar Pradesh, Haryana & Rajasthan, Ministry of Petroleum & Natural Gas, Petroleum and Natural Gas Regulatory Board and Promoter Companies (GAIL & BPCL) for their continuous guidance & support throughout the year.

The Directors also acknowledge the support of all Statutory & Local Authorities, Bankers, Media, Station Operators & their employees, contractors, vendors and suppliers.

The Directors place on record their deep appreciation towards IGLs valued customers for their continued patronage support and look forward to the continuance of this relationship in future also.

The Directors wish to express their gratitude to all the shareholders for their continued trust and support.

The Directors also sincerely acknowledge the contributions made by all the employees of IGL for their dedicated services to the Company.

For and on behalf of Board of Directors

Sd/-	Sd/-
Kamal Kishore Chatiwal	Mohit Bhatia
Managing Director	Director (Commercial)

Place: New Delhi Date: August 19, 2025