Directors' Report
Dear Members,
On behalf of the Board of Directors, it is my pleasure to present the 66th
Annual Report of the Company for the financial year ended March 31, 2025. During the year,
your Company demonstrated strong operational resilience and improved its physical
performance across key parameters, including pipelines throughput and sales volume.
However, the financial performance witnessed a moderation compared to the exceptional
results of 2023-24, primarily due to evolving global crude oil dynamics, product price
volatility and margin pressures. Despite these headwinds, the Company remained steadfast
in its commitment to energy security, customer service and sustainable growth, reinforcing
its position as India's flagship energy major.
The Company continued to advance its growth agenda with significant investments in
refineries expansion, petrochemicals, pipeline infrastructure and green energy, including
expansion in biofuels and electric mobility. These efforts underline its commitment to
building a future-ready energy ecosystem while delivering value to all stakeholders.
To further accelerate the journey towards operational excellence and future-readiness,
the Company has embarked on a company-wide transformational project - SPRINT (Strengthen
Core Businesses, Propel Cost Optimisation, Reinforce Customer Centricity, Integrate
Technology & Innovation, Nurture Leadership & Talent, Transition Ready), which is
designed to drive deep structural efficiencies, embrace digital transformation, unlock new
revenue streams and foster a culture of agility and innovation across the organization.
With a clear focus on long-term value creation, SPRINT aims to reshape the Company into a
leaner, smarter and more competitive enterprise, better equipped to navigate the evolving
energy landscape. By integrating cutting- edge technologies, streamlining processes and
empowering its workforce, your Company is positioning itself as a next- generation energy
company committed to delivering sustainable and inclusive growth.
Performance Review
Financial
The summarised standalone performance and appropriations for 2024-25 vis-a-vis 2023-24
are given below:
|
2024-25 |
2023-24 |
Particulars |
US$ Million |
Rs. Crore |
US$ Million |
Rs. Crore |
Revenue from Operations (Inclusive of Excise Duty & Sale of
Services) |
99,954 |
8,45,513 |
1,04,631 |
8,66,345 |
EBITDA |
4,500 |
38,060 |
8,959 |
74,182 |
(Earnings Before Exceptional Items,Finance Cost, Tax, Depreciation
& Amortisation) |
|
|
|
|
Finance Cost |
1,032 |
8,732 |
885 |
7,328 |
Depreciation and Amortisation |
1,807 |
15,284 |
1,752 |
14,510 |
Exceptional Income/(Expenses) |
217 |
1,838 |
- |
- |
|
2024-25 |
2023-24 |
|
US$ Million |
Rs. Crore |
US$ Million |
Rs. Crore |
Profit Before Tax |
1,878 |
15,882 |
6,322 |
52,344 |
Tax Provision |
346 |
2,920 |
1,537 |
12,725 |
Profit After Tax |
1,532 |
12,962 |
4,785 |
39,619 |
Balance Brought Forward from Last Year |
3,868 |
32,719 |
594 |
4,916 |
Less: Appropriations |
|
|
|
|
Interim Dividend paid |
0 |
0 |
832 |
6,886 |
Final Dividend paid |
1,140 |
9,640 |
499 |
4,132 |
Insurance Reserve (Net) |
2 |
14 |
2 |
14 |
General Reserve |
2,728 |
23,079 |
95 |
785 |
Balance Carried to Next Year |
1,531 |
12,947 |
3,952 |
32,719 |
Share Value
|
2024-25 |
2023-24 |
|
US$ |
Rs. |
US$ |
Rs. |
Cash Earnings Per Share |
0.24 |
20.51 |
0.47 |
39.30 |
Earnings Per Share |
0.11 |
9.41 |
0.35 |
28.77 |
Book Value Per Share |
1.52 |
129.74 |
1.54 |
128.32 |
Note: Exchange Rate used
For 2024-25: Average Rate 1 US $ = H84.59; Closing Rate 1 US $ = H85.48 as on
31.03.2025 For 2023-24: Average Rate 1 US $ = H82.80; Closing Rate 1 US $ = H83.41 as on
31.03.2024
The macro-economic, geo-political, financial, industry-specific information and markets
in which the Company operates are provided in the Management Discussion and Analysis
section, which forms part of this Integrated Annual Report.
Issue of Securities/Changes in Share Capital
There was no change in the equity share capital of the Company during the year. The
Company issued Unsecured, Rated, Listed, Taxable, Redeemable, Non-Convertible Debentures
(NCDs) aggregating Rs.5,000 Crore on private placement basis, during the year, which were
listed on the Debt Segment of the National Stock Exchange of India Limited and BSE
Limited. The funds were utilised for the purpose for which they were raised and there were
no deviations or variations in the utilisation. Further, the Company redeemed NCDs
amounting to Rs.5,495 Crore during the year.
Dividend
The Board of the Company has formulated a Dividend Distribution Policy and the
dividends declared/recommended, are in accordance with the said policy. The policy is
hosted on the website of the Company at: https://www.iocl.com/Download/
Dividend-Distribution-Policy.pdf
The Board of Directors have recommended a dividend of H3/- per share for the year, with
a payout of Rs.4,131.47 Crore equivalent to 32% of the PAT. This is the 58th
consecutive year of dividend declaration by your Company with cumulative payout of
Rs.1,11,293 Crore (including the proposed dividend for 2024-25).
Contribution to Exchequer
The Company has been one of the largest contributors to the Government Exchequer in the
form of duties, taxes and dividend. During the year Rs.2,32,299 Crore was paid to the
exchequer as against Rs.2,41,629 Crore paid in the previous year. An amount of Rs.1,10,313
Crore was paid to the Central Exchequer and Rs.1,21,986 Crore to the States Exchequer
compared to Rs.1,21,171 Crore and Rs.1,20,458 Crore paid in the previous year,
respectively.
Consolidated Financial Performance
In accordance with the provisions of the Companies Act, 2013 (Act) and the Accounting
Standards issued by the Institute of Chartered Accountants of India, the Company has
prepared the Consolidated Financial Statement for the group, including subsidiaries, joint
venture entities and associates, which forms part of the Integrated Report. The highlights
of the Consolidated Financial Results are as under:
|
2024-25 |
2023-24 |
|
US$ Million |
Rs. Crore |
US$ Million |
Rs. Crore |
Revenue from Operations (Inclusive of Excise Duty & Sale of
Services) |
1,01,592 |
8,59,363 |
1,06,429 |
8,81,235 |
Profit Before Tax |
1,800 |
15,225 |
6,919 |
57,288 |
Profit After Tax |
1,630 |
13,789 |
5,213 |
43,161 |
Less: Share of Minority |
23 |
191 |
173 |
1,431 |
Profit for the Equityholders of Parent |
1,607 |
13,598 |
5,040 |
41,730 |
Note: Exchange Rate used
For 2024-25: Average Rate 1 US $ = H84.59
For 2023-24: Average Rate 1 US $ = H82.80
Operational Performance
The operational performance of the Company during the year is as under:
|
|
(in MMT) |
Particulars |
2024-25 |
2023-24 |
Refineries Throughput |
71.564 |
73.308 |
Pipelines Throughput (Liquid and Gas pipelines) |
100.477 |
98.626 |
Product Sales (inclusive of Gas, Petrochemicals & Exports) |
100.292 |
97.551 |
Refineries
Amidst dynamic energy landscape shaped by the ongoing transition evolving market trends
and a growing focus on sustainability, the Refineries Division rose to the occasion with
unwavering dedication, remarkable resilience and a steadfast commitment to excellence
transforming a year of challenges into one marked by significant achievements and
milestones. The Refineries processed 71.56 MMT of crude during the year with capacity
utilisation of 102% of the design capacity. The group refineries (including Chennai
Petroleum Corporation Ltd.) achieved a throughput of 82.02 MMT during the year.
A record distillate yield of 80.6% was achieved, surpassing the previous best of 80.4%
in 2018-19 and the Fuel & Loss at 8.8% was the best in last five years. The Refineries
achieved an operational availability of 98.1% during 2024-25 as against 97.3% in the
previous year. On the energy conservation front, the Refineries achieved MBN of 68.9 and
Energy Intensity Index (EII) of 96.4 during the year.
Significant steps were taken to enlarge the crude oil basket by diversification and 15
new crude oil grades from different geographies were added during the year. The crude
basket of your Company now contains 268 grades from different regions like Africa, Middle
East, America, Russia etc.
The petrochemical units set new benchmarks with highest ever production of 3.23 MMT, as
against the previous best of 3.09 MMT in 2023-24, marked by record throughput of Butadiene
(121 TMT), HDPE (339 TMT) and Polypropylene (692 TMT).
Pipelines
Pipelines continue to be the cornerstone of operational and strategic framework of your
Company. With an expansive and resilient nationwide network spanning crude oil, petroleum
products and natural gas, these subterranean energy corridors act as the silent yet vital
arteries of the Company, ensuring round- the-clock delivery of energy to power the
Company's growth.
In 2024-25, your Company reached a new milestone by enhancing the pipeline
infrastructure, by commissioning an additional 261 Km to its already extensive network. As
on March 31, 2025, the total pipeline length was 20,005 Km, comprising of 129.92 MMTPA
capacity of liquid pipelines (crude and product) and 49.4 MMSCMD capacity of gas
pipelines.
During the year, the liquid (crude and product) pipeline network achieved highest-ever
throughput of 96.92 MMT, surpassing the previous high of 95.80 MMT achieved in 2023-24.
This milestone was driven by sustained demand for petroleum products. While the crude oil
pipelines recorded a slightly lower throughput of 51.26 MMT compared to the previous year,
the product pipelines posted a record-high throughput of 45.66 MMT, exceeding the earlier
peak of 43.99 MMT achieved in 2023-24. The gas pipeline network also registered a
significant rise in throughput, reaching a record 4,668 MMSCM, marking a 25.6% increase
over the previous year's high of 3,717 MMSCM.
Marketing
As the most visible and customer-centric arm of your Company, IndianOil's Marketing
Division stands as the face of IndianOil, embodying its brand promise, unwavering trust
and service excellence. With a robust network of over 63000 customer touchpoints spanning
the length and breadth of the nation, the Marketing Division ensures seamless last mile
delivery of petroleum products, even in the most remote and demanding terrains. This
unparalleled outreach not only fuels the daily life of millions but also fortifies
IndianOil's position as the true 'Energy of India'.
In 2024-25, your Company retained its position as the market leader in the downstream
petroleum sector with an overall market share of 41.52% and achieving a domestic sales
volume of 84.96 MMT (excluding LNG), the highest-ever in the Company's history. The
Company's resilience was underpinned by proactive marketing strategies, robust supply
chain management, integration of digital solutions and a customer-centric approach.
Through continuous innovation in customer engagement, diversification of service offerings
and steadfast adherence to its core value of 'Nation- First', your Company has not only
safeguarded its leadership status but has also deepened its engagement with its customers
across the country.
During the year, your Company commissioned 2,823 Retail Outlets (ROs), 350 CNG stations
and 40 CBG stations, consistently building a formidable infrastructure network of 40,221
ROs, 2,437 CNG stations and 125 CBG stations as on March 31, 2025. Significant progress
has been made in the development of Way Side Amenities (WSA), with 72 bids won and 28 WSA
sites commissioned during 2024-25, taking the total number of commissioned sites to 68.
In alignment with its strategic thrust towards sustainable energy solutions, your
Company continued to scale up the integration of renewable energy across its retail
footprint. During the year, 4,227 ROs were solarised, taking the cumulative number to
35,874, representing an impressive 89.2% of the total retail network. With a combined
installed capacity exceeding 175 MWp, these solar-powered outlets significantly contribute
to reducing the carbon footprint, further consolidating Company's leadership in green
energy adoption within the downstream sector. In tandem with the Company's Net-Zero
commitment, the electric mobility ecosystem also witnessed robust expansion. During the
year, 4,526 Fast Electric Vehicle Charging Stations (EVCS) and 130 Slow EVCS were
commissioned, taking the cumulative number to 13,614. Furthermore, your Company added 37
Battery Swapping facilities during the year, enhancing the total network to 128. These
initiatives reflect the commitment to driving low-carbon mobility solutions while enabling
a future-ready, sustainable energy infrastructure.
The LPG business achieved total sale of 15.40 MMT (including export), registering a
growth of 8.60% over the previous year, with domestic market share of 45.23%. Under the
PMUY Scheme, your Company released 37.5 Lakh connections. The year also witnessed the
highest ever bulk LPG sales of 594 TMT, highest ever XtraTej (a differentiated LPG gas for
commercial and industrial applications) sales of 462 TMT, highest ever sale of Chhotu (a
small 5 kg gas cylinder) of 33.3 TMT, highest ever NANOCUT sales of 6.8 TMT. Increasing
the product offering, XtraBoost (New age automotive version of AutoGas which boosts the
engine performance), Propane Plus (delivers higher flame temperature than Base Propane and
thereby endures reduced fuel consumption, cleaner combustion and increased heat output)
& Chhotu Master (Chhotu cylinder + cooktop) were launched during the year.
To enhance LPG safety awareness, a campaign named 'Sense of Duty' was carried out
nationwide. 25,656 safety clinics/LPG Panchayats engaging over 7 Lakh customers, 4,475
school safety clinics covering over 3.6 Lakh students and 380 cooking competitions were
organised, engaging 40,000 participants. LPG safety videos were screened in 3,175
theatres, jingles aired on 121 radio channels, TV commercials played on 55 channels and
39,000 hoardings/banners were displayed at Retail Outlets and LPG distributorships for
public awareness. With the focussed approach towards safety, the domestic LPG accidents at
customer premises decreased during the year by 73% over the previous year.
India's Ethanol blending programme represents a significant stride towards
environmental sustainability by lowering dependence on fossil fuels and reducing carbon
emissions. Under the Ethanol Blended Motor Spirit (EBMS) programme, your Company achieved
a record ethanol blending level of 17.2% during 2024-25 and 19.1% considering the Ethanol
Supply Year (ESY) from November 2024 to May 2025.
Furthermore, the Company commenced the sale of 20% ethanol-blended motor spirit (E20)
across the country from December 2024. In addition, the Company attained its highest- ever
biodiesel blending level of 0.52%, reinforcing its commitment to cleaner and greener fuel
alternatives.
Your Company continued its leadership in the aviation fuel market, maintaining a
dominant share of 54.53% in domestic market during the year and registered total sales of
5.07 MMT (including export) of Aviation Turbine Fuel (ATF). This performance reaffirms the
Company's strategic position as the foremost fuel supplier to the aviation sector in
India, which is poised for robust long-term growth amid increasing passenger traffic and
expanding regional connectivity. In support of this anticipated growth, in March 2025,
your Company commissioned an Aviation Fuel Station (AFS) at Srinagar Airport and another
one at Rewa, Madhya Pradesh taking the total number to 130. In addition, all AFSs continue
to uphold the highest standards of quality, environmental and occupational health and
safety management through sustained ISO 9001, ISO 14001 and ISO 45001 certifications.
On the international front, your Company expanded its global aviation footprint through
the export of AVGAS 100 LL to Pertamina (Indonesia) and Padma Oil (Bangladesh), marking
significant progress in its global outreach. Upholding its 'Nation- First' ethos, your
Company also played a vital role in national emergency response efforts, including timely
support during the Wayanad landslide and critical refueling operations for flood relief in
Uttarakhand.
SERVO - the Superbrand of Lubricants, is among the leading lubricant brands in
India with around 27% market share in finished Lubricants. It serves diverse sectors like
automotive, industrial, railways, marine and defence. It is backed by a wide distribution
network and trusted brand reputation. SERVO registered the highest-ever sales
volume of 780 TMT (including exports). Your Company became the first Indian company to
develop and launch FIM (Federation Internationale de Motocyclisme) Category 2 Racing
Fuels, aptly branded as STORM and STORM-X, for bike and car racing, respectively. In sync
with the gaining popularity of Electric Vehicles (EV), an entire range of EV Lubricants
viz. Servo Futura EV Trans 75W 90 (Transmission oil), Servo Futura EV
Trans 75W (Transmission oil), Servo Futura EV Grease (Electric motor bearing grease),
Servo Kool EV Ready (Battery system cooling fluid) was launched in March 2025. Your
Company is also collaborating with International Tractors Ltd. for fuel-efficient
lubricants and validated XtraGreen and alternate fuels on TREM III/IV/V tractors. During
the year, Engine Builders Approval (EBA) was received from Bajaj Auto, Royal Enfield and
Maruti. SERVO's global footprint has expanded to 45 countries, strengthening the presence
of Company in the international market.
With the upcoming LOBS production capacity expansion at Haldia Refinery & Chennai
Petroleum Corporation Limited's Manali Refinery and new LOBS production facilities in
Gujarat and Panipat Refineries with the capability of producing Grade III base oils, the
Company is ambitiously looking forward to achieve and double the market share of SERVO
lubricants by 2029-30.
As on March 31, 2025, your Company had 127 supply locations (depots/terminals) spread
across the country reaching petroleum products to far-flung areas even during difficult
times including natural calamities. The marketing infrastructure of your Company was
further strengthened during the year with the commissioning of new grassroot POL ToP at
Malkapur, Telangana and a new LPG bottling plant at Khorda, Odisha. Further, during the
year, mechanical completion of captive jetty at Kamarajar Port, Ennore, Tamil Nadu and New
Lube Complex at Amullavoyal, Chennai, Tamil Nadu was also achieved and is expected to be
commissioned during 2025-26.
In the Brand Finance Global 500 listing for the year 2025, your Company moved up 28
ranks (from 474 in 2024 to 446 in 2025) and is the only oil & gas company from India
to feature in the list demonstrating the strong presence of its various brands across
Retail, LPG and Lubricants.
The Cryogenics Group of the Company is one of the leading cryogenics equipment
manufacturers in India with over 44 years of experience in Design and Production of
State-of-the-Art Vacuum Super-insulated Cryogenic Storage & Transport Vessels for LIN,
Lox, Lar & LNG applications. Maintaining its leadership in the Cryocans business, the
cryogenic group sold over 25,000 units of cryocans during the year. During the year, a
major order for design and manufacturing of cryogenic equipment from Naval Materials
Research Laboratory (NMRL) was obtained, which will provide foray into the Defence Sector
unplugging major business potential for next 5 years. Anticipating high growth potential
in Cryogenic segment, especially in regard to LNG and Liquid Oxygen, the Company is
setting up a new manufacturing facility at Dindori, Maharashtra and the manufacturing of
select products shall commence from the new facility during 2025-26.
Research and Development
Since the establishment of its R&D Centre at Faridabad in 1972, your Company has
consistently fostered a culture of innovation, anchored in its core values. The R&D
initiatives continue to drive technological advancements that enhance operational
efficiency, reduce energy consumption, promotes sustainability and enrich the product
portfolio with cutting-edge solutions. This enduring commitment to innovation reflects the
Company's Vision of staying future-ready while delivering greater value to the nation.
To further expand its footprint and facilitate transformation into an integrated energy
company, your Company is setting up a second New Energy Centre at Faridabad with research
facilities for Alternative & Renewable Energy, Corrosion Research, Nanotechnology and
Synthetic Biology. Your Company is also funding various futuristic alternative and
renewable energy demo projects, implementing energy conservation schemes across divisions,
operating and expanding product applications & development facilities around
Petrochemical business, deploying innovative in-house developed solutions as Drag Reducing
Agent for captive use, working for import substitution through production of specialised
and differentiated products like racing fuels, reference fuels etc.
During the year, the total expenditure on R&D and major innovation initiatives
across the Company was Rs.1,067 Crore. The research endeavors during the year resulted in
filing 73 patents, taking the total number of filed patents to 1809 as of March 31, 2025.
Further, the Company was granted 129 patents during the year, taking the total effective
patent portfolio to 1689.
During 2024-25, the R&D Centre made significant strides in refining, catalyst
technology, lubricants, petrochemicals, nanotechnology, alternative energy, indigenous
catalyst deployment, advanced EV lubricants, pipeline inspection tools, carbon capture
technology, nano-fuel innovations, etc. enhancing sustainability and self-reliance.
Major developments in Refining & Catalyst Technology during 2024-25 include
commissioning of 300 kTA grassroot indDSK unit for Pipeline Compatible Kerosene (PCK) at
Paradip Refinery, commissioning of IV-IZOMaxCat? ISOM catalyst at Bongaigaon Refinery and
supplying 3820 MT of in-house developed Catalyst. With more than 169 lubricant
formulations released and 58 OEM approvals, R&D Centre developed some niche products
for EVs to strengthen EV lubricant portfolio. Your Company is also exploring collaboration
with a leading catalyst manufacturer for manufacturing INDMAX catalysts to promote
self-reliance in catalyst production.
The Pipeline research achieved remarkable milestones and R&D developed INDScan?
iPIG tools facilitated more than 4500 Km of pipeline inspection during 2024-25. Besides
catering to captive needs, in-house developed XtraFlo? DRA has now become
sought-after-product. The i-ZN22? PP Catalyst developed and trials at Paradip
Refinery confirmed superior performance. In the realm of Nanotechnology, 2 in-house
developed nano additised products viz. Propane Plus? - a green fuel for industrial use
and XtraBoost? - an advanced version of AutoGas were launched.
A powerful testament to the strength and success of IndianOil's vibrant start-up
ecosystem are the 42 promising start-ups that have been selected and incubated under
start-up funding scheme, collectively securing an impressive 86 Intellectual Property
Rights (IPRs).
Business Development
The Company has strategically diversified beyond its traditional operations, making
notable progress across Petrochemicals, Natural Gas, Alternative Energy, Exploration &
Production and Explosives. In line with the long-term vision, the Company continues to
push forward its goal of increasing its contribution to India's energy mix and achieving
Net-Zero operational emissions by 2046. The Company remains committed to its
sustainability and growth targets, with concerted efforts across all verticals.
Petrochemicals Business
As part of its long-term strategy to diversify and strengthen its core hydrocarbon
portfolio, your Company continued to reinforce the petrochemicals business as a
high-growth, value-added vertical that complements the traditional fossil fuel segment.
The Company retained its position as the second-largest player in the Indian
petrochemicals market, leveraging integration synergies with its refineries to drive cost
efficiencies and supply chain resilience. During the year, petrochemical sales, including
exports, rose to an all-time high of 3.24 MMT, exhibiting the Company's best-ever
performance in this segment.
In 2024-25, the Company expanded its product portfolio with two new niche polymer
grades i.e., PP Homopolymer for thin-wall packaging and PP Impact copolymer for automotive
and luggage applications.
The HDPE grade for large blow molding application was reintroduced with improved grade
characteristics, aiding import substitution. The Company secured 16 OEM approvals from
major firms including Crompton, P&G and Panasonic. A 90 KTA Normal Butyl Alcohol (NBA)
plant was commissioned at Gujarat Refinery, achieving 1,170 MT in sales within three
months. Polymer exports to Nepal reached a record of 53 TMT. Additionally, the Company's
recycled polymer brand 'CYCLOPLAST' achieved its highest-ever annual sales of 220 MT.
In alignment with its strategic vision to enhance the Petrochemical Intensity Index
(PII) to over 15% by 2030, your Company is actively pursuing growth opportunities across
diverse segments of the petrochemical value chain. These include bulk and specialty
chemicals, industrial and intermediate chemicals, biopolymers and post-consumer plastic
recycling. As part of its expansion roadmap, the Company proposes to set up a 300 KTA yarn
manufacturing facility at Bhadrak, Odisha, through a joint venture with MCPI Pvt. Ltd.,
which is expected to significantly strengthen its presence in the polyester segment.
Further, to diversify product offerings at the Paradip Polypropylene Plant, the Company
has planned to install additional units to enable the production of impact and random
co-polymer grades of polypropylene.
Natural Gas Business
The year 2024-25 marked a record-breaking year for natural gas business, with
exceptional performance across sourcing, sales, infrastructure and strategic partnerships.
The natural gas sales soared to 9.45 MMTPA (including internal consumption), a 20%
increase from the previous year's 7.85 MMTPA. The rise in sales was underpinned by robust
sales growth, tie-up of longterm contracts and 69% growth in Spot Sales. Small Scale LNG
(SSLNG) sales also hit a new high at 186 TMT, a 23% increase over previous year.
Consequently, the Company's market share during the year rose to 14.2% from 13%.
As a key partner of the Indian Gas Exchange (IGX), your Company tripled its traded
volumes to 296 MMSCM (0.2 MMT) of natural gas in 2024-25. During the year, a first of its
kind MoU was signed with ONGC to explore and monetize the untapped Natural Gas in small
stranded/marginal fields by setting up Small Scale Liquefaction plants and its supply to
customers by LNG road tankers. Further, the first international agreement was signed with
Yogya Holdings Pvt Ltd., Nepal for export of LNG to Nepal.
During the year, your Company inked a 10-year deal with TotalEnergies Gas & Power
Ltd. to source upto 0.8 MMTPA LNG and a 14-year deal with Abu Dhabi Gas Liquefaction
Company Limited securing 1.2 MMTPA LNG, both starting in 2026. Further, a Sale Purchase
Agreement (SPA) has been signed with Abu Dhabi National Oil Company PJSC in July 2025 for
supply of 1 MMTPA LNG over 15 years from the upcoming Ruwais LNG Terminal.
Your Company has been nominated by the Ministry of Petroleum & Natural Gas as the
designated working agency to develop LNG infrastructure in Great Nicobar Island and in
South Andaman.
City Gas Distribution (CGD)
Your Company along with its 2 JVCs (IndianOil Adani Gas Pvt. Ltd. & Green Gas Ltd.)
is now present in 49 GAs covering 115 districts spread across 21 States and UTs, making it
one of the largest CGD players in the country. On standalone basis, the Company has
authorisations for 26 GAs, covering 78 Districts, in 11 states and UTs. All 26 GAs awarded
to the Company are operational. Total sales increased to 112 TMT during 2024-25, nearly
doubling up from previous year level.
Exploration & Production (E&P) Business
Your Company maintains a well-balanced portfolio of upstream assets across domestic and
international locations. The portfolio comprises 25 oil and gas assets, 14 active domestic
and 11 overseas. Of the total portfolio, 9 assets (7 overseas and 2 domestic) are
currently producing, while 6 are under development, 3 have discoveries, 1 is under
appraisal and 6 are under exploration.
During 2024-25, the production from E&P assets rose to 4.45 MMToe, up from 4.26
MMToe in the previous year. Domestically, the Company acquired Mercator Petroleum Ltd.,
securing full control of Block CB-ONN-2005/9 in Gujarat's Cambay Basin. In Jharkhand, CBM
gas production began from the 1st block, with sales conducted through IGX. In
the 2nd CBM block in Jharkhand, all statutory approvals have been obtained to
begin gas production and sales through cascades. In Assam, recent workover operations led
to a substantial production increase resulting in additional Gas of 5 MMSCFD.
Internationally, the Company along with its consortium partners signed the Production
Concession Agreement with ADNOC for the Ruwais discovery in Abu Dhabi's Onshore Block 1,
with production targeted to begin by 2026-27. Further, a hydrocarbon discovery was made in
the unconventional Shilaif Formation in the same block through hydrofracking. Following
the lifting of Force Majeure in Libya, exploration activities have resumed in assets with
existing discoveries. The Company has also earned dividends from its stakes in Lower Zakum
(UAE) and Russian assets viz. Taas and Vankor.
Looking forward, the Company aims to boost upstream production, primarily through
investment in domestic assets, while also tapping suitable overseas opportunities,
especially in producing oil & gas blocks.
Alternative Energy
With an installed renewable energy capacity of 252.1 MW comprising of 167.6 MW of wind
and 84.5 MW of solar, your Company achieved renewable power generation of 365.72 GWh
during 2024-25, resulting in mitigation of 276.85 TMT of CO2 equivalent
emissions. Further, to support the value chain in mitigating emissions, the Company has
set up solar power units at 35,874 ROs, which is 90.5% of the retail outlet network. These
units have a total capacity of ~175.7 MW.
A significant part of the operational Net-Zero target is usage of Renewable Energy
(RE). The Company has established a dedicated green energy subsidiary, Terra Clean Limited
(TCL) to drive the development of its green energy portfolio. In the initial phase, TCL
would set up 1 GW RE projects which would be further scaled upto 5.3 GW. Your Company is
exploring collaboration with leading solar entities as well as power transmission
utilities for establishing strategic partnerships in RE domain.
On the Biofuel front, your Company leads in implementation of the Government of India's
Sustainable Alternative Towards Affordable Transportation (SATAT) scheme for setting up
plants for supply of Compressed Biogas (CBG) to Company's ROs and direct customers. The
total count of active Letters of Intents (LoIs) for production and supply of CBG was 714
as on March 31,2025. During the year, 13 CBG plants under SATAT were commissioned, taking
the tally of commissioned CBG plants to 44. Surpassing previous year's performance, the
Company registered sales of 8.9 TMT of CBG through nearly 125 ROs and 4 Industrial
customers.
During the year, the Company commissioned a 100 TPD cattle dung-to-CBG plant in
Gwalior, supporting the 'City Waste to City Transport' model. The Company also commenced
supply from its 200 TPD CBG plant in Gorakhpur, with the product being sold at the
Company's ROs under the 'IndiGreen' brand. Your Company is also setting up 30 CBG plants
through its Joint Venture Companies (JVCs). A JVC namely 'IOC GPS Renewable Pvt.
Ltd.', has been formed with GPS Renewable Pvt. Ltd., while other JVs are at various
stages of formation. Out of the 30 committed CBG plants, 4 plants are already
commissioned, construction is underway for 9 plants, while activities at the remaining
identified sites are at various stages of development.
Your Company is setting up a Used Cooking Oil (UCO) based Sustainable Aviation Fuel
(SAF) co-processing facility at its Panipat Refinery, designed to produce 735 KTPA of
SAF-blended ATF with a 4% SAF blend which is expected to be operational in 2025-26.
Further, the Company is exploring joint development of HEFA and Alcohol-to-Jet (ATJ) based
SAF through strategic alliances. Your Company plans to set up India's first
commercial-scale ATJ-SAF plant utilizing Ethanol as feedstock by 2027-28. Additionally,
your Company is working on a project aimed at producing sugar-based SAF and Green
Isoprene. To further support SAF development, your Company has partnered with IATA to
establish SAF Registry for accurate emission reduction tracking.
Your Company is committed to transforming India's energy landscape with sustainable and
scalable green solutions.
Sustainable Development
In alignment with the United Nations Sustainable Development Goals (SDGs), your Company
continues to embed sustainability in its business ethos, systematically integrating
environmental, social and economic considerations into its business strategies and
operational decision-making processes. This approach aims to generate long-term value for
stakeholders while minimizing negative impact on the environment and society.
Your Company is continuously striving to reduce its water footprint by undertaking
water management initiatives that includes use of treated wastewater, rainwater
harvesting, etc. contributing to significant water reuse and conservation. Further, as
part of Company's steadfast commitment to encouraging sustainability, Mathura &
Gujarat Refineries are reutilizing treated wastewater from Sewage Treatment Plant (STP) at
Laxmi Nagar & Rajiv Nagar respectively resulting in reduction of freshwater withdrawal
from Rivers and Canals. Similar initiatives are being implemented in Haldia Refinery as
well. Around 89% of wastewater produced is recycled and reused within the refinery
operations.
Your Company regards ecological and environmental protection as the focal point of its
conservation programs. To give back to nature, large-scale tree plantation activities are
carried out at all installations. As part of our efforts to contribute to a greener
planet, your Company has planted more than seven Lakh trees during 2024-25. Your Company
has invested approx. H56 Crore in tree plantation projects across 21 sites in four states
under Green Credit Program (GCP). After the successful implementation of Mangrove 1.0
plantation initiative under which 20 Lakh trees were planted, the Company has committed to
plant 30 Lakh trees along the coast of West Bengal under Mangroves 2.0 initiative. Your
Company's refineries house eco-parks that serve as conservation zones for flora, fauna and
migratory birds.
As part of the Company's commitment to sustainability and operational excellence, the
Company has achieved GreenCo and Green building certification for over 370 of its
locations. In addition, pipelines corresponding to over 5000 Km in length have also been
certified under GreenCo certification. Further, the Company has yet again retained top
rank among Indian Oil & Gas companies in the Dow Jones Sustainability Indices (DJSI)
2024.
The Company has been publishing the Business Responsibility and Sustainability
Reporting (BRSR) which aims to increase transparency and accountability regarding ESG
performance. Further, the Company has been publishing its annual Sustainability Report
since 2006-07 in alignment with key global and national frameworks.
Net-Zero initiatives
Your Company has set a bold target to achieve Net-Zero operational emissions by 2046,
with an estimated expenditure of H2.5 Lakh Crore. As an environmentally conscious
organization, your Company systematically measures, manages and reports its emissions. The
Company's Scope 1 & 2 emissions for 202425 amount to ~22.53 MMTCO2e. The Company is
pursuing a multifaceted strategy to reduce its carbon footprint, focusing on key areas
such as green hydrogen, CBG, renewable energy, energy efficiency, tree plantation, carbon
capture utilisation & storage etc.
Aligned with Net-Zero commitment, the Company plans to build a green energy portfolio
that includes 31 GW of renewable energy, 4 MMT of biofuels and 1 MMT of biogas by 2030,
with a vision to expand to 200 GW of renewable energy, 7 MMT of biofuels and 9 MMT of
biogas by 2050. This proactive approach is vital for driving industry-wide progress
towards a low-carbon future and achieving the goal of Net-Zero emissions.
Your Company ensures that its products are safe and sustainable and contribute
positively to the environment and society. In alignment with the vision, your Company has
been diversifying into greener product offerings, building a portfolio of efficient,
low-carbon products through continuous efforts. Company's product stewardship efforts are
characterised by a strong focus on blended fuels, natural gas and high-performance
lubricants.
New Business
Your Company made significant strides in regional and global energy diplomacy during
the year. Subsequent to signing of a G2G MoU with Nepal government in 2023, the Company
signed two landmark B2B Framework Agreements with Nepal Oil Corporation in October 2024.
These agreements pave the way for major cross-border energy infrastructure projects,
including the extension of the Motihari - Amlekhgunj petroleum pipeline to Chitwan (Nepal)
and construction of a new Siliguri - Jhapa (Nepal) pipeline alongwith development of oil
storage terminals at Chitwan and Jhapa.
During the year, IndianOil (Mauritius) Ltd., a subsidiary of the Company and Hansraj
Hulaschand & Co. Pvt. Ltd. formed a Joint Venture, IOML Hulas Lube Pvt. Ltd., to set
up SERVO lube blending facilities in Kathmandu, which would be your Company's first
manufacturing venture in Nepal. The move would improve cost efficiency of product
placement vis-a-vis import based supply, while boosting the brand presence of the Company
and regional market strength.
The Company continues to play a key role in facilitating G2G agreements between India
and Bangladesh, to strengthen regional energy cooperation. The Company has supplied 635
TMT of Gasoil, Gasoline, Jet A1 and Fuel Oil to Bangladesh Petroleum Corporation (BPC)
from January 2023 to June 2025, ensuring international standards of quality along with
meeting delivery timelines and quantity requirements. The Company has also secured a
contract from BPC to supply 140 TMT of petroleum products during July to December 2025.
On the global front, a tripartite MoU was signed with Mitsubishi Corporation Japan and
Mitsubishi Corporation India to explore cooperation in chemicals, sustainable fuels,
logistics, bioplastics and more. A dedicated M&A cell was set up to drive inorganic
growth, focusing on renewables, CGD, allied industry, EV sector, vessel acquisition etc.
Explosives Business
Your Company remained a significant player in India's bulk explosives and blast-based
services sector in 2024-25, with operations spanning 13 plants and a strong client base
including Coal India Limited (CIL) and Steel Authority of India Limited (SAIL). The 13th
plant was commissioned at Neyveli Lignite Corporation India Ltd. (NLCIL) in March 2025.
The Company achieved sales of 319 TMT at par with previous year, braving environment
challenges.
Looking ahead, two new plants, one at Mandamarri (Telangana) under Singareni Collieries
Company Limited (SCCL) and another one in the Majri Area of Western Coalfields Limited
(WCL) are under development. The Company is also exploring new opportunities with various
Mining Developers cum Operators (MDOs) in the coal mining sector.
Projects
Your Company spent H40,374 Crore on projects during 2024-25, which includes H39,195
Crore on Standalone basis and Rs.1,179 Crore as Equity Investment in Joint Ventures (JVs)
& Subsidiaries. The Company contributed more than 1/4th to the total CAPEX
incurred by PSUs under the Ministry of Petroleum & Natural Gas.
Currently, the Company is executing over 160 projects (each costing more than Rs.5
Crore), with a total outlay of more than Rs.2.6 Lakh Crore, on a standalone basis as well
as through its JVs and subsidiaries. These efforts are aimed at consolidating and
enhancing its leadership position in the market.
The Company's investments can be broadly categorised in two major areas, i.e.,
Strengthening Core & Powering Energy Transition.
n Strengthening Core Business: The Company is investing significantly in refining,
petrochemicals, pipelines, marketing and upstream sectors to enhance energy security and
meet the growing demand for petroleum products in India. Capacity expansion projects are
underway in major Refineries such as Panipat, Gujarat and Barauni. Petrochemical Intensity
Index (PII) is planned to be increased to 15% by 2030 through PX- PTA plant and major
petrochemical complex at Paradip, yarn project at Bhadrak, Polybutadiene rubber project at
Panipat among others. Further, over 2,000 Km of pipeline expansion projects are at various
stages of implementation that includes greenfield and brownfield cross-country as well as
cross-border pipelines of petroleum products and natural gas. Retail outlets and storage
terminals are being upgraded, improving customer outreach. LPG infrastructure expansion is
enhancing access to clean cooking fuel across India. On the R&D front, upcoming new
technology centre at the Faridabad will focus on alternative energy and long-term
sustainability.
n Powering Energy Transition: The Company is advancing cleaner energy solutions aligned
with India's Net-Zero goals. To support vision of increasing the share of natural gas in
the energy mix, the Company is expanding its network in its 49 CGD Geographical Areas and
upgrading infrastructure for natural gas use in refineries. Strengthening the Biofuel
sector, apart from the focus on 20% Ethanol blending, your
Company is targeting establishment of a commercial scale SAF plant and is on course to
set up 30 CBG plants across the country. Catalysing the Green Hydrogen movement, your
Company is setting up a 10 KTPA Green Hydrogen plant at Panipat. With over 13,600 EV
charging stations and forays in battery swapping and manufacturing, the Company is
securing leadership in future mobility. The Company aims to build a robust renewable
energy portfolio by 2030 through its wholly owned subsidiary, Terra Clean Ltd., spanning
solar, wind, hydro, green hydrogen, EV infra and bioenergy.
Through strategic diversification and deep investments in both traditional and green
domains, the Company is positioning itself as a future-ready energy major aligned with
India's long-term energy and climate ambitions.
Health, Safety & Environment (HS&E)
Given the inherently hazardous nature of the petroleum industry, your Company places
highest priority on health, safety and environmental protection. The Company upholds the
principle that "safety supersedes business objectives" and remains steadfast in
its commitment to being an industry leader in Occupational Health, Safety and
Environmental (HS&E) stewardship. Operations across the Company are governed by a
robust and structured Safety Management System, ensuring stringent adherence to safety
protocols, procedures and applicable environmental regulations. Compliance is diligently
monitored at all levels, reinforcing a culture of accountability and continuous
improvement. The Board of Directors periodically review Company's HS&E performance and
initiatives, reflecting the strategic importance placed on safeguarding people, assets and
the environment. During 2024-25, the Company undertook a wide range of HS&E
initiatives, including awareness campaigns, policy enhancements, training programmes and
capabilitybuilding interventions, to strengthen safety practices and promote occupational
health throughout the organisation. Upskilling of employees posted at operating locations
was ensured through safety training programs conducted during the year. As against the
target of 10,000 mandays mandated under Government's MoU parameter for 2024-25, 28,867
mandays of safety training were successfully imparted.
Human Resources
The total number of employees as on March 31, 2025 was 29,941, including 18,740
executives and 11,201 non-executives of which 2,663 were women employees. During the year,
the Company recruited 704 executives and 376 non-executives. To further the cause of
apprenticeship training in the country, the Company engaged 1849 apprentices under various
categories like Trade/Technician/Fresher/skill-certificate holder which constitutes 6.03%
of the total workforce. The apprentices were imparted practical inputs with a structured
monitoring and assessment methodology.
The Company scrupulously follows the Presidential Directives and Guidelines issued by
the Government of India regarding the reservation in services for SC/ST/OBC/PwBD (Persons
with Benchmark Disabilities)/Ex-servicemen/Economically Weaker Sections (EWSs) to promote
inclusive growth. Rosters are maintained as per the directives and are regularly inspected
by the Liaison Officer(s) of the Company as well as the Liaison Officer of the Government
of India to ensure proper compliance. Grievance/ Complaint Registers are also maintained
at Division/Region/Unit levels for registering grievances from OBC/SC/ST employees and
efforts are made to promptly dispose of the representations/ grievances received. In
accordance with the Presidential Directive, the details of representation of SC/ST/OBC in
the prescribed format are attached as Annexure-I to this Report.
The provisions of 4% reservation for persons with disabilities in line with the
Government of India's guidelines/instructions were implemented by the Company. Necessary
concessions/ relaxations in accordance with the rules in this regard were extended to
physically challenged persons in recruitment. Your Company also complies with the
applicable provisions of the Maternity Benefit Act, 1961.
During the year, cordial industrial relations were maintained across the Company. The
Company provides comprehensive welfare facilities to its employees to take care of their
health, efficiency, economic betterment, etc. and to enable them to give their best at the
workplace. The Company supports participative culture in the management of the enterprise
and has adopted a consultative approach with collectives, establishing a harmonious
relationship for industrial peace, thereby leading to higher productivity.
During the year, the Company continued and improved its talent development program-
'Nav-Urja Nirman: Building a Future in Renewable Energy' and engaged with top institutions
in the country to foster in-house expertise among junior/mid-level officers to navigate
the complexities of renewable energy sectors. With a focus towards learning, the Company
also introduced the training platform - Eklavya, enabling its workforce to learn from the
exclusive repository of courses focusing on future-ready skills. The Company also provided
diverse internship opportunities to the youth under the Prime Minister Internship Scheme.
During the year, the Company also leveraged technology to ensure future readiness. To
optimise operations through technology, a centralised HR Shared Service Centre (HR SSC)
has been established to streamline pan-India HR operations, thus reducing redundancy,
enhancing efficiency and ensuring consistent service delivery. The Company introduced an
AI-based intervention - Indian Oil Listening Agent (IOLA) to identify strengths and areas
of improvement at various levels with a focus on improving overall employee experience.
Particulars of Employees
The provisions of Section 134(3)(e) of the Companies Act 2013 are not applicable to a
Government Company. Consequently, details on Company's policy on Directors' appointment
and other matters as required under Section 178 (3) of the Act, are not provided.
Similarly, Section 197 of the Act is also exempt for a Government Company.
Consequently, there is no requirement of disclosure of the ratio of the remuneration of
each Director to the median employee's remuneration and such other details, including the
statement showing the names and other particulars of every employee of the Company, who if
employed throughout/part of the financial year, was in receipt of remuneration in excess
of the limits set out in the Rules are not provided in terms of Section 197 (12) of the
Act read with Rule 5 (1)/(2) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014.
Hindi Implementation
The Company complied with the provisions of the Official Language Act, 1963 and Rules
of 1976 notified thereunder during the year. Official language implementation in
day-to-day functioning at various offices/locations/units is being ensured as per
guidelines of Rajbhasha Vibhag. The communications including any application, appeal or
representation written or signed in Hindi are replied in Hindi. Official Language
Implementation Committees (OLIC) have been formed in all offices/units to monitor the
progress & promote new initiatives in official language. The Parliamentary Committee
on Official Language inspected 23 Company's offices/locations/units during the year and
commended the Company's efforts in implementation of Official Language across the Company.
Corporate Social Responsibility
Your Company remains committed to its core philosophy of nurturing communities and
safeguarding the environment. CSR is viewed not merely as a statutory obligation, but as
an integral part of responsible corporate conduct. It represents the Company's ongoing
dedication to conducting business in an ethical manner while fostering inclusive economic
growth and enhancing the quality of life, particularly for communities in and around its
operational areas. The Company's Corporate Social Responsibility (CSR) thrust areas
include 'Safe drinking water and protection of water resources', 'Healthcare and
sanitation', 'Education and employment-enhancing vocational skills', 'Rural development',
'Environment sustainability', 'Empowerment of women and socially/economically backward
groups', etc. The CSR policy of the Company can be accessed on the Company website:
https:// www.iocl.com /download/IOC_S&CSR_Policy.pdf.
During the year, as against the CSR budget of H539.17 Crore (2% of the average profit
of the previous three years H574.46 Crore minus excess spent in previous year H35.29
Crore), the Company spent a higher sum of H583.04 Crore to ensure continuity in the
planned CSR activities including many flagship projects resulting in carry over of H43.87
Crore for setting off in succeeding years. A report on the Company's CSR activities as per
the provisions of the Act, along with CSR highlights for the year is attached as Annexure-II
to this Report.
Right to Information Act (RTI)
The Company complies with the provisions of The Right to Information Act 2005 and has
put in place an elaborate mechanism across the Company to deal with the matters relating
thereto. To meet the requirements under the Act and to ensure compliance of its various
provisions, your Company has one designated Nodal Officer, 31 First Appellate Authorities
(FAAs), 41 Central Public Information Officers (CPIOs) and 41 Assistant Public Information
Officers (APIOs) across all Divisions.
Theinformation required undersection4(1)(b) ofthe RTI Act has been made available on
the Company's official website www.iocl.com and the same is regularly updated as well.
Your Company has aligned with the on-line RTI portal of Department of Personnel and
Training and, all the applications/appeals received through the portal, are disposed off
through electronic mode only.
During the year, 4,347 requests and 604 first appeals were disposed-off within the
prescribed timeline. 91 second appeals were disposed-off by the Hon'ble Central
Information Commission, New Delhi without imposition of any penalty/disciplinary action
against the Company.
Compliance with the Sexual Harassment of Women at Workplace (Prevention, Prohibition
& Redressal) Act, 2013
The Company complies with the provisions of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013, with clear objective of providing
protection to women against sexual harassment at the workplace and for the prevention and
redressal of complaints of sexual harassment. Internal Committees have been set up at
every Unit/Region/Head Office level, headed by senior-level women employee to deal with
sexual harassment complaints, if any.
5 complaints of sexual harassment were pending as on April 1, 2024. During the year, 4
complaints were received and 6 complaints were disposed-off. As on March 31,2025, 3
complaints are pending, of which 1 is pending for more than 90 days.
Regular workshops are held especially for women employees to bring awareness about
their rights and facilities at workplace and emphasizing the provisions of the Act. Gender
sensitization programs for the male employees are also conducted regularly. Newly
recruited employees in the Company are made aware of the provisions of the Act and the
measures adopted by the Company to prevent such incidents.
Vigilance
The vigilance function operates with an objective to ensure maintenance of the highest
level of integrity throughout the Company. The Vigilance department not only acts as a
link between the Company and Central Vigilance Commission but also advises the Company in
all matters pertaining to vigilance. The Vigilance Department adopts a three-pronged
approach
i.e. preventive, punitive and participative, with a strong focus on prevention and
participation and also help in establishing effective internal control systems and
procedures for minimizing systemic failures. During the year, 818 Vigilance Awareness
programs were conducted, which were attended by approx. 24,000 stakeholders.
Disciplinary actions under applicable Conduct, Discipline and Appeal Rules 1980 and
Certified Standing Orders are taken by the Company for irregularities/lapses. During the
year, 2015 Disciplinary matters related to Vigilance cases were disposed off and 44 cases
were pending at the end of the year. The cases pertain to irregularities such as
indiscipline, dishonesty, negligence in performance of duty or neglect of work etc. The
Company continuously and regularly endeavors to ensure fair and transparent transactions
through technology interventions and system/process review in consultation with Central
Vigilance Commission and internal Vigilance set up.
Public Deposit Scheme
The Public Deposit Scheme of the Company was closed with effect from August 31, 2009.
The Company has not invited any deposits from the public during the year and no deposits
are outstanding as on March 31,2025, except H55,000, which remains unpaid due to unsettled
legal/court cases.
Corporate Governance
Your Company always endeavours to adhere to the highest standards of corporate
governance, which are within the control of the Company. A comprehensive Report on
Corporate Governance inter-alia highlighting the efforts of the Company in ensuring
transparency, integrity and accountability in its functioning has been incorporated as a
separate section, forming a part of the Integrated Annual Report. The certificate issued
by the Practicing Company Secretary on Compliance with Corporate Governance guidelines is
annexed to the Report on Corporate Governance.
Management's Discussion & Analysis Report
The Management's Discussion and Analysis (MDA) Report, as required under Corporate
Governance guidelines, has also been provided as a separate section forming part of the
Integrated Annual Report.
Business Responsibility & Sustainability Report
The Company has been publishing its Business Responsibility and Sustainability Report
(BRSR), which encompass crucial disclosures concerning Environmental, Social and
Governance practices and is aligned with the 9 principles of the National Guidelines on
Responsible Business Conduct. In line with SEBI Circular No.
SEBI/HO/CFD/CFD-SEC-2/P/CIR/2023/122 dated July 12, 2023, the BRSR core KPI's have been
reasonably assured by "TUV India Private Limited." The Company also publishes
its third party assured Sustainability Report in alignment with the GRI standards. The
annual Sustainability Report underscores Company's commitment to transparency,
accountability and responsible business practices in tackling environmental and social
challenges while striving for a sustainable future. The BRSR is hosted on the website of
the Company on the link https:// www.iocl.com/business-responsibility-report.
Audit Committee
During the year, the Audit Committee comprised of 3 members, all of whom were
Independent Directors except for the period November 24, 2024 to March 31,2025 when the
Audit Committee had only 1 Independent Director. The Company could not comply with the
requirement of having atleast two-third members as Independent Directors during the said
period due to nonavailability of sufficient number of Independent Directors on the Board.
Being a Government Company under the administrative control of the Ministry of Petroleum
& Natural Gas (MoP&NG), the power to appoint Directors (including Independent
Directors) vests with the Government of India.
The observations/recommendations made by the Audit Committee during the year were put
up to the Board and the same were accepted by the Board. Other details of the Audit
Committee, such as its composition, terms of reference, meetings held, etc., are provided
in the Corporate Governance Report.
Other Board Committees
The details of other Board Committees, their composition and meetings, are also
provided in the Corporate Governance Report.
Code of Conduct
The Board of the Company has enunciated a Code of Conduct for the Directors and Senior
Management Personnel, which was circulated to all concerned and was also hosted on the
Company's website. The Directors and Senior Management Personnel have affirmed compliance
with the Code of Conduct for the year 2024-25.
Risk Management
Risk Management plays a vital role in the Company, serving as a fundamental pillar of
its strategic decision-making process. The robust risk management framework in the Company
not only minimizes potential disruptions and financial losses but also fosters a resilient
and agile organisational ecosystem that thrives in the face of uncertainty. With risk
management as a core component of the governance structure, the Company demonstrated
unwavering commitment to prudent and responsible business practices, driving sustainable
growth and long-term value creation. The Enterprise Risk Management framework in the
Company encompasses risk identification, assessment and categorisation, analysis,
mitigation and monitoring of the strategic, operational, legal and compliance risks which
are managed through internally designed ERM portal. The Company believes that effective
risk management serves as the compass guiding the organization towards sustainable
success, ensuring proactive identification, assessment and mitigation of potential threats
while unlocking new possibilities for growth and innovation.
The Company has constituted a Risk Management Committee (RMC), which oversee risk
management activities. In addition, Risk Management Compliance Board (RMCB) comprising of
Senior Management Personnel and headed by Chief Risk Officer has also been formed which
periodically reviews the various risks associated with the Company's business.
The changes in the Risk Register as suggested by RMCB are made after approval of RMC. A
report is put up to the Audit Committee and the Board. The details of the Risk Management
Committee are provided in the Corporate Governance Report.
Internal Financial Controls
The Company has put in place adequate internal financial controls for ensuring
efficient conduct of its business in adherence with laid-down policies; safeguarding of
its assets; prevention and detection of frauds and errors; accuracy and completeness of
the accounting records; and timely preparation of reliable financial information, which is
commensurate with the operations of the Company.
The Company has a separate Internal Audit department headed by an Executive Director,
who reports to the Chairman. The Internal Audit department has a mix of officials from
finance and technical functions, who carry out extensive audit throughout the year. The
statutory auditors are also required to issue the Independent Auditor's Report on the
internal financial controls over financial reporting of the Company under Clause (i) of
SubSection 3 of Section 143 of the Act. The report issued thereupon has been attached
along with the Standalone and Consolidated Financial Statements, respectively.
The Board believes that the systems in place provide a reasonable assurance that the
Company's internal financial controls are designed effectively and are operating as
intended.
Statutory Auditors
The Office of the Comptroller & Auditor General of India had appointed the
Statutory Auditors for the financial year 2024-25. The Auditors have confirmed that they
are not disqualified from being appointed as Auditors of the Company. The Auditors' Report
does not contain any qualification or adverse remark. In addition, the Company had also
engaged them for Limited Review for the financial year 2024-25.
The Auditors' remuneration for the year was fixed at H3.12 Crore and H1.50 Crore for
Statutory Audit and Limited review respectively along with applicable taxes and reasonable
out of pocket expenses. In addition, fees were paid to Statutory Auditors for other
certification jobs. The total amount paid/payable to the Statutory Auditors for all
services rendered to the Company during 2024-25 was H5.77 Crore.
Reporting of suspected instances of Fraud by Auditors
In line with the provisions of the Companies Act, 2013 and rules notified thereunder,
the details of 2 instances wherein the suspected fraud amount is less than H1 Crore are
given below:
1) Fraudulent medical bill claims amounting to H10.47 Lakhs and certification of
attendance using controlling officer's credentials by an employee at Barauni Refinery.
2) Fraudulent payment amounting to H99.23 Lakhs to contractors for engineering work by
an employee under Karnataka State Office.
Further, in the following 5 instances wherein the suspected fraud amount is above H1
Crore, the Statutory Auditors have reported the instances to the Ministry of Corporate
Affairs:
1) Fraudulent payments amounting to H1.46 Crore to vendors/ contractors by
circumventing the extant procedures by some employees under Madhya Pradesh State Office.
2) Pilferage of POL Products through tank trucks amounting to H2.08 Crore by an
employee in connivance with some TT crew at a POL Depot under Uttar Pradesh State office -
I.
3) Non-booking of actual losses and manipulation of dips of storage vessels to hide
actual losses amounting to H3.98 Crore by some employees at LPG Bottling Plant under
Telangana & Andhra Pradesh State office.
4) False reporting of filled cylinders stock leading to stock loss amounting to H10
Crore by some employees at Malda LPG Bottling Plant under West Bengal State Office.
5) Excess booking of purging loss to hide stock loss position, fictitious booking of
transit losses and abnormally high market return cylinders alongwith corresponding credit
amounting to H86 Crore by some employees at LPG Bottling Plant under North East Integrated
State office.
The instances were investigated and necessary action against those involved was
initiated. In some of the instances where the investigation was completed, appropriate
disciplinary action as per the Company's rules has been taken and in the remaining cases,
investigation is ongoing.
Comptroller and Auditor General of India (C&AG) Audit
Supplementary Audit of Financial Statements: The Standalone and Consolidated
Financial Statements for the Financial Year ended March 31, 2025, were submitted to the
C&AG for supplementary audit. The C&AG has conducted supplementary audit and
issued NIL comment. The NIL comment certificate is attached in this Annual Report after
the Financial Statements. This is the 19th consecutive year that your Company
has received such NIL comment on its Financial Statement.
C&AG paras from other audits: In addition to the supplementary audit of the
financial statements mentioned above, the C&AG conducts audits of various nature
including Performance audit, Compliance audit, Thematic audit, Proprietary audit, etc. As
on March 31, 2025, there are twenty-one pending audit paras on various subjects including
Short realisation from Disposal of a land, Abandoned Exploration & Production
(E&P) Project, Maintenance of grade-wise costing of Petrochemicals, Extra cost due to
delay in finalisation of tender, Pradhan Mantri Ujjwala Yojna (PMUY) to unentitled
persons, Avoidable entry tax, Updation of daily price change at Retail Outlets, Recovery
of turnover tax, Expenditure turning infructuous due to non-adherence to pollution
clearance requirement, Utilization of spectrum, Procurement from MSME, Infructuous
expenditure due to participation in a low hydrocarbon and risky E&P block, Supply
logistics of petroleum products and Employee benefits like EPF contribution on leave
encashment, Encashment of earned leave and sick leave, Stagnation relief, Performance
related pay, Shift allowance, Project allowance, Long service award, Conveyance running
and maintenance expenses. The replies to these paras have been submitted and the status
reports are also being furnished from time to time.
Cost Audit
The Company maintains cost records as required under the provisions of the Companies
Act 2013. The Company had appointed Cost Auditors for conducting the audit of the cost
records maintained by the Refineries, Lube Blending Plants and other units for 2024-25. A
remuneration of H24.50 Lakh and applicable taxes was fixed by the Board for payment to the
cost auditors for 2024-25, which was ratified by the members in the last AGM. The cost
audit reports were filed by the Central Cost Auditor with the Central Government in the
prescribed form within the stipulated time.
Secretarial Audit
The Board had appointed M/s Dholakia & Associates LLP, Practicing Company
Secretaries, to conduct the Secretarial Audit for 2024-25. The Secretarial Auditor in its
report has stated that during the period under review, the Company has complied with the
provisions of the Act, Rules, Regulations, Guidelines, Standards, etc., except as under:
Composition of the Board of Directors with regard to at least 50% Non-Executive
Directors during the period 24.11.2024 to 31.03.2025.
Composition of the Board of Directors with regard to at least 50% Independent
Directors during the period 01.04.2024 to 07.05.2024, 11.05.2024 to 31.08.2024 and from
13.11.2024 to 31.03.2025.
Having at least one Woman Independent Director during the year.
Composition of the Audit Committee during the period 24.11.2024 to 31.03.2025.
Composition of the Nomination & Remuneration Committee during the period
24.11.2024 to 31.03.2025.
n No separate meeting of the Independent Directors during the year.
In this regard, it is clarified that the Company being a Government Company under the
administrative control of the MoP&NG, the selection, appointment of Directors,
(including Independent Director and Women Director) terms and conditions and remuneration
of Functional Directors, vests with the Government of India as per Government guidelines.
Further, the Ministry of Corporate Affairs, vide notification dated June 5, 2015, has
provided exemption to Government Companies, regarding the provisions related to evaluation
of performance of Directors under the Companies Act, 2013, as the evaluation is carried
out by the administrative ministry.
The Secretarial Audit report for the year ended March 31, 2025, issued by M/s Dholakia
& Associates LLP, Practicing Company Secretaries, is attached as Annexure-III to
this report.
Public Procurement Policy for Micro and Small Enterprises (MSEs) Order 2012
In line with the Public Procurement Policy of the Government of India, as amended, the
Company is required to procure minimum 25% of the total procurement of Goods and Services
from MSEs, out of which 4% is earmarked for procurement from MSEs owned by SC/ST
entrepreneurs and 3% from MSEs owned by women.
The procurement from MSEs (excluding crude oil, petroleum products & natural gas,
API line pipes, proprietary items and single line items of value greater than H50 Crore)
during the year was as under:
|
2024-25 |
2023-24 |
PARAMETERS |
TARGETS |
ACTUAL |
TARGETS |
ACTUAL |
Total procurement from MSEs (General, SC/ST & Women) |
25% |
42.19% |
25% |
42.64% |
Procurement from SC/ST MSEs |
4% (Sub-target out of 25%) |
4.03% |
4% (Sub-target out of 25%) |
1.78% |
Procurement from Women owned MSEs |
3% (Sub-target out of 25%) |
3.21% |
3% (Sub-target out of 25%) |
0.92% |
Several initiatives were undertaken to identify the entrepreneurs for procurement of
goods and services from MSEs owned by SC/ST and women enterprises, including 128 vendor
development programmes.
The Company makes payments to MSE vendors within timelines prescribed under the Micro,
Small and Medium Enterprises (MSME) Development Act 2006 and there are no bills pending or
paid beyond the timelines during the year.
Procurement from Government e-Marketplace (GeM)
Your Company has demonstrated commendable agility and foresight in adopting the
Government e-Marketplace (GeM) highlighting the Company's strategic commitment to digital
transformation in public procurement.
Designated as the Nodal Public Sector Undertaking (PSU) for the Oil & Gas sector,
your Company has been entrusted with the critical role of liaising with GeM to facilitate
the onboarding of sector-specific features and functionalities. This coordination ensures
that the evolving procurement needs of Oil & Gas PSUs are adequately addressed within
the GeM ecosystem.
The scale of engagement with GeM is reflected in the procurement spend, which surged to
H11,009 Crore in 2024-25 accounting for 40.34% of the total procurement of goods and
services during the year. Your Company ranked as the 'Numero Uno PSU' among Oil and Gas
entities for GeM procurement, underscoring the Company's rapid and effective digital
procurement adoption.
Subsidiaries, Joint Ventures & Associates
In July 2024, a 50:50 Joint Venture Company named Indofast Swap Energy Pvt. Ltd. with
Sun Mobility, Singapore was incorporated to carry on the business of battery as a service
(BAAS) for small format electric vehicles in India using equipment such as batteries,
charging stations etc.
The Company has 11 Subsidiaries and 30 Joint Venture/ Associate Companies. Brief
details of their business are provided in the Integrated Annual Report. As required under
the provisions of the Act, a statement on the performance and financial position of each
of the subsidiaries, joint venture companies and associates is annexed to the Consolidated
Financial Statements. The financial statements of the subsidiaries have also been hosted
on the Company website www.iocl.com under the 'Annual Report section.
In accordance with the provisions of SEBI guidelines, your Company has framed a policy
for determining material subsidiaries, which can be accessed on the Company's website at
https://www.iocl.com /download/Material Subsidiary Policy.pdf.
Related Party Transactions (RPTs)
In line with the provisions of the Companies Act, 2013 & SEBI (LODR) as amended
from time to time, a policy on material RPTs has been framed, which can be accessed at
https://www.iocl. com/download/Policies/RPT Policy.pdf.
During the year, the Company had entered into transactions with related parties, which
could be considered material in accordance with the policy of the Company on materiality
of related party transactions. The Company has obtained the approval of Audit Committee as
well as members for such material RPTs as per the provisions of the SEBI (LODR).
The disclosures related to RPTs in accordance with applicable accounting standards are
provided at Note-37 of the Standalone Financial Statement.
The details of contracts or arrangements (which were not on arms length basis) with
related parties referred to under Section 188 (1) of the Companies Act, 2013 in the
prescribed Form AOC-2 are attached at Annexure-IV of the report.
Energy Conservation, Technology Absorption and Foreign Exchange Earnings and Outgo
Your Company continues to accord top priority to energy conservation across all its
operations. The performance of each unit is closely monitored on a continual basis, with a
focus on driving improvements through adoption of advanced technologies and alignment with
the best international practices. During the year, a range of energy efficiency
initiatives were implemented across the Company's refineries, resulting in significant
energy savings and corresponding financial benefits.
In accordance with the provisions of the Companies Act, 2013 and rules notified
thereunder, the details relating to Energy Conservation, Technology Absorption and Foreign
Exchange Earnings and Outgo are annexed as Annexure - V to the Report.
Board of Directors & Key Managerial Personnel
The following changes occurred in the Board/Key Managerial Personnel of the Company:
1. Shri S. M. Vaidya ceased to be Chairman w.e.f. September 01,2024 consequent upon
completion of his tenure.
2. Shri Sujoy Choudhury ceased to be Director (Planning & Business Development)
w.e.f. September 01, 2024 consequent upon his superannuation.
3. Shri A. S. Sahney was appointed as Chairman w.e.f. November 13, 2024
4. Shri Dilip Gogoi Lalung, Dr (Prof) Ashutosh Pant, Dr Dattatreya Rao Sirpurker, Shri
Prasenjit Biswas, Shri Sudipta Kumar Ray and Shri Krishnan Sadagopan, ceased to be
Independent Directors w.e.f. November 24, 2024 consequent upon completion of their tenure.
5. Shri Suman Kumar was appointed as Director (Planning & Business Development)
w.e.f. February 26, 2025.
6. Shri Prasenjit Biswas, Shri Krishnan Sadagopan and Dr Dattatreya Rao Sirpurker were
reappointed as Independent Director on the Board w.e.f. March 28, 2025.
7. Dr (Prof) Ram Naresh Singh ceased to be Independent Director w.e.f. April 8, 2025
consequent upon completion of his tenure.
8. Ms Esha Srivastava, Joint Secretary (International Cooperation), MoP&NG was
appointed as a Government Nominee Director w.e.f. June 20, 2025
9. Shri N. Senthil Kumar ceased to be Director (Pipelines) w.e.f. July 01, 2025
consequent upon his superannuation.
10. Shri V. Satish Kumar ceased to be the Director (Marketing) w.e.f. August 1, 2025
consequent upon his superannuation.
Shri Anuj Jain, Director (Finance) and Dr Alok Sharma, Director (Research &
Development) are liable to retire by rotation and being eligible are proposed to be
reappointed at the forthcoming Annual General Meeting (AGM). Their brief profile is
provided in the notice of the AGM.
Independent Directors
The Company has received the Certificate of Independence from the Independent Directors
confirming that they meet the criteria prescribed for Independent Directors under the
provisions of the Companies Act, 2013 and SEBI (LODR). The Independent Directors have
confirmed that they are registered with the database maintained by the Indian Institute of
Corporate Affairs (IICA) under the Ministry of Corporate Affairs.
The Company being a Government Company, the power to appoint Directors (including
Independent Directors) vests with the Government of India. The Directors are appointed by
following a process as per laid down guidelines. In the opinion of the Board, the
Independent Directors possess the desired expertise, experience and integrity.
A separate meeting of Independent Directors was not held during the year.
Board Meetings
During the year, 11 meetings of the Board of Directors were held. The details of the
meetings attended by each Director are provided in the Corporate Governance Report and,
hence, not repeated to avoid duplication.
Board Evaluation
The provisions of Section 134(3)(p) of the Companies Act, 2013, require a listed entity
to include a statement indicating the manner of formal evaluation of performance of the
Board, its Committees and of individual Directors. However, the said provisions are exempt
for Government Companies as the performance evaluation of the Directors is carried out by
the administrative ministry, i.e., MoP&NG, as per laid-down evaluation methodology.
Significant and Material Orders Passed by the Regulators or Courts
No significant and material orders were passed by the regulators or courts or
tribunals, during the year that impact the going concern status of the Company and its
operations in the future.
Vigil Mechanism/Whistle-Blower Policy
The Company promotes ethical behaviour in all its business activities and has put in
place a mechanism for reporting illegal or unethical behaviour. The Company has
established a robust Vigil Mechanism and a whistle-blower policy in accordance with
provisions of the Act and Listing Regulations. Under the whistleblower policy, employees
are free to report any improper activity resulting in violation of laws, rules,
regulations, or code of conduct by any of the employees to the Competent Authority or
Chairman of the Audit Committee, as the case may be. Any complaint received is reviewed by
the Competent Authority or Chairman of the Audit Committee as the case may be. No employee
has been denied access to the Audit Committee. The policy on Vigil
Mechanism/Whistle-Blower can be accessed on the Company's website at
https://www.iocl.com/InvestorCenter/pdf/Whistle Blower policy.pdf.
Details of Loans/Investments/Guarantees
The Company has provided loans/guarantees to its subsidiaries, joint ventures and
associates and made investments during the year in compliance with the provisions of the
Act and rules notified thereunder. The details of such investments made and
loans/guarantees provided as on March 31,2025 are provided in Note No. 4, 36, 37 and 42 of
the Standalone Financial Statement.
Annual Return
As required under the provisions of the Companies Act, 2013, the draft Annual Return
for the year 2024-25 is hosted on the Company's website and can be accessed from the link
https://www.iocl.com/annual-return.
Compliance with Secretarial Standards
The Company complies with the applicable Secretarial Standards issued by the Institute
of Company Secretaries of India (ICSI).
Credit Rating of Securities
The credit rating assigned by rating agencies for the various debt instruments of the
Company is provided in the Corporate Governance Report. As required under SEBI (LODR), the
Audit Committee had a meeting with Credit Rating Agencies in March 2025.
Investor Education & Protection Fund (IEPF)
The details of unpaid/unclaimed dividend and shares transferred to the IEPF in
compliance with the provisions of the Companies Act, 2013, are provided in the Corporate
Governance Report.
Material changes affecting the Company
There have been no material changes and commitments, affecting the financial position
of the Company between the end of the financial year and date of this report. There has
been no change in the nature of the business of the Company.
Details of application made or any proceeding pending under the Insolvency and
Bankruptcy Code, 2016 (31 of 2016) during the year along with their status as at the end
of the financial year
No applications were made during the financial year and no proceedings are pending
against the Company under the Insolvency and Bankruptcy Code 2016.
Details of the difference between the amount of the valuation done at the time of
one-time settlement and the valuation done while taking a loan from the banks or financial
institutions along with the reasons thereof
There were no instances of one-time settlement during the financial year.
Directors' Responsibility Statement
Pursuant to Section 134(3)(c) of the Companies Act, 2013 pertaining to the Directors'
Responsibility Statement, it is hereby confirmed that:
(a) in the preparation of the Annual Accounts, the applicable accounting standards had
been followed alongwith proper explanation relating to material departures;
(b) the Directors had selected such accounting policies and applied them consistently
and made judgements 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 and loss of the Company for that period;
(c) the Directors had 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;
(d) the Directors had prepared the annual accounts on a going concern basis;
(e) the Directors had laid down internal financial controls to be followed by the
Company and that such internal financial controls are adequate and were operating
effectively;
(f) the Directors had devised proper systems to ensure compliance with the provisions
of all applicable laws and that such systems were adequate and operating effectively.
Acknowledgements
The Board of Directors conveys its profound appreciation for the sincere, dedicated and
tireless efforts of the employees of the Company, the contract workforce and channel
partners, whose collective endeavours have ensured the uninterrupted supply of petroleum
products across the country. The Board also extends its sincere gratitude to the
Government of India, particularly the Ministry of Petroleum and Natural Gas (MoP&NG),
as well as various State Governments, regulatory and statutory authorities for their
continued support and guidance. The Board acknowledges with deep appreciation the
invaluable support received from all stakeholders, including bankers, investors, members,
customers, consultants, technology licensors, contractors, vendors and others who have
contributed to the Company's growth and operations. Further, the Board places on record
its highest appreciation for the distinguished service, valuable guidance and significant
contributions rendered by Shri S. M. Vaidya, Shri Sujoy Choudhury, Shri Dilip G. Lalung,
Dr (Prof) Ashutosh Pant, Shri Sudipta Kumar Ray, Dr (Prof) Ram Naresh Singh, Shri N.
Senthil Kumar and Shri V. Satish Kumar during their tenure as Members of the Board.
|
For and on behalf of the Board |
|
Sd/- |
|
(A S Sahney) |
Place: New Delhi |
Chairman |
Date: August 6, 2025 |
DIN: 10652030 |