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நிறுவன பெயரின் முதல் சில எழுத்துக்களை நிரப்பி 'கோ' பட்டனை கிளிக் செய்யவும்

Indian Oil Corporation Ltd.-இன் இயக்குநர் அறிக்கை

Mar 31, 2023

Particulars

2022-23

2021-22

US$ Million

7 Crore

US$ Million

7 Crore

Profit After Tax

1,025

8,242

3,246

24,184

Appropriation:

Interim Dividend paid

-

-

1,109

8,263

Final Dividend paid

411

3,305

185

1,377

Insurance Reserve (Net)

2

20

3

19

General Reserve

-

-

1,949

14,524

Balance Carried to Next Year

611

4,916

-

-

Share Value

Particulars

2022-23

2021-22*

US$

7

US$

7

Cash Earnings Per Share

0.18

14.60

0.34

25.55

Earnings Per Share

0.07

5.98

0.24

17.56

Book Value Per Share

1.19

97.85

1.26

95.33

Note: Exchange Rate used

For 2022-23: Average Rate 1 US$ = 7 80.42 and Closing Rate 1 US$ = 7 8218 as on March 31, 2023 For 2021-22: Average Rate 1 US$ = 7 74.51 and Closing Rate 1 US$ = 7 75.80 as on March 31, 2022

* Value re-stated after adjusting for bonus issue.

The summarised standalone performance and appropriations for 2022-23 are given below:

Particulars

2022-23

2021-22

US$ Million

7 Crore

US$ Million

7 Crore

Revenue from Operations

(Inclusive of Excise Duty & Sale of Services)

1,16,259

9,34,953

97,765

7,28,445

EBITDA

(Earnings Before Finance Cost, Tax, Depreciation & Amortisation)

3,543

28,487

6,384

47,568

Finance Cost

862

6,930

648

4,829

Depreciation and Amortisation

1,475

11,859

1,477

11,006

Profit Before Tax

1,206

9,698

4,259

31,733

Tax Provision

181

1,456

1,013

7,549

On behalf of the Board of Directors, it is my privilege to present the 64th Annual Report and the 6th Integrated Annual Report of the Company for the Financial Year ended March 31, 2023, along with the Audited Standalone and Consolidated Financial Statements and Auditor''s Report thereon.

The year 2022-23 was excellent for the Company as it demonstrated remarkable resilience to achieve significant milestones in operational performance, despite various challenges. Your Company ensured accelerating the progress of the Indian economy, which was amongst the fastest growing economies in 2022-23. The ongoing conflict between Russia and Ukraine continues to have significant ramifications, not just for the two

countries involved but also for the global economy. Despite the global energy sector experiencing waves of volatility, IndianOil remained committed to fueling the nation with excellence.

Performance Review

Financial

The Company reported the highest Revenue from Operations by any Indian Company on Standalone as well as Consolidated basis during 2021-22. During 2022-23, your Company once again surpassed its best, by notching up the highest-ever Revenue from Operations by any Indian company. The Company also achieved its highest ever sales volume.

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 a part of this Integrated Annual Report.

Issue of Securities/Changes in Share Capital

In July 2022, the Company issued bonus equity shares in the ratio of 1:2, i.e., 1 new equity share for every 2 equity shares held on the record date. Consequently, the paid-up share capital increased from 7 9,414.16 Crore to 7 14,121.24 Crore.

Further, the Company also issued Unsecured, Rated, Listed, Taxable, Redeemable, Non-Convertible Debentures (NCDs) aggregating to 7 10,000 Crore on private placement basis, during the year, which were listed on the Debt Segment of the National Stock Exchange of India 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 7 3,000 Crore on maturity date, i.e., November 25, 2022.

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 the Company has recommended a final dividend of 7 3/- per share for the year, with a total pay-out of 7 4131.47 Crore equivalent to 50.13% of the PAT. This is the 56th consecutive year of dividend declaration by the Company, with a cumulative pay-out of 7 90,636 Crore (including the proposed final dividend for 2022-23).

Contribution to Exchequer

The Company has been one of the largest contributors to the Government exchequer in the form of duties, taxes, and dividends. During the year 72,40,185 Crore was paid to the exchequer as against 72,64,436 Crore paid in the previous year, a decrease of 9% over the previous year mainly due to cut in excise duty on MS & HSD during the year by Government of India. An amount of 71,16,271 Crore was paid to the Central Exchequer and 71,23,914 Crore to the States Exchequer compared to 71,57181 Crore and 71,07,255 Crore paid in the previous year, respectively,

Consolidated Financial Performance

In accordance with the provisions of the Companies Act 2013, 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:

Particulars

2022-23

2021-22

(US$ Million)

(? Crore)

(US$ Million)

(? Crore)

Revenue from Operations (Inclusive of Excise Duty & Sale of Services)

1,18,305

9,51,410

98,875

7,36,716

Profit Before Tax

1,870

15,038

4,602

34,289

Profit After Tax

1,455

11,704

3,453

25,727

Less: Share of Minority

237

1,912

84

625

Profit for the Group

1,218

9,792

3,369

25,102

Note: Exchange Rate used

For 2022-23: Average Rate 1 US$ = ^ 80.42

For 2021-22: Average Rate 1 US$ = ^ 74.51

Operational Performance

The operational performance of the Company during the year was as under:

(MMT)

Particulars

2022-23

2021-22

Refineries Throughput

72.408

67665

Pipelines Throughput

97382

85.520

Product Sales (inclusive of Gas, Petrochemicals & Exports)

95.714

86.407

One-of-its-kind 2G ethanol plant (for production of bioethanol from rice straw) at Panipat Refinery was dedicated to the nation on World Bio-Fuel day in August 2022. The year also saw significant achievements such as the commissioning of India''s first Wet Sulphuric Acid Plant at Haldia, revamp of LAB unit at Gujarat, PSA Offgas to Ethanol using Lanzatech technology (3G Ethanol) at Panipat, among others. The commissioning of India''s first Green Cooling Tower at the Company''s Barauni Refinery is an example of IndianOil''s commitment to exploring and implementing energy-efficient and environment-friendly alternatives to conventional systems. Furthermore, IndianOil produced and dispatched 12% Ethanol Blended Petrol (EBP) from its units in line with its target of supplying 20% EBP by 2025. IndianOil has started production of Low Sulphur Low Aromatic Kerosene from its Gujarat & Guwahati Refineries by reducing the pungent smell, high smoke and carbon deposits, for the Indian Army which uses it for heating and cooking purposes at high altitude. Further, in line with the Company''s expansion plans, a Joint Venture agreement was signed with CPCL for the formation of Cauvery Basin Refinery and Petrochemicals Ltd, which would set up a 9 MMTPA refinery at Nagapattinam in Tamil Nadu.

Refineries

IndianOil Refineries achieved significant milestones during Financial Year 2022-23 and worked towards its plans for future growth. The Company''s refineries achieved the highest-ever annual crude processing of 72.41 MMT in 2022-23, surpassing the previous best of 71.82 MMT in 2018-19. During the year, capacity utilisation at 103.4% was higher than previous year''s utilisation of 96.6%.

The Crude throughput of IndianOil group refineries, including Chennai Petroleum Corporation Limited, (a subsidiary), was 83.72 MMT during the year, with capacity utilisation at 103.9%. Distillate Yield for the year was 78.7% and the refineries were able to achieve 98.1% operational availability, The Fuel & Loss during 2022-23 was lower at 8.9% as compared to 9.5% during 2021-22. On the Energy Conservation front, IndianOil Refineries recorded the lifetime best specific energy consumption of 68.0 MBN during the year, which is 76% lower than 2021-22, and 4.2% lower than the previous best of 71.0 MBN in 201819. The refineries achieved another milestone w.r.t best achieved Energy Intensity Index (EII) of 96.1, which is 76% lower than 2021-22, and 1.9% lower than the previous best of 979 in 2018-19.

The Company expanded its crude basket by including 36 new grades of crude from different regions such as Africa, Middle East, America, and Russia, among others, during Financial Year 2022-23 and now has a total of 247 grades of crude.

On the Petrochemical front, Naphtha throughput during Financial Year 2022-23 was lower at 2.1 MMT, as compared to 3.0 MMT during 2021-22, due to revamp shutdown of Panipat Naphtha Cracker unit in September 2022. The overall polymer production (Polyethylene Polypropylene) was 1.35 MMT. Adding to the Company''s petrochemical capacity, Mono Ethylene Glycol (MEG) unit at Paradip was commissioned in February 2023.

Pipelines

Being the safest, efficient, cost-effective, and environment friendly way to transport fuel and gas, the pipelines are a vital part of IndianOil''s energy infrastructure. The Company''s crude pipelines achieved a record throughput of 53.4 MMT which surpassed the previous highest throughput of 51.3 MMT achieved during Financial Year 2018-19.

The Company''s product pipelines achieved a record throughput of 41,7 MMT which surpassed the previous highest throughput of 379 MMT achieved during Financial Year 2019-20, The annual MoU targets were surpassed on the back of robust demand for petroleum products during the year,

Gas pipelines too witnessed a record throughput of 3,077 MMSCM, which was higher than the previous highest throughput of 2,985 MMSCM achieved during 2021-22,

Your Company commissioned 2,454 km of pipelines during the year, taking the total length of pipeline network to 17,564 km with a capacity of 119,20 MMTPA (crude & product pipelines) and 48,73 MMSCMD (gas pipelines) as on 31,03,2023,

An MoU was signed with National Highways Authority of India (NHAI) in June 2022 for according permissions to cross each other''s facilities in a time-bound manner, This would help IndianOil to reduce the time in getting crossing permissions from NHAI for pipeline projects,

Under IndianOil Start-Up Scheme-1, Vasitars Pvt, Ltd, was onboarded for development of "Nano Filler Reinforced Polymer Composite Wrap" to repair corroded pipelines, IndianOil acquired 2,1% equity stake in Vasitars Pvt, Ltd,

Your Company is currently executing pipeline projects amounting to approx, H 35,000 Crore, which upon completion by February 2026, would increase the Company''s pipeline network length to around 21,298 km and enhance capacity to 164,37 MMTPA and 50,73 MMSCMD for liquid and gas pipelines, respectively,

During the year, your Company commissioned a total of 1,784 Retail Outlets (ROs) and Kisan Seva Kendras (KSKs), 303 CNG stations, and 19 CBG stations, consistently building a formidable retail network, totaling to 36,285 retail outlets, 1,788 CNG stations, and 45 CBG stations, IndianOil also bagged 41 (28 NHAI 13 State Govt, Undertakings) Way Side Amenities (WSA) sites, which include 10 sites on the prestigious Delhi - Mumbai Expressway, The first Greenfield WSA was commissioned in Rajasthan, The Company also commissioned a Retail Outlet at the world''s highest altitude in Village Tangtse, District Leh in Ladakh UT at an altitude of 12,933 feet, which is en-route the renowned Pangong Lake,

Marketing

During the year, the international crude oil and products markets were in a turmoil, resulting in a challenging environment for the Company, Despite difficulties, your Company rose to the occasion and ensured uninterrupted supply and availability of fuels across its network, The Company maintained its position as the market leader in the industry, with an overall market share of 44,6% and sales volume of 85,8 MMT (excluding LNG) during 2022-23, Amongst the PSUs, IndianOil''s overall market share stood at 475%, with market share gains in various products,

During the year 1,490 ROs were solarised, taking the total count of solarised ROs to 20,992, Further, to keep the environment clean,

2.751 ROs have been provided with a Vapour Recovery System (VRS), which includes all ROs in NCR, 85 supply locations of the Company are GreenCo certified, out of which 50 were certified during 2022-23, During the year, 3,60 Lakh trees were planted at various marketing locations across the country,

2.751 ROs have been provided with a Vapour Recovery System (VRS), which includes all ROs in NCR, 85 supply locations of the Company are GreenCo certified, out of which 50 were certified during Financial Year 2022-23,

On the branded fuel front, your Company has been expanding the footprint of XP100 (100 octane MS), XP95 (95 octane MS), and XtraGreen (cleaner and greener HSD) across India, During the year, your Company added XP100 at 72 ROs (total 190 ROs), XP95 at 2,514 (total 9700 ROs), and XtraGreen at 4127 ROs (total 4900 ROs), The newly launched XP100 premium petrol brand has been readily accepted by the customers and has been bestowed with the coveted Super Brand status,

XTRAREWARDS, the loyalty membership program for urban markets, crossed the 2,7 Crore mark, XTRAREWARDS is India''s first online rewards program designed exclusively to benefit the large number of IndianOil customers who have been patronizing the brand for over five decades,

IndianOil is the first in the industry to have signed an MoU with NPCI (National Payment Corporation of India), for the implementation of new-age digital payment solutions, To enhance the digital experience at the Retail Outlets, SD-WAN (software-defined wide area network) based dual network connectivity solution has been provided at 15,112 ROs, The Integrated Transaction Processing Server (ITPS) was rolled out across 27,932 ROs averaging 12 Lakh Transactions per day, Your Company has embarked on a journey to implement a new Integrated Planning Tool with AI/ML capability for end-to-end supply chain optimisation,

For providing sustainable and clean energy solutions, your Company has made rapid progress in e-mobility, During 202223, 3321 EV Charging Stations (EVCS) & 44 Battery Swapping Stations were commissioned (cumulatively 5,461 EVCS & 76 Battery Swapping Stations), taking the tally to 67% market share among PSUs, In addition, it is planned to set up 3rd party EVCS in public places, depots, and fleet hubs, IndianOil has already installed EV Charging Stations at some of the prime locations in the country, such as the Taj Mahal (Agra) and Chennai Airport, IOC Phinergy Pvt, Ltd,, IndianOil''s JV with Phinergy Israel, is working on Aluminium-Air battery integration in Electric Vehicles, both 3-Wheelers and 4-Wheelers, with leading Auto OEMs in India,

Your Company is making significant investments towards the look & feel of the ROs, covering Driveway, Canopies, Monoliths, Unipoles, and Retail Visual Identity (RVI) Elements, Further, for door-to-door delivery of diesel, 120 Mobile Dispensers were added during the year, taking the total number to 1161, Given its symbiotic

relationship with tourism sector, IndianOil has constructed 75 top-notch restroom facilities near National Parks at its Retail Outlets. Under IndianOil Start-up Scheme, Netprise Solutions was incubated for Dispensing Unit (DU) development. The start-up has developed a premium DU with state-of-the-art functionalities. During the year, the Company launched its flagship retail merchandise store, "IO" at a Company Owned Company Operated RO in Bangalore.

The LPG business continued to grow and registered a sale of 13.7 MMT, surpassing the previous year''s performance, registering a growth of 1%, with a market share of over 45%. The year recorded the highest-ever bulk LPG sales of 485.7 TMT. The year also marked LPG supply to Nepal Oil Corporation and LPG imports by road from Bangladesh.

To enhance IndianOil''s bottling capacity and improve the supply of LPG to customers, 10 bottling plants were commissioned during the year, 5 in Greenfield and 5 through Private bottlers, thereby taking the total number of LPG locations to 108. The LPG distributorship network was strengthened during the year, aggregating to a total of 12,861. Over 2.89 Lakh Indane composite cylinder connections were released during the year. A new LPG brand, namely ''Munna'' (2 kg FTL cylinder), was launched and was readily accepted by the customers. The existing LPG brands XTRATEJ, NANOCUT & Chhotu, registered a significant growth in their sales.

With focus on customer care, SMS based refill booking reminder based on the customers'' historical refill booking pattern, was introduced. In addition, Virtual Indane Bot Assistant (VIBA), a WhatsApp Chatbot for LPG refills , and Indane LPG Track ''N'' Trace, a unique QR code for tracking the movement of cylinders across the value chain, were also introduced during the year.

The "IndianOil One " app has been listed in the top 50 apps based on usage in India under the "business category" by SimilarWeb, an independent agency in data analytics. IndianOil One App is a comprehensive platform, wherein, customers can fulfill all their energy needs, be it booking new LPG connections/Refills, transfer of LPG connections, tracking & redeeming Loyalty points & purchases , etc.

For the sustenance of business and to garner new business opportunities, the Institutional Business Group entered into major long-term tie-ups with the Armed Forces as well as with various major customers in the government departments and the private sector.

The Supply & Operations team worked relentlessly to ensure uninterrupted supplies during the unprecedented crisis of exceptional surge in demand from May to June 2022 to make sure the availability of products across the nation. The full demand of South Assam, Mizoram, and Tripura was met even after the snapping of rail connectivity due to incessant rains from May to July 2022. Ushering a new era in the Indo-Bangladesh relationship, the first convoy of Tank Trucks from Guwahati was flagged off for rescue supplies to Tripura through Bangladesh. All Weather Grade HSD was developed and supplied to the Defence Forces during the year.

Under the Government''s flagship Ethanol Blended Petrol (EBP) Program, your Company has been blending Ethanol with Motor Spirit (MS) or petrol; to enhance energy security, reduce dependence on fuel imports, save foreign exchange, and address environmental issues, while also boosting the domestic agriculture sector. During Ethanol Supply Year (ESY) 2021-22, IndianOil achieved the target of 10% Ethanol Blending on Industry basis, five months ahead of schedule. 11.6% of Ethanol blending with Motor Spirit was done till March 2023, during the ESY 2022-23 (December 2022 to October 2023) as against 9.18% in the previous ESY during the same period.

As the first step towards making the Lakshadweep group of islands ''Urja Atmanirbhar,'' the Administrator of the UT of Lakshadweep dedicated IndianOil''s storage depot and Retail Outlet at Kavaratti to the people of Lakshadweep.

In the aviation business, Your Company retained its market leadership position with a market share of 61.3% during 2022-23 with domestic sales volumes of 4,514 TMT. The monthly sales recovered to 95% of pre-COVID levels. Strengthening its presence in the Aviation sector, 5 new AFSs at Deoghar, Hollongi, INS Parundu (Ramnad), Cooch Behar, and Belagavi were commissioned, taking the total number to 132 across the country. Your Company is playing a major role in the Government of India''s vision of enabling the development of towns/ small cities by propelling flight movement and bringing such places closer to the developed metros.

Your Company is the first Oil Marketing Company in India to indigenously produce and market AVGAS 100 LL, a special aviation fuel meant for piston engine aircraft and Unmanned Aerial Vehicles. AVGAS 100 LL, which was launched at Hindon Air Force Station in September 2022, has superior performance quality standards, as compared to imported grades.

SERVO, the Company''s lube Superbrand turned 50 this year and continued to maintain its leadership across user segments, including automobile, industrial, and defence. During 2022-23, SERVO registered its highest ever sales volume of 704 TMT, registering a growth rate of 9.5% , and the highest-ever monthly sales of 109 TMT during March 2023 which was three times the average monthly sales of 2019-20 and one-fourth of 2019-20 annual sales volume. SERVO''s sales are continuously growing, surpassing the milestone of highest-ever volume achieved every year since 2021 and growing at double-digit CAGR of 14.3 % since 2019-20. Innovations like Green Combo Lubricants and dedicated oil for LNG engines reinforced IndianOil''s dominance as the preferred Lube marketer. To mark the Golden Jubilee Year of SERVO, your Company released a customised Corporate ''My Stamp'' of India Post on SERVO.

During 2022-23, SERVO received 41 OEM approvals from major automotive companies such as Tata Motors, Ashok Leyland, MG Motors, Hero Motors, TVS Motors, Mahindra & Mahindra, Blue Energy, Cummins, etc. SERVO expanded its footprint to Russia and the Republic of Guinea, and is now available in 37 Countries. During the year, SERVO launched two more green lubricants, SERVO 4T Green and SERVO Tractor Green.

SERVO forayed into the green energy business with approvals from EV manufacturers like MG Motors, Mahindra Electric, Keto Motors and Olectra Greentech. SERVO 4T Xtra 10W-30, a new high-performance product for the 2-Wheeler segment, was also launched during the year. The Central Insecticides Board granted approval for Servo Orchard Spray Oil, marking IndianOil''s venture in the new area of Agri business. In another landmark effort for a sustainable, greener environment, a new SERVO container with 30% PCR (Post-Consumer Recycled) plastic was launched during the year.

The marketing infrastructure of your Company was further strengthened during the year with the commissioning of grassroot terminals at Guntakal, Silchar, Motihari & Asanur; brownfield terminal augmentation at Manmad, Ahmednagar, Ahmedabad, Ratlam, and Vijayawada; and CBG plant at Hingonia.

To enhance customer recognition and trust, IndianOil undertook significant measures like the inauguration of Light and Sound show at the iconic Gateway of India (Mumbai), onboarding of celebrities like Amitabh Bachchan, John Abraham, and Master Chef Sanjeev Kapoor for product endorsement, etc. As per Brand Finance''s prestigious Oil & Gas 50 Report for 2022, IndianOil has been featured as the world''s 7th Strongest Oil & Gas Brand. Brand Finance is the world''s leading brand valuation consultancy, and this recognition is a testament to team IndianOil''s hard work and commitment to customers and other stakeholders.

The Cryogenics group of the Company is a pioneer in cryogenics having over 40 years of experience in the 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 37,000 units of cryo-cans, during the year. Leveraging on its technological superiority, the group is poised to become a dominant player in Cryogenics and LNG equipment business as in the country. The Company is designing & developing LNG Fuel Tanks, ISO Tanks, LNG dispensers, & other cryogenic equipment. Anticipating high growth potential in Cryogenic segment, especially in regard to LNG and Liquid Oxygen, the Company is setting up a new manufacturing facility, and the manufacturing of select products shall commence from the new facility in 2023-24.

Research and Development

The R&D Centre anchors the Company''s aspirational vision of being ''The Energy of India,'' During 2022-23, the R&D Centre excelled in multiple areas, such as lubricant technology, refining & petrochemical processes, catalysts, and pipeline research, while also focusing on alternative and renewable energy technologies.

During the year, R&D''s collective research endeavors resulted in filing of 127 patents, bringing the total number of filed patents to 1,646 as on March 31, 2023. Further, the Company was granted 155 patents during the year, bringing the total effective patent portfolio to 1,554.

The R&D Centre''s work for the development of catalysts and process technologies has made a significant impact towards ''Atmanirbhar Bharat'' especially in competitive and licensor-controlled areas dominated by MNCs. Major developments during the year include: (i) successful commissioning and Performance Guarantee Test Run (PGTR) of 400 kTA grassroots indJet® unit conducted at Barauni Refinery, using in-house developed technology and catalyst for ATF production; (ii) successful commissioning of 80 kTA grassroots indSelectG® unit for cracked gasoline desulfurization at Guwahati Refinery using in-house developed catalyst meeting product Sulphur of <5 ppmw & RON improvement of ~4.0 units; (iii) in-house developed Ind-CokerAT ® technology selected for 170-220 kTA DCU revamp at Digboi Refinery to handle additional heavy vacuum residue; (iv) 265 MT of composite INDMAX catalyst manufactured and supplied for trial at Mathura Refinery; (v) 2395 MT of in-house developed catalysts, additives and adsorbent supplied to various Indian refineries; and (vi) commissioning of 100 TPD IBG-Max Biomethanation plant at Jaipur for producing CBG.

The Company''s R&D centre has undertaken assessment of multiple green hydrogen production pathways based on solar electrolysis, biomass gasification and bio-methanation with a total Green Hydrogen Production capacity ~1 ton per day. The technology will be demonstrated in 15 fuel cell buses for establishing the efficacy, efficiency, and sustainability of the production processes and the fuel cell technology A pre-feasibility study of the fuel cell technology has been undertaken for heavy duty applications for generation of critical data pertaining to fuel cell performance, efficiency, and operational reliability of hydrogen refueling infrastructure. Two prototype fuel cell buses provided by Tata Motors Limited to the Company are being refueled at the Hydrogen refueling station at Gujarat Refinery and running on Ministry of Road Transport and Highways of India (MoRTH) approved routes in Vadodara City.

The R&D Centre spearheads the Company''s StartUp scheme which has seen incubation of 24 start-ups in two rounds of funding. IndianOil is closely involved in mentoring the start-ups through handholding by internal Process Owners till the achievement of Proof of Concept. The milestone of 50 IPs (Patents, Trademarks, Copyrights) has been achieved for the StartUp Scheme. Twelve new start-ups have been on-boarded for incubation under Round-3 of the StartUp Scheme, with a committed fund value of H 1798 Crore. Further, considering the Company''s current thrust on meeting Net-Zero 2046 goals, a Start-up Round with theme ''Green Resolve - Amrit Kaal Adhyay'' was launched in March 2023, inviting proposals.

To further expand its footprint and facilitate transformation into an integrated energy Company, IndianOil is setting up its second R&D campus at Faridabad. The new campus named IndianOil Technology Development & Deployment Centre, is set to be the world''s largest Net-Zero (power & water) facility with GRIHA- 5 star rating and LEED platinum standards. The campus would consist of four research centers of excellence, namely in Alternative & Renewable Energy, Corrosion Research, Nanotechnology and Synthetic Biology

Business Development

In line with its vision of being ''the Energy of India'', IndianOil is fast transforming itself from being India''s flagship National Oil Company to a holistic energy solutions provider. Your Company envisages increasing its share in India''s energy basket from 9% at present to 12.5%. Over the years The Company has significantly expanded its footprints across the energy value chain and successfully created new business arms like Petrochemicals, Natural Gas marketing, Alternative energy, Exploration & Production etc. The performance of various business verticals during the year was as under:

Petrochemicals

The Petrochemicals business is a pivotal value creator for the refineries and a vital driver of the Company''s future growth and profitability. IndianOil is the second largest petrochemicals player in the country. The petrochemicals business achieved annual sales of 2.23 MMT in 2022-23 with 4% growth over the previous year in PX/PTA sales segment. Under the umbrella brand PROPEL, the Company offers full range of products in all segments of petrochemicals viz. Linear Alkaline Benzene (LAB), Purified Terephthalic Acid (PTA), Paraxylene (PX), Mono Ethylene Glycol (MEG), Polypropylene (PP), Linear Low-Density Polyethylene (LLDPE), High Density Polyethylene (HDPE), etc. for a wide range of applications across industrial commercial and domestic segments thus making PROPEL household name

During the year, the Company increased its Petrochemical capacity from 3.7 MMTPA to 4.1 MMTPA. The Petrochemical Intensity Index (PII) of the Company now stands at 5.9%. Your Company is implementing several new projects, which will enhance the PII further to 8.6% by 2026. The Board of the Company has accorded ''in-principle'' approval for ~3 MMT of the Paradip Petrochemical Complex at Paradip, Odisha, which would produce vital petchem products like Polyvinyl chloride, Phenol, Isopropyl alcohol & Polymers.

During the year, the Company commissioned its first fully automated dedicated LAB terminal with state-of-the-art facilities at Dumad to further improve service offerings to esteemed customers.

The Company has also revamped its LAB plant capacity at Gujarat Refinery from 120 KTA to 162 KTA. With this, IndianOil has become the largest producer of LAB in India. The Company also launched its maiden brand of recycled polymers - ''Cycloplast'' as it works towards addressing plastic pollution. Furthering its efforts in this domain, the Company launched its initiative named - "Unbottled", under which discarded PET bottles are being recycled into ''sustainable & green'' uniforms for around three Lakh IndianOil ground force comprising fuel station attendants and Indane LPG gas delivery personnel.

The Company''s Product Application & Development Centres (PADCs) at Panipat and Paradip have been fundamental to the Company''s strong hold over the market, by developing new polymer grades in line with specific customer requirements. During the year, two new PROPEL import substitution grades were developed, as part of the Company''s ongoing pursuit of ''Atmanirbharta. As a testament to the Company''s strong customer outreach, during the year 10 new Original Equipment Manufacturer (OEM) approvals were received.

Natural Gas

The year 2022-23 was one of the toughest years for the gas business in the Indian context, because of the unprecedented increase in Global Spot LNG prices due to geopolitical situations. Despite this, Your Company was able to maintain a 20% market share in the RLNG segment. The sale to customers was 2.84 MMT in 2022-23 registering an increase of 8.5% as compared to last year.

The Company executed a Gas Sale Agreement (GSA) with Hindustan Urvarak & Rasayan Limited (HURL), a JV Company, for the supply of RLNG to its Gorakhpur, Sindri and Barauni plants. The Company is setting up 16 LNG Retail stations on the Golden Quadrilateral and other major National Highways of India.

Apart from acquiring a 4.93% equity stake in India Gas Exchange Ltd. (IGX), Your Company is also an active member of IGX. From the date of its first business purchase in September 2022, the Company purchased approx. 46.59 MMSCM through IGX during the year 2022-23.

City Gas Distribution (CGD)

The Company along with its two JVCs, is now present in 49 Geographic Areas (GAs) and 112 districts spread across 21 States and UTs, making it one of the largest CGD players in the country. On a standalone basis, IndianOil has authorisations for 26 Geographic Areas (GAs), covering 75 Districts, in 11 states and Union Territories (UTs).

71 CNG ROs were commissioned during the year taking the total tally to 141 ROs. CNG sales clocked a cumulative sales of 23,000 MT against 2,600 MT sold during 2021-22.

Exploration & Production (E&P)

During the year, the Company''s domestic acreage area was significantly fortified with addition of nine new assets. The Company farmed-in with 30% Participating Interest (PI) in five OALP blocks awarded to Oil India Ltd. in OALP Bid Rounds - III & V In addition, The Company in consortium with ONGC emerged

as the highest bidder in two contract areas under the Discovered Small Fields (DSF-III) Bid Round. The Company also executed a Farm-in Farm-out (FIFO) agreement with Vedanta Ltd. for initiation of the transfer of 30% stake from Vedanta in two OALP-I exploration blocks located in Assam. With this, the Company''s portfolio now includes 18 domestic & 11 overseas assets, of which eight assets (one domestic, seven overseas) are producing. Apart from the producing assets, six assets are under development, four assets have discovery, one asset is under appraisal and ten assets are under exploration.

The production from the producing assets during the year was steady at around 4.3 Million Metric Tonne of Oil Equivalent (MMToe). The Company plans to expand its upstream footprint to target approximately 10% upstream integration ratio by 2030 from its current ratio of 5.3%.

In the Company''s first overseas operated Block Onshore-1, Abu Dhabi, Exploration drilling campaign of five wells to explore the unconventional Shilaif resources in the southern part of the Block had commenced and is underway. So far, four exploratory wells have been successfully completed.

With the commitment to achieve operational Net-Zero by 2046, the Company is significantly expanding its footprint in the alternate energy space by investing in Compressed Biogas (CBG), Biofuels, Electric Mobility, and Renewable Energy. The Company''s installed capacity of Renewable Energy as on 31.03.2023 was 238.70 MW, which includes 1676 MW of wind capacity and 71.10 MW of solar PV capacity The total generation through the Company''s renewable portfolio during the year was 367.82 GWh, which resulted in emission mitigation of 299.77 thousand metric tonnes of carbon-dioxide equivalent. As on 31.03.2023, the Company has 20,992 solarised retail outlets with a cumulative solar power installed capacity of ~ 123.4 MW which generated ~ 159.10 GWh during the year.

With a view to augment its renewable energy portfolio, the Company executed an MoU with SJVN Limited during the year for formation of a Joint Venture (JV) for development of Renewable Energy Projects, viz. solar, wind, hydro & hybrid power, energy storage systems such as battery storage and pumped storage projects for the supply of round-the-clock (RTC) renewable power to the refineries of IndianOil and as well as to third parties.

The Company is the lead implementation agency of SATAT (Sustainable Alternative Towards Affordable Transportation) and has issued Letters of Intent (LOIs) to 3,267 plants for the production and supply of Compressed Biogas (CBG) of about 8.5 MMTPA. As on 31.03.2023, 22 CBG plants and 46 Retail Outlets have been commissioned in the states of Maharashtra, Gujarat, Tamil Nadu, Andhra Pradesh, Telangana, Punjab, Haryana, Karnataka & Uttar Pradesh. CBG is also being sold to two Industrial Consumers. During the Financial Year, the Company sold 5822 tonnes of CBG, while the cumulative sales of CBG was 11,086 tons since its inception in September 2019 till March 2023.

During the year, IndianOil set up a 100 TPD CBG plant at Hingonia Cattle Rehabilitation Centre in Jaipur, Rajasthan as a CSR initiative. It is the largest cattle dung-based biogas plant in India. The Company is also establishing a 200 TPD biomass processing CBG plant at Gorakhpur, UP that will generate ~7000 tonnes of CBG annually by utilising paddy straw as feedstock. Further, the Company signed a Memorandum of Understanding (MoU) with Tezpur University for the promotion of Compressed Biogas in Northeast India.

The Hon''ble Prime Minister dedicated to the nation, the Company''s 2G Ethanol Plant at Panipat on 10.08.2022. The Plant is based on state-of-the-art indigenous technology and poised to turn a new chapter in India''s waste-to-wealth endeavours by utilising two

Lakh tonnes of rice straw to generate three Crore litres of Ethanol annually that will be blended with gasoline. This project is first-of-its-kind in Asia and is a step towards addressing the vexed problem of stubble burning and associated air pollution. The produced Ethanol will be blended with petrol to meet the Government of India (GoI) target of 20% ethanol blending into petrol. Further, IndianOil has set-up a 3G ethanol plant (of 128 KLPD capacity) using refinery off gases which is first of its kind in the world.

With global Sustainable Aviation Fuel (SAF) demand expected to pick up as countries gear up to meet CORSIA (Carbon Offsetting and Reduction Scheme for International Aviation) mandate, the Company is exploring avenues for producing SAF. The Company plans to set up 86.8 Thousand Metric Tonnes Per Annum (TMTPA) SAF Plant at Panipat in collaboration with LanzaJet, which will be ultimately vested and operated through a JV Company. A JV Company is also proposed with Praj Industries Ltd. for setting up SAF and other biofuel projects.

Sustainable Development

In alignment with the Net-Zero target of 2070 for India, the Company has also been taking path breaking initiatives on sustainability. The Company has been ranked top Indian company (ranked 22nd) in 2022, in Transition Score ranking by BloombergNEF.

The Company''s carbon footprint during 2022-23 was 20.84 MMTCO2e, while the water footprint was 89.91 Billion litres. The Company has committed to achieve Net-Zero emissions while continuing the efforts towards environment management and conservation. The Company also undertook a massive tree plantation effort during the year, besides undertaking emission mitigation efforts like energy efficiency, fuel replacement and alternate energy projects. As on 31.03.2023, the Company has total installed rainwater harvesting projects with catchment area of over 2908 Hectare.

Net-Zero

During the last AGM in August 2022, the Company announced its Net-Zero emission target by 2046. This historic declaration aligns with India''s Net-Zero commitment by 2070, announced as part of the Panchamrit goals by the Hon''ble Prime Minister at the COP-26 Summit.

To achieve its Net-Zero goal, the Company has developed a comprehensive plan that involves a range of measures aimed at reducing its carbon footprint. The Company is transforming itself into a vertically integrated and diversified energy major with a focus on providing secure, affordable energy while minimising its impact on the environment. To accomplish this objective, the Company has envisaged an investment of over H 2.4 Lakh Crore by 2046 which will result in emissions mitigation to the tune of 0.7 Billion metric tonnes by 2046. Thus, the Company has meticulously outlined a comprehensive plan that encompasses various crucial areas, including transparent carbon inventory, the pursuit of climate goals, bolstering the renewable energy portfolio, investments in low carbon technology, reducing emissions from its value chain, establishing climate-linked key performance indicators (KPIs), and fostering transformative leadership.

Through relentless efforts, the Company explored various emission mitigation pathways like energy conservation measures, shifting from fuel oil, gas oil and naphtha to natural gas, maximising grid power import, moving towards green hydrogen, carbon capture utilisation & storage, renewable energy, tree plantation, purchase of carbon credits amongst others, as key pathways to achieve its Net-Zero goal. This multi-faceted approach explains IndianOil''s gradual progression towards achieving its Net-Zero aspirations.

The Company, in its pursuit of sustainability, has outlined targets for renewable energy capacity. By 2030, the Company aims to install 31 GW of renewable energy capacity and increase it to 200 GW by 2050. The Company is diligently working towards attaining 1 MMT biogas production target by 2030 and 9 MMT biogas portfolio by 2050 and CBG will play a major role in achieving Net-Zero operational emission of IndianOil by 2046.

In order to ensure successful implementation of its Net-Zero strategy, the Company has identified short-term, medium-term, and long-term targets. Collaborative partnerships have been formed with key stakeholders for the development of renewable energy projects and the Company is planning to build 2.2 GW renewable energy capacity through a Joint venture with NTPC Green Energy Ltd. (Wholly Owned Subsidiary of NTPC) and 15 GW RE capacity through proposed joint venture with SJVN Ltd. by 2030. The Company has ventured into green hydrogen through an Memorandum of understanding (MOU) with Re-New and L&T, aiming to explore innovative solutions.

Overseas Business

In pursuit of diversification and globalisation, the Company has been keeping a close watch on the developments in the geographies of its interest to explore business opportunities and enhance global footprints.

The Company has been the sole supplier of major petroleum products to Nepal through the state- owned Company Nepal Oil Corporation (NOC) under a General Supply Agreement (GSA) since 1974. During the year, Company''s first International retail outlet was commissioned in Kathmandu, Nepal in September 2022. The Company plans to expand its footprints in the lubricants segment in Nepal and in January 2023, IOML (Indian Oil Mauritius Limited)-a subsidiary of IndianOil and HH &Co (Hansraj Hulaschand & Co), Nepal executed a Joint Venture Agreement for setting up a state-of-the-art Lube blending plant in Nepal.

The Company has been consistently working to build synergies and tap opportunities in Bangladesh and has formed a Joint Venture Company named ''Beximco IOC petroleum & Energy Ltd'' (BIPEL) focusing on LPG business in Bangladesh. During the year a Sale Purchase Agreement (SPA) with Bangladesh Petroleum Corporation for supply of finished petroleum products on G2G basis was executed. The Company also finalised a first-of-its-kind, spot export deal of 2.5 TMT of Naphtha from Guwahati Refinery on FOB Haldia basis to Aqua Refinery, Bangladesh using the Indo-Bangla Protocol River route, which has brought about significant logistical efficiency given that waterway movements are amongst the cheapest and low carbon transportation modes. Further, during the year, the Company and Road & Highways Division, Govt. of Bangladesh signed an Memorandum of understanding (MOU) for transit movement of IndianOil''s POL and LPG trucks for supplies to Tripura, Mizoram, and south Assam using Bangladesh as transit. Through this strategic initiative import of LPG at Agartala (Tripura) bottling plant via road from Bangladesh has begun, which has helped reduce the distance traversed for importing LPG at Agartala from 1700 km of difficult terrain to just 200 km.

During the year, the Company expanded its footprint to new geographies with export of the first parcel of 16 KL of ''Avgas 100 LL'' for shipment to Papua New Guinea. Aviation Gasoline grade AVGAS 100 LL has been designed in-house for use in turbo-charged reciprocating piston engine aircraft, mainly used by FTOs (Flying Training Organisation) and defence forces for training pilots.

International Trade

Your Company imported 6750 MMT of crude oil during the year Financial Year 2022-23, as against 5780 MMT in the previous year to meet the crude requirement for processing at its refineries. The selection of crude oil is undertaken from a diversified mix of supply sources to optimise the cost as well as to improve flexibility. The import of petroleum products during the Financial Year was 10.122 MMT as against 9.324 MMT in the previous year.

Projects

IndianOil spent a total of H 37,287 Crore during the year, which includes H36,469 Crore on projects and H818 Crore towards investment in joint ventures and subsidiaries. IndianOil single-handedly contributes to more than 25% of the total CAPEX incurred by PSUs under the Ministry of Petroleum & Natural Gas. The Company is currently spearheading the management of 120 projects of varying magnitudes, with a cumulative capital cost of approximately H2.4 Lakh Crore, aimed at consolidating and enhancing its leadership position in the market.


Explosives

The Company''s Explosives group has been actively pursuing business opportunities in the Industrial Explosives business in India.

During the year, sales of Explosives hit a record high of 341.6 KT, clocking a growth of 19% over the previous year''s volume. The Company''s first bulk explosives plant of 30 KTA Capacity in western India was commissioned in Western Coalfields Ltd (WCL) at Umrer, near Nagpur, and has achieved 100% rated capacity. Another Bulk explosive plant at Basundhara (Odisha) has been constructed and commissioned in May 2023.

IndianOil would be setting up a 30 KTA Bulk Explosives Plant at the Singareni Collieries Company Ltd. (SCCL) premises at Mandamarri (Telangana). A long-term Contract has been executed with Neyveli Lignite Corporation India Ltd. (NLCIL), Neyveli, Tamil Nadu for pursuing a greenfield project. With this, the Company will be able to expand its footprint for the first time in the bulk explosives business in southern India.

Diversification

Overseas Direct Investment (ODI) guidelines issued by RBI and MoF in August 2022, allows non finance companies to form Finance Company in GIFT city. IndianOil became the first commercial, non-finance Company of India to incorporate a Finance Company named ''IOC Global Capital Management IFSC Limited'' in GIFT City, Gandhinagar on May 17, 2023 as a wholly owned subsidiary company.

This Finance Company will enable IndianOil to carry out global treasury operations, raise capital and debt from overseas market and take advantage of interest arbitrage and at the same time, fund Crude oil purchases using trade financing model, thereby reducing the debt burden on the Company. The Finance Company will also provide a platform to carry out activities of fund management for inbound and outbound investments of IndianOil, Lease in and lease out activities, gateway for insurance/reinsurance requirement of IndianOil, ship leasing, chartering and acquisition activities and other opportunities unveiled in GIFT city in the years to come.

During 2022-23, IndianOil made significant investments in its refining infrastructure, undertaking various projects to expand refining capacity and improvement projects in its refineries. These included expanding the capacity of Barauni Refinery from 6.0 to 9.0 MMTPA, increasing the capacity of Panipat Refinery from 15 to 25 MMTPA, implementing the petrochemical and lube Integration project at Gujarat Refinery, constructing the grassroot Para Xylene and Purified Terephthalic Acid Plant at Paradip Refinery, and establishing an acrylics/oxo alcohol project at the Gujarat Refinery, among other initiatives.

In addition to focusing on refining, IndianOil is also investing in the development of a technology centre at its second R&D Campus in Faridabad. This technology centre will serve as a centre of excellence for research related to alternate energy and will play a significant role in achieving IndianOil''s long-term sustainability goals.

Furthermore, your Company is committed to enhancing its pipeline infrastructure and has undertaken several key projects in this area. These projects include the construction of the new Mundra Panipat Crude Oil Pipeline, the Ennore - Thiruvallur - Bengaluru - Puducherry

- Nagapattinam - Madurai - Tuticorin Natural Gas Pipeline, the Koyali

- Ahmednagar - Solapur Pipeline, and the replacement of existing twin 42" offshore pipelines at Vadinar. IndianOil is also involved in various joint venture pipeline projects, such as the North East Gas Grid Project, Kandla Gorakhpur LPG Pipeline, and the Mehsana -Bhatinda & Bhatinda - Gurdaspur natural gas pipeline.

Apart from focusing on its core business, IndianOil is also actively focused on adopting greener technologies, which includes incorporating green hydrogen usage in its refineries, substituting naphtha with gas, and exploring alternative fuels. These initiatives are aimed at reducing emissions, minimising environmental impact, and supporting the transition to a more sustainable and environmentally friendly energy landscape.

Health, Safety & Environment (HS&E)

The Company believes that good Health, Safety & Environment (HS&E) performance is an integral part of efficient and profitable business management and therefore is committed to conducting its business with a strong environmental conscience, ensuring sustainable development, safe workplaces, and enrichment of the quality of life of its employees, customers, and the community. All refineries of the Company are certified to ISO:14064 standards for sustainable development as well as for the Occupational Health & Safety Management System (ISO:45001), besides having fully equipped occupational health centres.

The HS&E activities of the Company are reviewed periodically in the Board meetings. During the year, various capability building, and training programmes were conducted on safety-related topics covering the entire spectrum of activities of the Company.

During the year, occupation health related activities like Health and Safety at Work - A key factor in economic success'' - modalities for medical examination of contract workers, uniform implementation of the WHO Healthy Workplace model in IndianOil locations, creation of TB-Free workplaces at IndianOil, updation of OHS Portal and emergency planning in case of chemical exposures were organised.

In addition, various capability building, and training programmes were conducted on safety-related issues, such as all India campaigns for safe decantation of Tank Trucks (TT), safe TT driving, simulator-based training, HAZOP and risk analysis, issuance of various guidelines & SOPs, etc.

Human Resources

The total strength of employees as on March 31, 2023 was 31095, of which 2726 were women employees. The total strength includes 18485 executives and 12610 non-executives. During the year, the Company recruited 1075 executives. To further the cause of apprenticeship training in the country, the Company engaged 3693 apprentices under various categories like Trade,Technician, Fresher, skill-certificate holder, which constitutes 11.87% 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.

A new integrated portal ''e-Sambandh'' has been launched which will be the single touch point for all the needs of retiring as well as retired employees, catering to all superannuation formalities, PRMBF needs, SABF pension and Ex-gratia related information etc - all at one place

The provision 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.

During the year, cordial industrial relations were maintained across the Company''s installations. 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.

A new integrated portal ''e-Sambandh'' has been launched which will be the single touch point for all the needs of retiring as well as retired employees, catering to all superannuation formalities, PRMBF needs, SABF pension and ex-gratia related information etc - all at one place. ''Paramrash'' - an employee assistance programme was started in December 2022, extending the ambit of mental wellness to cover family members of employees as well. More than 6000 employees and their family members attended the mental wellness and sensitisation workshops during 2022-23.

In a historic first, IndianOil signed a Statement of Intent (SOI) with Capacity Building Commission (CBC), Government of India for knowledge partnership, support for implementation of Framework of roles, activities, and competencies and for conducting capacity building workshops for government officials and other stakeholders.

Particulars of Employees

The provisions of Section 134(3)(e) of the Act 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 other such 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 is committed to use Hindi as Official Language in the day- to-day functioning at its various offices/locations/units. The

provisions of the Official Language Act, 1963, and Rules notified thereunder were complied with. The communications received in Hindi including any application, appeal or representation written or signed by an employee in Hindi are replied to in Hindi. Official Language Implementation Committees (OLIC) have been formed in all offices/units to review the progress of implementation of official language policies. The Parliamentary Committee on Official Language during their inspections of various offices/locations/ units of the Company, commended its efforts in implementation of Official Language across the country.

Corporate Social Responsibility

IndianOil believes that CSR is the continuing commitment to conduct its business activities ethically and contribute to the economic development while improving the quality of lives of the local communities, especially in the vicinity of its establishments. IndianOil''s Corporate Social Responsibility (CSR) thrust areas include ''Safe drinking water,'' ''Healthcare and sanitation,'' ''Education and employment-enhancing vocational skills,'' ''Rural development'', ''Environment sustainability'', ''Empowerment of women and socially/ economically backward groups,'' etc.

During the year, as against the CSR budget of T 25755 Crore (2% of the average profit of the previous three years T 351.07 Crore minus excess spent in previous year T 93.52 Crore), the Company spent a higher sum of T 264.03 Crore to ensure continuity in the planned CSR activities including many flagship projects resulting in carry over of T 6.48 Crore for setting off in succeeding years. A report on the Company''s CSR activities as per the provisions of the Companies Act, along with CSR highlights for the year is attached as Annexure - II to the Report. The CSR policy of the Company can be accessed on the Company website: https://www.iocl.com/ download/IOC S&CSR Policy.pdf.

Right to Information Act (RTI)

An elaborate mechanism is in place across the Company to deal with the matters relating to The Right to Information Act 2005. To meet the requirement of the Act and to ensure compliances of its various provisions, your Company has 01 designated Nodal Officer, 30 First Appellate Authorities (FAAs), 40 Central Public Information Officers (CPIOs) and 40 Assistant Public Information Officers (APIOs) across all Divisions.

Under the proactive disclosure of the information as per section 4(1)(b), information has been made available on your Company''s official website - www.iocl.com and is regularly updated as well. Your Company has aligned with the On-line RTI portal of Department of Personnel and Training and, as such, all the applications/appeals received through the portal, are disposed off through electronic mode only.

5,312 requests and 601 first appeals were disposed off within the prescribed timeline, during 2022-23. 202 second appeals were disposed off, by the Central Information Commission, New Delhi without having any observation of penalty imposition/disciplinary action.

Compliance with the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013

The provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, have been implemented across the Company 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.

Six complaints of sexual harassment were pending as on April 01, 2022. During 2022-23, eight complaints were received, and nine complaints were disposed off. As on March 31, 2023, five complaints were pending.

Regular workshops are held, especially for women employees, to raise awareness about their rights and facilities at workplace and emphasising the provisions of the Act. Gender sensitisation programmes 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. During the year, 43 workshops/awareness programmes were conducted, and 1222 employees participated in the Workshops/Awareness Programmes.

Vigilance

The vigilance function operates with the objective of ensuring maintenance of the highest level of integrity throughout the

Company. The Vigilance department not only acts as a link between the Company and the Central Vigilance Commission but also advises the organisations in all matters pertaining to vigilance. The Vigilance department takes preventive, punitive and participative measures with emphasis on the preventive and participative aspects, and also helps in establishing effective internal control systems and procedures for minimising systemic failures. During the year, 138 Vigilance Awareness programs were conducted, which were attended by over 7000 employees.

Disciplinary action under applicable conduct, Discipline and Appeal Rules 1980 and Certified Standing Orders are taken by the Company for irregularities/lapses. During the year 75 Disciplinary matters related to Vigilance cases were disposed off and 34 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 reviews in consultation with the 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, 2023, except the old cases amounting to T 55,000, which remain 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 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 a part of the Annual Report.

Business Responsibility & Sustainability Report

IndianOil has been publishing its Business Responsibility Report, providing information on the various initiatives taken with respect to environmental, social and governance perspectives, in accordance with the directives of SEBI and is hosted on the website of the Company.

SEBI vide notification issued in May 2021 has introduced a new sustainability related report "Business Responsibility and Sustainability Report" (BRSR), which would replace the existing "Business Responsibility Report" (BRR). The BRSR is a notable departure from the existing BRR and a significant step towards bringing sustainability reporting at par with the financial reporting. The BRSR is hosted on the website of the Company on the link https://www.iocl.com/business-responsibility-report.

Audit Committee

The Audit Committee of the Board comprised of three members as on March 31, 2023; with all Independent Directors. 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 2022-23.

Risk Management

Risk management plays a vital role in the Company, serving as a fundamental pillar of its strategic decision-making process. Your Company''s robust risk management framework not only minimises

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 demonstrates an unwavering commitment to prudent and responsible business practices, driving sustainable growth and long-term value creation. The Enterprise Risk Management (ERM) framework in the Company encompasses practices relating to risk identification, assessment and categorisation, analysis, mitigation and monitoring of the strategic, operational, legal and compliance risks which are managed through its internally designed ERM portal as effective risk management serves as the compass guiding the Company 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), a sub-committee of the Board, to oversee risk management activities. In addition, a Risk Management Compliance Board (RMCB) comprising of senior management personnel and headed by the Chief Risk Officer has also been formed which periodically reviews the various risks associated with the Company''s business. Moreover, significant findings at the unit level are also put up for discussion during the RMCB meeting. All changes in the Risk register as suggested by RMCB are made after approval of RMC. A report is, thereafter, put up to the Audit Committee and the Board. Two Meetings of the Risk Management Committee were held during the year.

Internal Financial Controls

The Company 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 Companies Act 2013. 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 202223. The Auditors have confirmed that they are not disqualified from being appointed as Auditors of the Company. The Notes on the financial statement referred to in the Auditors'' Report

are self-explanatory. The Auditors'' Report does not contain any qualification or adverse remark. In addition, the Company has also engaged them for Limited Review and Tax Audit for the Financial Year 2022-23.

The Auditors'' remuneration for the year was fixed at T 2.60 Crore, T 1.50 Crore and T 0.50 Crore for Statutory Audit, Limited review, and Tax Audit 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 2022-23 was T 5.39 Crore.

Comptroller and Auditor General of India (C&AG) Audit

Supplementary Audit of Financial Statements: The Standalone and Consolidated Financial Statement for the Financial Year ended March 31, 2023, were submitted to the C&AG for supplementary audit. The C&AG has conducted supplementary audit and issued NIL comments. The NIL comment certificate is attached in this Annual Report after the Financial Statements. This is the 17th 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 Inspection audit, Thematic audit, Proprietary audit, etc. As on March 31, 2023, 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

The procurement from MSEs (excluding crude oil, petroleum products & natural gas, API line pipes, proprietary items and single line items of value greater than H 50 Crore) during 2022-23 was as under:

PARAMETERS

TARGETS

ACTUAL

Total procurement from MSEs (General, SC/ST & Women)

25%

29.21%

Procurement from SC/ST MSEs

4%

(Sub-target out of 25%)

0.86%

Procurement from Women owned MSEs

3%

(Sub-target out of 25%)

0.35%

due to non-adherence pollution clearance requirement , utilisation of spectrum, procurement from MSME, Infructuous expenditure due to participation in a low hydrocarbon and risky E&P block, supply logistics and employee benefits like EPF contribution on leave encashment, Encashment of Earned leave and sick leave, Stagnation Relief, Performance Related Pay, Shift allowance, Project Allowances, Long Service Award, Conveyance Running and maintenance expenses. The replies to these paragraphs 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. The Company had appointed Cost Auditors for conducting the audit of the cost records maintained by its refineries, lube blending plants and other units for 2022-23. A remuneration of ? 22.70 Lakh and applicable taxes was fixed by the Board for payment to the cost auditors for 2022-23, which was ratified by the shareholders in the last AGM. The cost audit reports are filed by the Central Cost Auditor with the Central Government in the prescribed form within the stipulated time.

Secretarial Audit

The Board had appointed Mehta & Mehta, Company Secretaries, to conduct the Secretarial Audit for 2022-23. The Secretarial Auditor in their report have 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:

- the requirement of having atleast one-Woman Independent Director for the period 06.11.2022 to 31.03.2023.

- the requirement of having at least half of the Board of Directors as Independent Director for the period 01.04.2022 to 03.10.2022 and 06.11.2022 to 31.03.2023.

- performance evaluation of Independent Directors by the entire Board of Directors and review of performance of NonIndependent Directors, the Board of Directors as a whole and the Chairperson of the Company by the Independent Directors.

In this regard, it is clarified that the Company being a Government Company under the administrative control of the Ministry of Petroleum & Natural Gas, 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 05, 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, 2023, issued by Mehta & Mehta, Company Secretaries, is attached as Annexure - III to this report.

Reporting of Frauds by Auditors

The Auditors in their report for the year have not reported any instance of fraud committed by the officers/employees of the Company.

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 deficit of 3.14% and 2.65% under the sub-targets was due to non-availability of vendors in the sub-category; however, the overall target was achieved by procurement from other micro and small enterprises in line with the policy.

Several initiatives were undertaken to identify the entrepreneurs for procurement of goods and services from MSEs owned by SC/ST and women enterprises, including total 93 nos. of vendor development programmes.

Subsidiaries, Joint Ventures & Associates

During 2022-23, the Company acquired 25% equity stake in Cauvery Basin Refinery and Petrochemicals Limited, a company established for Setting up of a 9 MMTPA refinery project at Nagapattinam, Tamil Nadu. The Company has also incorporated a wholly owned subsidiary company in GIFT City Gujarat named IOC Global Capital Management IFSC Limited in May 2023.

As required under the provisions of the Companies Act, 2013, 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 ''Financial Performance'' 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/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 Shareholders for such material RPTs as per the provisions of the SEBI (LODR).

Further, all such RPTs were on arm''s length basis and in the ordinary course of business and approved by the Audit Committee. Therefore, there is no transaction which needs to be reported in Form No. AOC-2, in terms of Section 134(3)(h) read with Section 188 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014.

The disclosures related to RPTs in accordance with applicable accounting standards are provided at Note-37 of the Standalone Financial Statement.

Energy Conservation, Technology Absorption and Foreign Exchange Earnings and Outgo

Energy conservation is accorded utmost importance across various operations in the Company. The performance of all units is monitored on a continuous basis and efforts are made for continuous improvement by incorporating the latest technologies and global best practices. The various energy conservation measures implemented across the refineries during the year, resulted in energy saving as well as monetary saving.

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 - IV 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. K. Gupta, Director (Finance) ceased to be a Director w.e.f. October 03, 2022 consequent upon his appointment as Chairman & Managing Director of GAIL (India) Ltd.

2. Shri Sanjay Kaushal was appointed as Chief Financial Officer w.e.f. October 03, 2022.

3. Ms. Lata Usendi ceased to be an Independent Director w.e.f. November 06, 2022 consequent upon her completion of tenure.

4. Shri Sunil Kumar was appointed as a Government Nominee Director w.e.f. December 28, 2022.

5. Dr. Navneet Mohan Kothari, Government Nominee Director ceased to be a Director w.e.f. March 25, 2023 consequent upon his completion of tenure.

6. Shri Ranjan Kumar Mohapatra, Director (Human Resources) ceased to be a Director w.e.f. May 03, 2023 consequent upon completion of his tenure.

7 Shri D. S. Nanaware, Director (Pipelines) ceased to be a Director w.e.f. July 01, 2023 consequent upon completion of his tenure.

Shri Satish Kumar Vaduguri, Director (Marketing) is liable to retire by rotation and being eligible is proposed to be re- appointed at the forthcoming Annual General Meeting (AGM). His 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

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 settlements during the year 2022-23.

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 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 took 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 prepared the annual accounts on a going concern basis; and

(e) the Directors laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively.

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 held during the year as per the provisions of the Companies Act, 2013, and SEBI (LODR).

Board Meetings

During the year, 12 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., Ministry of Petroleum and Natural Gas (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 the provisions of the Act and Listing Regulations. Under the whistle-blower 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 has made investments during the year in compliance with the provisions of the Companies Act, 2013, and rules the notified thereunder. The details of such investments made, and loans/guarantees provided as on March 31, 2023 are provided in Notes 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 2022-23 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 guidelines, the Audit Committee had a meeting with Credit Rating Agencies in March 2023.

Investor Education & Protection Fund (IEPF)

The details of unpaid/unclaimed dividends and shares transferred to the IEPF in compliance with the provisions of the Companies Act, 2013, have been 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 year and no proceedings are pending against the Company under the Insolvency and Bankruptcy Code 2016 (31 of 2016).

(f) the Directors 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 would like to express its appreciation for the sincere, dedicated and untiring efforts of the employees of the Company, contract labours, and employees of business channel partners to ensure the supply of petroleum products across the country and achieving excellent performance during the year. The Board would also like to thank the Government of India, particularly the Ministry of Petroleum & Natural Gas, as well as the various State Governments, regulatory and statutory authorities, for their support as well as guidance from time to time. The Board is also thankful to all its stakeholders, including bankers, investors, members, customers, consultants, technology licensors, contractors, vendors, etc., for their continued support and confidence reposed in the Company. The Board would like to place on record its appreciation for the valuable guidance and significant contribution made by Shri S. K. Gupta, Ms. Lata Usendi, Dr. Navneet Kothari, Shri Ranjan Kumar Mohapatra and Shri D.S. Nanaware during their tenure on the Board of the Company.

For and on behalf of the Board Sd/-

(Shrikant Madhav Vaidya)

Place: New Delhi Chairman

Date: July 27, 2023 DIN: 06995642


Mar 31, 2022

Particulars

2021-22

2020-21

US$ Million

J crore

US$ Million

J crore

Profit After Tax

3,246

24,184

2,942

21,836

Interim Dividend paid

1,109

8,263

1,299

9,640

Final Dividend paid

185

1,377

-

-

Appropriation:

Insurance Reserve (Net)

3

19

1

11

General Reserve

1,949

14,524

1,642

12,185

Balance Carried to Next Year

-

-

-

-

It gives me immense pleasure to present the 63rd Annual Report and the Fifth Integrated Annual Report of the Company for the financial year ended March 31, 2022, along with the Audited Standalone and Consolidated Financial Statements and Auditor''s Report thereon on behalf of the Board of Directors of the Company.

The year 2021-22 was remarkable for IndianOil both in terms of challenges and opportunities. The uncertainties on crude prices coupled with wide demand fluctuations further reiterated the fact that agility and innovations are the keys to survival and sustenance in today''s complex business environment. IndianOil navigated through the Covid-19 pandemic induced plummeting product demand with innovative strategies, launch of new products and by optimising its functions across the value chain from crude procurement to product positioning.

Through the course of this tumultuous journey, IndianOiL remained committed to ensuring uninterrupted supply of fuel. Every IOCian and members of the extended IndianOil family reinforced service exceLLence and ensured that there was no panic over fuel availability across the country. Going beyond the call of duty, the Company worked on supply of the lifesaving liquid medical oxygen with the best possible logistic solutions leveraging our expansive supply chain.

Performance Review

Financial

The Company reported the highest Revenue from Operation by any Indian company at Standalone as well as Consolidated Financial Statement level for the financial year 2021-22 which is also its highest ever achievement. The Company also registered its highest ever net profit.

Particulars

2021-22

2020-21

US$

K

US$

K

Cash Earnings Per Share

0.51

38.33

0.46

34.46

Earnings Per Share

0.35

26.34

0.32

23.78

Book Value Per Share

1.89

143.00

1.65

120.36

Note: Exchange Rate used

For 2021-22: Average Rate 1 US$ = H 74.51 and Closing Rate 1 US$ = H 75.80 as on March 31, 2022 For 2020-21: Average Rate 1 US$ = H 74.22 and Closing Rate 1 US$ = H 73.12 as on March 31, 2021

The summarised standalone performance and appropriations for 2021-22 are given below:

Particulars

2021-22

2020

21

US$ Million

Jcrore

US$ Million

J crore

Revenue from Operations

(Inclusive of Excise Duty & Sale of Services)

97,767

7,28,460

69,374

5,14,890

EBITDA

(Earnings Before Finance Cost, Tax, Depreciation & Amortisation)

6,384

47,568

5,742

42,614

Finance Cost

648

4,829

417

3,094

Depreciation and Amortisation

1,477

11,006

1,321

9,804

Profit Before Tax

4,259

31,733

4,004

29,716

Tax Provision

1,013

7,549

1,062

7,880

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 a 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. However, in July 2022, your Company issued bonus equity shares in the ratio of 1:2, i.e., one bonus equity share for every two equity shares held.

Further, the Company also issued Unsecured, Rated, Listed, Taxable, Redeemable, Non-Convertible Debentures (NCDs)

aggregating to H 1,500 crore on private placement basis, during the year, which were listed on the Debt Segment of the NSE and BSE. The funds were utilised for the purpose for which they were raised and there were no deviations or variations in the utilisation.

Dividend

The Board of the Company has formulated a Dividend Distribution Policy and the dividends declared / recommended during the year were in accordance with the said policy. The policy is hosted on the website of the Company at: https://www.iocl.com/ download/Dividend-Disribution-Policy.pdf

an increase of 11% over the previous year. An amount of H 1,57,181 crore was paid to the Central Exchequer and H 1,07,255 crore to the States Exchequer compared to H 1,53,827 crore and H 84,959 crore paid in the previous year, respectively.

During the year, the Company paid a first interim dividend of H 5.00 per share and a second interim dividend of H 4.00 per share on the pre-bonus equity capital. In addition, the Board of the Company has recommended a final dividend of H 3.60 per share (pre-bonus equity capital) for the year, thereby taking the total dividend for the year to H 12.60 per share (prebonus equity capital) with a total pay-out of H 11,568.10 crore equivalent to 47.83% of the PAT.

This is the 55th consecutive year of dividend declaration by the Company with cumulative pay-out of H 86,505 crore (including the proposed final dividend for the year 2021-22).

Contribution to Exchequer

Over the years, the Company has been the largest contributor to the Government exchequer in the form of duties, taxes, and dividend. During the year H 2,64,436 crore was paid to the exchequer as against H 2,38,786 crore paid in the previous year,

Operational Performance

The operational performance of the Company during the year was as under:

(in MMT)

Particulars

2021-22

2020-21

Refineries Throughput

67.67

62.35

Pipelines Throughput

83.25

76.02

Product Sales

(inclusive of Gas, Petrochemicals & Exports)

86.41

81.03

Refineries

The demand destruction during Covid-19 was a global phenomenon and India was not an exception to it. Postremoval of Covid-19 restrictions, the demand for all petroleum products started peaking, which resulted in refineries operating at 107.6% of the installed capacity in February 2022 and 111.6% in March 2022, with overall capacity utilisation of 96.6% during the year.

MBN of 73.9 and Energy Intensity Index (EII) of 104.1. The refineries achieved 96.8% Operational Availability. Mathura Refinery achieved best ever MBN of 62.2 for 2021-22.

The refineries achieved a total throughput of 67.67 MMT during the year as against 62.35 MMT in 2020-21. In addition, Chennai Petroleum Corporation Limited, a subsidiary of IndianOil, achieved a throughput of 9.04 MMT during the year, thereby taking crude throughput of IndianOil group refineries to 76.71 MMT during 2021-22.

The Distillate Yield of refineries during the year was 79.2% as compared to 79.4% during the previous year. The Fuel & Loss improved to 9.5% during the year from 9.8% during 2020-21. On the Energy Conservation front, the refineries recorded


Consolidated Financial Performance

In accordance with the provisions of the Companies Act, 2013, 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. The highlights of the Consolidated Financial Results are as under:

Particulars

2021-22

2020-21

(US$ Million)

J crore)

(US$ Million) J crore)

Revenue from Operations

(Inclusive of Excise Duty & Sale of Services)

98,877

7,36,731

70,094 5,20,237

Profit Before Tax

4,602

34,289

4,143 30,751

Profit After Tax

3,453

25,727

2,932 21,762

Less: Share of Minority

84

625

17 124

Profit for the Group

3,369

25,102

2,915 21,638

Note: Exchange Rate used

For 2021-22: Average Rate 1 US$ = H 74.51

For 2020-21: Average Rate 1 US$ = H 74.22

The Petrochemical units posted encouraging numbers, with Naphtha throughput touching 3.0 MMT as compared to 2.67 MMT during the previous year. The overall polymer production (Polyethylene Polypropylene) clocked 1.76 MMT, while overcoming high stocks (due to low dispatches) and low feed

During the year, your Company commissioned 2521 retail outlets, 435 CNG stations and eight CBG stations, consistently building a formidable network infrastructure totalling to 34559 retail outlets, 1488 CNG stations and 26 CBG stations, spreading its reach further for the benefit of customers and business at large. The growing infrastructure and services are consistently ensuring unhindered supply of not only essential products but also value-added and branded ones for a complete transactional experience.

availability from reduced refinery operations. Your Company achieved the highest ever Polypropylene production of 1.138 MMT during the year against previous best of 0.93 MMT.

Pipelines

As an integrator of the business ecosystem of the Company, the Pipelines Division continued its pursuit of excellence during the year. As on March 31, 2022, the length of the pipeline network was 15,113 km with a capacity of 96.06 MMTPA (crude & product pipelines) and 27.82 MMSCMD (gas pipelines).

During the year, the liquid as well as gas pipelines demonstrated better performance compared to the previous year. The crude oil pipelines, operating at 100% capacity, achieved a throughput of 48.53 MMT; the product pipelines, operating at 73% capacity, achieved a throughput of 34.72 MMT and gas pipelines, operating at 37% capacity, achieved the highest ever throughput of 2985 MMSCM. By adopting technologically driven initiatives, the specific energy consumption in pipeline operations reduced from 13.31 to 12.74 KCAL/(MT*KM).

Amidst the uncertainties, the refineries exhibited stellar resilience. The consistent thrive for excellence in quality management got another boost with the commissioning of fuel quality upgradation projects like Naphtha Hydrotreater Unit at Bongaigaon Refinery, Gasoline Hydro Desulfurization Unit at Gujarat Refinery and Naphtha Hydro Treater - ISOM unit at Guwahati Refinery during the year. For reduction of Nitrogen Oxide (NOx) emissions from diesel vehicles, Diesel Exhaust Fluid (DEF) plants were commissioned in Gujarat, Barauni, Panipat & Guwahati.

Bongaigaon Refinery became the 1st Refinery in North East region to supply Ethanol Blended Motor Spirit (EBMS) in August 2021 followed by Gujarat and Guwahati Refineries. EBMS is also being produced at Mathura, Panipat and Barauni Refineries since 2019-20. Panipat Refinery successfully developed BS-VI compliant Diesel with High Pour Point (DHPP), which does not lose its fluidity, for military usage in extreme cold conditions of Leh and Ladakh.

Seven new crude oil grades were included in the crude oil basket of the Company increasing its size to 210 crudes. Apart from increasing the share of North and South American crude oil grades to ~9 % in 2021-22, the percentage of total imported heavy High Sulphur crude also increased from 15.7% to 21.5% during the year, thereby increasing the flexibility in operations.

Your Company also commenced Grid power import under open access at Bongaigaon Refinery from June 2021. Parallel operation of Captive Power Plant with the 220kV grid has also been commenced at Gujarat Refinery for enhanced reliability and development of infrastructure for bulk power import at Barauni, Mathura, Panipat, Paradip is in progress.

In line with the National Vision of Energy Security and the Paris Agreement, your Company has completed the Feasibility study for one of its refineries for emission mitigation for combating climate change and involving the injection of carbon dioxide into oil reservoirs for enhanced oil recovery (EOR). It is also putting up Carbon Capture, Utilisation and Storage (CCUS) for production of food grade CO2 for Food and Beverage Industry from the vent streams at two of its refineries.

Significant initiatives like transportation of Ethanol Blended Motor Spirit (E10) in cross-country Pipelines, handling dual grade LPG in cross-country pipeline, etc. were implemented during the year which not only resulted in improvement of pipeline performance but also savings in logistic cost. ''Make-in-India'' initiative received a fillip with indigenously developed Drag Reducing Additive (DRA), namely "XTRAFLO”, in the pipelines to improve the movement of products as well as to reduce the energy consumption.

During the year, 106 km long Dahej - Koyali refinery R-LNG pipeline was commissioned and the Chennai - Trichy - Madurai product pipeline was augmented from existing 2.3 MMTPA to 3.9 MMTPA.

Marketing

Your Company steered past all the challenges arising due to the onslaught of Covid-19 pandemic and maintained its leadership position in the industry with an overall market share of 40.8%. Sales volume of Petroleum Products was 73.74 MMT during the year as against 69.35 MMT in the previous year.

Indane XTRATEJ, the differentiated LPG with nano-additives for enhanced performance, achieved a sale of 112.6 TMT during the year. The sale of 5-kg cylinder "Chhotu” registered a phenomenal growth of over 30% during the year. The Company continued to play its pivotal role in the implementation of Ujjwala 2.0 Scheme by releasing 50 lakh connections during the year, well ahead of timelines set by MoP&NG.

In the aviation business, the Company strongly maintained its sky-high leadership position during the year with a formidable market share of 62.5%. To further strengthen its reach and leadership position, your Company commissioned nine new aviation fuel stations (AFSs) during the year, at Tezu, Ratnagiri, Sindhudurg, Jabalpur, Hosur, Keshod, Gwalior, Rajahmundry and Campbell Bay, building its network to 126 AFSs across the vast geographical spread of our country.

The Company continued to drive its business initiatives by signing long term tie-up with major customers both in Government and private sectors like Indian Railways, Defence Forces, Tata Group, Aditya Birla Group and many more. IndianOil TOTAL Pvt. Ltd., a JV of IndianOil, commenced marketing of value-added bituminous products from its plants at Jodhpur, Chennai and Kolkata, giving your Company sizable competitive advantage with the expansion of its product basket.

Your Company launched some very innovative products like SERVO Greenmile (premium petrol engine oil) and SERVO Raftaar (premium diesel engine oil), which have the potential to reduce carbon footprint by 10%; SERVO Defrost, first Indian product to offer defrosting solution for vehicle operating in temperatures up to 14OC; XTRAGUARD, a nano-technology based surface disinfectant spray; during the year. SERVO brand also expanded into the wind lubricant business with supply of SERVOmesh Windmill Turbine Oil.

During the year, approval for 41 SERVO grades was obtained from Original Equipment Manufacturers (OEMs) like TATA Motors, Ashok Leyland, Cummins, Skoda Volkswagen, MG Motors, Mahindra & Mahindra, Hyundai, Fiat, Munjal Showa, Hero MotoCorp, etc. SERVO expanded its footprint to Thailand, Burundi-East Africa and Philippines; and is now available in 35 countries worldwide.

The cryogenics group of the Company maintained its leadership position and sold over 31,000 units of cryo-cans and 51 Cryogenic vessels during the year. Aiming to become a

Your Company also developed 129 SWAGAT brand of niche and unique retail outlets for its highway customers for a complete service experience of quality fuel, food, rest, and other basic specific requirements, offering a perfect opportunity to rest, recharge and refresh.

The LPG business, continued its commitment towards distribution of ''fuel of the masses'', surpassing the previous year performance with an outstanding highest ever sale of 13.66 MMT during the year and registered a growth of 2%. As a preparation to meet the growing LPG demand, your company commissioned greenfield LPG plants at Agartala, Korba, Jabalpur and Gwalior during the year taking the tally of total LPG locations to 101.

To further strengthen the customer reach, 106 LPG distributorships were commissioned during the year, taking the total number to 12813. Your Company''s unique and path breaking initiative of new age composite cylinders launched last year, was bolstered by supply of more than 30,000 composite cylinders in 152 markets.

Your Company''s focus towards customer-care got accentuated by way of 10 new customer centric initiatives during the year including release of new connections through missed call as well as over the counter. The initiative of "new connection through Missed call” was a step forward in the digital world as it removes the need to visit a distributor and prospective customers can get a new LPG connection by just a missed call. Doorstep Double Bottle Connection (DBC) was started wherein a customer can take a double bottle connection with the choice of either 5 kg or 14.2 kg cylinder delivered by their delivery personnel. Your Company also commenced Indane Tatkal Seva - a two-hour refill delivery with a nominal tatkal charge.

The grassroot POL Terminals at Motihari in Bihar and Asanur in Tamil Nadu were mechanically completed, thus augmenting the Company''s infrastructure. The terminal at Motihari has state-of-the-art fully automated facilities with a storage capacity of 70,000 KL and dispatch support of 12 bay TLF Shed. The terminal at Asanur has storage capacity of 80,870 KL and despatch support of eight bay TLF Shed. Besides, grassroot rail-fed depots at Guntakal and Moinarband were also commissioned. Guntakal Depot with an area of 83 acres has a tankage of 51,000 KL, while Moinarband Depot spread over 55 acres has a tankage of 29,990 KL.

In keeping with the nation''s thrust on eco-friendly fuels, 9.18% of Ethanol blending with Motor Spirit was done during the Ethanol Sugar Year (November 2020 - October 2021). This was against 6.87% in the previous year.

Your Company with its unstinted commitment towards enhancing customer experience at its retails outlets, implemented some innovative Integrated Transaction Processing Server (ITPS) solutions during the year. Integration of cashless transactions with actual delivery of product; acceptance of payment through FASTag; integration of urban loyalty program XTRAREWARDS with PayTM, PhonePE and Google Pay; cashless mode ''Queue Buster'' for 2-wheeler customers; etc.

Looking ahead, IndianOil tied-up with various companies viz. NTPC, PGCIL, REIL, Fortum, Tata Power, Ola, Hyundai, Tech Mahindra, BHEL, Sun Mobility and set up charging facilities at 2145 retail outlets & battery swapping facilities at 34 ROs, as on 31.03.2022, thus, taking the foundation steps to build your Company''s strength in this future landscape of alternate fuels.

SERVO, India''s most preferred and trusted lubricant brand, marked its 50th year in January 2022. Despite the fallout of Covid-19 pandemic, SERVO registered its highest ever sales volume of 637 TMT during the year with phenomenal growth

of 23.7% over previous year. SERVO was conferred the SUPER BRAND status once again by Super Brand Council of India in 2021 edition.

major player in LNG business, the group also initiated setting up 14 Nos of LNG retail outlets on the highways. The group also manufactured 41 aviation refuellers, 22 aviation containerised tanks with module and 2 Hydrant Dispensers.

Research and Development

IndianOil''s R&D Centre plays a key role in the efforts towards ''AtmanirbharBharat'' by developing cost effective, environment friendly & socially responsible technology solutions. Cutting edge research is carried out in core areas like fuels & lubricants, refining technologies & catalysts, petrochemical & polymers. The R&D efforts in sunrise areas like Nano, Solar, Bioenergy, Hydrogen and Fuel Cell provide the much-needed future direction.

During the year, R&D crossed another milestone of 1500 patent filings. With a portfolio of 1519 patents filing and 1410 effective patents as of March 31, 2022, the R&D Centre has doubled its granted patent portfolio in last 5 years. Despite challenges on account of Covid, the R&D Centre could file 225 patents, the highest in its history, and 155 patents were granted during the year.

Moving towards self-reliance in fuel upgradation technologies, Performance Guarantee Test Run (PGTR) of 1.2 MMTPA grass-root indeDiesel® unit at Haldia Refinery for BS-VI Diesel & 35 kTA grass-root INDAdeptG unit at Guwahati Refinery for BS VI production were successfully completed meeting all the specified guaranteed parameters. The 3rd INDMAX unit was successfully commissioned at Bongaigaon Refinery and the INDMAX technology was also licensed to Numaligarh Refinery Limited, which has established IndianOil''s position as a technology provider. A 235 kTA grass-root indDSN® unit using in-house developed hydrotreating catalyst INDICATFlexi was successfully commissioned at Bongaigaon refinery. 377 MT of in-house developed INDICATPrime DHDT catalyst was manufactured and supplied for DHDT unit of Gujarat Refinery. R&D Centre has also crossed the milestone of 10000 MT of catalyst sale based on in-house developed recipes.

As a transient solution towards hydrogen economy, a HCNG demonstration project was undertaken by IndianOil R&D in Delhi jointly with Indraprastha Gas Limited on 50 BS IV compliant CNG buses using HCNG fuel produced from four TPD compact reformer plant based on in-house developed technology. The results of the trial, which are found to be quite promising and in-line with claims, have been submitted to MoP&NG.

The R&D Centre also spearheads IndianOil''s Start-Up scheme which has seen incubation of 24 start-ups in two rounds of funding. IndianOil is closely involved in mentoring the startups through handholding by internal Process Owners till achievement of Proof-of-Concept. To continue the momentum of encouraging Start-ups, the 3rd round was also launched during the year. A milestone of 50 IPs (Patents, Trademarks, Copyrights) was achieved during 2021-22 for StartUp Scheme.

Business Development

Over the last few years IndianOil has assiduously created new business verticals like petrochemicals, natural gas marketing, alternative energy, exploration & production etc. with an objective to achieve integration with the core verticals as well as to take on the challenges emerging due to the ongoing energy transition. The performance of various business verticals during the year was as under:-

Petrochemicals

Your Company is the second largest petrochemicals player in the country offering polymers, Linear Alkyl Benzene (LAB), Purified Terephthalic Acid (PTA), Glycols and Butadiene. The brand, PROPEL, is a leading brand in the Indian petrochemicals market.

The petrochemicals business continued to be on a trajectory of significant growth achieving the highest ever annual Petrochemical sales of 2.92 MMT as against previous high of 2.74 MMT during 2020-21, with growth of 6.6%. While sales increased across almost all product lines, the fulcrum of the growth came from Polypropylene sales crossing 1 MMT and total polymer sales hitting a record 1.75 MMT in 2021-22.

The Company has Product Application & Development Centres (PADCs) at Panipat and Paradip which developed new polymer grades in line with specific customer requirements to maintain Company''s stronghold over the market. Four new PROPEL grades were developed during the year, which helped in import substitution. As a testament to the Company''s strong customer outreach, during the year, 22 OEM approvals were received and a first ever International OEM approval was received from Dabur Nepal for their Sanifresh toilet cleaner bottle.

India and for the first time since inception of LNG at Doorstep, overall monthly LNG sale by Road Tankers crossed 12,000 MT in September 2021. Further, LNG sales through road tankers achieved highest ever sales of 105.71 TMT during 2021-22. With the expected commencement of facilities at Dhamra and Jaffrabad shortly, completion of gas pipeline connectivity to the eastern refineries (Barauni, Haldia & Paradip) and development of gas pipeline infrastructure ex-Ennore & through GIGL (JVC) connecting major customers, the gas sales are expected to grow to ~8 MMTPA in coming two-three years. Further, the Company has firmed up its plan to double the capacity of its Ennore Terminal to 10 MMTPA, which would further enhance its market presence.

Your Company acquired a 4.93% equity stake in the Indian Gas Exchange Limited (IGX) during the year and became its Proprietary Member. The acquisition of equity stake in IGX is a strategic opportunity to become part of India''s Natural Gas market and to achieve leadership position in the market.

City Gas Distribution (CGD)

Your Company is aggressively building its portfolio in the CGD business. During the year, the Company received authorisation of nine additional Geographical Areas (GAs).

After the 11th Round of CGD Bidding, IndianOil along with its two JV Companies is now present in 49 GAs and 105 Districts spread across 21 States and UTs, making it one of the most significant CGD players in the country. On standalone basis, IndianOil will now have presence in 26 GAs and 68 Districts spread across 11 states & UT covering nearly 20% of the total CGD market potential in GAs announced recently in 3 bidding rounds.

The Company''s petrochemicals capacity as on 31.03.2022 was approx. 3200 KTA with Petrochemical Intensity Index of 4.6%. With implementation of ongoing projects, the capacity will be doubled in the next three years with intensity index of 7.1% by 2025.

Natural Gas

During the year, the Natural Gas sale (including internal consumption) was 5.68 MMT as compared to 5.38 MMT during 2020-21. The second wave of Covid-19 in April-May 2021, subsequent lockdowns and unprecedented high spot LNG prices had a ripple effect on RLNG sales; however, the Company maintained 20% market share in the RLNG segment and 10% share in the overall Natural Gas market. Your Company is the market leader in small scale LNG business in

In total, the Company''s portfolio now consists of 49 GAs of which 26 are standalone and 23 are through Joint Venture Companies, i.e, 19 through IndianOil Adani Gas Private Limited and four through Green Gas Limited. All the 23 GAs are operational and work continues for expansion of CGD network. Out of the Company''s 26 standalone GAs, eight GAs have been commissioned and commissioning of balance GAs is progressively planned.

Exploration & Production (E&P)

The Company continues to explore opportunities in the E&P sphere through Participating Interests (PI), joint ventures and wholly owned subsidiaries. The upstream portfolio consists of nine domestic & 11 overseas assets, of which eight assets are producing (one domestic, seven overseas). Apart from the producing assets, four assets are under development, four assets have discovery, one asset is under appraisal and three assets are under exploration.

During the year, the production from the producing assets rose to 4.26 Million Metric Tonne of Oil Equivalent (MMToe), registering a 9.8% growth over the previous year. The Company plans to scale up its production in the coming years with a target of achieving 11 MMTPA production by the end of the decade. The Company also plans to expand its upstream footprint to target approximately 10% upstream integration ratio by 2030.

As part of domestic acquisition efforts, during the year, the Company initiated farming-in five exploration blocks awarded to OIL in OALP-III & OALP-V Bid Rounds.

In Company''s first overseas operatorship asset, Block-1, Abu Dhabi, appraisal well testing established an encouraging hydrocarbon flow of close to 4 thousand barrels per day. Moreover, the Company is also drilling one well to establish recoverability of the prospective unconventional resources in Block-1.

Alternative Energy

Your Company is steadily progressing towards harnessing renewable energy to minimise carbon emissions for a green economy. The Company''s installed capacity of Renewable Energy stood at 237.42 MW as on 31.03.2022, which included 167.6 MW of wind capacity and 69.82 MW of solar photo voltaic (PV) capacity. During the year, solar PV capacity of 4.47 MW was added. The total generation through the Company''s renewable portfolio during the year was 358.20 GWh, which resulted in emission mitigation of 282.98 thousand metric tonnes of carbon-dioxide equivalent. The total renewable energy generated forms about 5% of the total electricity consumption of the Company.

As on 31.03.2022, the Company has solarised 19,502 Retail Outlets with a cumulative solar power installed capacity of ~111.5 MW, of which 9.1 MW was added during 2021-22.

Your Company is leading the implementation of SATAT (Sustainable Alternative Towards Affordable Transportation) Scheme of GoI and has issued Letters of Intent (LOIs) to 2188 plants for production and supply of Compressed Biogas (CBG)

of about 5.1 MMTPA. Sale of CBG has started from 26 Retail Outlets located across the states of Maharashtra, Gujarat, Tamil Nadu, Andhra Pradesh, Telangana, Punjab, Haryana, Karnataka & Uttar Pradesh; and two Industrial Consumers in Tamil Nadu under the brand name of ''IndiGreen''. During the financial year, the Company sold 3891 tonnes of CBG, while the cumulative sales of CBG since its inception in September 2019 till March 2022 was 5262 tonnes.

As the Company strengthens the future CBG growth plans, a tri-partite Memorandum of Understanding (MoU) was signed with Poonawalla Clean Energy Pvt. Ltd. and Noble Exchange Solutions Pvt. Ltd. for exploring production of CBG and rolling-out of ''city waste to city transport'' model in 100 cities. Further, it also signed MoUs with BIO-WMS Private Limited and CNM Energy Pvt. Ltd. for setting up of 100 CBG Plants each.

The Company has cumulatively issued 31 LOIs to set up UCO-Biodiesel plants for a cumulative quantity of ~23 crore litres. During the year, the Company received 71 KL of UCO (Used Cooking Oil) based Biodiesel (UCO-Biodiesel) at its Tikrikalan Terminal in Delhi, while supplies of UCO-Biodiesel commenced from two Plants.

In line with government directives of 20% ethanol blending by 2025, apart from the conventional 1G route, the Company is enabling 2G and 3G sources, with appropriate use of modern technology to set up state-of-the-art 2G and 3G plants. One such 2G Ethanol Plant of 100 KLP/D capacity is coming up in Panipat and is expected to be commissioned in the current year.

In electric mobility, the Company has collaborated with Israeli company, Phinergy Limited and formed ''IOC Phinergy Private Limited'' (IOP), for commercialisation of aluminium-air battery technology in India. The Company has set a target of installing 10,000 EV charging stations in the next three years and already has 2145 EV charging stations under its fold.

Sustainable Development

Your Company began its sustainability journey more than a decade ago, however, even prior to this, caring for people

and planet had been integral to its way of doing business. In today''s times, sustainability or ESG performance has become fundamental to managing stakeholders'' expectations.

The Company''s carbon footprint during the year was close to 21.54 MMTCO2e, while the water footprint was 98.68 billion litres. The Company has committed to achieve net zero emissions while continuing the efforts towards environment management and conservation. The Company also undertook a massive tree plantation effort during the year, besides undertaking emission mitigation efforts like energy efficiency, fuel replacement and alternate energy projects. As on 31.03.2022, your Company installed rainwater harvesting projects with catchment area of over 2,800 Hectare which are estimated to have harvested about 7.5 billion litres of rainwater during 2021-22. The Company is also pursuing efforts in waste management and towards establishment of circular economy, especially in plastic waste and organic waste.

The Company has commissioned a 5 TPD cattle dung-based Biogas plant at Gorakhnath Temple, Gorakhpur, Uttar Pradesh under CSR. The gas produced from the Biogas plant is being used as cooking fuel for temple devotees and Biogas is also used to operate a gas generator at the temple premises. The plant is in addition to the earlier commissioned two 5 TPD cattle dung-based Biogas plants at Betul & Hoshangabad, Madhya Pradesh.

Overseas Business

Your Company firmly believes that diversification and globalisation are key to the future. In pursuit to be a ''Globally Admired Company'', IndianOil has been keeping a close watch

on the developments in the geographies of its interest to explore business opportunities and enhance global footprints. During the year, the Company along with its partners established Bharat Energy Office, a Limited Liability Company (LLC) in Russia, with 20% participation, through its wholly owned subsidiary, IOCL Singapore Pte. Ltd (ISPL).

The Company has been exploring new avenues for exports, in pursuance of its Vision of being a Globally Admired Company, by leveraging its core competencies to harness business opportunities across the globe. The Company has been the sole supplier of major Petroleum products to Nepal through the state-owned company Nepal Oil Corporation (NOC) under a General Supply Agreement (GSA) since 1974. Under last GSA 2017-2022, while the Company supplied around 11.8 MMT product from 2017 to 2022, the export to Nepal is estimated to grow at a rate of more than 10% during next 15 years. The agreements for a further period of five years have been executed and during the validity of the current agreement from 2022-27, export of 15 MMT of products is projected. The Company as a part of GoI''s bilateral initiatives conducted a joint study for identification of petroleum infrastructure projects in Nepal and would be entering into a separate agreement with NOC for the same.

A Joint Venture Company named ''Beximco IOC Petroleum & Energy Ltd.'' (BIPEL) between IOC Middle East FZE, Dubai (a wholly owned subsidiary of the Company) and RR Holdings Ltd., Ras-Al-Khaimah with equity holding of 50% each, was formed in Bangladesh. BIPEL would acquire the existing LPG infrastructure of Beximco LPG, a subsidiary of RR Holdings Ltd. in Bangladesh. In addition, supply of LPG to Northeast India and diversification into other downstream business activities like LNG, Lubricants, and Petrochemicals etc. is also planned under the ambit of BIPEL.

A major milestone was achieved in India-Sri Lanka economic & energy partnership with signing of long pending lease deed between Govt. of Sri Lanka, Ceylon Petroleum Corporation (CPC) and Lanka IOC PLC (a Subsidiary of IndianOil in Sri Lanka) on January 6, 2022 for Trincomalee Tank Farm along-with the Modalities & JV agreements. The execution of documents for a period of 50 years and leasing of tanks in favour of the newly formed Joint Venture viz. Trinco Petroleum Terminal (Pvt) Ltd. (wherein Lanka IOC has shareholding of 49% & CPC has 51%) shall provide umpteen opportunities for both India & Sri Lanka.

Diversification

Your Company had ventured into setting up fertiliser plants at Barauni (Bihar), Gorakhpur (U.P.) and Sindri (Jharkhand) through a joint venture company, Hindustan Urvarak and Rasayan Ltd., in partnership with National Thermal Power Corporation Ltd., Coal India Ltd., Fertilizer Corporation of India Ltd. and Hindustan Fertilizer Corporation Ltd. While the plant at Gorakhpur has been commissioned in May 2022, the other plants are under advanced stages of construction and slated to be commissioned by the second quarter of 2022-23.

International Trade

Your company imported 57.94 MMT of Crude Oil during the year, as against 53.60 MMT in the previous year to meet the crude requirement for processing at its refineries.

The selection of Crude Oil is done from a diversified mix of supply sources to optimise the cost as well as to improve flexibility. The import of petroleum products during the year was 9.324 MMT as against 8.58 MMT in the previous year.

Projects

Your Company recognises the importance of infrastructure development and has been consistently investing in several projects across the country and achieved its Capex target for the sixth consecutive year. Your Company has consistently contributed more than a quarter of the combined Capex spend of all PSUs under MOP&NG since 2018-19. The projects are financed through an optimum mix of internal accruals and borrowings from domestic as well as international markets whenever required. The project teams across the divisions ensured that the projects are implemented seamlessly.

During the year, the total capex spent by the Company was H 30,391 crore (H 26,635 crore on capital projects and H 3,756 crore towards equity investment in joint ventures / subsidiaries).

Explosives

The Explosives group achieved an all-time high production & sale of 287 TMT Bulk Explosives during 2021-22, clocking a growth of 8% over previous year''s volume. In the last seven years, the production and sales of Bulk Explosives has grown almost three folds from 100 TMT in 2014-15 to 287 TMT in 2021-22.

To cash in on the growth opportunities in the segment, in addition to brownfield projects, greenfield projects are being planned at Umrer (Maharashtra), Basundhara (Odisha), Neyveli (Tamil Nadu) and Mandamari (Telangana).

The strength of the Company springs from its experience of operating the largest number of refineries in India and adapting to a variety of refining processes along the way. The Company has commissioned several grassroot refineries

and modern process units at its refineries and is constantly investing in refining technologies to stay ahead of the curve. Your Company has ambitious growth plan for capacity augmentation, de-bottlenecking, bottom upgradation and quality upgradation. Projects worth more than H 1 lakh crore are under various stages of implementation at the refinery locations, notably expansion projects at Barauni from current 6 MMTPA to 9 MMTPA, Gujarat from current 13.7 MMTPA to 18 MMTPA through the Petrochemical & Lube Integration Project, Panipat from current 15 MMTPA to 25 MMTPA. and Guwahati from current 1 MMTPA to 1.2 MMTPA; PX-PTA & Ethylene Glycol project at Paradip; Oxo Alcohol project at Gujarat, Naphtha Cracker revamp project at Panipat; Linear Alkyl Benzene revamp project at Gujarat; Poly Butadiene Rubber (PBR) Project at Panipat; 2nd Generation and 3rd Generation Ethanol Projects at Panipat; Bitumen project at Gujarat & Barauni etc.

The existing refining capacity of the IndianOiL refineries will expand from 70.05 MMTPA to 87.9 MMTPA by 2025. The group refining capacity i.e. including CPCL shall stand at 107.05 MMTPA by 2025.

To compLiment the various greenfieLd and brownfieLd projects of the refineries, marketing and business deveLopment, various pipeLine projects are being impLemented across the country to ensure the most economicaL mode of transportation. The projects presentLy under impLementation wouLd increase the pipeLine network Length to around 21900 km and enhance capacity to 165.9 MMTPA and 51.7 MMSCMD respectively for liquid and gas pipelines, upon completion. Major ongoing pipeLine projects incLude HaLdia - Barauni crude oiL pipeLine, Paradip - Hyderabad product pipeline, augmentation of the Paradip - HaLdia - Durgapur LPG pipeline and its extension up to Patna and Motihari, KoyaLi - Ahmednagar - SoLapur product pipeLine, Paradip - Somnathpur - HaLdia product pipeLine, augmentation of the SaLaya - Mathura crude oil pipeline system, Laying of new Mundra - Panipat crude oiL pipeLine and Ennore -ThiruvaLLur - Bengaluru - Puducherry - Nagapattinam - Madurai

- Tuticorin natural gas pipeline. In addition, your Company is undertaking massive LPG and natural gas pipeline projects through joint ventures, spanning approximateLy 8,600 Km. These incLude the Longest LPG pipeLine in the worLd, KandLa -Gorakhpur LPG pipeline, Kochi - Salem LPG Pipeline, the NorthEast Natural Gas Grid, Mehsana - Bhatinda, Bhatinda - Jammu

- Srinagar & MaLLavaram - Bhopal - BhiLwara - Vijapur pipelines.

To ensure uninterrupted supply of energy solutions various infrastructure projects comprising of fuel stations, Indane LPG distributorships, SERVO lubricants & greases outlets, Consumer pumps, buLk storage terminaLs and instaLLations, inLand depots, aviation fueL stations, LPG bottLing pLants, Lube bLending pLants, import terminaLs are aLso being undertaken.

The construction of the R&D campus at Faridabad, Haryana at a capex of H 3200 crore, is underway and is expected to be completed by 2023. The new campus will have state-of-the-art faciLities to boost the research horizon of the R&D Centre on areas like alternative and renewable energy, nanotechnology, etc.

Health, Safety & Environment (HS&E)

The Company is committed to conduct its business with a strong environment conscience, ensuring sustainabLe deveLopment, safe workpLaces and enrichment of the quality of life of its employees, customers and community. All IndianOiL refineries are certified to ISO:14064 standards for sustainabLe deveLopment as weLL as for the OccupationaL Health and Safety Management System (ISO:45001), besides having fuLLy equipped occupationaL heaLth centres. Further, the petrochemicaL pLants, most of the pipeLine instaLLations and few of the marketing installations are ISO-14001 certified for environmentaL management. API RP 1173 based PipeLine Safety Management System has been introduced across the entire pipeline network. Compliance with safety systems and procedures and environmental laws is monitored at the Unit, Division, and Corporate LeveL.

The HS&E activities of the Company are reviewed periodically in the Board meetings. During the year, various capability building, and training programmes were conducted on safety-related topics covering the entire spectrum of activities of the Company.

During the year, occupation heaLth reLated activities Like "Paramarsh” - to take care of the mental and psychological health of IndianOiL workforce, Annual Corporate Occupational Health Meet with the theme ''Promoting Healthy, Safe & Resilient workplace'', ''Emotional WeLLness Interactive workshops, etc. were organised.

In addition, various capability building, and training programmes were conducted on safety-reLated issues, such as aLL India campaigns for safe decantation of Tank Trucks (TT), safe TT driving campaigns, simulator-based training, HAZOP and risk anaLysis, issuance of various guideLines & SOPs, etc.

Digital Initiatives

Information technoLogy and digitaLisation continued to pLay a pivotal role in growth of IndianOiL''s business during 2021-22 with implementation of various initiatives aimed at harnessing the best use of the technologies which were carefully infused with our core values of Care, Innovation, Passion, and Trust.

ePIC (e-PLatform for IndianOiL Customers) has proven to be a game changer by integrating aLL the end customers on the unified digitaL business pLatform across different Lines of business. This has faciLitated the Company to make its operations more efficient, automated, agiLe Leading to maximum vaLue creation for aLL stakehoLders through various measures such as e-KYC, muLti-channeL LPG refiLL booking and digitaL payments, e-invoicing, and LoyaLty programmes. The pLatform has aLso provided an interface for roLLing out citizen centric weLfare schemes of GoI such as Pradhan Mantri UjjwaLa Yojana 2.0 and Pradhan Mantri Garib KaLyan Yojana.

The Company has Launched Project i-DRIVE (IndianOiL''s DigitaL Readiness and IT Vision EnabLement), a fLagship digitaL transformation program under which severaL high-impact advanced anaLytics use cases, emerging technoLogy pLatforms and custom tooLs are being depLoyed across businesses through setup of DigitaL Centre of ExceLLences (DCoE) focused on embedding digitaL ways of working.

WhiLe embracing and impLementing the state-of-the-art digitaL technoLogies, your Company has reinforced 360 degrees IT security measures thus instiLLing trust and confidence in aLL the customers and stakehoLders.

Human Resources

The dedicated and resiLient workforce of IOCians continued to perform their duties to fueL the country despite frequent chaLLenges posed by Covid-19. The totaL strength of empLoyees as on March 31, 2022 was 31254, incLuding 17929 executives and 13325 non-executives of which 2718 were women empLoyees. During the year, the Company recruited 880 executives. To further the cause of apprenticeship training in the country, the Company engaged 3721 apprentices under various categories Like Trade/Technician/ Fresher/ skiLL-certificate hoLder which constitutes 11.76% of the totaL workforce. The apprentices were imparted practicaL inputs with a structured monitoring and assessment methodoLogy.

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. The number of differentLy abLed empLoyees as on March 31, 2022 was 710, constituting 2.27% of the totaL empLoyee strength.

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.

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

the 62nd IndianOil Day, to provide support and guidance to employees in dealing with issues and complications that could adversely affect their wellbeing.

Particulars of Employees

The provisions of Section 134(3)(e) of the Act 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 other such 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 is committed to implementing Hindi in the day-to-day functioning at its various offices/ locations/units. The provisions of the Official Language Act, 1963, and Rules notified thereunder were complied with. The communications received in Hindi including any application, appeal or representation written or signed by an employee in Hindi are replied to in Hindi. Official Language Implementation Committees (OLIC) have been formed in all offices/units to review the progress of implementation of official language policies.

Corporate Social Responsibility

During the year, the Company undertook various CSR initiatives to overcome the challenges posed by the Covid-19 pandemic like Installation of Medical grade Oxygen Generation Units; supply of medical grade liquid oxygen to various hospitals in Delhi, Haryana and Punjab; procurement of oxygen concentrators & cylinders; contributions to the PM CARES Fund, etc., in addition to various other CSR activities. During the year, as against the CSR budget of H 204.77 crore (2% of the average profit of the previous three years H 323.14 crore minus excess spent in previous year H 118.37 crore), the Company spent a higher sum of H 298.29 crore to ensure continuity in the planned CSR activities including many flagship projects resulting in carry over of H 93.52 crore for setting off in succeeding years. A report on the Company''s CSR activities as per the provisions of the Companies Act, along with CSR highlights for the year is attached as Annexure - II to the Report. The CSR policy of the Company can be accessed on the Company website: https://www.iocl.com/download/ IOC S&CSR Policy.pdf.

In August 2021, the Skill Development Institute (SDI), Bhubaneswar was dedicated to the nation and foundation stone of the permanent campus, ICT-IOC Bhubaneswar was laid. The details of Skill Development initiatives at SDI are provided in CSR report.

The frontiers of learning continued to expand during the year. The e-learning initiative of IndianOil, ''Swadhyaya'' registered a significant milestone of one-million course completion. New initiatives like "Saarthi” - a one-on-one Leadership Coaching initiative and "Madhyama” - a mid-career training programme were launched during the year. To further enhance the learning of employees, IndianOil procured "Harvard ManageMentor” -an off-the-shelf online resource that provides expert content on leadership competencies.

National Commitment during Covid-19 Pandemic

Standing tall with its motto of "Pehle Indian, Phir Oil”, your Company remained resilient, strong, agile and took several initiatives amidst all the challenges posed by the Covid-19 pandemic to meet our customers'' needs. In the face of a massive surge in demand for Medical Grade Oxygen during the second wave of the Covid-19 pandemic, your company with its strong end to end logistics capabilities, ensured supply of Liquid Oxygen to various States. Under the aegis of GOI, the company supplied 200 MT Liquid Medical Oxygen (LMO) to Vietnam and Indonesia. To help the country to overcome the deficit of Liquid oxygen Tankers, the Cryogenic group of the company designed and manufactured 20 nos. of LOx tankers (20 MT) to combat Covid''s second wave in record time. In addition to ramping-up indigenous production of Liquid Oxygen at refineries, the company also imported 420 MT of LMO from Linde Singapore and Middle East and arranged logistics for LMO and ISO containers received as gratis from other countries. True to its national commitment your company took various other initiatives under CSR (Corporate Social Responsibility) to help the society in facing the challenges posed by the pandemic.

As a socially responsible organisation, we carried out a massive vaccination program with renewed vigour by taking initiatives like ''Mission Vaccination'' wherein free vaccination was provided to more than 5 lakh beneficiaries including employees, ex-employees, channel partners, stakeholders, contract workers and their family members. The pandemic has also left an indelible mark on the company as the life of some of the previous employees were also lost. As a mark of support to the bereaved families of such employees who expired during these difficult times of pandemic, a lumpsum amount as "Samvedna Rashi” was provided. In addition, the children who are orphaned after the death of the employee in cases where the employee was a single parent or the spouse expired before exercising any rehabilitation option, to ensure continuity of education of such child(ren), "Shiksha Mitra” scheme has been introduced which shall provide financial assistance for their education. To address the concerns related to employee wellbeing, especially in the post-Covid scenario, an Employee Assistance Programme was launched on September 1 on

Right to Information Act (RTI)

The Company has put in place an elaborate mechanism to deal with matters relating the Right to Information Act, 2005. Detailed information is hosted and regularly updated on the official website of the Company, www.iocl.com. which inter-alia includes details of Central Public Information Officers (CPIOs) / Assistant Public Information Officers (APIOs), third-party audited reports on mandatory disclosures, etc.

The Company has designated a Nodal Officer at its Corporate Office, New Delhi. In addition, 30 First Appellate Authorities, 40 CPIOs and 40 APIOs have been designated across various locations. The Company has aligned with the Online RTI Portal of DoPT, Government of India, and all applications / appeals received through the portal are handled through the portal itself. The quarterly / annual reports are submitted, within the prescribed timeline, on the website of Central Information Commission, https://cic.gov.in/.

During the year, 6,811 requests and 725 first appeals were received and disposed-off within the prescribed timelines. In addition, 127 second appeals were filed before the Central Information Commission, New Delhi, and all were disposed off without any observation or penalty / disciplinary action.

Compliance with the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013

The provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, have been implemented across the Company 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.

Two complaints of sexual harassment were pending as on April 1, 2021. During 2021-22, nine complaints were received, and five complaints were disposed off. As on March 31, 2022, six complaints are pending.

Regular workshops are held especially for women employees to bring awareness about their rights and facilities at workplace and emphasising the provisions of the Act. During the year, 64 workshops/awareness programmes were conducted. Gender sensitisation programmes 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 objective of the vigilance function is to ensure maintenance of the highest level of integrity in the Company. The Company has a separate Vigilance Department, which is headed by the Chief Vigilance Officer. The department acts as a link between the Company and Chief Vigilance Commissioner and advises

the Company on all matters pertaining to the subject. The vigilance department takes preventive, punitive and participative measures, with emphasis on the preventive and participative aspects, and helps in establishing effective internal control systems and procedures for minimising systemic failures. During the year, 102 vigilance awareness/vigilance related programmes were conducted, which were attended by about 4,404 employees. Disciplinary action under applicable Conduct, Discipline and Appeal Rules, 1980, and Certified Standing Orders were taken by the Company for irregularities / lapses. During the year, 57 disciplinary matters related to vigilance cases were disposed of and 27 such cases were pending at the end of year. The cases pertain to irregularities such as indiscipline, dishonesty, negligence in performance of duty or neglect of work, etc. The Company continuously endeavours to ensure fair and transparent transactions through technology interventions and system / process review in consultation with the 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, 2022, except the old cases amounting to H 55,000, which remain 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 endeavours of the Company in ensuring transparency, integrity and accountability in its functioning has been incorporated as a separate section, forming a part of the Annual Report. The certificate issued by the Statutory Auditors 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 incorporated as a separate section forming a part of the Annual Report.

Business Responsibility & Sustainability Report

IndianOii has been publishing its Business Responsibility Report, providing information on the various initiatives taken with respect to environmental, social and governance perspectives, in accordance with the directives of SEBI and is hosted on the website of the Company.

SEBI vide notification issued in May 2021 has introduced a new sustainability related report "Business Responsibility and Sustainability Report” (BRSR), which would replace the existing "Business Responsibility Report” (BRR). The BRSR is a notable departure from the existing BRR and a significant step towards bringing sustainability reporting at par with the financial reporting. Even though, the BRSR is voluntary for the year 2021-22, your Company has decided to publish the BRSR which is hosted on the website on the Company on the link https://www.iod.com/business-responsibiiitv-report.

Audit Committee

The Audit Committee of the Board comprised of four members as on March 31, 2022, of whom three were Independent Directors (including its Chairman) and one non-executive Director. 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 financial year 2021-22.

Risk Management

The Enterprise Risk Management framework in the Company encompasses practices relating to risk identification, assessment and categorisation, analysis, mitigation and monitoring of the strategic, operational, and legal and compliance risks to achieving its key business objectives. Your Company endeavours to minimise the adverse impact of these risks, thus enabling the Company to leverage market opportunities effectively and enhance its long-term competitive advantage. The focus of risk management is to assess risks and deploy mitigation measures.

A Risk Management Compliance Board (RMCB) comprising senior management personnel and headed by Chief Risk Officer periodically reviews the various risks associated with the Company''s business. The Company has constituted a

Risk Management Committee (RMC) which oversee risk management activities. All changes in the Risk register as suggested by RMCB are made after approval of RMC. A report is, thereafter, put up to the Audit Committee and the Board.

Internal Financial Controls

The Company put in place adequate internal financial controls for ensuring efficient conduct of its business in adherence with iaid-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 Internai Audit department headed by a Chief Generai Manager, who reports to the Chairman. The Internal Audit department has a mix of officials from finance and technicai 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 Sub-Section 3 of Section 143 of the Companies Act 2013. The report issued thereupon has been attached along with the Standalone and Consolidated Financial Statements, respectively.

The Board believes that systems in place provide a reasonable assurance that the Company''s internal financial controls are designed effectiveiy 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 202122. The Auditors have confirmed that they are not disqualified from being appointed as Auditors of the Company. The Notes on the financial statement referred to in the Auditors'' Report are seif-expianatory. The Auditors'' Report does not contain any qualification or adverse remark. In addition, the Company has also engaged them for Limited Review and Tax Audit for the financial year 2021-22.

The Auditors'' remuneration for the year was fixed at H 2.60 crore, H 1.40 crore and H 0.50 crore for Statutory Audit, Limited review, and Tax Audit respectiveiy aiong with appiicabie taxes and reasonable out of pocket expenses. In addition, fee was paid to Statutory Auditors for other certification jobs. The total amount paid / payable to the Statutory Auditors for aii services rendered to the Company during 2021-22 was H 5.11 crore.

Comptroller and Auditor General of India (C&AG) Audit

Supplementary Audit of Financial Statements: The

Standaione and Consoiidated Financiai Statement for the Financiai Year ended March 31, 2022, were submitted to the C&AG for supplementary audit. The C&AG have conducted supplementary audit and issued NIL comments. The NIL comment certificate is attached in this Annuai Report after

the Financiai Statements. This is the 16th consecutive year that your company has received such NIL comment on its Financiai Statement.

C&AG paras from other audits: In addition to the supplementary audit of the financiai statements mentioned above, the C&AG conducts audits of various nature including Inspection audit, Thematic audit, Proprietary audit, etc. As on March 31, 2022, there are sixteen pending audit paras on various subjects inciuding Short reaiisation from Disposai of a iand, Abandoned Exploration & Production (E&P) Project, Maintenance of grade wise costing of Petrochemicals, Extra cost due to delay in finalisation of tender, Pradhan Mantri Ujjwaia Yojna (PMUY) to unentitied persons, Avoidable entry tax, Updation of daily price change at Retaii Outiets, Recovery of turnover tax, Expenditure turning infructuous due to non-adherence poiiution ciearance requirement and empioyee benefits iike EPF contribution on ieave encashment, Encashment of Earned ieave and sick ieave, Stagnation Reiief, Performance Reiated Pay, Shift aiiowance, Project Aiiowances, Long Service Award. The repiies to these paras have been submitted and the status reports are aiso being furnished from time to time.

Cost Audit

The Company maintains cost records as required under the provisions of the Companies Act. The Company had appointed Cost Auditors for conducting the audit of the cost records maintained by its refineries, iube biending piants and other units for 2021-22. A remuneration of H 20.20 iakh and appiicabie taxes was fixed by the Board for payment to the cost auditors for 2021-22, which was ratified by the sharehoiders in the iast AGM. The cost audit reports are fiied by the Centrai Cost Auditor with the Centrai Government in the prescribed form within the stipuiated time.

Secretarial Audit

The Board had appointed Mehta & Mehta, Company Secretaries, to conduct the Secretariai Audit for 2021-22. The Secretariai Auditor in their report have stated that during the period under

review, the Company has compiied with the provisions of the Act, Ruies, Reguiations, Guideiines, Standards, etc., except as under:

- the requirement of having not iess than 50% of the Board of Directors as Non-Executive Directors for the period

01.04.2021 to 23.11.2021.

- the requirement of having at ieast haif of the Board of Directors as Independent Director for the period

01.04.2021 to 23.11.2021 and 07.02.2022 to 31.03.2022.

- the requirement of having atieast two- third of the members of the Audit Committee as Independent Directors for the period 11.07.2021 to 23.11.2021.

- the requirement of having atieast fifty percent of the members of the Nomination & Remuneration Committee as Independent Directors for the period 11.07.2021 to 23.11.2021.

- performance evaiuation of Independent Directors by the entire Board of Directors and review of performance of Non-Independent Directors, the Board of Directors as a whoie and the Chairperson of the Company by the Independent Directors.

In this regard, it is ciarified that the Company being a Government Company under the administrative controi of the Ministry of Petroieum & Naturai Gas, the seiection, appointment of Directors, (inciuding Independent Directors and Women Directors) terms and conditions and remuneration of functionai directors, vests with the Government of India as per Government guideiines. Further, the Ministry of Corporate Affairs, vide notification dated June 5, 2015, has provided exemption to Government Companies, regarding the provisions reiated to evaiuation of performance of Directors under the Companies Act, 2013, as the evaiuation is carried out by the administrative ministry.

The Secretariai Audit report for the year ended March 31, 2022, issued by Mehta & Mehta, Company Secretaries, is attached as Annexure - III to this report.

Reporting of Frauds by Auditors

The Auditors in their report for the year have not reported any instance of fraud committed by the officers/empioyees of the Company.

Public Procurement Policy for Micro and Small Enterprises (MSEs) Order 2012

In iine with the Pubiic Procurement Poiicy of the Government of India, as amended, the Company is required to procure minimum 25% of the totai 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 (exciuding crude oii, petroieum products and naturai gas, API iine pipes and certain proprietary items) during 2021-22 was as under:

PARAMETERS

TARGETS

ACTUAL

Totai Procurement from MSEs (Generai, Reserved SC/ST & Women)

25%

37.43%

Procurement from Reserved SC/ST MSEs

4%

(Sub-target out of 25%)

1.08%

Procurement from Women-owned MSEs

3%

(Sub-target out of 25%)

0.31%

The deficit of 2.92% and 2.69% under the sub-targets was due to non-availability of vendors in the sub-category; however, the overall target was achieved by procurement from other micro and small enterprises in line with the policy.

Several initiatives were undertaken by the Company to identify the entrepreneurs for procurement of goods and services from MSEs owned by SC/ST enterprises, including 86 vendor development programmes.

Subsidiaries, Joint Ventures & Associates

During 2021-22, the Company acquired 49% equity stake in Paradeep Plastic Park Ltd., a company established for development and implementation of Paradeep Plastic Park project. Odisha Industrial Development Corporation holds the balance 51% equity in the company.

Related Party Transactions (RPTs)

During the year, your Company entered into RPTs, which were on arm''s length basis and were in the ordinary course of business. As required under the provisions of the Companies Act, 2013, and SEBI (LODR), all RPTs were approved by the Audit Committee.

During the year, the Company had not entered into any transaction with related parties, which could be considered material in accordance with the policy of the Company on materiality of related party transactions.

In view thereof, there is no transaction which needs to be reported in Form No. AOC-2, in terms of Section 134(3)(h) read with Section 188 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014.

Pursuant to SEBI notification dated 09.11 2021, the Company amended the "Policy on Materiality of Related Party

Further, Indian Catalyst Private Ltd., a wholly owned subsidiary, was dissolved and name of the company was struck off from the Register of Companies w.e.f 25.10.2021.

As required under the provisions of the Companies Act, 2013, 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.iod.com under the ''Financial Performance'' 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.iod. com/download/Material Subsidiary Policy.pdf

Transactions”. The Policy is hosted on the Company''s website and can be accessed at: https://www.iocl.com/download/ Policies/RPT Policy.pdf.

Energy Conservation, Technology Absorption and Foreign Exchange Earnings and Outgo

Energy conservation is accorded utmost importance across the various operations in the Company. The performance of all units is monitored on a continuous basis and efforts are made for continuous improvement by incorporating the latest technologies and global best practices. The various energy conservation measures implemented across the refineries during the year, resulted in energy saving as well as monetary saving.

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 - IV to the Report.

Board of Directors & Key Managerial Personnel

The following changes occurred in the Board / Key Managerial Personnel of the Company:

1. Shri G. K. Satish, Director (Planning & Business Development) ceased to be a Director w.e.f. September 1, 2021 consequent upon his superannuation.

2. Smt Indrani Kaushal, Government Nominee Director ceased to be a Director w.e.f. September 25, 2021 consequent upon withdrawal of her nomination by the MoP&NG.

3. Shri V. Satish Kumar was appointed as Director (Marketing) w.e.f. October 28, 2021

4. Shri Dilip Gogoi Lalung, Dr Ashutosh Pant, Dr Dattatreya Rao Sirpurker, Shri Prasenjit Biswas, Shri Sudipta Kumar Ray and Shri Krishnan Sadagopan were appointed as Independent Directors w.e.f. November 24, 2021.

5. Shri D. S. Nanaware was appointed as Director (Pipelines) w.e.f. December 28, 2021.

6. Ms Sukla Mistry was appointed as Director (Refineries) w.e.f. February 7, 2022.

7. Shri Sujoy Choudhury was appointed as Director (Planning & Business Development) w.e.f. February 23, 2022.

8. Dr (Prof) Ram Naresh Singh was appointed as Independent Director w.e.f. April 8, 2022.

In line with the amended SEBI (LODR), approval of members was obtained through postal ballot for all appointments made on the Board within a period of 3 months from the date of appointment.

Shri Sandeep Kumar Gupta, Director (Finance) and Dr S.S.V. Ramakumar, 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 have the requisite expertise and experience.

A separate meeting of Independent Directors was held during the year as per provisions of the Companies Act, 2013, and SEBI (LODR).

Board Meetings

During the year, 9 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., Ministry of Petroleum and Natural Gas (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 whistle-blower 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 has made investments during the year in compliance with the provisions of the Companies Act, 2013, and rules notified thereunder. The details of such investments made, and loans / guarantees provided as on March 31, 2022 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 Annual Return is hosted on the Company''s website and can be accessed from the link: https://www.iod.com/annuai-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.

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, has been 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.

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 aiongwith 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; and

(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 aii applicable laws and that such systems were adequate and operating effectively.

Acknowledgements

The Board of Directors would like to express its appreciation for the sincere, dedicated and untiring efforts of the employees of the Company, the contract labour, and employees of business channel partners to ensure the supply of petroleum products across the country during the lockdown and restrictions caused by the Covid-19 pandemic, and for achieving an excellent performance despite challenges during the year. The Board would also like to thank the Government of India, particularly the Ministry of Petroleum & Natural Gas, as weii as the various State Governments, regulatory and statutory authorities, for their support as weii as guidance from time to time. The Board is also thankful to aii its stakeholders, including bankers, investors, members, customers, consuitants, technoiogy iicensors, contractors, vendors, etc., for their continued support and confidence reposed in the Company. The Board wouid iike to piace on record its appreciation for the vaiuabie guidance and significant contribution made by Shri G. K. Satish and Smt Indrani Kaushai, during their tenure on the Board of the Company.


Mar 31, 2021

1. HOPE AMIDST UNCERTAINTY

The year 2020-2021 will be remembered for the agony, grief and loss of lives caused by Covid-19. The world is going through extraordinary times. The pandemic has not only cost precious lives but also created economic disruption, job loss, social burden and mental trauma. It also brought about immense hardships to migrant workers and daily wage earners due to the frequent lockdowns. At the same time, we witnessed a remarkable triumph of the human spirit. Be it the tireless dedication of the frontline workers to save human lives, the assiduous efforts of the essential service providers to keep serving, even at the cost of their own lives, or the development of vaccines in record time, human resilience come to the force.

2. ECONOMIC REVIEW

The global and Indian economies were beset with a "crisis like no other.” Lockdowns, as a crucial measure to break the chain of transmission, entailed tremendous economic impact. The global economy contracted by 3.3% in 2020, with almost all economies witnessing a dip, with only a few Asian economies like China, Vietnam and Bangladesh being the only exceptions. Governments, especially in the advanced economies, went all out in tackling the economic impact caused by the lockdown and the restrictions in the form of large monetary and fiscal stimuli. After the spring lockdowns, as economies opened up gradually, economic activity started gathering pace. However, many parts of the world were hit by the second and the third waves of the pandemic. But, the economic loss in the subsequent waves, was lower as

the response to the pandemic became more nuanced and pragmatic. Inoculations had begun in advanced economies by the end of 2020 and the pace has been accelerating since then across the globe. Sizeable fiscal stimulus in advanced economies is set to drive growth in 2021, with an impressive growth of 6% projected for the year, that would more than undo the losses of 2020 at the overall global level. Yet, the recovery is expected to be fragmented and asymmetric, reflecting the uneven pace of vaccination across geographies and the risks of future outbreaks.

The Indian economy exhibited remarkable resilience with the sequential opening of the key sectors. After contracting in the first two quarters of 2020-21, the Indian economy posted a growth of 0.5% in the October-December quarter and 1.6% growth in the January-March quarter. Overall, during the year, the Indian economy contracted by 7.3%. While the contraction was seen across most economic sectors, Indian agriculture grew and prospered, providing much-needed support to a pandemic-struck economy. Towards the end of 2020-21, the country was hit by a massive second wave, and many states imposed either complete lockdown or lockdown-like restrictions to curb the spread of the infection. As a result, the outlook for 202122 for the Indian economy has sombered from the earlier double-digit growth projections. Notwithstanding the tragedy, the overall impact of Covid-19 on the economy in 2021-22 is expected to be less severe than its effect in 2020-21.

The emergence of multiple waves of the pandemic have prolonged the lockdowns in different parts of the world, resulting in restrictions in movement and delay in economic recovery. The energy sector, which is linked to human and economic activity, was also severely affected. However, stimulus packages, coupled with the vaccination drive in 2021, brought back hope for the economy, society and the energy sector as a whole.

2.1.1 Global Energy

In 2020, the global energy sector saw the largest fall in absolute demand since World War II, falling by 4%. Energy use in Q1 2021 continued to be impacted by the pandemic. In 2021 energy demand is expected to rebound by 4.6%, pushing global energy use to 0.5% above pre-Covid-19 levels. However, the recovery in demand will depend upon the success of the vaccine rollout and managing the spread of the pandemic. The recent waves of Covid-19 and the emergence and spread of new variants have remained a major concern for the recovery in energy demand.

2.1.2 Oil

The pandemic caused global demand for petroleum products to fall significantly in 2020. With restrictions on mobility due to the lockdown, global oil consumption fell by 8.7 mb/d to 91.0 mb/d in 2020, a fall of 8.7% compared to the previous year. Demand for transport fuel fell by 14% from 2019 levels. In April 2020, at the peak of the pandemic related restrictions, global oil demand fell by more than 20% compared to the pre-crisis levels.

The global oil demand is expected to rebound by 6%, faster than all other fuels in 2021 relative to 2020. However, despite the strong rebound, oil demand remains 3.1 mb/d, below 2019 levels. While road transport activity is expected to recover by the end of 2021, air transport demand may stay below the 2019 levels for the entire 2021.

In the medium term, global oil demand is now projected to rise by 4.4 mb/d between 2019 and 2026. Moreover, the demand growth relative to 2019 is expected to come primarily from the emerging and developing economies. Overall, however, the dominant view remains that global oil demand is unlikely to catch up with its pre-Covid trajectory.

On the supply side, global oil production fell by 6.6 mb/d to 93.9 mb/d on account of the production cuts by OPEC , coupled with lower output from the non-OPEC countries. Yet, the supply exceeded demand by 2.7 mb/d.

Brent prices averaged at $42.3/bbl in 2020, a sharp decline of almost 34% from 2019 levels. Oil prices fluctuated during the year, reaching a peak of nearly $70/bbl in January 2020 on OPEC supply restraints and the decline in Libyan output. The market remained oversupplied since February 2020. Oversupply and lack of storage capacity led to the crash of oil prices in April 2020. The US crude futures turned negative on 20.04.20 for the first time in history. In the second half of the year, prices hovered in the range of $40-45/bbl before hitting $50/bbl in December. Oil prices continued to gain momentum during 2021, averaging at around $60.6/bbl in Q1 2021 and $64.8/bbl in April 2021. Prices rose with the advent of cold weather in the Northern Hemisphere and were supported by the growing confidence in vaccine rollouts and the subsequent economic recovery.

Further, from May 2021 onwards, crude oil prices have been buoyant, with Brent oil prices crossing $70/bbl at the beginning of June. Bullish demand sentiments are now driving the prices as the massive stimulus in the US is set to propel global growth in 2021, though some downside risks continue to exist. While a resurgence of the Covid-19 infections in Asian economies such as India and Japan has already affected the April-June 2021 demand, with the spread of the Delta variant in Europe, the demand outlook for the second half of 2021 could be impacted. On the supply side, the sluggish return of non-OPEC production has provided legroom for OPEC to reduce output cuts to serve the rebound in demand. Further, in the near term, a nuclear deal with Iran is expected to be sealed, affecting the buoyancy of oil prices. In the medium term, the pace of global demand recovery, supply response from producers to this demand recovery and the development of alternate energy sources will chart the path for oil prices.

2.1.3 Natural Gas

The global gas demand in 2020 dropped by an estimated 75 billion cubic metres (bcm) or by 1.9%, the largest ever recorded drop in gas consumption.

The decline in consumption was concentrated in the first half of the year, and progressive recovery was observed third quarter onwards as lockdown measures eased.

The global gas demand is expected to recover 3.2% in 2021, erasing the losses in 2020 and pushing demand 1.3% above 2019 levels - the strongest anticipated rebound amongst fossil fuels. The recovery will be driven mainly by continued lower prices and rapid growth in economies across Asia and the Middle East.

In 2020, natural gas spot prices at Henry Hub averaged at $2.03 per Million British thermal units (MMBtu), the lowest annual average price in decades, falling from $2.56/MMBtu in 2019. The Henry Hub price averaged at $1.63/MMBtu in June 2020, the lowest monthly price in decades. Prices increased in the second half of the year because of lower natural gas production and an increase in liquefied natural gas (LNG) exports. The average price for LNG Japan in 2020 also fell to $8.31/ MMBtu from $10.56/ MMBtu in 2019 driven in a majorly by low spot prices.

2.1.4 Impact of Covid-19 - A Paradigm Shift

Apart from the supply-demand shock in oil and gas sector, the pandemic had other impacts, which would chart the path of the oil and gas industry in the future.

CO2 Emission: Global carbon-di-oxide (CO2) emissions declined by 5.8% in 2020, or almost 2 Gt CO2 - the largest ever decline to 84.2 Gt.

Peak Oil: Even a year ago, it was projected that oil will end its upward march with demand peaking by the mid-2030s. However, the effect of the pandemic on the oil sector has changed the perception. BP, in its 2020 edition of the Energy Outlook, revealed that global oil demand may not regain the levels seen in 2019, which means that global oil demand might have already peaked. It added that demand could soon fall rapidly in the face of stronger climate action. Further International Energy Agency (IEA) in its Oil 2021 report suggested that global gasoline (petrol) demand is unlikely to return to 2019 levels.

A World Towards Net Zero: In 2020, global climate action was given a big impetus by the Net Zero and Carbon Neutral commitments by major economies, corporations and financial institutions. At present, countries accounting for around 70% of the global CO2 emissions and the GDP have made Net Zero commitments. Further, in 2020, many international oil and gas companies upped the ante and made commitments towards Net Zero targets, and they were also joined by national oil companies (NOCs) like PetroChina and Petronas. Growing pressure on international oil and gas companies by courts, climate groups, shareholders and investors for deeper emission cuts is fast changing the energy landscape.

Investment in Green Energy: The remarkable decline in the cost of solar and wind power over the past decade has set the stage for these technologies to take wings. Today, China, the Gulf nations, even India are investing in green energy on a scale that would have been considered improbable even a decade ago. European countries, including the United Kingdom, are transitioning away from coal and are innovating in a wide array of green technologies, such as batteries, carbon-capture methods and electric vehicles. Moreover, the sector exhibited remarkable resilience in the face of the pandemic with investment in renewable power rising in 2020, despite a fall in aggregate global energy investment in 2020.

The Global renewable generation capacity increased by 261 GW ( 10.3%) in 2020. Solar energy continued to lead the capacity expansion, with an increase of 127 GW ( 22%), followed

closely by wind energy with 111 GW ( 18%), on account of the falling capital cost for both solar and wind. The surge in renewable capacity expansion in 2020 increased the share of renewables in total capacity expansion, which reached 82% in 2020 compared to a figure of 73% in 2019.

Post-pandemic Behavioural Changes: The

pandemic has changed the world, and some of its effects are expected to last long. The new, pandemic-induced trends such as work from home, virtual business conferences, lesser business travel, less preference for public transport may have a long-term impact on the work environment, socialisation and commuting. Many corporates have shifted to work-from-home models permanently. Social interactions are becoming virtual. The lockdowns and social distancing rules during the pandemic have created a surge in online shopping and the mass adoption of digital-based consumer shopping behaviours. Healthcare, too, has changed substantially, with telehealth and biopharma coming into their own.

Upstream Investment: Investment in upstream oil and gas companies was hit hard by the demand shock of 2020. As per the International Energy Agency (IEA), the global oil majors slashed their upstream CAPEX by 30% in 2020, and their combined production fell by 6%. In 2021, total upstream investment is expected to rise only marginally. Many NOCs were also forced to put brakes on spending in 2020, with the CAPEX down by 20%.

The falling and lacklustre upstream investment pose a risk to oil supply availability in the future. As per the IEA, the spare capacity cushion will slowly erode in the absence of fresh upstream investments. By 2026, global effective spare production capacity (excluding Iran) could fall to

2.4 mb/d, its lowest level since 2016.

2.2 Domestic Markets

2.2.1 Energy

The pandemic caused India''s energy demand to fall for the first time in 20 years. The estimated fall was 2.5% year-on-year decline for 2020; however, the impact was not uniform across sectors.

India''s power demand was down by 1.2% in 2020-21, whereas oil consumption contracted by 19.5 MMT or 9.1%, compared to the previous year - making it the worst year for demand growth in nearly 50 years. Gas demand also fell by 5.5% during the year. For renewables, the total installed capacity increased by

7.4 GW in 2020 - 21 and renewable power generation grew by 6.4%. The share of renewable power increased to 11% in 2020-21 from 10% in 2019-20. Renewables remain a high priority despite headwinds and multitechnology auctions are expected to be the new trend in 2021. The competitiveness of renewables continues to improve. A record solar tariff of H 2/kWh (US$27/MWh) was set in 2020 despite the uncertainty and risks from Coronavirus. In addition, during the year Honorable Prime Minister of India laid the foundation stone for the world''s largest hybrid (solar and wind ) renewable energy park of 30 GW capacity in Gujarat.

The long term fundamentals of India''s energy sector remain strong. India will be the leading driver of global energy over the long term. It is projected to account

2.2.2 Oil

During the year, India''s petroleum products demand

fell by 9.1% with consumption of 194.6 MMT compared to 214.1 MMT in 2019-20. Motor Spirit (MS, or Petrol) consumption fell by 6.8% in 2020-21 compared to 6.0% growth in 2019-20. High Speed Diesel (HSD) consumption declined by 12% in 2020-21 compared to the 1.1% decline in the previous year.

The civil aviation sector was the worst hit due to the pandemic, resulting in a fall in ATF demand by 53.7%

for 1/4th of the incremental global energy demand during the period 2019-2040.

Despite challenges, India continued to pursue energy sector reforms and promote renewables and storage technologies. India now aims to double its refining capacity by 2025, reduce carbon emissions by 3035% (relative to 2005) before 2030, and increase the share of gas in the energy mix to 15% from the current 6% by 2030.

In contrast, LPG demand surged 4.8% year on year, driven by strong demand for cooking gas from the residential sector, despite a deep contraction from the commercial and the industrial sector.

Other products that contributed to the overall decrease in demand of POL during the year were -naphtha (-0.1%), petcoke (-15.7%), furnace oil & low-sulphur heavy stock (-4.9%), lubes & greases (-7.7%), whereas light diesel oil (34.6%), bitumen (5.9%) showed positive growth compared to the previous year.

The demand for petroleum products, barring ATF, was nearly at pre-Covid levels by March 2021. However, from mid-April 2021, the second wave of infections assumed unforeseen proportions throughout the country, and it hit demand hard as most states imposed lockdowns or lockdown-like restrictions. However, as the second wave abates along with the vaccine rollout, the gradual easing of restrictions, and pent-up demand the sheer dynamism of the Indian economy, should drive petroleum demand going forward.

Oil and gas production saw major dips as the lockdown worsened the diminishing phase of many fields in 2020-21. Domestic crude oil production during 2020-21 was lower by 5.2% at 30.5 MMT.

Licensing awards during the year were dominated by the NOCs as foreign participation dried up. The oil price crash further dampened the already sombre outlook for international investments in the upstream sector.

Indian refiners processed 221.8 MMT of crude oil in 2020-21 compared to 254.4 MMT in 2019-20, a decline of 12.8%. Cheaper, high-sulphur crudes to the extent of 72.7% were processed during the year, compared to 75.6% during the previous year.

Crude oil imports in 2020-21 fell by 12.7% from the last year to 198.1 MMT from 227 MMT in 2019-20. Petroleum product imports decreased marginally by 0.7% to 43.5 MMT. Exports of petroleum products decreased by 13.6% to 56.7 MMT from 65.7 MMT in

2.2.3 Natural Gas

India''s natural gas sector is transforming rapidly, propelled by a highly ambitious policy to double its share in this decade. Critical policy support in the form of reforms such as rationalisation of tariffs, taxes, gas trading, transport system operator and viability gap funding for gas pipeline infrastructure development, and a priority focus on city gas distribution (CGD) under gas allocation policy is working to ensure that the sector remains integral to India''s decarbonisation strategy.

During the year, India''s natural gas consumption was 60.6 billion cubic metres (bcm), a fall from the previous year''s 64.1 bcm. On the supply side, net natural gas production was 28.7 bcm, 8.2% lower than last year. LNG imports also fell by 3% to 32.9 bcm during the year, from 33.9 bcm in 2019-20.

During the year, ONGC (KG-DWN-98/2) and Reliance (KG-D6) managed to start gas production from deepwater blocks, a significant milestone in India''s energy landscape for a cleaner and greener gas-based economy. Gas pricing and marketing reforms also continued during the year. An e-bidding platform was set up to allow price discovery for contracts with pricing freedom, while affiliates for gas sellers were allowed to bid for gas available for sale. Gas volumes are expected to rebound, owing to the large-scale rollout of CGD networks, setting up of fertiliser plants, expanding pan-India trunk pipelines network, the proposed launch of a gas trading hub, and the Government''s thrust on a gas-based economy.

3. INDIANOIL & COVID-19 - BANKING ON CORE VALUES

IndianOil has always risen to the occasion during national emergencies or natural calamities. The strategy and vision of the Company are also aligned with the national priorities. Driven by the core values - Care, Innovation, Passion, Trust - the Company built on it resilience and commitment to maintain the supply chains that keep kitchens lighted and the engines ignited all over the country. The challenges posed by the Covid-19 pandemic have made this ethos even more relevant.

3.1 Challenging Times

Operationally, these were trying times as the Company, with its 31,000 plus employees and Lakhs of contract workers and channel partners, continued working without any break even during the raging pandemic. Therefore, the health and safety of the workforce remained a key priority, along with the commitment to ensure critical fuel supplies.

The Company realises that being the leading National Oil Company in the oil and gas sector, it has to keep its supply chains resilient and robust at a pan-India level to ensure last-mile delivery and keep the nation energised even during a crisis. It also realises the need to leverage its expertise in different areas to support community well-being even beyond the business commitments.

3.2 Employees First

Protecting the employees is one of the top-most priorities of the Company. Therefore, the Company

took initiatives to educate the employees on safe practices to avoid virus transmission, covering various aspects like social distancing, introducing work-from-home, meetings over digital platforms, telemedicine, and special Covid leaves etc.

The Company has launched a nationwide network of Inter-Divisional Covid Coordination Centres for employees to help them during Covid-related emergencies by arranging for medical consultation, assisting in hospital admissions, arranging for ambulances, and coordinating access to critical Covid resources, including oxygen and medicines.

The Company took special initiatives to vaccinate all its employees and dependent family members across all age categories. In addition, the Company is also sponsoring vaccination of its extended workforce, in what could be the country''s largest drive undertaken by a corporate, covering more than 31,000 employees and ~4.2 Lakhs frontline associates, including LPG delivery personnel, petrol pump attendants, tanker crew, loaders, contract personnel and security guards.

3.3 Smooth Supply Chain

The business processes were revisited in view of the changed circumstances and to ensure uninterrupted fuel supply across the country despite the disruptions caused by Covid-19. Immersed in the spirit of national service, the workforce demonstrated exemplary resilience in the new normal and continues to do so. Against all odds, the Company delivered a record 33.11 Lakhs cylinders in a single day on 30.4.2020. All 121 Aviation Fuel Stations of the Company across the country operated with optimum strength and safety

protocols to refuel defence aircraft, cargo flights, air ambulances and Vande Bharat Mission flights.

During the second wave of the pandemic in the country, the Company ensured adequate stock at all the supply locations to maintain uninterrupted POL supplies by operating all supply locations, retail outlets, LPG distributorships by following the Covid protocol.

3.4 Operational Flexibility

The refineries of the Company showed tremendous resilience to keep operating without any disruptions during the difficult times by operational optimisation to meet the skewed product demand. While the demand for major petroleum products decreased drastically, the demand for LPG increased marginally. Refinery operations were accordingly tuned, and operations of Indmax/FCCU units were optimised for LPG maximisation despite the reduction of crude throughput. However, due to the grounding of the aviation industry, ATF production had to be reduced substantially, and ATF streams were diverted to the HSD pool. Also, due to lower petroleum demand in the country, exports were planned. They were executed based on the supply-demand situation, which was reviewed continuously.

3.5 Beyond Business: Protecting Lives

The Company took up in-house production of hand-sanitisers wherever possible. It supplied these hand sanitisers to the district administration and law enforcement personnel. The Company augmented the existing medical infrastructure and ensured the availability of medical-grade oxygen under the CSR programme by providing 400 MTs of medical-grade liquid oxygen to various hospitals in Delhi, Haryana and Punjab from its Panipat Refinery and Petrochemical Complex. It also provided 70 ventilators, 50 monitors, and 200 syringe pumps for establishing a 100 bed ICU for treatment of Covid-19 patients in the Bargarh District of Odisha. The Company is also supporting the setting up of 12 Medical grade 960 LPM oxygen generation systems at 11 Hospitals of three states viz. Madhya Pradesh, Odisha and Uttar Pradesh under its CSR programme. The Company continuous nearly 15 MT per day of piped gaseous oxygen from its Panipat Refinery to a Covid care centre in the vicinity.

Under the Covid-19 vaccination programme, the Company is supplementing the available cold chain

equipment (CCE) infrastructure of Jammu & Kashmir, Tamil Nadu, Bihar and Manipur for the storage & transportation of vaccine.

L STRATEGIC ADVANTAGES - CAREFULLY BUILT

The Company''s nationwide presence as the leading player in petroleum product markets across the downstream value chain is its key advantage. It positions itself for a future where India will be leading the global oil demand growth. The Company draws its strength from its carefully planned infrastructure build-up over the past 60 years, its thrust on operational excellence, its motivated workforce of more than 31,000 employees, along with lakhs of channel partners and contract workers working on its projects and ensuring the last mile delivery with a smile. Another source of constant strength and competitive advantage for the Company has been its Research & Development centre, which works hand-in-hand with its business verticals for creating research-backed products. The brand IndianOil embodies these meticulously built strengths and the trust reposed in it by the customers and partners. The brand equity of the Company is a reflection of the symbiotic relation the Company shares with all its stakeholders.

These strategic advantages form the basis of the Company''s competitive strength as it forges ahead, aligning its growth path with the imperatives of the energy transition. The Company is already a significant player in the country''s growing petrochemicals and natural gas markets. In addition, the Company has an increasing portfolio of on-grid and off-grid renewable energy assets.

Its R&D centre is working on scores of new technologies in the promising areas of hydrogen, electric batteries, advanced biofuels and carbon capture, utilisation and storage (CCUS). The Company has been on its digitalisation journey for a while now. Its quest for efficient operations is getting further strengthened by the ongoing digital revolution - led by frontier technologies like big data, internet of things, analytics, artificial intelligence, AR/VR etc.

** The Company draws it strength from its carefully planned infrastructure built-up over the past 60 years ^

5. NEW FRONTIERS

5.1 Meeting the Growing Energy Needs of a Growing Economy

A vibrant economy, a growing population and a dream of an ''Aatmanirbhar Bharat'' form the crux of the Company''s opportunities matrix.

There is a consensus that oil demand in India will keep growing in this decade, across scenarios and beyond that too in most other scenarios. So over the long term, India is seen as the main propellor of global oil demand.

As India urbanises, its per capita income rises, the living standards of its citizens go up, and its villages thrive, its energy requirements are bound to grow.

The Company is currently implementing three major brownfield expansion projects at its Barauni, Gujarat and Panipat refineries, which will enhance its crude-processing capacity by over 17 MMTPA. In addition to these, a 9 MMPTA new refinery is planned in a joint venture with the Company''s subsidiary Chennai Petroleum Corporation

Ltd. (CPCL) in Tamil Nadu, taking the total capacity augmentation to over 25 MMTPA.

** Over 25 MMTPA of capacity expansion in IndianOil group refineries 99

Mega pipeline projects are underway to increase the network capacity and connectivity and raise the share of pipelines, which are the most efficient and economical means, in the Company''s modal mix.

An area of particular focus is the cross-country LPG pipelines. Currently, the Company is operating the Paradip-Haldia-Durgapur LPG Pipeline and the Panipat-Jalandhar LPG Pipeline. Further, the Company is executing the augmentation of the Paradip-Haldia-Durgapur LPG Pipeline and its extension up to Patna and Muzaffarpur, the Muzaffarpur-Motihari LPG Pipeline and the Ennore-Trichy-Madurai LPG Pipeline. Along with BPCL and HPCL, the Company is executing the Kandla-Gorakhpur LPG Pipeline in JV mode with 50% stake. By 2026, with ongoing augmentations, the share of pipelines in LPG transportation modal mix of the Company is set to rise from 36% at present to 57%.

5.2 Customer Centric Offerings - New Age Marketing

Expansion of marketing infrastructure, concomitant with the growth opportunities, is underway. The Company is excited about the future of downstream oil in India. With India being a leading global demand centre, many private and international players will enter the Indian market. This has set the stage for building a world-class downstream sector in India and particularly in the retail space. The Company welcomes the new era of fuel retailing in India. It works towards being the leading face of futuristic retail in India.

5.2.1 Customer-centric initiatives for Indane

The Company''s Indane brand, which connects to millions of Indian kitchens, is the epitome of our bond with the people of this country. The Company has been tirelessly working in this pursuit. It has brought about a slew of schemes such as Missed-Call Facility, Cashless Transactions, Tatkal Seva, ''asking Alexa'' to book refill and booking new connections through IVRS, among others.

5.2.2 Retail Visual Identity (RVI)

The Company has started re-branding its retail outlets with the new and improved RVI design, which is now being rolled out in a phased manner at all new outlets and select strategic retail outlets.

5.2.3 Integrated Transaction Processing System - (ITPS)

The Company has already deployed ITPS at select fuel stations and plans are in place for further deployment at all urban outlets. These several features are a comprehensive first in the industry in India and possibly a global pioneer too. ITPS deployment will facilitate customer-centric initiatives at ROs with the objective of automation-payment linkage, integration with third party/ partner solution, customer acquisition and payment solutions.

The Company is continuously leveraging upon the power of digitalisation for enhancing customer experience through better services and better products.

5.2.4 Door-to-door delivery

With the amendment in Government regulations, the market for the Door-to-door delivery of petroleum products has opened up in India. After the successful pilot launched in March 2018, the Company has been aggressively taking forward the initiative of Door-to-door delivery of HSD through mobile dispensers.

5.3 Brands of the Future

There are a host of new offerings and value additions in the wings, awaiting implementation. In addition, the Company is taking the product experience to a new level by offering more technology-advanced products to the customers, which is expected to drive business growth in the future.

5.3.1 XP100

Super-premium petrol with an octane rating of 100 in the country was launched for the first time during the year. The Mathura Refinery became the first Indian refinery to dispatch XP100. At present, it has been launched in 24 cities.

5.3.2 XP95

Premium Petrol with 95 octane was launched on May 1, 2021. This high-octane fuel has been launched for modern vehicles designed to meet stringent BS-VI emission and efficiency norms through the latest engine technologies. Besides offering more power with lesser emissions, XP95 is very competitively priced and is expected to help gain market share.

5.3.3 Indane XtraTej

The Company has commenced the marketing of additised LPG under the brand name Indane XtraTej for nondomestic and industrial customers in 19 kg, 47.5 kg and 425 kg cylinder capacity from September 2020, which provides customers savings in LPG consumption of upto 7.5% and saves cooking time too.

5.3.4 Chhotu

Post branding of 5 kg FTL (Free trade LPG) as Indane Chhotu in December 2020, it has become increasingly popular. The cylinder is being marketed to cater to the needs of customers such as migrant labourers, students, food hawkers who were dependent on the grey market due to lack of address proof.

5.4 Downstream Integration into Petrochemicals

Petrochemicals present a high-value proposition for the Company''s future growth. Merits of investing in this space include immense growth potential, high margins, synergy with the core business, and a hedge to the long-term slowdown in oil demand as forces of energy transition gather pace.

India trails the global per capita polymer consumption. At 11 kg, Indian per capita polymer consumption is one-third of the world average of 35.7 kg. Further, India is currently highly dependent on imports of petrochemicals and at the current rate of planned investment. It is expected to remain so in the long term. The fundamental attractiveness of petrochemicals arises from the fact that margins in the petrochemicals business have traditionally exceeded those of refining activities. Therefore, integration into petrochemicals is a logical extension for the refinery business that is perennially mired with low margins. Also, the importance of this extension for long-term business growth becomes even more relevant in the context of the ongoing energy transition. While a slowdown is expected in the demand growth for transportation fuels, petrochemicals are set to drive long term oil demand in India and globally, thereby making them a natural ally to

the refinery business. The Company is clear in its future expansion strategy - petrochemicals integration being the way forward for all refinery expansions.

The Company, the second biggest player in the domestic market, is committed to investing further in this sector by increasing its petrochemical intensity - the percentage of crude oil converted into chemicals. As a long-term strategy, the Company has plans to further enhance its petrochemical integration ratio to 14-15% by the year 2030. It is targeting a revenue share from the petrochemicals business of 12% by the end of this decade by raising its capacity from 3.2 MMTPA at present to 13 MMTPA. Projects of 3.1 MMTPA capacity with a capital outlay of around H 35,000 Crore are already under implementation. Other projects have been identified and studied, with strategic focus on integrating petrochemicals with refinery expansions and inorganic growth through mergers and acquisitions and entry into niche and speciality segments. Further to enhance the value proposition, value addition in our existing products and maximisation of petrochemicals intensity from the existing refining operations will be our continuous pursuit.

** Petrochemicals capacity to be increased from the present 3.2 MMTPA to 13 MMTPA by the end of this decade 99

5.5 Gas - Building a Gas based Economy

India is in the midst of a silent revolution as networks of gas pipelines originating from ports and gas fields get laid across thousands of kilometres, as sprawling city gas distribution grids feed gas into a growing network of CNG stations and homes, industries and commercial kitchens. India is assiduously building its natural gas infrastructure as natural gas is expected to be the bridge to the decarbonisation of the Indian economy.

Bolstered by a conducive policy environment that is committed to taking up game-changing reforms, in pursuit of an ambitious yet highly motivated target of doubling the share of gas in India''s energy mix, the Company is undertaking big ticket investments in the natural gas value chain. The unleashing of CGD GA allocations after years of gridlock through the massive 9th and 10th CGD rounds and, more recently, the proposal of setting up of transport system operators are prime examples of the bold policy changes taking place in this space.

The Company targets raising its share in the RLNG market from 19% at present to 40% by the end of this decade. To meet this target, the Company envisages doubling its capacity booking of Regasification Terminals from over 9 MMTPA at present to over 18 MMTPA by the year

2030. By booking capacities in upcoming LNG terminals likely to be operational by 2022, viz. Dhamra (3 MMTPA) and Jafrabad (1 MMTPA), the Company''s regasification capacity, will increase to over 13 MMTPA.

** The Company targets raising its share in the RLNG market from 19% at present to 40% by the end of this decade 99

The Company is investing heavily in building the national gas pipeline grid and sees its share rising from 6% at present to 21% by the end of this decade in the natural gas pipeline length. With the future CGD rounds, the Company plans to raise its presence from 40 GAs to 50 GAs by 2025 & 60 GAs by 2030 by bidding aggressively.

Beyond these established businesses, the Company is steadily scaling up small scale LNG in the country through its pioneering ''LNG at Doorstep'' offering. It is partnering in laying the foundations of LNG as a fuel in the country by building LNG stations across the golden quadrilateral and the North-South National Highways of India, increasing the outreach of LNG as automotive fuel in heavy-duty vehicles, mining sector, bunkering and railways.

The Company also is in collaboration with automobile manufacturers for the development of LNG fueled vehicles since 2015. With the support of the Company, TATA Motors has developed three LNG Vehicles (BS-IV model) and initiated the development of BS-VI model LNG Trucks. The Company has also provided support to Volvo-Eicher Commercial Vehicles, Pithampur, to introduce the LNG LCV model.

Additionally, the Company is collaborating with regulatory bodies such as Ministry of Road Transport & Highways, Automotive Research Association of India and Petroleum Explosives Safety Organisation to create an enabling framework to promote LNG in transport vehicles.

5.6 Upstream Integration - Value Creation

Oil has not lost its lustre, especially for India. The upstream integration continues to make strategic sense for the Company, which has a downstream heavy portfolio. It is estimated that to replace global oil consumption and offset natural field declines, the global oil and gas industry needs to invest over $500 billion annually. On the other hand, the investment cuts of 2020 reflect the phase of chronic underinvestment that the upstream sector may be entering into. The rising oil prices and indications of the upcoming commodity supercycle, wherein prices are expected to rise steadily, make upstream investment a value creating opportunity proposition for the Company.

** Upstream integration continues to make strategic sense for the Company, which has a downstream heavy portfolio 99

The Company envisages enhancing its footprints globally in the upstream business. It plans to achieve the production of 6.26 MMTPA by 2023-24 and 9.68 MMTPA by 2029-30. The Company''s strategy focuses on the acquisition of producing or near-term producing assets worldwide with sizeable liquid hydrocarbon reserves, low production costs and the possibility to bring equity oil to India.

New vistas of exciting opportunities have been opened up by the global quest for green energy. Although stilt sharing a smalt share in the overall energy basket, the high growth, surging investment flows, fatting costs, the ever-growing market and policy support along with greater global climate resolve make these a compelling choice for the Company.

The Company''s approach for a climate compliant future is thus two-pronged. One, it is strengthen its core business by offering value-added petroleum products and meeting the national developmental agenda; two, it is exploring business opportunities in the low carbon domain. The Company is diversifying its product portfolio to offer a basket of clean and green energy solutions that contribute towards a more robust and energy secure India. Focus is also towards improving operational efficiencies through technology up-gradation and digitalisation.

** The Company is

working on the vision of being The Energy of India with focus on Renewables, Advanced biofuels, Hydrogen,

CCUS, and battery technology 99

The Company has been an early investor in the solar and wind energy space in the country and has renewable energy installations at many locations. The Company''s R&D has set up a Solar Cooker Laboratory to develop a low-cost indoor solar cooking solution. R&D is also developing Concentrated Solar Power (CSP) Technologies to use solar energy to make electricity and use it to produce hydrogen.

5.7.1 Biofuels - The Green Fuel

Biofuels have low carbon footprint, are an indigenous resource, and can be integrated with refinery production. Hence, in view of the climate change challange, biofuels present themselves as a natural ally to liquid transportation fuels. Many oil and gas majors are investing in the biofuels business - biodiesel, ethanol, biogas, bio LNG, and integrating biofuels into refineries. The Company, in collaboration with the US-based LanzaTech, is setting up the world''s first refinery off gas-to-bioethanol production facility at Panipat.

Ethanol-blending in gasoline has been rising steadily. At industry level, it stands at over 7% at present and as per recent government directives it is to be scaled up to 20% in the near future. In addition to this, under the Sustainable

initiative, the country is targeting a production of 15 MMT (Million Tonnes) of compressed biogas (CBG) by 2023 from 5000 plants. As the lead implementation agency of SATAT, the Company is committed to meeting this target. It has started retailing CBG under the brand name ''IndiGreen''. Other boons of CBG include impetus to rural prosperity besides setting up a robust biomass supply chain that will prevent surplus agricultural residue from being burnt in the fields. The overall lifecycle greenhouse gas savings of biomethane compared to natural gas are typically 80 to 85%. This underscores the importance of CBG production and marketing as a vital step towards carbon neutrality.

The National Biofuel Policy, 2018 provides a thrust to the development of 2G ethanol, used cooking oil (UCO) for biodiesel production and the development of new feedstocks for biofuels. The Company is setting up three 2-G ethanol plants, of which one is under implementation. The Company''s R&D has developed an in-house 2-G ethanol technology, a demo plant for the same is under construction and has plans of scaling it up commercially. The technology has a novel 2G Enzyme to replace the imported options to enable the production of 2G-Ethanol from lignocellulosic biomass.

The Company has initiated sourcing UCO-based biodiesel along with non-UCO based biodiesel. The Company plans to set up 1G-Ethanol bio-refineries in Chhattisgarh and Odisha to convert surplus rice stocks available with the Food Corporation of India (FCI) to 1G Ethanol for blending with petrol.

.7.2 Hydrogen - The fuel of the future

IndianOil is one of the first companies to recognise the potential of hydrogen as the ultimate green fuel and started its research in this area a decade-and-a-half-ago. Hydrogen has its advantages because it is a molecule and not an electron, thus becoming a more appropriate choice than other e-mobility options. India can be the driving force in green hydrogen production because of the variety of available resources, be it solar energy, wind energy or biomass.

At present, most of the hydrogen production globally is for feedstock for chemical and petrochemical industries. The Company''s refineries already have Hydrogen Generation Units, which underscores the inherent synergies with a hydrogen economy. The Company''s R&D Centre is pursuing research in this area with a vision to indigenously develop and commercialise the fuel cell stack/system and hydrogen production solutions targeting heavy-duty mobility applications. The Company has undertaken extensive research in fuel cells and plans operating 15 fuel cell-based buses in the Delhi-NCR region. It is also assessing multiple hydrogen production pathways. Besides fuel cells, another focus area is HCNG, or hydrogen-purged CNG, which reduces tailpipe emissions and has fuel economy benefits. The Company recently launched the trial of 50 HCNG-fuelled buses in Delhi. Further, in

developing and indigenising the Type-3 High-pressure hydrogen cylinder technology, which will increase the energy storage density over existing cylinders.

5.7.3 Electric Vehicles & Batteries - Focus on e-mobility value chain

Falling battery costs, rising energy densities, fast-paced development of charging infrastructure coupled with a new EV model launches by automobile majors in the backdrop of supportive measures across the globe have unleashed high growth prospects in the EV space. In its quest to embrace emerging energy alternatives and firm up viable, customer-convenient EV technology options, the Company is exploring business opportunities across the e-mobility value chain.

The Company is working on new battery technologies such as metal-air pathway that can address many challenges for EVs typical in the Indian context and is trying to forge alliances wherever possible. The Company is working aggressively on aluminium air batteries along with an Israeli startup, Phinergy. These batteries can be charged mechanically, for which demonstration projects are in the pipeline.

The Company has tied up with power suppliers, cab aggregators and auto companies to install EV charging stations & battery-swapping stations at retail outlets and have set up charging facilities at 286 fuel stations (EVCS- 257 & Battery Swapping-29) as of 01.04.2021. The Company plans to have 3000 EV-charging stations by the end of this decade.

5.7.4 Carbon capture, utilisation and storage - A crucial milestone in the road to decarbonisation

The Company sees carbon capture, utilisation, and storage (CCUS) as crucial in its transition strategy. The landmark special report by the United Nations'' Intergovernmental Panel on Climate Changes (IPCC) which talked of global warming of 1.5 Degrees Celsius, and geared the world towards Net Zero by 2050, singled out carbon capture and storage (CCS) for its ability to "play a major role in decarbonising the industry sector in the context of 1.5C & 2.0C pathways.” Carbon capture, utilisation and storage (CCUS) is an area that can bring in sizeable emission reduction from heavy energy-intensive industries like refineries. The Company is already into R&D in CCUS. It seeks collaboration on a global scale in pursuit of the commitment of the global community to the Paris goals.

5.7.5 Plastic neutrality - Eco-friendly initiative

As a leading petrochemical player in the country, the Company recognises its responsibility towards addressing plastic pollution. As a long-term strategy, it aspires to work towards plastic neutrality and is taking various steps to achieve it. The Digboi Refinery successfully demonstrated IndianOil''s vision of becoming a ''Plastic Neutral Company''

by processing waste plastic in the DCU using the novel INDEcoP2F (IndianOil Eco-friendly plastic to fuel conversion) technology developed by the R&D Centre of the Company. The pilot project was commissioned in August 2020, and two trials have since been conducted. The Company signed an MoU on in November 2020 with NextChem, a subsidiary of Maire Tecnimont of Italy, dedicated to green chemistry and technologies for energy transition, to develop industrial projects using NextChem technologies for fostering the institutionalisation of a circular economy in India.

5.8 New Frontier - Cryogenics

Cryogenics go hand in hand with applications of LNG as a transport fuel and in the small scale LNG model. India''s ambition to double the share of natural gas in its energy mix, therefore offers huge potential for growth of cryogenics demand. Cryogenics are also expected to play a crucial role in supporting varied applications of hydrogen since liquefaction of hydrogen for storage requires subzero temperatures. The energy transition is, therefore, expected to spur growth in demand for cryogenic vessels and cylinders. Cryogenics is definitely amongst the sunrise industries of the ongoing energy transition. The Company has a small but significant cryogenics portfolio, which it plans to nurture to seize the growth opportunities in the area. The Cryogenics Business Group of the Company played a crucial role during the recent second wave of the pandemic by manufacturing tankers for liquid oxygen to cater to the nationwide oxygen demand.

5.9 Digitalisation - Driving Efficiency

Strong IT infrastructure is the backbone of any organisation. And going forward, digitalisation is set to be a significant value driver. The pandemic has highlighted the utility and reliability of digital working as a substantial proportion of the workforce switched to the work-from-home mode in the face of the rising infections. Besides, at the technological frontiers, advances in AR/VR, IoT, AI, drones, increasingly present opportunities for high-value applications for the Company. Digitising operations can boost refinery yields and throughputs. In transportation, digitisation can streamline the movement of crude and products to and from refineries by determining the timing and optimising the mode of transport (from pipeline to a truck, rail, or ship). Refineries of the Future will be digitally connected facilities with improved process optimisation, reliable operations, minimised energy consumption and emissions, eliminating waste products and better water management. Further, in the marketing space, digital solutions have the potential to unleash an altogether new form of customer experience. The Company has been actively pursuing new-age digital initiatives of varied kind.

Globally, the startup ecosystem has become a powerhouse of innovation. In the energy sector, startups play a crucial role in advancing climate and consumer-friendly technologies and business models. This is in contrast to a scenario where the energy sector was solely a domain of big Companies. Today, there are synergies to be built between the experience of big players and the vitality of startups.

After two successful rounds, the Company launched the third round of the IndianOil Start-up Scheme in March 2021 to continue supporting promising startups and nurture an ecosystem conducive for innovations in the domestic hydrocarbon sector.

Supporting and collaborating with startups has particular relevance in the context of a Post Covid-19 world. The Company aims to take up several strategic investments with startups to encourage ''Make in India'' & ''Aatmanirbhar Bharat''. So far, a total of 24 projects have been on-boarded spanning two rounds (Round 1 - 11 projects & Round 2 - 13 projects), with a committed fund value of H 43.34 Crore. The startups supported by the Company have won several accolades and awards, and many of

them are being commercialised. These commercialised projects are not restricted to the oil and gas domain since many of these initiatives are for social and environmental benefits.

5.12 Charting growth - Strategic Partnerships

The Company has invested in several joint venture companies and subsidiaries to expand its energy business and related supply chain businesses. The Company has investments in several overseas E&P assets like downstream subsidiaries in Sri Lanka, the UAE & Mauritius. Now it has its representative offices in Nepal, Bangladesh, Myanmar and Singapore to explore business opportunities.

The Company, through its JVs and subsidiaries, has a presence in city gas distribution, lubricating oils, grease, hydraulic fluid and specialities, additives for fuels, terminal services and EPC activities, import terminal and regasification of LNG facilities, styrene, butadiene rubber production, construction and operation of aviation fuel farm for aircraft fuelling, natural gas and LPG pipelines, manufacturing and marketing of bitumen derivatives, fertiliser business, manufacturing and marketing of FCC catalyst & additives, build and operate power generation plant through its JVs and subsidiaries.

5.10 Research & Development - Supporting ''Aatmanirbhar Bharat''

The Company''s world-class R&D Centre, which is celebrating its golden jubilee year, has been working to firm up the foundations of ''Aatmanirbhar Bharat'' in the field of energy. Apart from carrying out path-breaking research in core petroleum activities like lubricants, refining, petrochemicals and pipelines, the Company''s R&D hub is pursuing pioneering work in alternate energy segments like bioenergy, solar energy, hydrogen, energy storage, battery technologies etc.

The Company today has a bouquet of commercialised refining technologies, a true epitome of ''Make in India''

initiative. The R&D Centre''s sustained effort in the field of lubricants has helped to achieve self-sufficiency to meet domestic requirements. Company''s SERVO lubricant brand is approved by major global OEMs.

The Company is working to develop, deploy, and harness different alternative energy sources like biofuels, hydrogen/ HCNG, solar energy, green diesel, carbon capture, and utilisation, etc. Extensive research in alternate energy has resulted in developing technologies to produce bio-diesel and 2G ethanol to support the Government initiative of reducing crude imports.

6. RISK MANAGEMENT - EQUIPPED FOR THE FUTURE

The Company recognises that risks are integral to business and is committed to managing risks in a proactive and effective manner. In addition to risks defined by the nature of its business, the risks of the Company are also intersected by broader global, national and societal risks over the short to long-term horizon. The dynamic risk landscape of the current times presents a unique challenge

to the Company which, is committed to managing with resilience.

The risks identified for the Company inter-alia include:

Economic Risks arising from international crude oil and products market fluctuations;

Competition Risks arising from competitors within the existing businesses and new businesses such as alternative energy sources, electric mobility

Operational Risks such as pipeline pilferages, labour unrest, unplanned shutdown of refineries;

Financial Risks such as foreign exchange rate fluctuations, exposure to borrowings, non-recovery/ delays in recovery of outstanding dues;

Security and Fraud Risks, including cyber-security, data leakage and physical security risks;

Reputational Risks such as brand value risk;

Compliance Risks such as tax disputes and litigation; and

Change in Government policies, etc., impacting profitability and ability to do business.

At the core of effective Risk Management is the ability to understand and manage the tail events. While the Company''s resilience in maintaining business continuity

The Company''s EBITDA, Operating Profit and Net Profit margin for the current year are at 11.08%, 7.34% and 5.68%, respectively, compared to 4.57%, 2.05% and 0.27% the previous year. The increase in EBITDA, operating profit and net profit is mainly on account of the inventory gains, better petrochemical margins, exchange gains and reduced finance cost in the current year. Riding on these factors, the Company''s return on average capital employed and return on net worth improved from 7.72% in the previous year to 18.21% in the current year and from 1.46% during the last year to 23.24% in the current year respectively. The EBITDA margin for the petroleum segment is about 9%, and the petrochemical segment is 32% in financial year 2020-21 compared to 4% and 18% in the previous year,

in the face of the Covid-19 pandemic has reaffirmed the soundness of its risk management abilities, it continues to be vigilant of the evolving risks in its external and internal business environment and take timely decisions to manage those.

A detailed analysis of risk management is explained in the Integrated Report.

FINANCIAL REVIEW - RESILIENT MARGINS

FINANCIAL REVIEW

The Year 2020-21 saw resumption of economic activities as well as demand for petroleum products in second half after a steep fall in first half due to Covid-19 pandemic. The demand for various transportation and domestic fuels edged to the prepandemic levels with the exception of aviation fuel. The crude and product prices in the international market also recovered but the margins remained subdued. The Singapore benchmark GRM got reduced by 83% during the year from $3 21/bbl in previous year to $0.54/bbl in current year. However, there was a healthy demand as well as margins on petrochemical products in the Financial Year

At the beginning of the year, crude prices were about $20/ bbl, which touched a low of $14/bbl in April 2020 and went up to $68/bbl in March 2021 and closed at $63/bbl. The average HSD crack spread decreased from about $11/bbl in the previous year to $3/bbl during the current year with high volatility. They even went negative during the first half of May 2020. Similarly, MS crack spread, which was about $6/bbl in the previous year, decreased to $3/bbl during the current year and even reported negative figures during the month of April 2020. The quarter-wise movement in refining margins is shown in the chest below:

The Standalone financial performance of the Company and the various segments is summarised below:

J in Crore

Particulars

2020-21

2019-20

Variation

Revenue from Operations

5,14,890

566,354

(51,464)

EBITDA

42,614

22,356

20,258

Profit before Exceptional Items & tax

29,716

7611

22,105

PBT

29,716

(3694)

33,410

Net Profit

21,836

1313

20,523

Cash Profit

31,640

10,079

21,561

Borrowings

1,02,327

1,16,545

(14,218)

Revenue from Operations (Segment Wise)

Petroleum

4,84,610

5,37,443

(52,833)

Petrochemicals

19,150

15,703

3,447

Other Businesses*

11,130

13,208

(2,078)

EBIT (Segment Wise)

Petroleum

23,854

10,483

13,371

Petrochemicals

5,218

2,008

3,210

Other Businesses*

(123)

891

(1,014)

Other un-allocable (expenditure)/income-net

3,861

208

3,653

*Other Business comprises Sale of Natural Gas, Explosives, Cryogenics, Wind & Solar Power and Oil & Gas E&P activities.

As can be seen, the benchmark Singapore for Refining Margin fell significantly during the year on account of the lower spread between international prices of petroleum products and crude. IndianOil''s Current Price refining margin (i.e. normalised) during the year has moved in tandem with international margins, except for in Q1 of 2020-21. The inventory holding by IndianOil is high on account of inland refineries, due to which inventory gain/loss becomes significant during the fluctuating price scenario, and greater volatility is seen in reported margins. Normalised GRM of IndianOil reduced from $2.64/ bbl in 2019-20 to $2.31/bbl in 2020-21 compared to the fall in the Singapore GRM from $3.21/bbl to $0.54/bbl.

The ratio of Current Assets to Current Liabilities continues to be more than 1, and the Debt-Equity ratio was at 0.93 at the end of the year against 1.24 at the beginning. This is mainly on account of higher profits and higher CAPEX met through internal generations. The Company has a better interest coverage ratio of 11 times and debt coverage of 5 times, mainly due to increased profits in the current year. The inventory-holding period is about 53 days, and the Company''s average collection period is 10 days. The Company has paid an interim dividend of H 9,640 Crore for the financial year 202021. The EPS of the company for 2020-21 is H 23.78, and the interim dividend paid during the year translates to H 10.50 per share. In addition final Dividend of H 1.50 per share has been recommended by the Board. Detailed financial indicators

Standalone Financial Performance

The Revenue from Operations fell by about 9% during the year (from H 5,66,354 Crore during 2019-20 to H 5,14,890 Crore during 2020-21). This was mainly on account of a decrease in sales volume in the first half of the year due to the nationwide lockdown. Average crude prices of the Indian Basket for 2020-

21 registered a decline of 26%, from $60.47/bbl in the previous year to $44.84/bbl in the current year. The petroleum segment revenue declined by 10%, mainly due to sales volume lost due to the lockdown. On the other hand, the revenue in the petrochemical segment increased by 22% due to the increase in petrochemical product prices and higher availability of the PX-PTA plant during the current year.

and ratios for the last five years are provided in the section ''Performance at a Glance'', forming a part of the Annual Report.

Group Financial Performance

The Group''s Revenue from Operations was at H 5,20,237 Crore during the year compared to H 5,75,990 Crore in the previous year, and a Net Profit was H 21,638 Crore compared to the loss amounting to H 893 Crore in the previous year. The detailed profit walkthrough from standalone to the Group is provided in Note 46 to the Consolidated Financial Statements.

The details of major subsidiaries and joint ventures are provided in Note 33A and 33B to Consolidated Financial Statements. During the year subsidiaries, Chennai Petroleum Corporation Limited reported a profit of H 257.26 Crore and Total Comprehensive Income of H 251.93 Crore, and Lanka IOC PLC reported a Profit of Sri Lankan H 88.26 Crore and Total Comprehensive Income of Sri Lankan H 87.68 Crore which translated to Profit H 0.96 Crore and Total Comprehensive Income of H (70.70) Crore after adjustments as per Ind AS. Under Joint Ventures, Indian Oiltanking Limited reported a profit of H 112.88 Crore and Total Comprehensive Income of H 112.13 Crore and Indian Oil Petronas Private Limited reported a profit of H 205.81 Crore and Total Comprehensive Income of H 205.63 Crore.

INTERNAL CONTROL SYSTEMS - PROCESS EXCELLENCE

The Company has put in place Internal Control Systems comprising rules, policies, and procedures that provide direction and increase efficiency and strengthen the adherence to policies while ensuring smooth and efficient business processes. The Company has laid down various policies and detailed manuals, which cover almost all the aspects of the business. The internal processes and policies are reviewed from time to time to align them with the changing business requirements. Organisation-level controls, Operational-level controls, anti-fraud controls and general IT controls have been put in place to ensure that business operations are carried out efficiently and effectively, and chances of errors/frauds are minimised. The internal control systems are commensurate with the size and operations of the Company. The Company has an independent Internal Audit Department headed by an Executive Director, who reports to the Chairman. The department has officers from Finance as well as other various technical functions. The audit assignments are carried out as per the Annual Audit Programme approved by the Chairman and the Audit Committee. The Internal Audit carries out extensive audits throughout the year covering every business process. The Statutory Auditors are also required to issue the Independent Auditor''s Report on the Internal Financial Controls over Financial Reporting for the Company under Clause (i) of Sub-Section 3 of Section 143 of the Companies Act, 2013. The report issued thereupon is attached to the Standalone and Consolidated Financial Statements, respectively. The

OTHER INFORMATION

The details regarding the Company''s CSR programmes, environment protection & conservation initiatives, technology absorption & adoption efforts, forays into renewable energy and foreign exchange conservation, etc., are provided in the Directors'' Report and the annexure.

CAUTIONARY STATEMENT

The information and statements in the Management''s Discussion & Analysis regarding the objectives, expectations or anticipations may be forward-looking within the meaning of applicable securities, laws and regulations. The actual results may differ materially from the expectations. The various critical factors that could influence the operations of the Company include global and domestic demand & supply conditions affecting the selling price of products, input availability and prices, changes in Government regulations/tax laws, economic developments within the country and factors such as litigation and industrial relations.

Audit Committee carries out a detailed review of the Financial Statements and deliberations with the Internal Auditors and Statutory Auditors before the same is recommended to the Board for approval.

HUMAN RESOURCES - COHESIVE WORKFORCE

IndianOil believes in holistic and meaningful employee engagement and the development of its human resources. The Company engages with the employees to tap their highest potential for the growth of the business. The Company assigns great importance to develop its Human Resources with a focus on its core values of Care, Innovation, Passion and Trust in building a cohesive workforce. The Company believes that the challenges surrounding the business environment can be best mitigated by a workforce that is motivated, adaptive to change, innovative and fast in learning. Integrated HR practices through focused recruitment, career path and learning & development have contributed to the future readiness of the workforce. The Company has a structured and robust succession planning framework for the identification and development of talent for the leadership pipeline. IndianOil has not only groomed several visionary leaders who led and transformed the Company over the years but also groomed leaders for both the public and the private sectors.

During the ongoing Covid-19 pandemic, the Company took several initiatives to ensure the safety & well-being of the employees as well as its frontline workers engaged with its business partners.

IR CLIMATE - COLLABORATIVE VALUE

The industrial relations (IR) climate in the Company has traditionally been harmonious. A collaborative IR climate has been maintained in the Company over the years to always be ready for the challenges. This has been reflected by the tireless efforts of the employees of the Company as well as its business partners during the Covid-19 pandemic to ensure the supply of petroleum products across the country even during the lockdowns. The Company constantly shares the changes in the business environment, the consequent changes required in strategy and business models of the Company, the resultant impact on the current business and people, along with future plans with the collectives and takes their views and suggestions into consideration. Regular structured meetings are held between the management and the collectives to discuss and deliberate on issues like productivity, welfare and the need to build a responsive and responsible organisation. The collectives have always steadfastly supported the management in overcoming challenges faced by the Company. As of March 31, 2021, the employee strength of the Company was 31,648, which comprised 17,762 executives and 13,886 nonexecutives, including 2,775 women employees.


Mar 31, 2019

DIRECTORS’ REPORT

Dear Members,

It gives me immense pleasure to present the 60th Annual Report and the second Integrated Annual Report of the Corporation for the financial year ended 31st March 2019, along with the Audited Standalone and Consolidated Financial Statements and Auditors'' Report thereon on behalf of the Board. During the year, the Corporation continued to achieve excellent performance on all operational parameters in all business verticals, while meeting the energy needs and aspirations of the country.

PERFORMANCE REVIEW

FINANCIAL

Particulars

2018-19

2017-18

US$ Million

Rs, in Crore

US$ Million

Rs, in Crore

Revenue from Operations

(Inclusive of Excise Duty & Sale of Services)

86,684

6,05,924

78,565

5,06,428

EBITDA

(Profit Before Exceptional Items, Finance Cost, Tax, Depreciation & Amortization)

5,286

36,952

6,688

43,114

Finance Cost

616

4,311

540

3,483

Depreciation

1,075

7,514

1,096

7,067

Profit Before Tax & Exceptional Items

3,595

25,127

5,052

32,564

Exceptional Items

-

-

-

-

Profit Before Tax

3,595

25,127

5,052

32,564

Tax Provision

1,178

8,233

1,740

11,218

Profit After Tax

2,417

16,894

3,312

21,346

Balance Brought Forward from Last Year

Less: Appropriations

Interim Dividend paid

1,112

7,775

1,397

9,005

Final Dividend paid

271

1,896

74

474

Dividend Distribution Tax

284

1,985

298

1,921

Insurance Reserve (Net)

3

18

3

20

Bond Redemption Reserve

90

631

78

503

CSR Reserve (Net)

-

-

-

(3)

General Reserve

657

4,589

1,462

9,426

Balance Carried to Next Year

-

-

-

-

SHARE VALUE

2018-19

2017-18

US$

US$

Cash Earnings Per Share

0.37

25.85

0.47

29.98

Earnings Per Share

0.26

17.89

0.35

22.52

Book Value Per Share

1.71

118.35

1.78

116.23

Note: Exchange Rate used :-

For 2018-19: Average Rate 1 US$ = D69.90 and Closing Rate 1 US$ = D69.16 as on 31.03.2019 For 2017-18: Average Rate 1 US$ = D64.46 and Closing Rate 1 US$ = D65.18 as on 31.03.2018

PHYSICAL

Million Metric Tonnes

Particulars

2018-19

2017-18

Refineries Throughput

71.82

69.00

Pipelines Throughput

88.53

85.68

Product Sales (inclusive of Gas, Petrochemicals & Exports)

89.89

88.76

The details of macro-economic, geo-political, financial, industry-specific information affecting the business of the Corporation and the markets in which it operates are provided in the Management Discussion & Analysis, which forms part of the Annual Report

CHANGES IN SHARE CAPITAL / BUYBACK OF SHARES

The Board of your Corporation at its meeting held on 13th December,

2018, had approved a Buyback of not exceeding 29,76,51,006 fully paid-up Equity Shares of face value of Rs,10 each (-Equity Shares-) from all the existing shareholders / beneficial owners of equity shares as on the Record Date (25th December, 2018), on proportionate basis, through the -Tender Offer- process at a price of Rs,149/- per equity share, payable in cash for an aggregate consideration not exceeding Rs,4,435 crore. The offer size was 5% of the aggregate of the fully paid-up equity share capital and free reserves and 3.06% of the paid-up equity shares in the total paid-up share capital of the Corporation as per the audited financial statements for the financial year ended 31st March, 2018.

The Buyback Offer opened on 22nd January, 2019 and closed on 4th February, 2019. The settlement of Buyback amount was completed on 12th February, 2019 and 29,76,51,006 Equity Shares were bought back, which were cancelled and extinguished on 14th February, 2019, thereby resulting in reduction of paid-up share capital from Rs,9,711.81 crore to Rs,9,414.16 crore.

DISINVESTMENT BY THE PRESIDENT OF INDIA (PROMOTER)

The promoter of Indian Oil, i.e., President of India (PoI), was holding 553,34,36,444 equity shares constituting 56.98% of the total equity share capital as on 1st April, 2018. As part of the Government''s disinvestment programme, the PoI, acting through the MoP&NG, sold shares of the Corporation during the year, as per details given below:-

1) In June, 2018, the PoI disinvested 2,18,90,396 equity shares in favour of Bharat 22 ETF (an exchange-traded fund comprising - 22 stocks managed by ICICI Prudential Mutual Fund) whereby the PoI holding reduced to 551,15,46,048 equity shares constituting 56.75% of the paid-up equity share capital of Indian Oil.

2) In December, 2018, the PoI further disinvested 26,13,74,221 equity shares in favour of CPSE ETF (an exchange-traded fund comprising - 11 stocks managed by Reliance Nippon Life Asset Management Company) whereby the PoI holding reduced to 525,01,71,827 equity shares constituting 54.06% of the paid-up equity share capital of Indian Oil.

3) In February, 2019, the PoI sold 17,78,54,068 shares under Indian Oil''s Buyback of Shares, and consequently, the shareholding of PoI reduced to 5,07,23,17,759 equity shares constituting 53.88% of the reduced paid-up equity share capital of Indian Oil .

4) In February, 2019, the PoI disinvested 3,72,03,876 equity shares in favour of Bharat 22 ETF whereby the PoI holding further reduced to 503,51,13,883 equity shares constituting 53.48% of the paid-up equity share capital of Indian Oil.

5) In March, 2019, the PoI further disinvested 12,29,64,424 equity shares in favour of CPSE ETF, whereby the PoI holding reduced to 491,21,49,459 equity shares constituting 52.18% of the paid-up equity share capital of Indian Oil.

DIVIDEND

The Board of Directors of your Corporation has recommended a Anal dividend of 10%, i.e., Rs,1/- per equity share of Rs,10/- each, on the paid-up share capital in addition to the interim dividends totaling to '' 8.25 per share paid during 2018-19. This is the 52nd consecutive year for which your Corporation has recommended payment of dividend. So far, your Corporation has paid a cumulative dividend of Rs,59,077 crore, excluding the Anal dividend of Rs,941.42 crore recommended for the current year, which is subject to approval by members at the forthcoming AGM on 28thAugust, 2019. The Anal dividend shall be paid to the members whose names appear in the Register of Members as well as the Beneficial Ownership Position provided by NSDL/CDSL as at the close of 22nd August 2019.

The Board of your Corporation has formulated a Dividend Distribution Policy and the dividends declared/recommended during the year are in accordance with the said policy. The Policy is annexed to the Directors'' Report at Annexure-I and is also hosted on the website of the Company, i.e., www.iocl.com

CONTRIBUTION TO EXCHEQUER

Your Corporation has consistently been the largest contributor to the Government exchequer in the form of duties, taxes and dividend. During the year, Rs,1,93,422 crore was paid to the exchequer as against Rs,1,90,670 crore paid in the previous year. An amount of Rs,1,01,395 crore was paid to the Central Exchequer and Rs,92,027 crore to the State Exchequer as against Rs,1,03,362 crore and Rs,87,308 crore paid in the previous year respectively.

CONSOLIDATED FINANCIAL STATEMENTS

In accordance with the provisions of the Companies Act, 2013 and the Accounting Standards issued by the Institute of Chartered Accountants of India, your Corporation has prepared the Consolidated Financial Statement for the group, including its subsidiaries, joint venture entities and associates. The highlights of the Consolidated Financial Results are as follows:

Particulars

2018-19

2017-18

US$

Million

Rs,

in Crore

US$

Million

Rs,

in Crore

Revenue from Operations

(Inclusive of Excise Duty & Sale of Services)

88,304

6,17,243

79,979

5,15,542

Profit Before Tax

3,709

25,927

5,344

34,450

Profit After Tax

2,471

17,274

3,510

22,626

Less: Share of Minority

(15)

(103)

68

437

Profit for the Group

2,486

17,377

3,442

22,189

Note: Exchange Rate used:-

For 2018-19: Average Rate 1 US$ = Rs,69.90

For 2017-18: Average Rate 1 US$ = Rs,64.46

INTERNATIONAL TRADE

In order to meet the crude oil requirement of its refineries, your Corporation imported 61.69 million metric tonnes of crude oil during the year, as against 58.01 million metric tonnes in the previous year. The selection of crude oil is done from a diversified mix of supply sources. The import of petroleum products during the year was 7.00 million metric tonnes as against 6.53 million metric tonnes in the previous year. The Corporation also exported petroleum and petrochemical products during the year. Your Corporation has made alternate arrangements for sourcing of crude oil, including term contracts for US origin crudes, to maintain uninterrupted operations at its refineries and to overcome the crude oil supply concerns due to imposition of sanctions on trade with Iran.

OPERATIONAL PERFORMANCE

Refineries

During the year, the nine refineries of your Corporation performed exceedingly well in physical parameters to achieve the highest ever crude oil throughput of 71.82 million metric tonnes as against 69.00 million metric tonnes in 2017-18. A capacity utilization of 103.8 per cent was achieved during the year as against 99.7 per cent during 2017-18. The distillate yield of the refineries was 80.4 per cent, same as that of last year. The refineries also achieved excellent energy parameters of Specific Energy Consumption, Energy Intensity Index and Fuel & Loss at 71.3, 97.9 and 8.57 per cent as against 72.6, 98.5 and 8.75 per cent respectively registered for 2017-18.

In order to achieve more flexibility in refining operations, nine new crude oil grades were included in Indian Oil’s crude oil basket, taking their number to 180. The refineries are well poised to implement projects to rollout BS-VI fuels w.e.f. 01.04.2020 in the entire country as well as to meet the IMO (International Maritime Organization) 2020 guidelines to reduce the sulphur content in bunker fuel.

Pipelines

Your Corporation has an extensive network of pipelines across the length and breadth of the country for supply of crude oil and products. As on 31.03.2019, the total length of the pipelines was 14,231 km with capacity of 94.16 million tonnes of crude / product pipelines and 21.69 MMSCMD of gas pipelines.

The pipelines of your Corporation achieved the highest ever throughput for the fifth consecutive year, registering a throughput of 88.53 million tonnes as against 85.68 million tonnes in the previous year, registering a growth of 3.3%. The crude oil pipelines achieved a throughput of 51.33 million metric tonnes as against 51.08 million metric tonnes during the previous year. The petroleum product pipelines recorded the highest ever throughput of 37.20 million metric tonnes as against 34.60 million metric tonnes achieved last year, registering a growth of 7.50 per cent. The gas pipelines also achieved the highest ever throughput of 1,834 MMSCM during the year, as against a throughput of 1,683 MMSCM in 2017-18.

Marketing

Your Corporation continued to match the pace of growth in the country and maintained the top place in terms of market share and achieved the highest sales of 79.96 million metric tonnes of petroleum products during the year, as against 77.13 million metric tonnes during the previous year.

During the year, the Corporation commissioned 648 retail outlets (fuel stations, including 335 Kisan Seva Kendra outlets in rural areas) taking their total number to 27,702. All the retails outlets of the Corporation have been automated as on 31st March, 2019. During the year, 5,033 retail outlets were salaried, which is the highest number of retail outlets solarised in a year. Cumulatively, 14,173 retail outlets have been solarised with an installed capacity of about 77 MW. A new initiative, fuel@doorstep was launched during the year to ensure door-to-door delivery of products to specific categories of institutional customers. The Corporation continued to meet the fuel requirement of defence and railways during the year. In order to ensure uninterrupted availability of petroleum products in Leh & Ladakh during winter season, when the region gets isolated from rest of the country, the Corporation successfully completed Advance Winter Stocking exercise much before the closure of roads. The Corporation also maintained uninterrupted supply line of petroleum products, including ATF and LPG, in the State of Kerala during floods.

During the year, the Corporation released the highest new domestic LPG connections to more than 2 crore customers, out of which 1.68 crore connections were released under Pradhan Mantri Ujjwala Yojana, to the women of poor households. To meet the increased demand of LPG, the bottling capacity as well as storage capacity was augmented by 360 TMTPA and 7800 MT respectively and the highest number of 1,782 new LPG distributorships were commissioned during the year.

SERVO, the leading lubricant brand of your Corporation, registered a growth of 4 per cent in overall finished lubricants and 8.7 per cent in retail lubricants to achieve the top position in retail lube market. 123 SERVO grade approvals were obtained from Original Equipment Manufacturers (OEMs) during the year.

The Aviation Service of the Corporation continued to maintain its leadership position with a market share of 60 per cent. With the commissioning of nine new Aviation Fuel Stations (AFS), your Corporation now has 116 AFS in the country.

Explosives & Cryogenics

During the year, the Explosives and Cryogenics businesses of your Corporation continued with excellent performance and recorded the highest ever production and sales of explosives and cryocans. The Explosives group manufactured and sold 1,83,194 metric tonnes of explosives during the year, recording a growth of 3.6 per cent over the previous year''s volume of 1,76,757 metric tonnes. The Cryogenics group sold 29,555 units of cryocans and cry vessels during 2018-19, as against previous year''s sale of 28,782 units. During the year, the Cryogenics group developed new equipment for aviation, lubricants and refineries segments of the Corporation.

Research & Development

The R&D Centre of your Corporation plays a key role in supporting the business interests of the Corporation by developing economical, environment-friendly and socially responsible technology solutions. Apart from its core areas of fuels, lubricants & refining, the Centre is also focused on cutting-edge research in the areas of Nanotechnology, Petrochemicals and Polymers, Biotechnology, Hydrogen Energy, Coal Gasification/Liquefaction and Gas-to-Liquid.

During the year, 103 lubricant formulations were developed and 87% of them were commercialized. 110 approvals were received from Original Equipment Manufacturers (OEMs) during the year.

A pilot plant was set up during the year to demonstrate a novel technology to convert greenhouse gas (CO2) to bio-fuel and high-value food supplement material (Omega-3 fatty acids) in collaboration with LanzaTech, USA. The R&D Centre also developed its own complete bio-meth nation solution, including a best-in-class patented inoculum, process design and technical service support module. A five tonnes-per-day bio-meth nation plant based on this technology was commissioned in March, 2018 at Faridabad.

In its bid to provide clean air technologies, the R&D Centre developed and patented the compact reforming process for producing Hydrogen-CNG (H-CNG) blends for use in internal-combustion engines. Last year, the Hon''ble Supreme Court of India took cognizance of this technology and directed Indian Oil to operate a select number of buses on Hydrogen CNG mixtures in a Delhi bus depot. The Centre is in the process of setting up a four tonnes-per-day H-CNG production plant at an identified bus depot and the trials would be conducted for a period of 6 months on 50 BS-IV compliant CNG buses.

The performance guarantee test-run of DHDS Unit at Gujarat Refinery employing in-house developed diesel treating technology in collaboration with Engineers India Limited was successfully carried out. The capacity of the DHDS Unit has been augmented for producing diesel having sulphur below 10 ppmw.

The R&D Centre filed for 160 patents and was granted 107 patents (30 Indian and 77 overseas) during the year. Indian Oil became the first oil & gas PSU to cross the milestone of 1,000 patents filing in April, 2019 with 794 active patents in its portfolio.

PROJECTS

To maintain its leadership position, your Corporation recognizes the importance

of developing countrywide infrastructure and has been consistently investing ''

in several major and minor projects. Across the Divisions, efforts are made to .

ensure that the projects are implemented seamlessly. The projects are financed

through an optimum mix of internal accruals and borrowings from domestic as

well as international markets whenever required. During the year, the Corporation

spent over Rs,24,500 crore on capital projects at standalone level. In addition, /

over Rs,3,600 crore was spent on capital expenses through Special Purpose **

Vehicle(SPV)/investment in Group companies. Most of the capex requirement i

was met through internal accruals.

The details of the completed and ongoing projects are as under :-

Completed Projects

- Paradip-Haldia-Durgapur LPG pipeline

- Jaipur-Panipat naphtha pipeline

- ATF pipeline at Kolkata

- LPG bottling plants at Banka, Bihar and Bhatinda, Punjab.

- Raze, rebuild and revamp of bulk storage depot at Doimukh, Arunachal Pradesh and a grassroots depot at Una, Himachal Pradesh

- 5-MMTPA LNG import terminal at Ennore (through a joint venture company)

Ongoing Projects costing more than D500 crore each

- Distillate yield improvement project at Haldia Refinery - Polypropylene unit at Paradip Refinery - Fuel quality up gradation project (BS-IV/VI) at Barauni Refinery - BS-VI projects at all refineries

- INDMAX Unit along with associated facilities at Bongaigaon

Refinery

- Atmospheric & Vacuum Unit and associated facilities of Barauni Refinery expansion project

- Ethylene Glycol project at Paradip Refinery

- Naphtha Cracker unit expansion and Mono Ethylene Glycol &

Butadiene extraction unit revamp at Panipat Refinery

- Paradip-Hyderabad product pipeline

- Augmentation of Paradip-Haldia-Durgapur LPG pipeline and its extension up to Patna and Muzaffarpur

- Ennore-Thiruvallur-Bengaluru-Puducherry-Nagapattinam-Madurai-Tuticorin natural gas pipeline

- Haldia-Barauni crude oil pipeline and conversion of existing Haldia-Barauni crude oil pipeline to product and gas pipelines.

- Koyali-Ahmednagar-Solapur product pipeline

- Paradip-Somnathpur-Haldia product pipeline

- Setting up of fertiliser plants at Barauni, Gorakhpur and Sindri through a Joint Venture Company

Petrochemicals

During the year 2018-19, the Corporation recorded the highest Petrochemicals sales of 2.64 MMT (domestic and exports) as against a sale of 2.37 MMT in 2017-18, recording a growth of 11.4 per cent. The Corporation''s offerings include Polymers, Linear Alkyl Benzene, Purified Terephthalic Acid, Glycols and Butadiene. The Corporation''s PROPEL brand is a leading brand in the Indian petrochemicals market.

During the year, the Corporation received approvals for its various polymer grades from about 20 major Indian and international OEMs. With focus on developing import substitution grades, three new polymer grades were rolled out during the year and 50 developmental projects were taken up with customers and OEMs.

Natural Gas

The Corporation is making significant investments across the Natural Gas value chain to build infrastructure and to enhance availability of the green fuel in the country. The Corporation now has 60 customers using Re-gasified Liquefied Natural Gas (R-LNG). During the year, the R-LNG sale of the Corporation was 1.86 MMT. In addition, 2.10 MMT of R-LNG was internally consumed in three of the Corporation’s refineries, viz., Panipat, Mathura and Gujarat.

The Corporation has been a pioneer in India through its ‘LNG at Doorstep'' service. During the year, the Corporation sold 36.12 TMT of LNG through trucks, registering a growth of 30.5% over the previous year.

During the year, the Corporation imported 20 cargoes (1.32 MMT) of LNG, against 17 cargoes (1.13 MMT) in the previous year. The Corporation is expanding its LNG sourcing infrastructure for catering to the growing demand in the country and has commissioned a 5-MMTPA LNG Import Terminal at Ennore near Chennai recently through a joint venture, which is the first of its kind on the East coast of India.

The Corporation is operating / implementing City Gas Distribution (CGD) Networks in 11 Geographical Areas (GAs) through its two Joint Venture Companies, Green Gas Ltd. (GGL) in Luck now & Agra GAs and Indian Oil-Adani Gas Pvt. Ltd. (IOAGPL) in Allahabad, Chandigarh, Panipat, Daman, Ernakulam, Udham Singh Nagar, Dharwad, South Goa & Bulandshahar GAs. The Corporation also participated in the 9th & 10th rounds of CGD Bidding invited by the Petroleum & Natural Gas Regulatory Board (PNGRB) and received authorization for developing CGD Networks in 17 GAs on its own and in 12 GAs through its JV Companies, GGL & IOAGPL.

Pipeline infrastructure is critical to the development of natural gas market in the country and, therefore, the Corporation is laying several cross-country gas pipelines independently and through JV companies.

Exploration & Production

Your Corporation is actively engaged in upstream Exploration & Production (E&P) activities through Participating Interest (PI), joint ventures and wholly-owned subsidiaries. The upstream portfolio of the Corporation consists of 10 domestic blocks including 4 discovered small fields (DSF) & 2 coal bed methane blocks, and 12 overseas blocks, with Participating Interest (PI) ranging from 3 per cent to 100 per cent. The overseas E&P portfolio of the Corporation is spread over 10 countries, viz., Canada, Gabon, Israel, Libya, Nigeria, Oman, Russia, UAE, USA & Venezuela.

During the year, the Corporation''s share of production from upstream assets increased by 65 per cent compared to the previous year, registering an increase in volume from 2.66 MMT to 4.39 MMT. The Corporation''s 2P reserves increased by 45 per cent during 2018-19 over 2017-18 (from 743 MMboe to 1,079 MMboe).

During the year, the Corporation, along with Bharat Petro Resources Ltd. was jointly awarded Block Onshore 1 in U.A.E., offered during the Abu Dhabi Licencing Round 2018. The Corporation along with its consortium partners was also awarded the licence for Block 32 in Israel by the Government of Israel. Another consortium of Indian Oil (with 90 per cent PI - as lead operator) and Hindustan Oil Exploration Ltd. (with 10 per cent PI) emerged the winner in the Umatara Cluster in Assam under the DSF Bid Round II.

The Corporation acquired 17 per cent PI in Mukhaizna Oil Field, Oman, through acquisition of 100% share capital of Shell Exploration & Production Oman Ltd. from Shell Overseas Holding Ltd. The transaction marked the entry of the Corporation into the highly prospective Middle East region and is also consistent with the strategic objective of adding high quality producing assets to its upstream portfolio.

The Corporation is targeting to raise equity oil & gas production from its international and domestic acquisitions to 7 MMTPA by the year 2023-24 and further to 11 MMTPA by 2029-30 by suitable addition of new assets from time to time.

Overseas Business

Your Corporation has been constantly exploring various overseas opportunities in oil & gas sector with special focus on neighboring countries. MoUs were signed during the year with partners in neighboring countries of Bangladesh and Myanmar to explore the possibility of joint cooperation in upstream and downstream hydrocarbons sector. The Corporation is evaluating multiple opportunities in Bangladesh, Myanmar, Nepal, Saudi Arabia, Azerbaijan and Africa.

Alternative Energy

Your Corporation has an installed capacity of 216 MW of renewable energy, including 167.6 MW of wind and 48.6 MW of solar (comprising 20.5 MW grid-connected solar PV and 28.1 MW off-grid solar). During the year, 14.2 MW of solar PV capacity was added and installation of another 13 MW is in progress.

The Corporation has commissioned three waste-to-energy plants of 5 tonnes per day capacity each under Swachh Bharat Abhiyan. The total power generated during the year 2018-19 from these waste-to-energy plants was about 40,250 units (kWh).

Under the Government of India''s ‘SATAT'' (Sustainable Alternative Towards Affordable Transportation) initiative, 5,000 Compressed Bio-Gas (CBG) plants are to be set up by the year 2023, with production capacity of 15 MMTPA of CBG, which is 34 per cent of India''s natural gas consumption during 2017-18. The Corporation has issued Letters of Intent to entrepreneurs for setting up 75 CBG plants. The technology for these plants shall be facilitated by Indian Oil and their expected capacity is 792 tonnes per day.

The Corporation is setting up a second generation ethanol plant at Panipat based on ligno-cellulosic conversion of agricultural residue. Similar plants are also planned at Gorakhpur (Uttar Pradesh) and Dahej (Gujarat).

Sustainable Development

In view of the recent developments on climate change and sustainable development goals, there is an increased thrust on sustainable development. Your Corporation has taken cognizance of the fact and has been pursuing carbon management through energy conservation, energy efficiency, renewable energy & carbon sequestration; water management through reducing consumption, recycling & rain-water harvesting; and waste management through reduce, reuse & recycle initiatives.

The Corporation is replacing conventional lighting with LED lights across all its installations. Cumulatively, 4.5 lakh conventional light fittings have been replaced with LED. During the year, 2.1 lakh saplings were planted at various locations of the Corporation. Waste paper recycling is another major initiative of the Corporation and during the year 137 tonnes of waste paper was recycled through designated recyclers. The Corporation has installed 608 rainwater harvesting systems to harvest 3 billion litres of rainwater annually.

INFORMATION SYSTEMS & OPTIMISATION

Your Corporation migrated to SAP-HANA technology in January, 2019, becoming the first PSU and the largest installation in India to do so. Indian Oil is the first corporate in India to integrate SAP and TReDS platform, which is an e-discounting platform to support financing of MSME receivables.

During the year, the first leg of service management of customer-facing ePIC portal was launched. All service requests and grievance resolution activities across various lines of business were brought on to the platform, resulting in significant improvement in single day resolution of service requests.

The Optimization group in the Corporation carries out analysis of demand forecast covering purchase of crude oil cargoes through term contracts or spot purchases, logistics arrangements, export of products, etc. not only to maintain supply of products across the country but also to optimize corporate profitability. In order to reduce dependence on procurement of crude oil from conventional sources, 12 million barrels of different varieties of crude oil was procured from the USA during the year.

HEALTH, SAFETY & ENVIRONMENT (HSE)

Your Corporation is committed to conducting business with a strong environment conscience, ensuring sustainable development, safe workplaces and enrichment of the quality of life of its employees, customers and the community. All refineries of your Corporation are certified to is0:14064 standards for sustainable development as well as for the Occupational Health & Safety Management System (OHSMS/OHSAS-18001), besides having fully equipped occupational health centres. A majority of the pipeline installations and some of the marketing installations of the Corporation are also ISO-14001 certified. Compliance with safety systems & procedures and environmental laws is monitored at the unit, division and corporate levels. The HSE activities of the Corporation are reviewed periodically in Board meetings. During the year, safety audits were carried out at various offices and locations and various training programmes were conducted across the Corporation covering safety-related topics.

HUMAN RESOURCES

Your Corporation has a strong and dedicated workforce of 33,498, consisting of 17,704 executives and 15,794 non-executives as on 31st March 2019, including 2,869 women employees comprising 8.56 per cent of the total workforce.

Your Corporation scrupulously follows the Presidential Directives and Guidelines issued by the Government of India regarding reservation in services for SC/ST/OBC/PWD (Persons with Disabilities)/ Ex-servicemen to promote inclusive growth. Rosters are maintained as per the directives and are regularly inspected by the Liaison Officer(s) of the Corporation 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 level 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 at Annexure-II to the Report.

The provisions of 4 per cent reservation for Persons with Disabilities in line with guidelines/instructions issued by the Government of India are implemented by the Corporation. Necessary concessions/ relaxations in accordance with the rules in this regard are extended to physically challenged persons in recruitment. The number of employees with disabilities as on 31st March 2019 was 695, constituting 2.07 per cent of the total employee strength.

Your Corporation maintained cordial industrial relations during the year, and continued to provide 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. Your Corporation supports participative culture in the management of the enterprise and has adopted a consultative approach with the collectives, establishing a harmonious relationship for industrial peace, thereby leading to higher productivity.

Your Corporation believes that holistic and meaningful employee engagement and their right development will enhance employees'' potential. With the focus on aligning various HR policies with the Strategic Corporate Vision, many new initiatives have been undertaken in the human resources function, aimed at both -employee engagement and making the employees ‘future-ready''. Some of these initiatives are as under:

e-Learning

A structured, technology-aided e-Learning platform catering to the functional learning and development needs of the employees has been introduced, with an objective to provide continuous functional inputs.

Sponsoring officers for higher studies

A policy has been framed to sponsor the talent to executive management programmes at select management schools, namely IIMs - Ahmadabad, Bangalore, Calcutta, Luck now and MDI-Gurugram after they secure admission through the rigorous selection process of these institutes.

Expanding horizons of Industry-Academia Partnership

With focus on strengthening ‘Industry-Academia'' partnership, Indian Oil collaborated with the Institute of Chemical Technology (ICT) Mumbai to set up the ICT-IOC Campus at Bhubaneswar. Admission process for the 5-year integrated M. Tech Programme, through JEE-Main examination has been completed for a batch size of 60 students, which saw an overwhelming response from students.

A unique ‘one-of-its-kind'' Executive M. Tech. Programme for working professionals has been developed jointly by ICT and IIT Kharagpur commencing in June, 2019.

Benchmarking of HR Practices

An independent assessment was carried out by a renowned international consultant, as per the People Capability Maturity Model (PCMM) on three inter-related components in HR - People, Process and Technology.

The assessment has been done with a view to benchmark the Corporation’s HR processes in areas like Staffing, Work Environment, Performance Management, Training & Development, Competency Analysis & Development, Workforce Planning, Participatory Culture, Mentoring, etc.

The study helped to identify the ‘strength areas'' and ‘action areas for improvement'' in various HR processes and accordingly develop action plans - both short-term and long-term.

Women Leadership Development

A ‘one-of-its-kind'' initiative which aims at long-term all-round development of a select group of women leaders at the middle management level was conceptualized and introduced. The purpose of this unique Endeavour was to facilitate enhancement of leadership capacity of the participating women officers by developing greater self-confidence, directing their passion to grow and contribute to the organization, understanding how other women leaders across varied industries have coped with their professional careers (role models), building a support/network group amongst women leaders, becoming more effective at the workplace, and developing an action plan for performance excellence and goal achievement.

Hindi Implementation

Your Corporation is committed to implementation of Hindi at its various offices/ locations/units in day-to-day functioning. The provisions of Official Language Act, 1963 and Rules notified there under are complied with. Communications received in Hindi and any application, appeal or representation written or signed by an employee in Hindi is replied to in Hindi. Official Language Implementation Committees (OLIC) have been formed in all offices/units to review the progress of implementation of official language policies.

RIGHT TO INFORMATION ACT

Your Corporation has put in place an elaborate mechanism across the organization to deal with matters related to Right to Information Act, 2005 since its inception. The Corporation has designated one Nodal Officer based at the Corporate Office and 31 First Appellate Authorities (FAAs), 42 Central Public information Officers (CPIOs) and 42 Assistant Public Information Officers (APIOs). The details of all the designated officials, third-party audit reports, etc. are hosted and regularly updated on the website of the Corporation.

The Corporation has aligned with the online RTI portal launched by DoPT and all the applications/appeals received through the portal are disposed of through the portal only. Quarterly Reports/Annual Reports have been submitted through the online portal of Central Information Commission (www.cic.gov.in) within the prescribed time limit. A total of 7,539 requests and 918 first appeals were received during the year and all have been disposed of within the stipulated time. 84 second appeals were filed before the Central Information Commission, New Delhi, and all of them have been disposed of after due follow-up without any adverse remarks from the Hon''ble Commission.

COMPLIANCE WITH THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013

The provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 have been implemented across the Corporation with the clear objective of providing protection to women against sexual harassment at the workplace and for redressal of complaints. Internal Complaints Committees have been set up at Unit/Region/Head Office level, headed by senior level women executives to deal with sexual harassment complaints, if any, and to conduct enquiries.

There were three complaints of sexual harassment pending as on 1st April 2018. During the year 2018-19, six complaints were received and four complaints were disposed of. As on 31st March 2019, five complaints are pending.

Regular workshops are held especially for women employees, with the objective of bringing awareness about their rights and facilities at the workplace and emphasizing the provisions of the Act. During the year, 62 workshops/awareness programmes were conducted. Gender sensitization programmes for male employees are also being conducted regularly. Newly recruited employees in the Corporation are made aware of the provisions of the Act and the measures adopted by the Corporation to prevent such incidents.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

Your Corporation has been actively engaged in various CSR activities over the years, which cover the entire gamut of social welfare/upliftment activities across the nation. The thrust areas under CSR inter-alia include health care and sanitation, education and employment-enhancing vocational skills, empowerment of women and socially/economically backward groups, etc. During the year, the Corporation spent the entire budget of Rs,490.60 crore on various CSR activities. A report on the Corporation''s CSR activities as per the provisions of the Companies Act along with CSR highlights during the year is annexed at Annexure-III to the report. The composition of the CSR Committee is provided in the Corporate Governance Report. The CSR policy of the Corporation can be accessed at the website of the Corporation on the link https://iocl.com/aboutus/Ioc_S&CSR_policy.pdf

VIGILANCE

The objective of the vigilance function is to ensure maintenance of the highest level of integrity throughout the Corporation. The Vigilance department acts as a link between the organization and Chief Vigilance Commissioner. The Vigilance department takes preventive, punitive and participative steps, with emphasis on the preventive and participative aspects. During the year, 78 vigilance awareness programmes were conducted, which were attended by about 2,000 employees.

Disciplinary action under applicable Conduct, Discipline and Appeal Rules, 1980 and Certified Standing Orders are taken by the Corporation for irregularities/lapses. The number of disciplinary matters related to vigilance cases disposed off during the year 2018-19 was 48. The number of such cases pending at the end of year was 46. The aforesaid cases pertain to irregularities such as indiscipline, dishonesty, negligence in performance of duty or neglect of work, etc. The Corporation 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 Corporation was closed with effect from 31st August 2009. The Corporation has not invited any deposits from the public during the year and no deposits are outstanding as on 31st March 2018 except the old cases amounting to Rs,55,000/-, which remain unpaid due to unsettled legal / court cases.

CORPORATE GOVERNANCE

Your Corporation received the prestigious -Certificate of Recognition- for adopting and promoting exemplary Corporate Governance practices for 2017-18 from The Institute of Company Secretaries of India at the 18th ICSI National Award for Excellence in Corporate Governance.

The Corporate Governance Report highlighting the endeavours of your Corporation in ensuring transparency, integrity and accountability in its functioning has been incorporated as a separate section, forming a part of the Annual Report.

MANAGEMENT’S DISCUSSION & ANALYSIS REPORT

The Management''s Discussion & Analysis (MDA) Report, as required under Corporate Governance guidelines, has also been incorporated as a separate section forming a part of the Annual Report.

BUSINESS RESPONSIBILITY REPORT

The Business Responsibility Report covering initiatives taken with environmental, social and governance perspective has been prepared in accordance with the directives of SEBI and forms a part of the Annual Report.

AUDIT COMMITTEE

The Audit Committee of your Corporation comprises three members, all of whom are Independent Directors. The recommendations made by the Audit Committee during the year were accepted by the Board. The other details of the Audit Committee, like its composition, terms of reference, meetings held, etc., are provided in the Corporate Governance Report.

The details of other Board Committees, their composition, meetings etc. are provided in the Corporate Governance Report.

CODE OF CONDUCT

The Board of your Corporation has enunciated a Code of Conduct for the Directors and Senior Management Personnel, which has been circulated to all concerned and has also been hosted on the Corporation''s website. The Directors and Senior Management Personnel have affirmed compliance with the code of conduct for the financial year 2018-19.

RISK MANAGEMENT

Your Corporation considers risk management as a key element of its business operations and has put in place effective systems to identify, analyse, monitor and mitigate risks to ensure the organization’s sustained growth and profitability. Accordingly, the Corporation has re-visited and revised its ‘Enterprise Risk Management Policy'' during 2018-19. The Corporation''s Enterprise Risk Management involves risk identification, assessment and categorization (based on risk appetite) and is reviewed regularly by risk-owners to optimize risks with appropriate mitigation plan. A Risk Management Compliance Board comprising senior management personnel and headed by Chief Risk Officer reviews the various risks associated with the Corporation''s business. The Corporation has constituted a Risk Management Committee comprising whole-time Directors, which oversees risk management activities. A report is, thereafter, put up to the Audit Committee and the Board.

INTERNAL FINANCIAL CONTROLS

Your Corporation has put in place adequate internal financial controls for ensuring the efficient conduct of its business in adherence with laid-down policies; the safeguarding of its assets; the prevention and detection of frauds and errors; the accuracy and completeness of the accounting records; and the timely preparation of reliable financial information, which is commensurate with the operations of the Corporation. The Corporation also has a separate Internal Audit department headed by an Executive Director, who directly 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 Corporation under Clause (i) of Subsection 3 of Section 143 of the Companies Act 2013. The report issued thereupon has been attached along with the Standalone and Consolidated Financial Statements respectively.

REMUNERATION TO THE AUDITORS

The Office of the Comptroller & Auditor General of India had appointed the Statutory Auditors for the financial year 2018-19. The Auditors’ remuneration for the year was Axed at Rs,200 lakhs plus applicable taxes for Statutory Audit. In addition, reasonable out-of-pocket expenses incurred are also reimbursed at actuals. The total amount paid to the Statutory Auditors for all services rendered by them to the Company during 2018-19 was Rs,434 lakhs.

COST AUDIT REPORT

Your Corporation maintains cost records as required under the provisions of the Companies Act. The Corporation had appointed Cost Auditors for conducting the audit of the cost records maintained by refineries, lube blending plants and other units for the year 2018-19. A remuneration of Rs,18.50 lakhs and applicable taxes was Axed by the Board for payment to the cost auditors for the year 2018-19, which was ratified by the shareholders in the last AGM. The cost audit for the year 2017-18 was carried out for various units of the Corporation and the cost audit report was filed by the Central Cost Auditor with the Central Government in the prescribed form within the stipulated time period. The cost audit report for 2018-19 would also be filed within the stipulated time.

SECRETARIAL AUDIT

The Secretarial Audit Report for the year 2018-19 confirms that the Corporation has complied with the applicable provisions of the corporate laws, guidelines, rules, etc., which are within the purview of the Corporation. The report, duly certified by the Secretarial Auditor, M/s.Ragini Chokshi & Co., Practicing Company Secretaries is attached at Annexure-IV to this Report.

The Secretarial Auditor has made an observation that the Corporation has not complied with the requirements with regard to requisite number of Independent Directors on its Board for the period 26.07.2018 to 31.03.2019 and with regard to appointment of Woman Director on its Board for the period 06.07.2018 to 25.07.2018 and 12.03.2019 to 19.03.2019. In this regard, it is clarified that the Corporation being a Government Company under the administrative control of the Ministry of Petroleum & Natural Gas, the selection and appointment of Directors, (including Independent Directors and Woman Director) vests with the Government of India as per the Government guidelines.

REPORTING OF FRAUDS BY AUDITORS

The Auditors in their report for the year, have not reported any

instance of fraud committed by the officers/employees of the Corporation.

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, your Corporation is required to procure minimum 25% of total procurement of Goods and Services from MSEs, out of which 5% 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) during 2018-19 was as under:

PARAMETERS

TARGETS

| ACTUAL

Total Procurement from MSEs (General, Reserved SC/ST & Women)

25%

29.07%

Procurement from Reserved SC/ST MSEs

5% (Sub-target out of 25%)

0.5%

Procurement from Women-owned MSEs

3% (Sub-target out of 25%)

0.11%

The deficit of 4.5% and 2.89% under the sub-targets was due to non-availability of vendors in the sub-category; however, the target was achieved by procurement from other micro and small enterprises in line with the policy.

Several initiatives were undertaken to identify the entrepreneurs for procurement of goods and services from MSEs owned by SC/ST enterprises by way of conducting vendor development programmes.

SUBSIDIARIES, JOINT VENTURES & ASSOCIATES

During the year, a new Joint Venture Company, viz. Indradhanush Gas Grid Ltd. between your Corporation, ONGC Ltd., GAIL (India) Ltd., Oil India Ltd. and Numaligarh Refinery Ltd. was incorporated in August, 2018 for the purpose of laying Natural Gas pipeline connecting Guwahati to major cities in north-east. The equity holding of partners is 20 per cent each.

As required under the provisions of the Companies Act, 2013, a statement on the performance and financial position of each of the subsidiaries, joint venture companies and associates is provided as an annexure to the Consolidated Financial Statement. The financial statements of the subsidiaries have also been hosted on the website of the Corporation i.e. www.iocl.com under ‘Financial Performance'' section.

In accordance with the provisions of the SEBI guidelines, your Corporation has framed a policy for determining material subsidiaries, which can be accessed on the Corporation''s website at the link https://www.iocl.com/InvestorCenter/Policy_on_ Material_Subsidiary.pdf

RELATED PARTY TRANSACTIONS (RPTs)

In line with the provisions of the Companies Act, 2013 & SEBI guidelines, a policy on material RPTs has been framed, which can be accessed on the link https://www.iocl.com/InvestorCenter/ Policy_on_related_party_transactions.pdf. Your Corporation has undertaken transactions with related parties during the year in the ordinary course of business. In line with the RPT Policy, approval of the Audit Committee & Board, as the case may be, was obtained for such RPTs. As per the threshold mentioned in the policy, there was no material RPT during the year. 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 with related parties referred to under Section 188 (1) of the Companies Act, 2013 in the prescribed Form AOC-2 are attached at Annexure-V of the report.

ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS & OUTGO

Your Corporation recognizes energy conservation as one of the most important parameter amongst various operating parameters and accords high importance to the same at all its refineries and operating units. The performance of units under the parameter is monitored on a continuous basis and efforts are made to further enhance by incorporating the latest technologies and global best practices. As a result of various energy conservation measures undertaken during the year, the energy performance parameter (indexed to the complexity of operations) in terms of MBN* of the refineries was 71.3, which is the best ever achieved, as against 72.6 in the previous year. Under pipeline operations, various initiatives were taken during 2018-19, which resulted in improvement of Specific Energy Consumption of Pipelines by 11.4 per cent.

In accordance with the provisions of the Companies Act, 2013 and rules notified there under, the details relating to Energy Conservation, Technology Absorption and Foreign Exchange earnings and outgo are annexed at Annexure-VI to the report.

*MBN-(MBTU/BBL/NRGF) is calculated as Thousand British Thermal Units per Barrel per Energy Factor.

PARTICULARS OF EMPLOYEES

The provisions of Section 197 of the Companies Act, 2013 and rules notified there under, regarding particulars of employees drawing remuneration in excess of limits specified are exempt for Government Companies.

BOARD OF DIRECTORS & KEY MANAGERIAL PERSONNEL

The following changes occurred in the Board / Key Managerial Personnel of the Corporation:-

Appointment

1. Shri Gurmeet Singh was appointed as Director(Marketing) w.e.f. 26.07.2018

2. Smt.Indrani Kaushal was appointed as Government Director w.e.f. 26.07.2018 and ceased to be Director w.e.f. 12.03.2019 consequent upon change of nomination by the Govt. of India. She was re-appointed as Government Director w.e.f. 28.05.2019.

3. Shri Akshay Kumar Singh was appointed as Director(Pipelines) w.e.f. 14.08.2018.

4. Smt. Sushmita Dasgupta was appointed as Government Director w.e.f. 20.03.2019.

5. Shri Parindu K. Bhagat, whose term as Independent Director ended on 01.12.2018, was re-appointed as Independent Director for another term of one year w.e.f. 02.12.2018 based on letter received from MoP&NG.

6. Shri Sandeep Kumar Gupta was appointed as Chief Financial Officer w.e.f. 18.05.2019.

Cessation

7. Shri Sanjay Kapoor ceased to be Independent Director w.e.f. 02.12.2018 consequent upon completion of his term.

8. Shri A.K.Sharma ceased to be Director(Finance) w.e.f. 01.02.2019 consequent upon his superannuation. Based on directive from MoP&NG, Shri A.K.Sharma was re-appointed as Director(Finance) w.e.f. 18.02.2019 for a period of 3 months and has ceased to be Director(Finance) w.e.f. 18.05.2019.

9. Smt. Sushmita Dasgupta, Government Director ceased to be Director w.e.f. 28.05.2019.

The Corporation has received the Certificate of independence from all the independent Directors confirming that they meet the criteria prescribed for Independent Directors under the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI LODR).

A separate meeting of Independent Directors was held during the year as per provisions of the Companies Act, 2013 and SEBI LODR.

Dr. S.S.V.Ramakumar, Director (R&D) and Shri Ranjan Kumar Mohapatra, Director (Human Resource), are liable to retire by rotation and being eligible are proposed to be re-appointed at the forthcoming Annual General Meeting.

A brief profile of the Directors proposed to be appointed / reappointed at the forthcoming AGM is provided in the notice of the AGM.

BOARD MEETINGS

During the year, 12 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.

PERFORMANCE EVALUATION OF BOARD, ITS COMMITTEES AND INDIVIDUAL DIRECTORS

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 Directors is carried out by the Administrative Ministry i.e. Ministry of Petroleum and Natural Gas (MoP&NG) as per laid down evaluation methodology.

POLICY FOR SELECTION AND APPOINTMENT OF DIRECTORS AND THEIR REMUNERATION

The provisions of Section 134(3)(e) of the Companies Act, 2013 regarding the policy on Directors appointment and remuneration including criteria for determining qualifications, positive attributes, independence of a Director and other matters provided in Sec 178(3) are exempted for Government Companies.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

No significant and material orders were passed by the regulators or courts or tribunals that impact the going concern status of the Corporation and its operations in future except for notice issued by National Green Tribunal and Haryana State Pollution Control Board with regard to air and water pollution caused by PTA Unit of Panipat Refinery. The Corporation’s response in the matter has been filed and the matter is being followed-up for resolution.

VIGIL MECHANISM / WHISTLE-BLOWER POLICY

The Corporation has framed a whistle-blower policy wherein the 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. The policy provides that the confidentiality of those reporting violations shall be maintained and they shall not be subjected to any discriminatory practice. No employee has been denied access to the Audit Committee. During the year, the Whistle Blower Policy was amended to enable employees to report leakage / misuse of Unpublished Price Sensitive Information in violation of Indian Oil''s Insider Trading Code. The policy on Vigil Mechanism/Whistle-Blower can be accessed on the Corporation''s website at the link https://www.iocl.com/InvestorCenter/Whistle_ Blower_policy.pdf

DETAILS OF LOANS / INVESTMENTS / GUARANTEES

Your Corporation has provided loans/guarantees to its subsidiaries, joint ventures & associates and has made investments during the year in compliance with the provisions of the Companies Act, 2013 and rules notified there under. The details of such investments made and loans/guarantees provided as on 31st March 2019 are provided in the Standalone Financial Statement under Notes 4, 5, 36 and 42.

EXTRACT OF ANNUAL RETURN

As required under the provisions of the Companies Act, 2013, the extract of Annual Return for the financial year ended 31st March 2019 in the prescribed form MGT-9 has been prepared and hosted on the website of the Corporation www.iocl.com.

COMPLIANCE WITH SECRETARIAL STANDARDS

Your Corporation 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 Corporation is provided in the Corporate Governance Report.

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 has been 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 Corporation between the end of the financial year and date of this report. There has been no change in the nature of business of the Corporation.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to the requirement under clause (c) of sub-section (3) of Sec 134 of the Companies Act, 2013 with respect 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 along with proper explanation relating to material departures;

(b) the Directors had selected such accounting policies and applied them consistently 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 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; and

(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 would like to express its appreciation for the dedicated and sincere efforts of the employees of the Indian Oil family for the excellent performance achieved during the year 2018-19. The Board would also like to thank the Government of India, particularly the Ministry of Petroleum & Natural Gas, as well as the various State Governments, regulatory and statutory authorities for their valuable guidance and support from time to time. The Board is also thankful to all its stakeholders, including bankers, investors, members, customers, consultants, technology licensors, contractors, vendors, etc., for their continued support and confidence reposed in the Corporation. The Board would like to place on record its appreciation for the valuable guidance and significant contribution made by Shri Sanjay Kapoor, Smt. Sushmita Dasgupta, and Shri A. K. Sharma during their tenure on the Board of the Corporation.

For and on behalf of the Board

(Sanjiv Singh)

Place: New Delhi Chairman

Date : 15th July, 2019 DIN: 05280701


Mar 31, 2018

DIRECTORS'' REPORT

Dear Members,

On behalf of the Board of Directors, it gives me immense pleasure to present the 59th Annual Report of the Corporation for the financial year ended 31st March, 2018, alongwith the Audited Standalone and Consolidated Financial Statements and Auditors'' Report thereon. During the year, the Corporation continued to clock excellent performance on all operational parameters while meeting the energy needs and aspirations of the country. All the business verticals of the Corporation performed exceedingly well during the year.

PERFORMANCE REVIEW

FINANCIAL

2017-18

2016-17

US$ Million

Rs, in Crore

US$ Million

Rs, in Crore

Revenue from Operations

(Inclusive of Excise Duty & Sale of Services)

78,565

5,06,428

66,395

4,45,442

EBITDA

(Profit Before Exceptional Items, Finance Cost, Tax, Depreciation & Amortization)

6,683

43,079

5,364

35,989

Finance Cost

535

3,448

514

3,445

Depreciation

1,096

7,067

927

6,223

Profit Before Tax & Exceptional Items

5,052

32,564

3,923

26,321

Exceptional Items

-

-

-

-

Profit Before Tax

5,052

32,564

3,923

26,321

Tax Provision

1,740

11,218

1,075

7,215

Profit After Tax

3,312

21,346

2,848

19,106

Balance Brought Forward from Last Year

Less: Appropriations

Interim Dividend paid

1,397

9,005

1,272

8,531

Final Dividend paid

74

474

300

2,014

Corporate Dividend Tax

298

1,921

324

2,177

Insurance Reserve (Net)

3

20

3

20

Bond Redemption Reserve

78

503

69

466

CSR Reserve (Net)

-

(3)

-

(1)

General Reserve

1,462

9,426

880

5,899

Balance Carried to Next Year

-

-

-

-

SHARE VALUE

2017-18

2016-17

US$

Rs,

US$

Rs,

Cash Earnings Per Share1

0.47

29.98

0.40

26.72

Earnings Per Share*

0.35

22.52

0.30

20.16

Book Value Per Share*

1.78

116.23

1.62

105.21

Million Metric Tonnes

Particulars

2017-18

2016-17

Refineries Throughput

Pipelines Throughput Product Sales

(inclusive of Gas, Petrochemicals & Exports)

69.00 65.19

85.68 82.49 88.76 83.49

CHANGES IN SHARE CAPITAL

During the year, the Authorized Share Capital of the Corporation was increased from n 6,000 crore to Rs, 15,000 crore. Your Corporatinn issued bonus shares in the ratio of 1:1, i.e., one bonus share in the ratio of ono share held in March, 2018. Consequently, the paid-1 capital increased from Rs, 4,855.90 crore to Rs, 9,711.81 crore.

DISINVESTMENT BY THE GOVT. OF INDIA

The Government of India disinvested 1,75,62,435 equity shares of the Corporation in November, 2017 in favour of BHARAT 22 ETF (an exchange traded fund comprising 22 PSU stocks). Consequently, the holding of the President of India in the equity share capital was reduced to 56.98 per cent from 57.34 per cent.

The Board of Directors of your Corporation has recommended a final dividend of 20 per cent, i.e., Rs,2/- per equity share of Rs,10/-each, on the post Bonus paid-up Share Capital in addition to an interim dividend of Rs,19 per share on the pre-bonus paid-up capital paid in February 2018. This is the 51st consecutive year for which your Corporation has recommended dividend. So far, ytur 5erp oration has paid a cumulative dividend of Rs,4U,16Cnrore, excluding the final dividend of Rs,1,942.36 crore recommended for the current year, subject to approval by m embers. The final dividend shall be paid to the members, whose names appear in the Register of Members as well as the Beneficial Ownership Position provided by NSDL/CDSL as at the close of 22nd August 2018.

Qhei 18ard of your Corporation has formulated a Dividend Distribution Policy. The Policy is annexed to the Board Report at on the website of the Corporation

i.e. www.iocl.com.

CONTRIBUTION TO EXCHEQUER

Your Corporation has consistently been the largest contributor to the Government exchequer in the form of duties and taxes. During the year 2017-18, Rs, 1,90,670 crore was paid to the exchequer as against Rs, 1,79,014 crore paid in the previous year. An amount of Rs, 1,03,362 crore was paid to the Central Exchequer and Rs, 87,308 crore to the State Exchequer as against Rs, 1,02,817 crore and Rs, 76,197 crore paid in the previous year to the Central and State Exchequer respectively.

CONSOLIDATED FINANCIAL STATEMENTS

In accordance with the provisions of the Companies Act, 2013 and the Accounting Standards issued by the Institute of Chartered Accountants of India, your Corporation has prepared the Consolidated Financial Statement for the group, including its subsidiaries, joint venture entities and associates. The highlights of the Consolidated Financial Results are as follows:

Particulars

2017-18

2016-17

(US$

Million)

(Rs, in Crore)

(US$

Million)

(Rs, in Crore)

Revenue from Operations

(Inclusive of Excise Duty & Sale of Services)

79,979

5,15,542

67,640

4,53,795

Profit Before Tax

5,344

34,450

4,167

27,956

Profit After Tax

3,510

22,626

3,038

20,385

Less: Share of Minority

68

437

80

536

Profit for the Group

3,442

22,189

2,958

19,849

Note: Exchange Rate used:-

For 2017-18: Average Rate 1 US$ = Rs, 64.46

For 2016-17: Average Rate 1 US$ = Rs, 67.09

MoU PERFORMANCE

The Memorandum of Understanding (MoU) with the Government of India setting performance parameters and targets for the year 2017-18 was signed by Chairman of the Corporation and Secretary (P&NG), Govt. of India, on 4th July 2017. MoU targets for the Corporation continue to be more challenging and tougher over the years. However, the Corporation has been continuously striving to achieve new heights in terms of performance numbers surpassing all previous achievements.

Periodical review on the performance was carried-out throughout the year. The performance rating for 2017-18 is yet to be finalized by the Government. However, considering the performance on financial parameters as well as achievements towards physical parameters, overall MoU performance for the year is expected to be "Excellent".

INTERNATIONAL TRADE

In order to meet the crude oil requirement of its refineries, your Corporation imported 58.01 million metric tonnes of crude oil during the year, as against 55.71 million metric tonnes in the previous year. The selection of crude oil is carefully done from a diversified mix of supply sources. The import of petroleum products during the year was 6.53 million metric tonnes as against 7.21 million metric tonnes in the previous year. The Corporation also exported petroleum and petrochemical products during the year.

OPERATIONAL PERFORMANCE Refineries

The 9 refineries of your Corporation achieved the highest ever crude throughput of 69.00 million metric tonnes during the year 2017-18 as against 65.19 million metric tonnes in 201617. The capacity utilization was 99.7 per cent as against 94.2 per cent during 2016-17. The distillate yield of refineries of your Corporation improved to 80.4 per cent from 78.8 per cent achieved during the previous year. The refineries also achieved excellent energy parameters of Fuel & Loss and Specific Energy Consumption (MBN) at 8.75 per cent and 72.61 respectively, as against 9.4 and 74.9 registered during 2016-17.

The Mathura and Panipat refineries commenced BS-VI grade auto fuel supplies well in time to meet the 1st April 2018 timelines for National Capital Territory.

To boost flexibility in crude oil sourcing, the Corporation''s crude oil basket was expanded with inclusion of 16 new grades, of which 11 were of US origin. Processing of cheaper, heavy & high-TAN grades was stepped up to over 21.4 per cent during the year, compared to 18.4 per cent in the previous year. Processing of high-sulphur crude oil was also higher at 55.6 per cent compared to 51.6 per cent in the previous year.

Pipelines

The cross-country network of crude oil, petroleum and gas pipelines of your Corporation has been its major strength in reaching out to new markets and customers and sustaining its competitive advantage as the least-cost supplier. The crude oil pipelines achieved a throughput of 51.08 million metric tonnes as against throughput of 51.34 million metric tonnes during the previous year. The petroleum product pipelines recorded the highest ever throughput of 34.60 million metric tonnes as against 31.15 million metric tonnes achieved last year, registering a growth of 11.06 per cent. The gas pipelines also achieved the highest ever throughput of 1,683 MMSCM during the year, as against a throughput of 1,587 MMSCM in 2016-17.

With the commissioning of 543 km of new pipeline sections during the year and augmentation of existing pipelines, the total length of the pipeline network of crude oil, product and gas pipelines as on 31st March 2018 expanded to 13,391 km with cumulative throughput capacity of 94.79 MMTPA (crude oil and product) and 9.5 MMSCMD (gas pipelines).

Marketing

Your Corporation continued to energise and empower all sections of the economy during the year and achieved highest ever sales of 77.13 million metric tonnes of petroleum products during the year, as against 74.11 million metric tonnes during the previous year. In addition, 7.18 million metric tonnes of petroleum products were exported during the current year as against 4.72 million metric tonnes exported during the previous year.

During the year, the Corporation commissioned 953 retail outlets (fuel stations, including 502 Kisan Seva Kendra outlets in rural areas) taking their total number to 27,089. The Kisan Seva Kendra (KSK) outlets of the Corporation increased their contribution to the total sales of Corporation with Petrol (Retail) touching a new high of 15.7 per cent and Diesel (Retail) touching 15.1 per cent. In addition, CNG facilities were commissioned at 100 retail outlets during the year, which increased the CNG market share by 3.29 per cent. Your Corporation continued with its focus on the use of alternate energy, and 2,533 retail outlets were converted to operate on solar energy during the year, taking their number to 9,140 outlets i.e. 34 per cent of the total number of retail outlets.

During the year, the Corporation released new domestic LPG connections to 131.7 lakh customers, out of which, 73.8 lakh connections were released under Pradhan Mantri Ujjwala Yojana (PMUY), the flagship scheme of the Government of India, to the women of poor households with an objective to improve the health of poor families by providing clean cooking fuel. The Corporation achieved an all-time high LPG sales of more than 10.8 MMT and bottling capacity was augmented by 540 TMTPA to meet the increased demand of LPG.

In the Lubricants segment, SERVO maintained its market leadership position during the year and registered positive growth across all segments of finished lubricants.

PROJECTS

Your Corporation recognizes the importance of infrastructure development and has been consistently investing in several projects across the country. The project teams across the divisions in the Corporation ensure that the projects are implemented seamlessly. The projects are financed through an optimum mix of internal accruals and borrowings from domestic as well as international markets whenever required. During the year, the Corporation spent over Rs, 20,000 Crore on capital projects including Rs, 3,275 crore through Special Purpose Vehicle. Despite the significant capital expenditure, the overall borrowings of the Corporation increased only by Rs, 3,210 crore as most of the Capex requirement was met through internal accruals.

The details of the projects completed, ongoing and future are as under:-

Completed Projects

- Phase-I of BS-IV fuel quality up gradation projects at Barauni and Gujarat Refineries

- 1.3 MMTPA Petcoke evacuation facility at Paradip Refinery

- Feed Preparation Unit at Haldia Refinery

- Jharsuguda-Khunti section of Paradip-Raipur-Ranchi product pipeline

- 157 km of Paradip-Balasore section of Paradip-Haldia-Durgapur LPG Pipeline

Ongoing Projects

- Distillate yield improvement project at Haldia Refinery

- Propylene Unit at Paradip Refinery

- Phase-2 of BS-IV Fuel Quality Up gradation Projects at Barauni and Gujarat refineries

- BS-VI projects at all refineries

- Installation of INDMAX Unit along with associated facilities at Bongaigaon Refinery

- Infrastructure facilities at Gujarat Refinery and Dumad for Koyali-Ahmednagar-Solapur pipeline

- Infrastructure development for grid power import at 220 KV at Gujarat, Mathura and Barauni refineries

- 7 Nos. additional crude oil tanks at Paradip

- Paradip-Haldia-Durgapur LPG pipeline

- Paradip-Hyderabad pipeline

- Augmentation of Paradip-Haldia-Durgapur LPG pipeline and its extension up to Patna and Muzaffarpur

- Jaipur-Panipat naphtha pipeline, along with augmentation of Koyali-Sanganer pipeline

- CBR-Trichy pipeline

- Ennore-Trichy-Madurai LPG pipeline

- Ennore-Nagapattinam-Tuticorin-Madurai-Bengaluru natural gas pipeline

- 30" Crude Oil Pipeline in Haldia-Barauni section of

Paradip-Haldia-Barauni Pipeline and conversion of existing 18" twin pipeline in Haldia-Barauni section to product and gas pipeline.

- Branch pipeline on Barauni-Kanpur pipeline to Baitalpur and Motihari

- Motihari-Amlekhgunj pipeline

- Koyali-Ahmednagar-Solapur pipeline

- Augmentation of Chennai-Trichy-Madurai pipeline

- Dhamra-Haldia Refinery Gas Pipeline with spurline to Paradip Refinery.

- Tundla-Gawria Pipeline with augmentation of Mathura-Tundla Pipeline

- Dahej-Koyali Natural Gas Pipeline

- LPG import terminal at Paradip and Kochi

- Augmentation of LPG terminal at Kandla from 0.6 MMTPA to 2.5 MMTPA

- LPG bottling plants at Banka, Gorakhpur, Bathinda, Goindwal Sahib, Agartala, Mandla, Nagpur, Salem, Gwalior, Sitarganj, Trishundi, Korba Khurda, Shillong, Kharagpur and Jodhpur.

- Product storage depots at Una (H.P.), Guntakal (A.P.) and Asanur (T.N.)

- 5-MMTPA LNG import terminal project at Ennore (through a Joint Venture Company)

- Ethylene Glycol Project at Paradip

Future Projects

- Barauni Refinery expansion to 9 MMTPA

- Expansion of PX/PTA Plant at Panipat Refinery

- Installation of Indjet Unit at Barauni Refinery

- Residue Up gradation and quality improvement project at Mathura Refinery

- Panipat Refinery Expansion from 15 MMTPA to 25 MMTPA

- Acrylics / Oxo Alcohol Project at Dumad, Gujarat

- Gujarat Refinery Expansion to 18 MMTPA

- Catalytic Reforming Unit at Guwahati Refinery

- Catalytic De-Waxing Unit (2nd chain) at Haldia Refinery

- LAB Expansion at Gujarat Refinery

- PX/PTA Project at Paradip

- 3G Ethanol from off-gas at Panipat Refinery

- Expansion of Naphtha Cracker and revamp of MEG at Panipat

- 2G Ethanol Project at Panipat

- Guwahati-Silchar-Imphal product pipeline

- Paradip-Somnathpur-Haldia Pipeline

- Kandla-Gorakhpur LPG Pipeline through a Joint Venture Company.

- 60 MMTPA West Coast Refinery in Maharashtra through a Joint Venture Company.

37 new lube grades were introduced during 2017-18 and 34 product approvals were obtained from Original Equipment Manufacturers (OEMs). In the overseas markets also, SERVO registered excellent performance with a growth of 18 per cent. SERVO now has a global presence in 30 international markets.

The Aviation Service of the Corporation continued to maintain its leadership position during the year and improved its market share to 61 per cent. During the year, your Corporation commissioned its aviation fuel stations at Puducherry, Kadappa and Shillong.

Explosives & Cryogenics

During the year, the Explosives and Cryogenics businesses of your Corporation continued with excellent performance and recorded the highest ever production and sales of explosives

India''s quest for clean energy solutions crossed an important milestone with the commencement of demonstration trials on the country''s first fuel cell-powered bus at the R&D Centre. Your Corporation has also acquired minority stake (4 per cent) in the LanzaTech New Zealand Limited for US$ 20 million through its wholly owned subsidiary in Singapore. LanzaTech, a company registered in New Zealand, is the global leader in bio-based gas fermentation technology and the company provides novel and economic technologies for production of ethanol and other high value chemicals from industrial off-gases of steel mills, petroleum refineries etc.

BUSINESS DEVELOPMENT

In order to achieve its vision of becoming ''The Energy of India’, your Corporation has been expanding its business beyond and cryocans. The Explosives group manufactured and sold 1,76,757 metric tonnes of explosives during the year, recording a growth of 12 per cent over the previous year''s volume of 1,57,661 metric tonnes. The Cryogenics group sold 28,782 units of cryocans and cryovessels during 2017-18, as against previous year''s sale of 27,694 units of cryocans and cryovessels.

RESEARCH & DEVELOPMENT

The year was marked by deployment of major technologies developed by R&D Centre at the Corporation''s refineries. An Octamax unit was commissioned at Mathura Refinery to produce high-octane fuel for BS-VI gasoline pool. The unit is a true amplification of the ''Make in India'' drive as the technology was conceptualized, engineered and executed by R&D team and Mathura Refinery. The DHDT Unit at Gujarat Refinery based on indDiesel technology developed by R&D centre was implemented during the year. The unit produces Diesel meeting BS-VI norms for Sulphur. The flagship innovation of R&D centre, INDMAX was adjudged winner in 22nd World Petroleum Congress in Turkey.

The R&D Centre filed for 82 patents and was granted 54 patents (14 Indian and 40 overseas) during the year. Your Corporation now has 611 active patents in its kitty.

petroleum refining and marketing. In this context, the verticals of Petrochemicals, Natural Gas, Exploration & Production, Alternative Energy and International Business are emerging as integral business drivers of the Corporation in integrating and diversifying its business. Moreover, the portfolio of the Corporation in these sectors has proved to be immensely beneficial with the profits from these sectors offsetting the volatility from the Corporation''s refining and marketing Business areas.

Petrochemicals

During the year 2017-18, the Corporation recorded petrochemicals sales (domestic and exports) of 2.37 MMT as against 2.58 MMT in 2016-17. The sales volumes were lower mainly due to shutdown of plants that restricted the production and resultantly the sales.

The Corporation''s PROPEL brand of petrochemicals is the second largest in the Indian petrochemicals market. The Corporation''s offerings include Polymers, Linear Alkyl Benzene, Paraxylene / Purified Terephthalic Acid, Glycols and Butadiene. The Corporation is a major supplier of Polymer products to leading multinationals. During the year, 30 new Original Equipment Manufacturers approvals were obtained and 3 new grades were rolled out. The global reach of PROPEL brand increased further, with its exports now reaching 75 countries. During the year, PROPEL was recognized by The Economic Times in the Best Plastics & Polymers Brands 2018 as a "Symbol of Excellence in Plastics & Polymers Industry"

Natural Gas

The Corporation is investing across the Natural Gas value chain in the country and is committed to enhancing availability through expansion of infrastructure of Natural Gas in the country. During the year, the overall Degasified Liquefied Natural Gas (R-LNG) sales of the Corporation was 1.89 MMT. The Corporation now has 58 R-LNG customers. In addition, 1.98 MMT of R-LNG was internally consumed in three of the Corporation''s refineries, viz. Panipat, Mathura and Gujarat while its Digboi Refinery consumed 0.06 MMT of domestic gas.

Globally, the interest in usage of LNG as a transportation fuel is on the rise. The Corporation has also been the pioneer in India in supplying LNG to customers not located on the pipeline network through its ''LNG at Doorstep'' service. During the year, sale of LNG through this model grew by 17.3 per cent over the previous year.

The Corporation imported 17 cargoes (1.13 MMT) of LNG during the year, against 11 cargoes (0.71 MMT) in the previous year. The Corporation has so far signed 22 Master Sales & Purchase Agreements (MSPAs) with various international suppliers for purchase of LNG on Spot/Short term basis of which 9 MSPAs were signed during the year.

The Corporation through its Joint Venture Company (JVC), Indian Oil LNG Pvt. Ltd. (IOLPL) is setting up a 5 MMTPA LNG Terminal at Kamarajar Port, Ennore in Tamil Nadu, which will be the first LNG Terminal on the East Coast. The LNG Terminal is scheduled to be commissioned in 2018-19.

The Corporation is operating/implementing City Gas Distribution (CGD) network in 9 Geographical Areas (GAs) through its two JVCs viz. Green Gas Ltd. (GGL) in Lucknow & Agra and Indian Oil-Adani Gas Pvt. Ltd. (IOAGPL) in Allahabad, Chandigarh, Panipat, Daman, Ernakulam, Udham Singh Nagar & Dharwad. IOAGPL participated in 8th Round of CGD Bidding invited by the Petroleum & Natural Gas Regulatory Board and emerged as winner for South Goa and

Bulandshahar GAs.

The Corporation is involved in developing three natural gas pipelines viz. Mallavaram-Bhopal-Bhilwara-Vijaipur Pipeline through the JVC GSPL India Transco Ltd. and Mehsana-Bhatinda Pipeline & Bhatinda-Jammu Pipeline through the JVC GSPL India Gasnet Ltd.

Exploration & Production

The Corporation is engaged in upstream (Exploration & Production) activities through its joint operations, joint ventures and wholly owned subsidiaries (WoS). The upstream portfolio of the Corporation consists of 19 assets (9 domestic and 10 overseas) with active Participating Interests (PI) ranging from 3 to 100 per cent. Out of 19 assets, the Corporation has 8 Producing (7 overseas & 1 domestic), 3 domestic Discovered Small Fields, 2 Coal Bed Methane, 1 overseas under Development, 2 domestic Exploration with discoveries under appraisal and 3 under Exploration (2 overseas & 1 domestic) assets.

During the year, Hydrocarbon production increased by 66 per cent over last year from 1.61 MMT to 2.67 MMT from 6 overseas producing assets viz. Lower Zakum (UAE), Taas (Russia), Vankor (Russia), Niobrara Shale Oil (USA), Pacific Northwest (Canada), Carabobo (Venezuela) and one domestic producing asset i.e. Dirok (Assam, India).

ON-94/1 (Dirok Field) in August 2017. This marked the advent of its first domestic exploration asset maturing from exploration stage to a producing asset. The Corporation has 29.03 per cent PI in this asset.

A major highlight during the year was acquisition of new blocks overseas. The Corporation acquired acquired 3 per cent PI in Lower Zakum, Offshore Abu Dhabi (UAE) through a consortium with ONGC Videsh Ltd. and Bharat PetroResources Ltd. In addition to this, the Corporation acquired 17 per cent PI in Mukhaizna Oil Field, a producing field in Oman in April, 2018 resulting in an increase of its production profile by 20,400 boe/day.

A major milestone for the Corporation was the beginning of production of gas and condensate from its Pre-NELP asset AAP-

Alternative Energy

The Corporation has a portfolio of 168 MW wind power and 34 MW solar PV, which includes 17.5 MW grid connected solar PV and 16.5 MW off-grid solar projects (as on 31.03.2018). The renewable power generated from the wind and solar projects was 337 GWh, which corresponds to an emission reduction of 277 TMTCO2e (thousand metric tonnes carbon dioxide equivalent). During the year, 14 MW of solar PV capacity was installed and, work is in progress for installation of another 13 MW at various units of the Corporation.

The Corporation has also been selling solar lanterns as an energy access solution. During the year, around 14,000 solar lanterns were sold through its LPG network. Cumulatively, over 4.1 lakh solar lanterns have been sold by the Corporation.

The Corporation is setting-up three 2nd Generation Ethanol production plants at Panipat (Haryana), Gorakhpur (UP) and Dahej (Gujarat) of 100 KL per day capacity each.

Under the aegis of Swachh Bharat Mission of the Govt. of India, two waste-to-energy plants of 5 tons per day capacity each were commissioned in Varanasi by the Corporation. The plants process organic Municipal Solid Waste and produce Biogas and Compost. The electricity produced from the generated Biogas is being used to energise street lights in the vicinity of each plant.

Sustainable Development

Your Corporation is deeply committed to the ethos of Sustainable Business. It has been publishing Annual Sustainability Report since 2005-06. During the year, the Corporation completed carbon and water foot-printing of all its refineries, pipelines & marketing installations, and its Indian Oil Institute of Petroleum Management, Gurgaon, and the R&D Centre. The Corporation is replacing all the conventional lighting with LED lights across all its installations. Cumulatively, 3.4 lakh conventional lighting has been replaced with LED. During the year, 1.22 lakh trees were planted at various locations and units of the Corporation. Waste paper recycling is another major initiative of the Corporation and during the year 130 tonnes of waste paper was recycled, which includes selling of waste paper to designated recyclers. The Corporation has installed 561 rainwater harvesting systems and cumulatively the systems have harvested 3.26 billion litres of water during 2017-18.

Overseas Business Development

The Corporation has been constantly exploring various overseas downstream opportunities with special focus on the neighboring countries. During the year, the Corporation opened offices in Dhaka, Bangladesh and Yangon, Myanmar. During the year, six export consignments totaling 123 TMT consisting ATF, MS and HSD were supplied to neighboring countries.

INFORMATION SYSTEMS & OPTIMISATION

The year witnessed a lot of activity in the area of cyber security both in the Corporation and the cyber world with two major ransom ware attacks globally, which affected India also. However, there was no impact on the Corporation. Cyber Security Audit of select locations was conducted to identify potential vulnerabilities and appropriate mitigation steps were taken to strengthen the security wherever vulnerabilities were found. A Centralized Security Operation Center (SOC) was commissioned in which the security devices across the Corporation are now monitored centrally.

During the year, the customer-facing ePIC portal, first step towards delivering a next-generation customer experience was launched. Customers, who require service or support across any line of business of the Corporation, will have a single platform to voice their issues, which would be appropriately routed to the concerned person in a Centralized Grievance System, with a proper escalation matrix in place.

GST was successfully implemented in the Corporation on 1st July, 2017. The first invoice from SAP was generated on time and your Corporation was first among Oil Marketing Companies to roll out GST. During the year, Indane refill booking facility was enabled through Face book and Twitter in addition to other existing channels.

The Optimization group in the Corporation carries out detailed analysis of demand forecast for purchase of suitable crude oil cargoes through term contracts or spot purchases, logistics arrangements, export of products, etc., to maintain supply of products across the country as well as to optimize corporate profitability. During the year, based on evaluation of crudes, 12.1 MMT of cheaper opportunity crudes were procured and for the first time ever, 6.6 million barrels of US crude was also imported. The Optimization group also plays an important role in evaluation of projects by carrying out a detailed analysis of supply & demand.

HEALTH, SAFETY & ENVIRONMENT (HSE)

Your Corporation is committed to conduct business with a strong environment conscience, ensuring sustainable development, safe workplaces and enrichment of the quality of life of its employees, customers and the community at large. All refineries of your Corporation are certified to ISO:14064 standards for sustainable development as well as for the Occupational Health & Safety Management System (OHSMS/OHSAS-18001), besides having fully equipped occupational health centres. Compliance with safety systems and procedures and environmental laws is monitored at the unit, division and corporate levels. The HSE activities of the Corporation are reviewed in Board meeting. During the year, safety audits were carried out at various offices and locations and various training programmes were also conducted across the Corporation covering safety-related topics.

ENERGY CONSERVATION

Energy conservation is important key parameter in refining business and high importance is accorded for the same at all the refineries and units of your Corporation. The performance of various units is continuously monitored and efforts are made to keep abreast of the latest technological developments and global best practices. As a result of various energy conservation measures undertaken, the energy performance parameter (indexed to the complexity of operations) in terms of MBN* of the refineries of your Corporation during the year is down to 72.61, which is the best ever achieved, as against the energy index of 81.9 in the previous year. The energy conservation schemes implemented during the year in various refineries resulted in an estimated fuel savings of 63,093 MT Standard Refinery Fuel (SRF) in the year, valued at about Rs, 149.4 crore. Under pipeline operations, various initiatives were taken during 2017-18, which resulted in improvement of Specific Range Consumption of Pipelines by 18.44 per cent.

*MBN-Thousand British Thermal Units / Barrel / Energy Factor (MBTU/BBL/NRGF)

HUMAN RESOURCES

Your Corporation has a strong and dedicated workforce as on 31st March 2018 of 33,157 consisting of 17,123 executives and 16,034 non-executives. This included 2,770 women employees comprising 8.36 per cent of the total workforce.

Your Corporation diligently follows the Presidential directives and guidelines issued by the Government of India regarding reservation in services for SC/ ST/ OBC/ PWD (Persons with Disabilities)/ Ex-servicemen to promote inclusive growth. Rosters are maintained as per the directives and are regularly inspected by the Liaison Officer(s) of the Corporation 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. Efforts are made to promptly dispose of representations/grievances received from them. In accordance with the Presidential Directive, the details of representation of SC/ ST/OBC in the prescribed format are attached at Annexure-II to the Report.

During the year, the Corporation received Presidential Directives issued by the Ministry of Petroleum & Natural Gas for implementation of revision of pay and various allowances payable to the Board level executives and below Board level Executives of the Corporation. The Corporation is in the process of implementation of the directives received in a phased manner.

The provisions of 4 per cent reservation for Persons with Disabilities in line with guidelines/instructions issued by the Government of India are implemented by the Corporation. Necessary concessions/relaxations in accordance with the rules in this regard are also extended to physically challenged persons in recruitment. The number of employees with disabilities as on 31st March 2018 was 611 constituting 1.84 per cent of the total employee strength.

Your Corporation maintained cordial industrial relations during the year, and continued to provide 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. Your Corporation supports the participative culture in the management of the enterprise and has adopted a consultative approach with the collectives, establishing a harmonious relationship for industrial peace thereby leading to higher productivity. Employees'' participation is ensured through information-sharing with collectives and employees on a regular basis while seeking their support, suggestions and cooperation. The efforts to promote employees'' participation in management were continued during the year through Suggestions Scheme, Total Productivity Maintenance (TPM) and various employee engagement initiatives.

Your Corporation has initiated steps towards formulation of an Employee Value Proposition (EVP) with an objective of establishing and promoting the Corporation''s Employee Brand amongst the potential employees. An EVP is a unique set of benefits, which employees receive in return for skills, capabilities and experience they bring to a Company. While addressing the basic question "Why should I work for you", it enables a firm to position itself as employer of choice and thus, attract best talent besides providing a reason to the existing employees for working with an organization. During an experiential workshop facilitated by XLRI Jamshedpur, a taskforce of 25 officers framed few EVP statements. These statements are being tested externally with students of B-schools and engineering institutes as potential employees; and internally within the Corporation to validate their relevance and attractiveness after which a structured EVP will be finalized.

Your Corporation emerged as one of the best employers in India and first amongst the Public Sector Undertakings in the Great Place to Work assessment conducted by the Great Place to Work Institute, in association with the Economic Times. Indian Oil YuvaUrja, a platform for connecting with Gen Y/Millennials and sharing information on your Corporation''s employee-friendly policies has been developed to connect with both potential employees and the executives joining your Corporation.

1145 Executives were recruited during 2017-18 from various reputed institutes and through all India open recruitment exercise. Indian Oil has a well defined Common Corporate Induction Module (CCIM), a specially designed and standardized program to facilitate the transition of these young executives from academic life to professional life. To ensure that they get integrated in the organization, all the new executives are provided with Divisional Induction Module, followed by ''On-the-Job'' training. The Induction Modules are tailor-made for Divisions to provide a holistic overview of the working of respective Divisions. Each executive is provided with a mentor within the first week of joining at their respective locations as part of Indian Oil Mentoring Programme - "Gurumitra".

Your Corporation has a structured succession planning framework linked to the leadership development system for developing leaders at all levels from within. Besides regular developmental interventions, your Corporation''s flagship Leadership Competency Development Programme for executives - "Saksham" is a progressive step towards ''need-based'' development of leadership competencies - Strategic, Operational, Business Results, Customer,

Talent, Content, Change and Relationship. The modules under Project "SAKSHAM" have been developed and being delivered by the best B-Schools in the country, viz. IIMs - Ahmedabad, Bangalore, Calcutta and XLRI Jamshedpur.

The scope of Project Saksham, which was earlier focused on officers transitioning from Middle to Senior Management (Grade F, G and H), was expanded during 2017-18 to include officers undergoing transition from Junior to Middle Management (Grade D & E). In 2017-18, nearly 400 executives in Grades F, G & H and nearly 250 executives in Grades D & E were covered under this programme. To meet the increased coverage, Indian Oil tied up with other IIMs - Lucknow, Indore, Kozhikode and Shillong.

Your Corporation is committed to implementation of Hindi at its various offices / locations / units in day-to-day functioning. The provisions of Official Language Act, 1963 and Rules notified there under are complied with. The communications received in Hindi and any application, appeal or representation written or signed by an employee in Hindi is replied-to in Hindi. The Official Language Implementation Committees (OLIC) have been formed and are functioning in all offices / units. The Committees review the progress of implementation of official language policies.

RIGHT TO INFORMATION ACT (RTI)

Your Corporation has put in place an elaborate mechanism across the organization to deal with matters related to Right to Information Act, 2005 since its inception. The Corporation has designated one Nodal Officer based at Corporate Office and 34 First Appellate Authorities (FAAs), 45 Central Public Information Officers (CPIOs) and 45 Assistant Public Information Officers (APIOs). The details of all the designated officials, 3rd party audit reports etc. are hosted on the website of the Corporation.

Your Corporation has aligned with the online RTI portal launched by DoPT and all the applications / appeals received through the portal have been disposed off through the portal only. The Quarterly Reports / Annual Reports have been submitted through online portal of Central Information Commission - www.cic.gov.in within the prescribed time limit. A total of 7331 requests and 851 first appeals were received during the year and all have been disposed off within the stipulated time. 239 second appeals were filed before the Central Information Commission, New Delhi and all have been disposed off after due follow-up without any adverse remarks from the Hon''ble Commission.

COMPLIANCE WITH THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013

The provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 have been implemented across the Corporation with the clear objective of providing protection to women against sexual harassment at the workplace and for prevention and redressal of complaints. Internal Complaints Committees have been set up at Unit/Region/Head Office level, headed by senior level women executives, to deal with sexual harassment complaints, if any, and conduct enquiries.

There were six complaints of sexual harassment, which were pending as on 1st April, 2017. During the year 2017-18, one complaint was received and four complaints were disposed off. As on 31st March, 2018, three complaints are pending.

Regular workshops are held especially for women employees with an objective to bring awareness about their rights and facilities at workplace and emphasizing the provisions of the Act. During the year, 65 workshops/awareness programmes were conducted. Gender sensitization programmes, sensitizing the male employees, are also being conducted regularly. Newly recruited employees in the Corporation are made aware of the provisions of the Act and the measures adopted by the Corporation to prevent such incidents.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

Your Corporation has utilized 100% of the CSR Budget allocated for the year 2017-18, amounting to Rs, 331.05 crore. This gratifying achievement exemplifies your Corporation''s unstinted commitment to serve the society, which has been an integral philosophy of conducting its business operations since inception.

In addition to serving the Nation through thousands of marketing and operation touch-points across the country, your Corporation, through its CSR outreach, has touched hearts and souls of millions of under-privileged citizens with care and passion, the key values, which your Corporation actively nurtures and espouses.

During 2017-18, your Corporation reached out to a large number of beneficiaries through a variety of CSR initiatives. Under its flagship healthcare initiatives viz. Swarna Jayanti Samudayik Hospital, Mathura

(Uttar Pradesh); AOD Hospital, Digboi (Assam); Sarve Santu Niramaya, Digboi (Assam); your Corporation treated more than 76,100 patients. Assistive devices were provided to 900 Divyangjans across 4 States and about 23,400 animals were given various healthcare treatments for their well being. Under various Skilling initiatives across India viz. Skill Development Institute, Bhubaneswar (Odisha); Multi-Skill Development Institute, Digboi (Assam); Skill Development Centre, Barauni (Bihar) etc., 1,200 beneficiaries were skilled in various trades. Through projects like Indian Oil Gyanodaya, scholarships were provided to more than 6,100 students across India. For meeting basic livelihood needs viz. drinking water and electricity, Indian Oil Jal-Jeevan projects were rolled out in 30 villages and Indian Oil Surya-Prakash (solar) projects were implemented in 25 villages.

As a progressive step towards strengthening Industry-Academia partnership, Institute of Chemical Technology (ICT) Mumbai and Indian Oil have agreed to jointly start an Integrated Masters programme in Chemical Engineering (5-years), with a strong emphasis on industry internship. ICT Mumbai - Indian Oil Odisha Campus (ICTM-IOC), Bhubaneswar will also offer Executive M. Tech. in Chemical Engineering and Ph. D. Programmes under UGC/Industry fellowships.

The Hon''ble President of India inaugurated Institute of Chemical Technology Mumbai - Indian Oil Odisha Campus, Bhubaneswar and laid the foundation stone of the main campus of Skill Development Institute, Bhubaneswar on 18th March, 2018.

A report on your Corporation''s CSR activities as per the provisions of the Companies Act, 2013 along with the CSR Highlights for FY

2017-18 is attached at Annexure-III to the report. The composition of the CSR Committee is provided in the Corporate Governance Report. The CSR Policy of the Corporation can be accessed at the website of the Corporation on the link https://iocl.com/aboutus/ Ioc_S&CSR_policy.pdf

VIGILANCE

The Vigilance department acts as a link between the organisation and Chief Vigilance Commissioner. The objective of the vigilance function is to ensure maintenance of the highest level of integrity throughout the Corporation. The Vigilance group takes preventive, punitive and participative steps, with emphasis on the preventive and participative aspects. During the year, 94 vigilance awareness programmes were conducted, which were attended by about 2,300 employees.

Disciplinary action under applicable Conduct, Discipline and Appeal Rules, 1980 and Certified Standing Orders were taken by the Corporation for irregularities/lapses. The number of disciplinary matters related to vigilance cases disposed off during the year 2017-18 was 57. The number of such cases pending at the end of year 2017-18 was 35. The aforesaid cases pertain to irregularities such as indiscipline, dishonesty, negligence in performance of duty or neglect of work etc. The Corporation continuously and regularly endeavours 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 Corporation was closed with effect from 31st August, 2009. The Corporation has not invited any deposits from the public during the year and no deposits are outstanding as on 31st March, 2018 except the old cases amounting to Rs, 55,000/-, which remain unpaid due to unsettled legal / court cases.

CORPORATE GOVERNANCE REPORT

The Corporate Governance Report highlighting the endeavours of your Corporation in ensuring transparency, integrity and accountability in its functioning has been incorporated as a separate section, forming a part of the Annual Report.

MANAGEMENT''S DISCUSSION & ANALYSIS REPORT

The Management''s Discussion & Analysis (MDA) Report, as required under Corporate Governance guidelines, has also been incorporated as a separate section forming a part of the Annual Report.

BUSINESS RESPONSIBILITY REPORT

The Business Responsibility Report covering initiatives taken with environmental, social and governance perspective has been prepared in accordance with the directives of SEBI and forms a part of the Annual Report.

AUDIT COMMITTEE

The Audit Committee of your Corporation comprises three members, all of whom are Independent Directors. The recommendations made by the Audit Committee during the year were accepted by the Board. The other details of the Audit Committee, like its composition, terms of reference, meetings held, etc., are provided in the Corporate Governance Report.

CODE OF CONDUCT

The Board of your Corporation has enunciated a code of conduct for the Directors and senior management personnel, which has been circulated to all concerned and has also been hosted on the Corporation''s website. The Directors and senior management personnel have affirmed compliance with the code of conduct.

RISK MANAGEMENT

Your Corporation has a well laid-down risk assessment & management process. A Risk Management Compliance Board comprising senior management personnel and headed by Chief Risk Officer reviews the various risks associated with the Corporation''s business. The Corporation has constituted a Risk Management Committee comprising whole-time Directors, which oversees risk management activities. A report is, thereafter, put up to the Audit Committee and the Board.

INTERNAL FINANCIAL CONTROLS

Your Corporation has put in place adequate internal financial controls for ensuring the efficient conduct of its business in adherence with laid-down policies; the safeguarding of its assets; the prevention and detection of frauds and errors; the accuracy and completeness of the accounting records; and the timely preparation of reliable financial information, which is commensurate with the operations of the Corporation. The Corporation also has a separate Internal Audit department headed by a Chief General Manager, who directly 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 of the Corporation under Clause (i) of Sub-Section 3 of Section 143 of the Companies Act 2013. The report issued thereupon has been attached along with the Standalone and Consolidated Financial Statements respectively.

REMUNERATION TO THE AUDITORS

The Office of the Comptroller & Auditor General of India had appointed the Statutory Auditors for the financial year 2017-18. The Auditors'' remuneration for the year 2017-18 has been fixed at Rs, 145 lakhs plus applicable taxes. In addition, reasonable out-of pocket expenses incurred are also reimbursed at actuals.

COST AUDIT REPORT

Cost Auditors were appointed for conducting the cost audit of the Corporation''s refineries, lube blending plants and other units for the year 2017-18. A remuneration of Rs, 18.50 lakhs and applicable taxes had been fixed by the Board for payment to the cost auditors for the year 2017-18, which was ratified by the shareholders in the last AGM. The cost audit for the year 2016-17 was carried out for various units of the Corporation and the cost audit report was filed by the Central Cost Auditor with the Central Government in the prescribed form within the stipulated time period. The cost audit report for 2017-18 would also be filed within the stipulated time.

SECRETARIAL AUDIT

The Secretarial Audit Report for the year 2017-18 confirms that the Corporation has complied with the applicable provisions of the corporate laws, guidelines, rules, etc., which are within the purview of the Corporation. The report, duly certified by a practicing Company Secretary, is attached at Annexure-IV to this Report.

The Secretarial Auditor has made an observation that the Corporation has not complied with the conditions with regard to minimum number of non executive Directors and Independent Directors in the composition of Board of Directors for the period 01.04.2017 to 21.09.2017 and with regard to appointment of Woman Director for the period 01.04.2017 to 26.10.2017. In this regard, it is clarified that the Corporation being a Government Company under the administrative control of the Ministry of Petroleum & Natural Gas, the selection and appointment of Directors, (including Independent Directors and Woman Director) vests with the Government of India as per the Government guidelines.

PUBLIC PROCUREMENT POLICY FOR MICRO AND SMALL ENTERPRISES (MSEs) ORDER 2012

Your Corporation has taken steps for implementation of the Public Procurement Policy of the Government of India for procurement from MSEs. All efforts are made to procure items specified for procurement from MSEs. In addition, necessary provision has been made in all the tenders stating the eligibility of MSEs to participate in the tender. As against the target of 20 per cent for procurement from MSEs, the actual procurement of your Corporation from MSEs during the year was 24.09 per cent (excluding crude oil & gas). During the year, 54 vendor development programmes were conducted to develop small and medium enterprises.

SUBSIDIARIES AND JOINT VENTURES

During the year, a new Joint Venture Company, viz. Ratnagiri Refinery and Petrochemicals Limited between your Corporation, BPCL and HPCL was incorporated in Sept. 2017 for the purpose of setting up of 60 MMTPA Refinery and Petrochemical Project in Ratnagiri district of Maharashtra. The equity holding of partners is Indian Oil : 50 per cent; BPCL : 25 per cent and HPCL : 25 per cent. Subsequently in April, 2018, an MoU was signed between the JV Partners and Saudi Aramco to explore the possibilities of joint development of the project with induction of Saudi Aramco as a strategic partner.

Indian Oil CREDA Bio-fuels Ltd., a Subsidiary of the Corporation was wound-up during the year and the name of the Company was struck-off from the Register of Companies by Ministry of Corporate Affairs on 08.03.2018.

As required under the provisions of the Companies Act, 2013, a statement on the performance and financial position of each of the subsidiaries and joint venture companies is provided as an annexure to the Consolidated Financial Statement. The financial statements of the subsidiaries have also been hosted on the website of the Corporation i.e. www.iocl.com under ''Financial Performance'' section.

In accordance with the provisions of the SEBI guidelines, your

Corporation has framed a policy for determining material subsidiaries, which can be accessed on the Corporation''s website at the link https://www.iocl.com/InvestorCenter/ Policy_on_Material_Subsidiary.pdf

RELATED PARTY TRANSACTIONS (RPTs)

In line with the provisions of the Companies Act, 2013 and SEBI guidelines, a policy on material RPTs has been framed, which can be accessed on the website of the Corporation at link https:// www.iocl.com/InvestorCenter/Policy_on_related_party_ transactions.pdf. Your Corporation has undertaken transactions with related parties during the year in the ordinary course of business. In line with the RPT Policy, approval of the Audit Committee & Board, as the case may be, were obtained for such RPTs. As per the threshold mentioned in the policy, there was no material RPT during the year. 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 with related parties referred to under Section 188 (1) of the Companies Act, 2013 in the prescribed Form AOC-2 are attached at Annexure -V of the report.

REPORT ON ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS

In accordance with the provisions of the Companies Act, 2013 and rules framed there under, the details relating to Energy Conservation, Technology Absorption and Foreign Exchange earnings and outgo are annexed at Annexure-VI to the report.

PARTICULARS OF EMPLOYEES

The provisions of Section 197 of the Companies Act, 2013 and rules notified there under, regarding particulars of employees drawing remuneration in excess of limits specified are exempt for Government Companies.

BOARD OF DIRECTORS & KEY MANAGERIAL PERSONNEL

The following changes occurred in the Board / Key Managerial Personnel of the Corporation:-

Appointment

1. Shri Vinoo Mathur, Shri Samirendra Chatterjee, Shri Vivek Rae, Shri Chitta Ranjan Biswal, Dr.Jagdish Kishwan, Shri Sankar Chakraborti, Dr.B.Mahadevan and Shri Dharmendra Singh Shekhawat, were appointed as Independent Directors w.e.f. 22.09.2017.

2. Smt. Urvashi Sadhwani was appointed as Government Director w.e.f. 27.10.2017.

3. Shri B.V.Rama Gopal was appointed as Director(Refineries) w.e.f. 12.02.2018.

4. Shri Ranjan Kumar Mohapatra was appointed as Director(Human Resources) w.e.f. 19.02.2018.

5. Ms. Sushma Taishete Rath was appointed as Government Director w.e.f. 1 1.05.2018.

6. Shri Kamal Kumar Gwalani was appointed as Company Secretary and Key Managerial Personnel w.e.f. 01.09.2017.

Cessation

7. Shri Verghese Cherian ceased to be Director (Human Resources) w.e.f. 01.11.2017 consequent upon his superannuation.

8. Shri B.S.Canth ceased to be Director(Marketing) w.e.f. 01.02.2018 consequent upon his superannuation.

9. Dr. B. Mahadevan, Independent Director resigned from the Board of the Corporation due to his pre-occupation on 19.03.2018.

10. Shri Anish Aggarwal ceased to be Director(Pipelines) w.e.f. 01.04.2018 consequent upon his superannuation.

11. Smt. Urvashi Sadhwani ceased to be Director w.e.f. 11.05.2018 consequent upon her elevation as Principal Adviser to MoP&NG.

12. Shri Vivek Rae, Independent Director resigned from the Board of the Corporation w.e.f. 04.06.2018.

13. Ms. Sushma Taishete Rath ceased to be a Director w.e.f. 06.07.2018, consequent upon her transfer from MoP&NG.

14. Shri Raju Ranganathan, ceased to be Company Secretary and Key Managerial Personnel w.e.f. 01.09.2017 consequent upon his superannuation.

The Corporation has received the Certificate of Independence from all the Independent Directors confirming that they meet the criteria prescribed for Independent Directors under the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015.

A separate meeting of Independent Directors was held during the year as per provisions of the Companies Act, 2013 and SEBI LoDR.

Shri G.K.Satish, Director(P&BD) is liable to retire by rotation and being eligible is proposed to be re-appointed at the forthcoming Annual General Meeting.

A brief profile of the Directors proposed to be appointed / re-appointed at the forthcoming AGM is provided in the notice of the AGM.

BOARD MEETINGS

During the year, 13 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 here to avoid duplication.

PERFORMANCE EVALUATION OF BOARD, ITS COMMITTEES AND INDIVIDUAL DIRECTORS

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 Directors is carried out by the Administrative Ministry i.e. Ministry of Petroleum and Natural Gas (MoP&NG) as per laid down evaluation methodology.

POLICY FOR SELECTION AND APPOINTMENT OF DIRECTORS AND THEIR REMUNERATION

The provisions of Section 134(3)(e) of the Companies Act, 2013 regarding the policy on Directors appointment and remuneration including criteria for determining qualifications, positive attributes, independence of a Director and other matters provided in Sec 178(3) are exempted for Government Companies.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS

No significant and material orders were passed by the regulators or courts or tribunals that impact the going concern status of the Corporation and its operations in future.

VIGIL MECHANISM/WHISTLE-BLOWER POLICY

The Corporation has framed a whistle-blower policy wherein the 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. The policy provides that the confidentiality of those reporting violations shall be maintained and they shall not be subjected to any discriminatory practice. No employee has been denied access to the Audit Committee. The policy on Vigil Mechanism/Whistle-Blower can be accessed on the Corporation''s website at the link https://www.iocl.com/ Investor Center/Whistle_Blower_policy.pdf

DETAILS OF LOANS/INVESTMENTS/GUARANTEES

Your Corporation has provided loans/guarantees to its subsidiaries/joint ventures and has made investments during the year in compliance with the provisions of the Companies Act, 2013. The details of such investments made and loans/guarantees provided as on 31st March, 2018 are given in the Standalone Financial Statement under Notes 4, 5, 36 and 42.

EXTRACT OF ANNUAL RETURN

As required under the provisions of the Companies Act, 2013, the extract of Annual Return for the financial year ended 31st March, 2018 in the prescribed form MGT-9 is attached at Annexure-VII to this report.

COMPLIANCE WITH SECRETARIAL STANDARDS

Your Corporation complies with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India (ICSI).

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to the requirement under clause (c) of sub-section (3) of Sec.134 of the Companies Act, 2013 with respect 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 along with proper explanation relating to material departures;

(b) the Directors had selected such accounting policies and applied them consistently 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 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; and

(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 would like to express its deep appreciation for the dedicated and sincere efforts of the employees of the Indian Oil family for the superlative performance achieved during the year 2017-18. The Board would also like to thank the Government of India, particularly the Ministry of Petroleum & Natural Gas as well as the various State Governments, regulatory and statutory authorities for their valuable guidance and support from time to time. The Board is also thankful to all its stakeholders, including bankers, investors, members, customers, consultants, technology licensors, contractors, vendors, etc., for their continued support and confidence reposed in the Corporation. The Board would like to place on record its appreciation for the valuable guidance and significant contribution made by Shri Verghese Cherian, Shri B.S.Canth, Shri Anish Aggarwal, Dr.B.Mahadevan, Smt.Urvashi Sadhwani, Shri Vivek Rae and Ms. Sushma Taishete Rath during their tenure on the Board of the Corporation.

For and on behalf of the Board

(Sanjiv Singh)

Place: New Delhi Chairman

Date : 16th July 2018 DIN: 05280701


Mar 31, 2017

Dear Members,

The behalf of the Board of Directors, it is my privilege to present the 58th Annual Report of the Corporation for the financial year ended 31st March, 2017, along with the Audited Financial Statements and Auditors’ Report on the financial statements.

The year 2016-17 was another landmark year as the Corporation not only improved upon its performance over the previous financial year 2015-16 but achieved the highest ever levels of performance in almost all the physical parameters with record profits.

PERFORMANCE REVIEW FINANCIAL

2016-17

2015-16

US$ Million

Rs. in Crore

US$ Million

Rs. in Crore

Turnover

65,391

4,38,710

60,969

3,99,105

(Inclusive of Excise Duty & Sale of Services)

EBITDA

5,364

35,989

3570

23,371

(Profit Before Exceptional Items, Finance Cost, Tax,

Depreciation & Amortisation)

Finance Cost

514

3,445

472

3,090

Depreciation

927

6,223

736

4,819

Profit Before Tax & Exceptional Items

3,923

26,321

2,362

15,462

Exceptional Items

0

0

208

1,364

Profit Before Tax

3,923

26,321

2,570

16,826

Tax Provision

1,075

7,215

853

5,584

Profit After Tax

2,848

19,106

1,717

11,242

Balance Brought Forward from Last Year

-

-

Less: Appropriations

Interim Dividend paid

1,272

8,531

199

1,303

Final Dividend

300

2,014

239

1,564

Corporate Dividend Tax

324

2,177

90

586

Insurance Reserve (Net)

3

20

3

20

Bond Redemption Reserve

69

466

110

717

CSR Reserve (Net)

0

(1)

(2)

(15)

General Reserve

880

5,899

1,078

7,067

Balance Carried to Next Year

-

-

-

-

SHARE VALUE

2016-17

2015-16*

US$

Rs.

US$

Rs.

Cash Earnings Per Share

0.80

53.44

0.52

33.89

Earnings Per Share

0.60

40.31

0.36

23.72

Book Value Per Share

3.24

210.43

2.81

185.96

*Adjusted for Bonus Shares 1:1 issued in October 2016

Note: Exchange Rate used:-

For 2016-17: Average Rate 1 US$ = Rs.67.09 and Closing Rate 1 US$ = Rs.64.86 as on 31.03.2017

For 2015-16: Average Rate 1 US$ = Rs.65.46 and Closing Rate 1 US$ = Rs.66.26 as on 31.03.2016

PHYSICAL

Million Tonnes

Particulars

2016-17

2015-16

Refineries Throughput Pipelines Throughput

Product Sales (inclusive of Gas, Petrochemicals & Exports)

65.19

82.49

83.49

56.69

79.82

80.66

CHANGES IN SHARE CAPITAL AND DISINVESTMENT BY THE GOVT. OF INDIA

During the year, your Corporation issued bonus shares in the ratio of 1:1, i.e., one bonus share in the ratio of one share held in October, 2016. Consequently, the paid-up capital increased from Rs.2,427.95 crore to Rs.4,855.90 crore.

The Government of India disinvested 3,32,76,129 equity shares in January, 2017 and 1,24,64,272 equity shares in March, 2017 in IndianOil in favour of CPSE ETF (an exchange traded fund comprising PSU stocks). Consequently, the holding of the President of India in the equity share capital of IndianOil was reduced to 57.34 per cent.

DIVIDEND

The Board of Directors of your Corporation has recommended a final dividend of 10 per cent, i.e., Rs.1/- per equity share of Rs.10/- each, on the paid-up Share Capital in addition to two interim dividends of Rs.13.50 per share and Rs.4.50 per share paid in February and March, 2017 respectively. With this, the total dividend declared for the year 2016-17 is 190 per cent, i.e., Rs.19 per equity share (after issue of Bonus shares in the ratio of 1:1) against 140 per cent, i.e., Rs.14 per equity share declared in the previous year. This is the 50th consecutive year for which your Corporation has recommended payment of dividend. So far, your Corporation has paid a cumulative dividend of Rs.39,455 crore, excluding the final dividend of Rs.485.59 crore payable for the current year, subject to approval by members. The final dividend shall be paid to the members, whose names appear in the Register of Members as well as the Beneficial Ownership Position provided by NSDL/CDSL as at the close of 21st August, 2017.

CONTRIBUTION TO EXCHEQUER

Your Corporation has consistently been the largest contributor to the national exchequer in the form of duties and taxes. During the year 2016-17, Rs.1,79,014 crore was paid to the exchequer as against Rs.1,32,064 crore paid in the previous year. An amount of Rs.1,02,817 crore was paid to the Central Exchequer and Rs.76,197 crore to the State Exchequer as against Rs.67,459 crore and Rs.64,605 crore paid in the previous year to the Central and State Exchequer respectively.

CONSOLIDATED FINANCIAL STATEMENTS

In accordance with the provisions of the Companies Act, 2013 and the Accounting Standards issued by the Institute of Chartered Accountants of India, your Corporation has prepared the Consolidated Financial Statement for the group, including its subsidiaries and joint venture entities. The highlights of the Consolidated Financial Results are as follows:

Particulars

2016-17

2015-16

(US$ Million)

(Rs. in Crore)

(US$ Million)

(Rs. in Crore)

Turnover (Inclusive of Excise Duty & Sale of Services)

66,634

4,47,047

62,189

4,07,089

Profit Before Tax

4,167

27,956

2,761

18,072

Profit After Tax

3,038

20,385

1,896

12,413

Less: Share of Minority

80

536

60

391

Profit for the Group

2,958

19,849

1,836

12,022

Note: Exchange Rate used:-

For 2016-17: Average Rate 1 US$ = Rs.67.09

For 2015-16: Average Rate 1 US$ = Rs.65.46

MoU PERFORMANCE

The Memorandum of Understanding (MoU) of your Corporation with the Government of India, setting the performance parameters and targets for the year 2016-17, was signed by Chairman, IndianOil, and Secretary (P&NG), Govt. of India, on 5th July, 2016. The MoU for 2016-17, while giving utmost thrust on CAPEX and Project Monitoring, included challenging targets at the highest level for enhanced excellence and efficiency in all spheres of operations across the organisation. Also, the concept of “Additional Eligibility Criteria” for excellent rating has been introduced from 2016-17. With sustained and dedicated efforts, the Corporation has been able to meet the MoU targets under various parameters as per the MoU with the Government. The Corporation has consistently maintained “Excellent” MoU performance over the years. The performance rating for MoU 2016-17 is yet to be finalised by the Government.

INTERNATIONAL TRADE

Your Corporation imported 55.71 million tonnes of crude oil during the year, as against 49 million tonnes in the previous year, to meet its crude oil requirements through a carefully selected and diversified mix of supply sources. The import of petroleum products during the year was 7.21 million tonnes as against 5.96 million tonnes in the previous year. The Corporation also exported petroleum and petrochemical products during the year.

OPERATIONAL PERFORMANCE Refineries

IndianOil refineries achieved the highest ever crude throughput of 65.19 million tonnes during the year 2016-17 as against a 56.69 million tonnes in 2015-16. The capacity utilisation (excluding Paradip Refinery) was 105.1 per cent as against 103.7 during 2015-16. The refineries (excluding Paradip Refinery) also achieved the best performance in energy parameters of Fuel & Loss, Specific Energy Consumption (MBN) and Energy Intensity Index (EII) at 8.49 per cent, 74.9 and 101.5 respectively, as against 8.53, 76.6 and 101.8 registered during 2015-16.

The Paradip Refinery, which was commissioned and began operations in March 2016 in a phased manner, has fully stabilised and achieved an overall capacity utilisation of 54.9% in 2016-17, touching a peak of 96.4% in March 2017. It has achieved 100% capacity utilisation in May 2017.

All the refineries of the Corporation have commenced supplies of BS-IV grade auto-fuels w.e.f. 1st April, 2017. During the year, three new crude oil varieties were processed for the first time at various refineries, which have been added to the crude oil basket with an objective to widen the crude oil basket and to tie-up new crude oil sources for de-risking the crude oil procurement process.

Pipelines

IndianOil Pipelines achieved the highest ever throughput of 82.49 million tonnes during the financial year 2016-17 as against a throughput of 79.82 million tonnes in 2015-16. The crude oil pipelines recorded the highest ever annual throughput of 51.34 million tonnes, which is 1.6 per cent higher than the previous year’s throughput of 50.54 million tonnes. The petroleum product pipelines also recorded the highest ever throughput of 31.15 million tonnes as against 29.28 million tonnes achieved last year, registering a growth of 6.4%. The gas pipelines achieved the highest ever throughput of 1,587 MMSCM during the year, as against a throughput of 1,380 MMSCM in 2015-16.

With the commissioning of 1,102 km of new pipeline sections during the year, the total length of the pipeline network of crude oil, product and gas pipelines as on 31st March, 2017 expanded to 12,848 km.

Marketing

Your Corporation dominated the domestic market with a market share of 42.9% and sold 74.11 million tonnes of petroleum products during the year, as against 72.60 million tonnes during the previous year. In addition, 4.72 million tonnes of petroleum products were exported during the current year as against 3.46 million tonnes exported during the previous year. Your Corporation took several exceptional initiatives during the year in ensuring the supply of petroleum products in exceptional situations, which include supply to Tripura via Bangladesh, airlifting fuel supply to curfew-struck Manipur, supplies in Kashmir valley and cyclone-hit Chennai, etc.

During the year, your Corporation commissioned 881 retail outlets (fuel stations, including 365 Kisan Seva Kendra outlets in rural areas) taking their total number to 26,212. In addition, CNG facilities were commissioned at 90 retail outlets during the year. The Kisan Seva Kendra (KSK) outlets of the Corporation increased their contribution to the total sales of the Corporation with Petrol (Retail) touching a new high of 14.7% and Diesel (Retail) touching 14.6%. Your Corporation continued with its focus on the use of alternative energy, and 2,441 retail outlets were converted to operate on solar energy during the year, taking their number to 6,607. Health & eye check-up of over 75,000 truck drivers was carried out at the retail outlets and transport hubs during the year.

IndianOil released the highest ever new domestic LPG connections to 1.53 crore customers, raising the Indane customer strength to 11.44 crore. Out of 1.53 crore new connections, 93.25 lakh connections were released under Pradhan Mantri Ujjwala Yojana (PMUY), the flagship scheme of the Government of India to the women of poor households with an objective to improve the health of poor families by providing clean cooking fuel. Additional bottling capacities of 570 TMTPA and tankages of 7,200 MT capacity were added during the year to meet the increased demand.

IndianOil’s flagship lubricant brand SERVO maintained its market leadership position during the year and finished lube sales registered a growth of 2.3 per cent over the previous year. 17 new lube grades were introduced during 2016-17 and 26 product approvals were obtained from Original Equipment Manufacturers (OEMs).

IndianOil’s Aviation Service continued to maintain its leadership position during the year with a market share of 59.3 per cent. During the year, your Corporation commissioned its aviation fuel stations at Barrackpore, Sunabebda, Shimla and Bhuj.

Explosives & Cryogenics

During the year, the Explosives and Cryogenics businesses of your Corporation continued with their excellent performance and recorded the highest ever production and sales of explosives and cryocans. The Explosives group manufactured and sold 1,57,661 metric tonnes of explosives during the year, recording a growth of 9.77 per cent over the previous year’s volume of 1,43,626 metric tonnes. The Cryogenics group sold 27,667 units of cryocans during 2016-17, as against previous year’s sale of 27,538 units.

RESEARCH & DEVELOPMENT

During the year, the INDAdeptG technology developed by IndianOil’s R&D Centre was commissioned at Guwahati Refinery for reducing sulphur content of cracked gasoline streams to be able to meet Euro-IV & VI sulphur specification with minimum RON loss.

Ind-CokerAT, another technology developed in-house, was successfully demonstrated at Panipat Refinery with significant improvement in the distillate yield. In addition, delayed coking technology jointly licenced by IndianOil and EIL was successfully implemented for revamp of the 0.6 MMTPA Coker-A unit at Barauni Refinery.

During the year, Oilivorous-S technology developed by the R&D Centre of your Corporation was successfully used for containing the oil spill at Chennai.

105 Patents were filed during the year 2016-17, out of which 6 are Indian and 99 are foreign patents. 27 patents were granted during the year 2016-17 (India-6, USA-7, Canada-1, France-1, Germany-2, Great Britain-1, Italy-1, Japan-5, Russia-1, Saudi Arabia-2).

PROJECTS

IndianOil continues to lay emphasis on infrastructure development and has been consistently investing in several projects across the country. The dedicated project teams of IndianOil ensure that implementation of the projects from the idea stage to commissioning is done seamlessly. The projects are financed through an optimum mix of internal accruals and borrowings from domestic as well as international markets. The details of the projects - completed, ongoing and future - are as under:-

Completed Projects

- Reverse osmosis plant at Gujarat Refinery

- Revamp of Coker-A Unit at Barauni Refinery

- IndaDeptG Unit at Guwahati Refinery

- Augmentation of Paradip-Haldia-Barauni Pipeline

- 351-km of pipeline sections as part of Salaya-Mathura Pipeline debottlenecking project

- Jatni-Raipur section of Paradip-Raipur-Ranchi pipeline project along with branch pipelines to Jharsuguda & Korba involving 751 km pipeline section

- Product storage depots at Imphal, Jharsuguda and Korba

- Replacement of mainline pumping units in Salaya-Mathura Pipeline

Ongoing Projects

- Distillate yield improvement project at Haldia Refinery

- Petcoke evacuation project at Paradip

- Propylene Unit at Paradip Refinery

- BS-VI projects at all refineries

- Installation of INDMAX Unit alongwith associated facilities at Bongaigaon Refinery

- Jharsuguda-Khunti section of Paradip-Raipur-Ranchi product pipeline

- Paradip-Haldia-Durgapur LPG pipeline

- Paradip-Hyderabad pipeline

- Augmentation of Paradip-Haldia-Durgapur LPG pipeline and its extension up to Patna and Muzaffarpur

- Jaipur-Panipat naphtha pipeline, along with augmentation of Koyali-Sanganer pipeline

- CBR-Trichy pipeline

- Ennore-Trichy-Madurai LPG pipeline

- Ennore-Nagapattinam-Tuticorin-Madurai-Bengaluru natural gas pipeline

- 18” Haldia-Barauni pipeline

- Branch pipeline on Barauni-Kanpur pipeline to Baitalpur and Motihari

- Motihari-Amlekhgunj pipeline

- Koyali-Ahmednagar-Solapur pipeline

- Augmentation of Chennai-Trichy-Madurai pipeline

- LPG import terminal at Paradip and Kochi

- Augmentation of LPG terminal at Kandla

- LPG bottling plants at Banka, Gorakhpur, Bathinda, Goindwal Sahib, Agartala, Jabalpur, Nagpur, Salem, Gwalior, Sitarganj, Trishundi, Korba and Khurda

- LPG terminal at Paradip

- Product storage depots at Khunti (Jharkhand), Una (H.P.), Guntakal (A.P.) and Asanur (T.N.)

- 5-MMTPA LNG import terminal project at Ennore (through a Joint Venture Company)

Future Projects

- Barauni Refinery expansion project

- Expansion of Naphtha Cracker Unit and revamp of MEG Unit at Panipat

- Expansion of PX/PTA Plant at Panipat Refinery

- Installation of Indjet Unit at Barauni Refinery

- Guwahati-Silchar-Imphal product pipeline

- Dahej-Koyali natural gas pipeline

- Augmentation of Paradip-Haldia-Barauni pipeline

- 60 MMTPA West Coast Refinery in Maharashtra through a Joint Venture Company.

During the year, the Corporation acquired additional land at Faridabad in Haryana for setting up R&D Campus-II for carrying out research in the areas of alternative renewable energy, nano-technology, pipeline research and petrochemicals.

MoU was signed with IIT Madras, during the year for development of a hydro-kinetic energy conversion system and development of an Industrial version of prototype NDT tool for creep damage detection in reformer heaters.

Your Corporation has set up the ’IndianOil Startup Fund’ with a recurring corpus of Rs. 30 crore for incubation of innovative ideas in technology process and business process areas in the oil & gas sector. Ideas have been invited through an advertisement on the web portal www.indianoilstartupfund.in launched in December 2016.

BUSINESS DEVELOPMENT

Over the years, your Corporation has been expanding its business and has consolidated its presence in areas beyond petroleum refining and marketing. It has invested in and built a portfolio that has strengthened its upstream and downstream integration and also expanded its footprints in the low-carbon energy space. These business segments have contributed significantly to both the topline and bottom-line of the Corporation and have emerged as key growth drivers with petrochemicals and gas becoming a part of the Corporation’s core business.

Petrochemicals

During the year 2016-17, the Corporation recorded highest ever petrochemicals sales of 2.585 MMT as against 2.528 MMT in 2015-16 and maintained its position as the second largest petrochemicals player in the country.

The Corporation is a major supplier of polymer products to leading multinationals. During the year, 21 new Original Equipment Manufacturers’ approvals were obtained and the Product Application & Development Centre (PADC) of the Corporation furthered its efforts and rolled out nine improved grades, one high-performance grade and one new grade.

The Corporation’s PROPEL brand now has strong international presence. The petrochemical products are exported to 73 countries and polymers to 55 countries across the globe. During the year, two new export destinations viz, Myanmar and Egypt, were added.

Natural Gas

Your Corporation has been investing across the Natural Gas value chain and envisages greater presence in this segment in the future.

During the year, Regasified Liquefied Natural Gas (RLNG) sales of the Corporation was 1.92 MMT. The Corporation now has in its portfolio 55 RLNG customers. Besides, internal consumption of RLNG takes place in three of its own refineries.

The Corporation is implementing a 5-MMTPA LNG Import, Storage and Regasification Terminal at Kamarajar Port, Ennore near Chennai through a Joint Venture Company (JVC), IndianOil LNG Pvt. Ltd. The terminal is scheduled to be commissioned in 2018-19. The “coming on stream” of this first LNG regasification terminal on the east coast would mark a major milestone in the Corporation’s efforts to scale up natural gas infrastructure in the country.

The Corporation successfully imported 11 LNG cargoes during the year. The Corporation also signed 17 Master Sales & Purchase Agreements with various international suppliers for import of LNG on spot/short-term basis. In the Pacific North West (PNW) LNG Project in British Columbia, Canada, the Corporation’s equity LNG now stands at 1.3 MMTPA on FOB-basis for a minimum of 20 years.

The Corporation has been participating in the building of City Gas Distribution (CGD) infrastructure in the country. In this business segment, the Corporation has formed two JVCs, namely, Green Gas Ltd. (GGL) and IndianOil-Adani Gas Private Ltd. (IOAGL). Currently, GGL operates two CGD networks, one each at Lucknow & Agra. IOAGL is developing CGD networks in seven geographical areas, viz., Chandigarh, Allahabad, Panipat, Daman, Ernakulam, Udhamsingh Nagar and Dharwad. During the year, IOAGL’s CGD networks in Chandigarh and Allahabad were commissioned.

Exploration & Production

The E&P portfolio of your Corporation consists of 8 domestic blocks (including two Coal Bed Methane blocks) and 9 overseas blocks, with participating interest ranging from 3.5% to 50%. Out of the 17 blocks, 5 are under production (all overseas), 4 are under development (1 overseas & 3 domestic), 3 are under appraisal (all domestic), 3 are under discovery (2 overseas & 1 domestic) and 2 are under exploration phase (1 overseas & 1 domestic). The overseas blocks are located in 8 countries, namely, Canada, Gabon, Libya, Nigeria, Russia, USA, Venezuela and Yemen.

During the year, the Corporation’s cumulative oil & gas production increased by 145% (from 8,741 to 21,402.8 Mboe) and per day oil & gas production from producing assets increased by 466% (from 9,802 to 55,514 Boe/d) on a year-on-year basis. The Corporation’s 2P reserve rose by 114% during the year to the level of 961.40 MMboe.

During the year, IndianOil participated in Discovered Small Field Bid Round 2016 and acquired 3 Contract Areas in which the Corporation is the sole operator.

Alternative Energy

Your Corporation now has a portfolio of 188 MW of renewable energy, comprising 168 MW of wind-power capacity and 20 MW of solar photovoltaic (PV) capacity. About 12 MW solar PV capacity was commissioned and 21 million units (kWh) generated from solar PV during the year, which corresponds to an emission mitigation of 17 TMTCO2e (thousand metric tonnes carbon dioxide equivalent). During the year, the Corporation generated 158 million units (kwh) from its wind-power units, which corresponds to an emission mitigation of 131 TMTCO2e.

Under the Government of India’s Swachh Bharat Abhiyan programme, your Corporation is in the process of installing 10 waste-to-energy plants of 5 tonnes per day capacity each to manage the municipal solid waste generated in Varanasi city. The first plant under the project was commissioned during the year and the electricity generated from organic waste at this plant is being used to illuminate street lights in the vicinity.

Sustainable Development

Your Corporation has been publishing Annual Sustainability Reports since 2005-06. During the year, its 11th Sustainability Report with the theme ‘Living by our Core Values’ was prepared in accordance with the ‘Comprehensive’ requirements of the Oil & Gas Sector Supplement, Global Reporting Initiative G4 guidelines and the principles of the United Nations Global Compact.

Measurement, management and disclosure of greenhouse gas emissions and climate change data is an increasingly important aspect of standard business practice. As part of this, an annual disclosure to Carbon Disclosure Project-India on Scope - 1 & 2 emissions and mitigation measures is being made since 2015-16.

Since 2014-15, the Corporation has been included in the Carbon Disclosure Leadership Index.

INFORMATION SYSTEMS & OPTIMISATION

Your Corporation took various initiatives during the year and introduced new features in existing mobile applications, statistical modelling techniques, etc. During the year, intense audits were conducted to assess the security gaps in control systems. The SAP system in the Corporation has been modified to be in readiness for GST implementation.

During the year, activities were initiated to implement Secondary Dealer Management Solution (SDMS) and Customer Relationship Management (CRM) application in the Corporation to provide a robust platform to enable interaction with end-customers using digital channels.

The Optimisation group in IndianOil carries out detailed analysis of demand forecast for purchase of suitable crude oil cargoes through term contracts or spot purchases, logistics arrangements, export of products, etc., to maintain supply of products across the country as well as to optimise corporate profitability.

HEALTH, SAFETY & ENVIRONMENT (HSE)

Your Corporation accords topmost priority to conducting its business with a strong environment conscience, ensuring sustainable development, safe workplaces and enrichment of the quality of life of its employees, customers and the community at large. All refineries of your Corporation are certified to ISO:14064 standards for sustainable development as well as for the Occupational Health & Safety Management System (OHSMS/OHSAS-18001), besides having fully equipped occupational health centres. Compliance with safety systems and procedures and environmental laws is monitored at the unit, division and corporate levels. The HSE activities of the Corporation are reviewed in every Board meeting. During the year, safety audits were carried out at various offices and locations and various training programmes were also conducted across the Corporation covering safety-related topics.

ENERGY CONSERVATION

Energy conservation is accorded very high importance at all IndianOil refineries and units. The performance of the refineries is continuously monitored and efforts are made to keep abreast of the latest technological developments and global best practices. As a result of various energy conservation measures undertaken, the energy performance parameter (indexed to the complexity of operations) in terms of MBN* of the refineries of your Corporation during the year is down to 74.9, which is the best ever achieved, as against the energy index of 76.6 in the previous year. The energy conservation schemes implemented during the year resulted in an estimated fuel savings of 19,371 MT Standard Refinery Fuel (SRF) in the year, valued at about Rs.41.28 crore. In addition, your Corporation also spreads the message of energy conservation through workshops and seminars, besides conducting awareness campaigns for the benefit of retail and bulk consumers.

*MBN-Thousand British Thermal Units / Barrel / Energy Factor (MBTU/BBL/NRGF)

HUMAN RESOURCES

The employee strength of the Corporation was 33,135 as on 31.03.2017, consisting of 16,545 executives and 16,590 nonexecutives. This includes 2,735 women employees comprising 8.25% of the total work force.

Your Corporation scrupulously follows the presidential directives and guidelines issued by the Government of India regarding reservation in services for SC/ST/OBC/PWD (Persons with Disabilities)/ Exservicemen to promote inclusive growth. Rosters are maintained as per the directives and are regularly inspected by the Liaison Officer(s) of the Corporation 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. Efforts are made to promptly dispose of representations/grievances received from them. In accordance with the Presidential Directive, the details of representation of SC/ST/OBC in the prescribed format is attached at Annexure-I to the Report.

The provisions of 3% reservation for Persons with Disabilities in line with guidelines/instructions issued by the Government of India are being implemented in IndianOil. Further, concessions/relaxations in accordance with the rules in this regard are being extended to physically challenged persons in recruitment. The number of employees with disabilities as on 31st March, 2017 was 586, i.e., 1.77 per cent of the total employee strength.

Your Corporation maintained cordial industrial relations during the year, and continued to provide 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.

Your Corporation has always supported participative culture in the management of the enterprise through a consultative approach with the collectives, establishing a harmonious relationship for industrial peace leading to higher productivity. Employees’ participation is also ensured through information-sharing with collectives and employees on a regular basis while seeking their support, suggestions and cooperation. The efforts to promote employees’ participation in management were continued during the year through Suggestions Scheme, Total Productivity Maintenance (TPM) and various employee engagement initiatives.

With the changing employee dynamics, it is highly crucial to make young officers feel proud and take ownership of the system. To enhance the level of their motivation, engagement and loyalty to the organisation and to bring more agility and adaptability in the decision-making process, various unique interventions were initiated, namely “BEST” (Budding Executive Search for Talent), Young Officers’ Conclave and Youth Day celebrations.

As part of the ’Investing in Our People’ endeavour, Project ”Saksham” - a structured leadership development programme was designed (in consultation with IIMs) with a view to develop leadership competencies in sync with the Corporation’s leadership competency framework.

Your Corporation emerged as one of the best employers in India in a study jointly conducted by The Economic Times & Great Place to Work Institute, covering 791 Indian companies and more than 1.5 lakh employees. IndianOil was declared as the 27th ranked company in India and the 1st amongst Public Sector Companies in the 2017 listing of the ‘Top 50 Best Companies to Work For’ in India. This is an improvement over the 34th rank in 2016 and 59th rank in 2015.

Your Corporation is committed to diversity and inclusiveness and has, therefore, adopted various practices to achieve women’s development and gender equality in the organisation. Women employees have equal opportunities, equal rights and equal responsibilities. Congenial work culture of your Corporation continues to inspire women employees to shoulder higher responsibilities in various verticals of the Corporation.

Under the Forum of Women in Public Sector, WIPS cell have been formed across IndianOil, which focus on all-round development of women in the Corporation and render necessary support required by women employees. As part of its commitment to the development of women, your Corporation has been organising various training programmes on topics such as leadership skills, health & safety, work-life balance, gender sensitivity, etc.

The Corporation’s efforts in women development have won recognition of WIPS as the Best Enterprise for Women Development for initiatives undertaken during the year 2016.

The provisions of Official Language Act, 1963 and the rule framed thereunder are being complied with. 248 Offices/Locations/Units of various divisions of IndianOil have been notified under Section 10 (4) of Official Language Rule, 1976. Further, all communication received in Hindi and any application, appeal or representation written or signed by an employee in Hindi is replied to in Hindi.

The various units/offices/locations regularly bring out various in-house journals and magazines in Hindi/bilingual or trilingual languages. In order to undertake the Official Language implementation work effectively, Official Language Implementation Committees (OLIC) are functioning in all offices/units. These committees review the progress of implementation of Official Language policies in the offices/units and also the Annual Programme as circulated by the Dept. of Official Language (Ministry of Home Affairs) on a quarterly basis.

COMPLIANCE WITH THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013

Your Corporation is committed to prevention of sexual harassment of women at workplace and takes prompt action in case of reporting of such incidents. In this regard, internal complaints committees have been constituted at various offices of the Corporation to deal with sexual harassment complaints, if any, and to conduct enquiries.

There were four complaints of sexual harassment, which were pending as on 1st April, 2016. During the year, seven complaints were received and five complaints were disposed of. As on 31st March, 2017, six complaints are pending, out of which four are pending for more than 90 days.

Regular workshops are held for employees, especially women, to enhance awareness about their rights and facilities at the work-place as well as the rights available to them under the Act. During the year, 32 workshops/awareness programmes were conducted.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

A report on your Corporation’s CSR activities as per the provisions of the Companies Act, 2013 along with CSR Highlights during the year is attached at Annexure-II to the report. The composition of the CSR Committee is provided in the Corporate Governance Report.

The CSR Policy of the Corporation can be accessed at the website of the Corporation on the link https://iocl.com/aboutus/Ioc_S&CSR_policy.pdf

VIGILANCE

The Vigilance department acts as a link between the organisation and Chief Vigilance Commissioner. The objective of the vigilance function is to ensure maintenance of the highest level of integrity throughout the Corporation. The Vigilance group takes preventive, punitive and participative steps, with emphasis on the preventive and participative aspects. During the year, 100 vigilance awareness programmes were conducted, which were attended by about 2,700 employees.

An on-line integrated data management-cum-monitoring system, i.e., SVMS (Smart Vigilance Management System) has been developed to monitor the progress of vigilance cases/matters more effectively and to ensure timely action.

PUBLIC DEPOSIT SCHEME

The Public Deposit Scheme of the Corporation was closed with effect from 31st August, 2009. The total outstanding deposits as on 31.03.2017 were Rs.55,000/-. The Corporation has not invited any deposits from the public during the year.

CORPORATE GOVERNANCE REPORT

The Corporate Governance Report highlighting the endeavours of your Corporation to adopt the best practices in ensuring transparency, integrity and accountability in its functioning has been incorporated as a separate section, forming a part of the Annual Report.

MANAGEMENT’S DISCUSSION & ANALYSIS REPORT

The Management’s Discussion & Analysis (MDA) Report, as required under Corporate Governance guidelines, has also been incorporated as a separate section forming a part of the Annual Report.

BUSINESS RESPONSIBILITY REPORT

The Business Responsibility Report covering initiatives taken with environmental, social and governance perspective has been prepared in accordance with the directives of SEBI and forms a part of the Annual Report.

AUDIT COMMITTEE

The Audit Committee of your Corporation comprised of three members, all of whom are Independent Directors. The recommendations made by the Audit Committee during the year were accepted by the Board. The other details of the Audit Committee, like its composition, terms of reference, meetings held, etc., are provided in the Corporate Governance Report.

CODE OF CONDUCT

The Board of your Corporation has enunciated a code of conduct for the Directors and senior management personnel, which has been circulated to all concerned and has also been hosted on the Corporation’s website. The Directors and senior management personnel have affirmed compliance with the code of conduct.

RISK MANAGEMENT

Your Corporation has a well laid-down risk assessment & management process. A Risk Management Compliance Board comprising senior management personnel and headed by Chief Risk Officer reviews the various risks associated with the Corporation’s business. The Corporation has constituted a Risk Management Committee comprising wholetime Directors, which oversees risk management activities. A report is, thereafter, put up to the Audit Committee and the Board.

INTERNAL FINANCIAL CONTROLS

Your Corporation has put in place adequate internal financial controls for ensuring the efficient conduct of its business in adherence with laid-down policies; the safeguarding of its assets; the prevention and detection of frauds and errors; the accuracy and completeness of the accounting records; and the timely preparation of reliable financial information, which is commensurate with the operations of the Corporation. The Corporation also has a separate Internal Audit department headed by an Executive Director, who directly 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 of the Corporation under Clause (i) of Sub-Section 3 of Section 143 of the Companies Act 2013. The report issued thereupon has been attached alongwith the Standalone and Consolidated Financial Statements respectively.

REMUNERATION TO THE AUDITORS

The Office of the Comptroller & Auditor General of India had appointed the Statutory Auditors for the financial year 2016-17. The Auditors’ remuneration for the year 2016-17 has been fixed at Rs.145 lakhs plus applicable taxes. In addition, reasonable out-of-pocket expenses incurred are also reimbursed at actuals.

COST AUDIT REPORT

Cost Auditors were appointed for conducting the cost audit of the Corporation’s refineries, lube blending plants and other units for the year 2016-17. A remuneration of Rs.18.50 lakhs and applicable taxes had been fixed by the Board for payment to the cost auditors for the year 2016-17, which was ratified by the shareholders in the last AGM. The cost audit for the year 2015-16 was carried out for various units of the Corporation and the cost audit report was filed by the Central Cost Auditor with the Central Government in the prescribed form within the stipulated time period. The cost audit report for FY 2016-17 would also be filed within the stipulated time.

SECRETARIAL AUDIT

The Secretarial Audit Report for the year 2016-17 confirms that the Corporation has complied with all the applicable provisions of the corporate laws, guidelines, rules, etc. The report, duly certified by a practising Company Secretary, is attached at Annexure-III to this Report.

The Secretarial Auditor has made an observation that the Corporation does not have the requisite number of non-Executive Directors and Independent Directors on its Board. Further it has been observed that the Corporation does not have a Woman Director on its Board. In this regard, it is clarified that the Corporation being a Government Company under the administrative control of the Ministry of Petroleum & Natural Gas, the selection and appointment of Directors, (including Independent Directors) vests with the Government of India as per the Government guidelines. The matter is being constantly pursued with the Government of India for appointment of the requisite number of Independent Directors and woman Director.

PUBLIC PROCUREMENT POLICY FOR MICRO AND SMALL ENTERPRISES (MSEs) ORDER 2012

Your Corporation has taken necessary steps for implementation of the Public Procurement Policy of the Government of India for procurement from MSEs. All efforts are being made to procure items specified for procurement from MSEs. Necessary provision has been made in all the tenders stating the eligibility of MSEs to participate in the tender. As against the target of 20 per cent for procurement from MSEs, the actual procurement of your Corporation from MSEs during the year was 38.65 per cent.

SUBSIDIARIES AND JOINT VENTURES

During the year, a new joint venture company, viz., Hindustan Urvarak & Rasayan Ltd., between IndianOil, Coal India Ltd., NTPC, Fertiliser Corporation of India Ltd. (FCIL) and Hindustan Fertiliser Corporation Ltd. (HFCL) was formed for the purpose of reviving and operating the fertiliser & chemical complexes at Gorakhpur & Sindri units of FCIL and the Barauni unit of HFCL.

A new subsidiary company, viz., IOC Singapore Pte. Ltd. was formed as an investment company in Singapore to enable acquisition of stake in E&P assets from Rosneft of Russia as well as to set up trading operations for procurement of crude oil and import / export of petroleum products.

Your Corporation has divested 24% of its equity held in Lubrizol India Pvt. Ltd. (LIPL) in favour of Lubrizol Inc. U.S.A., thereby reducing its equity stake in LIPL to 26% with the balance 74% held by Lubrizol Inc U.S.A.

No subsidiary / joint venture company has ceased to exist during the year. As required under the provisions of the Companies Act, 2013, a statement on the performance and financial position of each of the subsidiaries and joint venture companies is provided as an annexure to the Consolidated Financial Statement.

In accordance with the provisions of the SEBI guidelines, your Corporation has framed a policy for determining material subsidiaries, which can be accessed on the Corporation’s website at the link https:// www.iocl.com/InvestorCenter/Policy_on_Material_Subsidiary.pdf

RELATED PARTY TRANSACTIONS (RPTs)

In line with the provisions of the Companies Act, 2013 and SEBI guidelines, a policy on material RPTs has been framed, which can be accessed on the website of the Corporation at link https://www.iocl. com/InvestorCenter/Policy_on_related_party_transactions.pdf. Your Corporation has undertaken transactions with related parties during the year in the ordinary course of business. In line with the RPT Policy, approval of the Audit Committee/ Board, as the case may be, was obtained for RPTs. During the year, there was no material RPTs. The disclosures related to Related Party Transactions in accordance with applicable accounting standards are provided at Note-31 of the Standalone Financial Statement.

REPORT ON ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS

In accordance with the provisions of the Companies Act, 2013 and rules framed thereunder, particulars relating to Energy Conservation, Technology Absorption and Foreign Exchange earnings and outgo (on accrual basis) are annexed at Annexure-IV to the report.

PARTICULARS OF EMPLOYEES

As per the provisions of Section 197 of the Companies Act, 2013 and rules made thereunder, Government companies are exempted from inclusion in the Directors’ report a statement of the particulars of employees drawing remuneration in excess of limits specified under the Act and Rules notified thereunder.

BOARD OF DIRECTORS

The following changes have occurred in the Board of the Corporation:-

1. Shri Debasis Sen ceased to be Director (Planning & Business Development) w.e.f. 01.09.2016.

2. Shri B. Ashok ceased to be Chairman w.e.f. 01.06.2017.

3. Shri Ajay Sawhney ceased to be Government Director w.e.f. 23.06.2017, upon his elevation as Secretary, Ministry of Electronics and Information Technology, Government of India and consequently ceasing to be an official of Ministry of Petroleum & Natural Gas.

4. Shri Subroto Bagchi resigned from the Board due to his pre-occupation owing to other responsibilities w.e.f. 30.06.2017.

5. Shri G.K. Satish was appointed as Director (Planning & Business Development) w.e.f. 01.09.2016

6. Dr. S.S.V. Ramakumar was appointed as Director (Research & Development) w.e.f. 01.02.2017

7. Shri Sanjiv Singh, Director (Refineries), was appointed as Chairman of the Corporation w.e.f. 01.06.2017.

The Corporation has received a Certificate of Independence from all the Independent Directors confirming that they meet the criteria prescribed for Independent Directors under the provisions of the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 (SEBI LoDR). A separate meeting of Independent Directors was held as per provisions of the Companies Act, 2013 and SEBI LoDR.

Shri Verghese Cherian and Shri Anish Aggarwal, Directors, are liable to retire by rotation and are eligible for re-appointment at the forthcoming Annual General Meeting.

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 here to avoid duplication.

No significant and material orders were passed by the regulators or courts or tribunals that impact the going concern status of the Corporation and its operations in future.

VIGIL MECHANISM/WHISTLE-BLOWER POLICY

The Corporation has framed a whistle-blower policy wherein the 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 would be reviewed by the Competent Authority or Chairman of the Audit Committee. The policy provides that the confidentiality of those reporting violations shall be maintained and they shall not be subjected to any discriminatory practice. No employee has been denied access to the Audit Committee. The policy on Vigil Mechanism/ Whistle-Blower can be accessed on the Corporation’s website at the link https://www.iocl.com/InvestorCenter/Whistle_Blower_policy.pdf

DETAILS OF LOANS/INVESTMENTS/GUARANTEES

Your Corporation has provided loans/guarantees to its subsidiaries/ joint ventures and has made investments during the year in compliance with the provisions of the Companies Act, 2013. The details of such investments made and loans/guarantees provided as on 31stMarch, 2017 are given in the Standalone Financial Statement under Notes 4, 36 and 42.

EXTRACT OF ANNUAL RETURN

As required under the provisions of the Companies Act, 2013, the extract of Annual Return for the financial year ended 31st March, 2017 in the prescribed form MGT-9 is attached at Annexure-V to this report.

DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to the requirement under clause (c) of sub-section (3) of Sec.134 of the Companies Act, 2013 with respect 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 along with proper explanation relating to material departures;

(b) the Directors had selected such accounting policies and applied them consistently 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 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; and

(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 would like to express its sincere appreciation of the dedicated efforts made by the employees of the IndianOil family in the Corporation’s outstanding achievements during the year 2016-17. The Board would also like to thank the Government of India, particularly the Ministry of Petroleum & Natural Gas, and the various State Governments, regulatory and statutory authorities for their valuable guidance and support. The Board is grateful to all its stakeholders, including bankers, investors, members, customers, consultants, technology licensors, contractors, vendors, etc., for their continued support and confidence reposed in the Corporation. The Board would like to place on record its appreciation of the valuable guidance and significant contribution made by Shri Debasis Sen, Shri B. Ashok, Shri Ajay Sawhney and Shri Subroto Bagchi during their tenure on the Board.

For and on behalf of the Board

(Sanjiv Singh)

Place: New Delhi Chairman

Date : 21.07.2017 DIN: 05280701


Mar 31, 2015

Dear Members,

The behalf of the Board of Directors, it is my privilege to present the 56th Annual Report of the Corporation for the financial year ended 31st March, 2015, along with the Audited Financial Statement, Auditors'' Report and the Report of the Comptroller & Auditor General of India on the Accounts.

PERFORMANCE REVIEW FINANCIAL

2014-15 2013-14

US$ Million Rs. in Crore US$ Million Rs. in Crore

Turnover

(inclusive of Excise Duty & Sale of Services) 73,701 450,756 75,669 457,571

EBITDA

(Profit Before Exceptional Items, Finance Cost, Tax, 2,337 14,291 3,146 19,023 Depreciation & Amortisation)

Finance Cost 562 3,435 840 5,084

Depreciation 741 4,529 953 5,760

Profit Before Tax & Exceptional Items 1,034 6,327 1,353 8,179

Exceptional Items 273 1,668 288 1,747

Profit Before Tax 1,307 7,995 1,641 9,926

Tax Provision 445 2,722 480 2,907

Profit After Tax 862 5,273 1,161 7,019

Balance Brought Forward from Last Year - - 399 2,174

Less: Appropriations

Proposed Dividend 262 1,602 349 2,112

Corporate Dividend Tax 53 326 59 359

Insurance Reserve (Net) 3 19 3 20

Bond Redemption Reserve 113 693 258 1,558

CSR Reserve (Net) - (1) (3) (17)

General Reserve 431 2,632 894 5,161

Balance Carried to Next Year - - - -

SHARE VALUE

2014-15 2013-14

US$ Rs. US$ Rs.

Cash Earnings Per Share 0.66 40.37 0.87 52.63

Earnings Per Share 0.36 21.72 0.48 28.91

Book Value Per Share 4.48 279.95 4.54 271.80

Note: Exchange Rate used:-

For 2014-15: Average Rate 1 US$ = Rs.61.16 and Closing Rate 1 US$ = Rs.62.51 as on 31.03.2015

For 2013-14: Average Rate 1 US$ = Rs.60.47 and Closing Rate 1 US$ = Rs.59.92 as on 31.03.2014

PHYSICAL

Million Tonnes

2014-15 2013-14

Refineries Throughput 53.59 53.13

Pipelines Throughput 75.68 73.07

Product Sales (inclusive of Gas, Petrochemicals & Exports) 76.51 75.53

DIVIDEND

The Board of Directors of your Corporation has recommended a dividend of 66 per cent, i.e., Rs. 6.60 per equity share of Rs.10/- each, on the paid-up Share Capital as against Rs. 8.70 per share declared in the previous year. This is the 48th consecutive year for which your Corporation has recommended payment of dividend. So far, your Corporation has paid a cumulative dividend of Rs. 25,713 crore, excluding the dividend of Rs. 1,602 crore payable for the current year, subject to approval by members. The dividend shall be paid to the members whose names appear in the Register of Members as well as the Beneficial Ownership Position provided by NSDL/CDSL as at the close of 7th September, 2015.

CONTRIBUTION TO EXCHEQUER

Your Corporation has consistently been the largest contributor to the national exchequer in the form of duties and taxes. During the year 2014-15, Rs. 98,326 crore was paid to the exchequer as against Rs. 86,164 crore paid in the previous year. An amount of Rs. 36,190 crore was paid to the Central Exchequer and Rs. 62,136 crore to the State Exchequers as against Rs. 27,293 crore and Rs. 58,871 crore paid in the previous year to the Central and State Exchequers respectively.

CONSOLIDATED FINANCIAL STATEMENTS

In accordance with the provisions of the Companies Act, 2013 and the Accounting Standards issued by the Institute of Chartered Accountants of India, your Corporation has prepared the Consolidated Financial Statement for the group, including its subsidiaries and joint venture entities. The highlights of the Consolidated Financial Results are as follows:

2014-15 2013-14

(US $ million) (Rs. in crore) (US $ million) (Rs. in crore)

Turnover (inclusive of Excise Duty & Sale of Services) 76,652 4,68,805 78,943 4,77,369

Profit Before Tax 1,147 7,014 1,650 9,978

Profit After Tax 797 4,872 1,152 6,967

Less: Share of Minority (6) (40) (20) (119)

Profit for the Group 803 4,912 1,172 7,086

Note: Exchange Rate used:

For 2014-15: Average Rate 1 US$ = Rs.61.16

For 2013-14: Average Rate 1 US$ = Rs.60.47

MoU PERFORMANCE

The Memorandum of Understanding (MoU) of your Corporation with the Government of India, setting the performance parameters for the year 2014- 15, was signed by the Chairman, IndianOil, and the Secretary (P&NG), Govt. of India, on 28th March, 2014. The thrust was broadly on the long-term perspective, while at the same time covering all the critical operations of the Corporation. Despite various challenges during the year, the Corporation has been able to meet the MoU targets under various parameters as per the MoU with the Government. The Corporation has consistently maintained "Excellent" MoU performance over the years. The performance rating for 2014-15 MoU is yet to be finalised by the Government.

INTERNATIONAL TRADE

Your Corporation imported 43.919 million tonnes of crude oil valued at Rs. 1,65,065 crore during the year, as against 42.55 million tonnes valued at Rs. 2,02,492 crore in the previous year, to meet its crude oil requirements through a carefully selected and diversified mix of supply sources. The import of petroleum products during the year was 4.908 million tonnes, valued at Rs. 22,623 crore, as against 3.74 million tonnes valued at Rs. 21,414 crore in the previous year. The Corporation also exported petroleum and petrochemical products worth Rs. 15,668 crore during the year as against Rs. 21,525 crore in the previous year. The reduction in exports is mainly due to decrease in international prices and absorption of products in the domestic market.

OPERATIONAL PERFORMANCE

Refineries

IndianOil refineries together achieved a crude oil throughput of 53.59 million tonnes during the year 2014-15 with a capacity utilisation of 98.9 per cent, as against a throughput of 53.13 million tonnes during the previous year. They achieved the best ever combined distillate yield of 78.8 wt% during the year as against the previous best of 78.1 wt% achieved during 2012-13 & 2013-14. With focussed efforts towards energy conservation, the refineries achieved the best ever overall specific energy consumption at 54.4 MBN1 against the previous best of 55.8 MBN achieved during 2013-14.

During the year, 14 new crudes, including high-TAN crudes, have been processed for the first time in the Corporation''s various refineries in an attempt to widen the crude basket and to tie up new crude sources as a measure for de-risking.

Pipelines

The pipelines network of the Corporation performed exceedingly well during the year, achieving the highest-ever pipelines throughput of 75.68 million tonnes as against the throughput of 73.07 million tonnes in 2013-14. The crude oil pipelines achieved the highest-ever throughput of 47.78 million tonnes, with a capacity utilisation of 118%, during the year as against the throughput of 45.86 million tonnes, during the previous year. The product pipelines achieved a throughput of 27.90 million tonnes during the year as against the throughput of 27.21 million tonnes achieved in the previous year. The gas pipeline too achieved the highest-ever throughput of 1,364 MMSCM, surpassing the previous best throughput of 1,168 MMSCM registered in 2013-14. The total length of the pipeline network for crude oil, product and gas pipelines as on 31st March, 2015, was 11,221 km.

Marketing

Your Corporation continued to dominate the domestic market in core product categories, i.e. petrol, diesel and LPG, by selling 68.47 million tonnes of petroleum products (excluding naphtha for own use) during the year, as against 67.14 million metric tonnes during the previous year. During the year, your Corporation led from the front in implementing far-reaching policy changes such as diesel deregulation, Direct Benefit Transfer for LPG (DBTL), launch of 5-kg subsidised LPG cylinders across the country, extension of availability of BS-IV fuels to 24 more cities, etc.

To maintain its leadership position in the market place, your Corporation commissioned 947 retail outlets (fuel stations, including 369 Kisan Seva Kendra outlets in rural areas) during the year, raising their total number to 24,405. The contribution of KSK outlets to total sales during the year reached a new high of 12.9 per cent in Petrol (Retail) and 12.8 per cent in Diesel (Retail). 1,610 retail outlets were fully automated during the year, taking the total number of automated retail outlets to 7,687. The concept of NANF (No Automation, No Fuelling) was extended to over 1,270 more retail outlets during the year. The city-specific automation programme was implemented in retail outlets of 25 cities during the year, taking the total number of such cities to 29. Your Corporation supports the use of alternative energy, and as on 31 March, 2015, 2,663 of its retail outlets operate on solar energy.

IndianOil maintained its market share in the LPG segment during the year by releasing new connections, augmenting its bottling and storage capacities, and expanding its distributorship network, especially in rural areas. 72.6 lakh new domestic LPG connections were released, raising the Indane customer strength to 887.6 lakh. 250 regular LPG distributorships and 678 RGGLV (Rajiv Gandhi Gramin LPG Vitaran Yojana) distributorships for rural towns were commissioned during the year to further expand the network.

The modified DBTL scheme named PaHaL was rolled out initially in 54 districts on 15 Nov. 2014 and thereafter on ''pan-India'' basis from 1 Jan. 2015. With the percentage of cash-transfer-compliant Indane LPG customers touching 82 per cent, Rs. 2,360 crore was directly transferred to the customers'' accounts as permanent advance and Rs. 2,324 crore as subsidy. During the year, 5-kg free- trade LPG (FTL) cylinders were made available in 115 cities, enabling the Corporation to enrol 15,975 new customers and sell 29,054 refills. Your Corporation has signed an MoU with M/s. Sahaj e-Village Ltd. for selling 5-kg FTL Indane cylinders through their common service centres in the States of Assam, Bihar, Odisha, Tamil Nadu, Uttar Pradesh and West Bengal. Sahaj, which has more than 27,000 common service centres located in remote locations in the six States, reaches out to a rural consumer base of more than 27 crores.

IndianOil''s finished lube sales registered a growth of 0.6 per cent over the previous year and institutional lube sales registered a growth of 1.9 per cent. Eighteen new lubricant formulations were developed during 2014-15. Of these, seven products have already been commercialised, accounting for 1,000 metric tonnes in terms of sales and an approximate foreign exchange savings of US$ 11 Million.

IndianOil''s Aviation Service maintained its leadership position during the year with market share of 63.6 per cent.

Research & Development

During the year, your Corporation''s R&D Centre at Faridabad took a quantum leap in developing its intellectual assets. The Centre filed a record number of 92 patents – 13 in India, 20 in USA and 59 in other countries, while 14 patents were granted. The patent portfolio expanded this year to 384, with 83 US patents, 151 Indian patents and 150 patents of other countries. In addition, 125 product formulations were also developed. Significant advancements were also made in demonstration and commercialisation of indigenously developed technologies in refining area.

During the year, the R&D Centre, together with Mathura Refinery, prepared a basic design and engineering package for a 55-KTA Octamax unit based on in- house developed technology for production of high-octane gasoline component from FCCU C4 stream. Detailed engineering activities of INDADeptG unit at Guwahati Refinery are in progress for installation of a demonstration unit to meet <10 ppm Sulphur in MS pool based on in-house technology. Revamp of existing 0.6 MMTPA Coker-A unit at Barauni jointly with EIL is being carried out, which involves major activities such as change of coke drums, medication of heater/fractionators/coke yard, change of pumps, etc., that are similar to licencing a grassroots unit.

During the year, a new product ''Indane Nanocut'' was developed by the Centre, which will give a huge boost to the use of LPG in the metal-cutting segment as a superior product. The product will be marketed through the extensive network of Indane LPG distributors across India.

A cooperation agreement has been signed with Lummus Technology Inc, USA (a CB&I Company) for global marketing and licencing of IndMax technology. An MoU was also signed between IndianOil and Albemarle for supply of IndMax catalyst to IndMax licencees.

The product technologies, which predominantly include lubricant formulations, are adopted and marketed by the Corporation under the brand name SERVO. The refinery process technologies are licenced to identified engineering par tners, who in turn market the same with pre-agreed licence and royalty-sharing formula. The refinery catalysts and additive technologies are licenced and outsourced for manufacturing and supplying to various IndianOil and non- IndianOil refineries at agreed commercial terms.

Assam Oil and IBP

The Assam Oil Division (AOD) continued to play a vital role in ensuring supply of petroleum products in the northeast region. The Digboi Refinery processed 0.59 million tonnes of crude oil during the year.

During the year, the Explosives and Cryogenics businesses of IBP Division continued with excellent performance and recorded the highest ever production and sales of explosives and cryocans. The Explosives group manufactured and sold 1,00,071 metric tonnes of explosives during the year, recording a growth of 17.37 per cent over the previous year''s volume of 85,264 metric tonnes. The Cryogenics group sold 24,153 units of cryocans during 2014-15, recording 1.6 per cent growth over the previous year''s sale of 23,747 units.

EXPANDING BUSINESS

INTEGRATION & DIVERSIFICATION

Integration and diversification beyond domestic petroleum downstream sector has been a major thrust area for the Corporation for over a decade now. The Corporation has made significant investments in these areas, and efforts in this direction have started yielding results. Your Corporation envisages a larger presence with greater contribution from these segments to its turnover and profit growth.

Petrochemicals

During the year, the petrochemicals sales, including exports, touched a new high with sales of 2.49 million tonnes, against 2.12 million tonnes during the previous year, posting a growth of 17 per cent on year-on-year basis. The Petrochemical business has contributed significantly to the profits of the Company. Polymers, the largest segment of the Corporation''s petrochemicals business, recorded sales of 1.23 million tonnes in the domestic market, posting a 25 per cent year-on-year growth. Polymer products portfolio has grown to 48 grades in the domestic market, covering over 90 per cent of the user industry applications.

The Corporation''s state-of-the-art Product Application & Development Centre (PADC) located at Panipat has been developing new grades benchmarked against national and international products to meet customers'' needs. Five new PP/PE Improved/High Performance Grades were launched during the year.

The Corporation has emerged as a major supplier of polymer products to leading multinationals and currently has 89 OEM (Original Equipment Manufacturer) approvals, out of which 30 were obtained during the year. The Corporation exports petrochemicals under the PROPEL brand to 70 countries.

Gas

Your Corporation has been working towards expansion of its natural gas (LNG / RLNG / CNG) business by investing across the gas value chain and envisages greater presence in future.

During the year, the Corporation registered gas sales of 1.81 million tonnes against 1.94 million tonnes in the previous year. The lower sales was mainly due to the steep increase in the long-term LNG price vis-a-vis the international spot LNG prices since November 2014. LNG sales through the Corporation''s unique ''LNG at the Doorstep'' initiative also fell to 0.023 MMT from 0.030 MMT in 2013-14 on account of higher long-term LNG price and availability of alternative fuels at lower prices.

The Corporation is implementing a 5-MMTPA LNG import, storage and re- gassification terminal at Kamarajar Port (Ennore) near Chennai at a cost of Rs. 5,151 crore through a joint venture company (JVC). The terminal is targeted for completion in 2018 and pre-project activities are progressing on schedule.

The Corporation has been participating in the building of City Gas Distribution (CGD) infrastructure in the country. For this purpose, the Corporation had some time back formed two JVCs, namely, M/s. Green Gas Limited (GGL) and M/s. IndianOil-Adani Gas Private Limited (IOAGL). Currently, GGL operates two CGD networks, one each at Lucknow and Agra. IOAGL is implementing laying of CGD network in Chandigarh and Allahabad geographical areas and has also been authorised to develop CGD in Panipat, Daman and Ernakulam by PNGRB.

The Corporation has also been working on scaling up the cross-country gas pipeline infrastructure in the country. It had earlier formed two JVCs, viz., GSPL India Gasnet Ltd. and GSPL India Transco Ltd., for implementing the Mehsana- Bhatinda pipeline, the Bhatinda-Jammu-Srinagar pipeline and the Mallavaram- Bhopal-Bhilwara-Vijaipur pipeline respectively.

Exploration & Production (E&P)

Significant headway has been made in the Corporation''s drive to build its E&P portfolio, which now consists of participating interests in 10 domestic and seven overseas active assets.

The Corporation has three producing assets, viz., Niobrara Shale Project (USA), Pacific Northwest LNG Project (Canada) and Carabobo Project (Venezuela). During the year, the production from these assets increased to 3,299 mboe (million barrels oil equivalent) from 1,754 mboe in 2013-14, registering an 88 per cent rise. The proved and proved-developed reserves have increased from 1.66 mtoe (million tonnes oil equivalent) as on 31st March, 2014 to 2.18 mtoe as on 31st March, 2015, an increase of 32 per cent.

The cumulative total investment in the domestic assets stands at US$ 353.80 Million (equivalent to Rs. 1849.63 crore), and a sum of US$ 1,572.98 Million (equivalent to Rs.9200.37 crore) has been invested in overseas projects.

During the year, the Corporation had two discoveries in Gujarat-Kutch offshore blocks, GK-OSN-2009/1 & GK-OSN-2009/2, and the plan of development of the Assam block, AAP-ON-94/1, has been approved. Additionally, during the year, a major milestone was reached as the development and production phase of the two CBM blocks in Jharkhand (BK-CBM-2001/1 and NK-CBM-2001/1) began after sustained gas flow from the test wells in both the blocks.

Alternative Energy

During the year, your Corporation added 6.3 MW wind-power in Andhra Pradesh; thereby expanding the renewable energy portfolio to 74.3 MW, which includes wind energy capacity of 69.3 MW and solar energy capacity of 5 MW. Plans are afoot for completion of a 4-MW solar power project at Narimanam marketing terminal in Tamil Nadu for captive consumption.

Sustainable Development

Minimising carbon, water and waste footprint are the three pillars of the Corporation''s sustainability agenda. During the year, your Corporation added close to 4.8 MW of renewable energy through solarisation of its retail outlets, installation and office buildings; planted over 50,000 trees; held 17 carbon- neutral events; improved ground-water table by harvesting 2,700 tkl water through 437 Rainwater Harvesting systems and recycled 11.5 Tonnes of waste paper. Further, during the year the footprint accounting exercise was taken to a new level. Through an IT enabled data collection portal for the first time Carbon & Water Foot printing of all locations within the Corporation was implemented.

The Corporation''s Sustainability Report 2013-14 in e-version as well as an abridged printed version were released on 31st October, 2014. This report is in compliance with the latest Global Reporting Initiative, GRI G4 and OGSS framework and is available on the website of the Corporation at the link https:/ /www.iocl.com/download/IOCL_SR_Oct_2013-14.pdf

INFORMATION SYSTEMS

Your Corporation maintained cent per cent uptime of SAP operations during the year. A new warehouse management system was introduced for the first time at a CFA in Bengaluru during the year. A comprehensive website on PaHaL, www.MyLPG.in, was developed in English, Hindi and nine regional languages during the year under the aegis of MoP&NG. The website facilitates LPG consumers to make online booking of LPG refills and check their subsidy status, besides offering them a host of other facilities. A mobile application, m-power, for sales officers dealing with bulk consumers was launched during the year.

HEALTH, SAFETY & ENVIRONMENT (HSE)

Your Corporation is committed to conducting its business with a strong environment conscience, ensuring sustainable development, safe workplaces and enrichment of the quality of life of its employees, customers and the community at large. All refineries of your Corporation are certified to ISO:14064 standards for sustainable development as well as for the Occupational Health & Safety Management System (OHSMS/OHSAS-18001), besides operating fully equipped occupational health centres. Compliance with safety systems and procedures and environmental laws is being monitored at the unit level, division level and corporate level. The HSE activities of the Corporation are reviewed in every Board meeting. During the year, planned and surprise safety audits were carried out at various offices and locations.

ENERGY CONSERVATION

Your Corporation continues to accord importance and thrust to energy conservation at all its refineries and units. The performance of refineries is extensively monitored and efforts are made to keep abreast of the latest technological developments and global best practices. As a result of various energy conservation measures undertaken, the energy performance parameter (indexed to complexity of operations) in terms of MBN* of refineries of your Corporation during the year is down to 54.4, which is the best ever achieved, as against the energy index of 55.8 in the previous year. The energy conservation schemes implemented during the year resulted in estimated fuel savings of 1,07,000 MT Standard Refinery Fuel (SRF) in the year, valued at about Rs. 400 crore. In addition, your Corporation also spreads the message of energy conservation through workshops and seminars, besides conducting campaigns for retail and bulk consumers.

HUMAN RESOURCES

The employee strength of the Corporation was 32,962 as on 31st March, 2015; consisting of 15,298 executives and 17,664 non-executives. This includes 2,596 women employees comprising 7.87 per cent of the total workforce. During the year, cordial industrial relations were maintained.

Your Corporation provides comprehensive welfare facilities to its employees to take care of their health, efficiency, economic betterment, social status, etc., and to enable them to give their best at the workplace. Your Corporation has always supported a participative culture in the management of the enterprise through a consultative approach with the collectives and establishing a harmonious relationship for industrial peace and higher productivity. Employees'' participation is also ensured through information-sharing with the collectives and employees on a regular basis. The efforts to promote employees'' participation in management were continued during the year through various activities such as Suggestions Scheme, Total Productive Maintenance, Quality Circles, mentoring, etc.

In order to rejuvenate the organisation through a dynamic hierarchy of executives, a number of strategic interventions were initiated during the year covering the entire employee life-cycle. The emphasis of HR during the year was on demonstrating the core values of Care, Innovation, Passion and Trust in day- to-day actions and in developing a culture of treating employees as internal customers. This was born out of the theme for HR in 2014-15, which was ''investing in our people'' and making HR an effective business enabler, under which various initiatives were taken, which inter alia include the following:-

(i) Review of capability building and competency development programmes with a view to shift the emphasis from training to ''compulsory learning''.

(ii) Succession planning through leadership and development centres and multi- rater feedback mechanism.

(iii) Ideas Utsav as well as internal surveys to generate ideas and seek suggestions for simplifying HR policies and enhancing HR services.

Your Corporation is committed to diversity and inclusiveness and has adopted various practices to achieve women''s development and gender equality in the organisation. Women employees are rendered support to deal with their dual obligations with optimum results, both for themselves as well as for the organisation. All women employees have equal opportunities, equal rights and equal responsibilities. In addition, there are various welfare policies, viz., child adoption leave, child care leave, special leave without pay, etc. WIPS cells (formed under Forum of Women in Public Sector) strive to empower women through numerous developmental activities not only for women employees of the Corporation but also for women in the neighbourhood of IndianOil installations.

In compliance with the Official Language Act, 1963, Official Language Rules, 1976, and orders issued by the Government of India from time to time, efforts were continued during the year for increasing the progressive use of Hindi in official work. In all offices/ units/locations of the Corporation, committees are functioning for implementing the Office Language effectively and to review the progress of implementation of the Official Language policies.

Your Corporation is implementing the provisions of 3 per cent reservation for physically challenged and disabled persons in letter and spirit. Several concessions/relaxations are being extended to physically challenged persons in recruitment. The number of permanent employees with disabilities as on 31st March, 2015, was 512, i.e., 1.55 per cent of the total employee strength.

Presidential Directives and other guidelines issued by the Ministry of Petroleum & Natural Gas/Department of Public Enterprises from time to time with regard to reservation in services for Scheduled Castes, Scheduled Tribes, etc., were meticulously followed. Liaison officers were appointed at various locations/ units/installations all over the country to ensure implementation of the Government directives. Officials dealing with the subject were given training as required to enable them to update their knowledge on the subject and perform their job effectively. In accordance with para-29 of the Presidential Directive, statistics relating to representation of SCs/STs in the prescribed proforma, SC/ ST/OBC Report-I and SC/ST/OBC Report-II is attached at Annexure-I to the report.

COMPLIANCE WITH THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT, 2013

Your Corporation is committed to prevention of sexual harassment of women at workplace and takes prompt action in the event of reporting of such incidents. In this regard, internal complaints committees have been constituted at various offices of the Corporation to deal with sexual harassment complaints, if any, and conduct enquiries.

There were three complaints of sexual harassment that were pending as on 1 April, 2014. During the year, three complaints were received and one complaint was disposed of. As on 31st March, 2015, five complaints are pending, which are being examined.

CORPORATE SOCIAL RESPONSIBILITY

Corporate Social Responsibility has been the cornerstone of success for your Corporation right from its inception. The Corporation sees itself as an essential part of society and is well aware of its responsibilities beyond financial considerations towards improving the quality of life of the communities at large. A report on your Corporation''s CSR activities as per the provisions of the Companies Act, 2013 along with CSR Highlights during the year is attached at Annexure-II to the report.

The CSR Policy of the Corporation can be accessed at the website of the Corporation on the link https://www.iocl.com/aboutus/ ioc_s&csr_policy_07_2015.pdf

VIGILANCE

The objective of vigilance is to ensure maintenance of the highest level of integrity throughout the Corporation. To achieve this objective, the Vigilance group carries out preventive and punitive action, with greater emphasis on the preventive aspects. During the year, 68 vigilance awareness programmes were conducted, which were attended by about 1,600 employees. In order to promote transparency and efficiency in the working of the Corporation, various initiatives like e-tendering, e-collections, e-payments, file tracking system, etc., have been implemented.

PUBLIC DEPOSIT SCHEME

The Public Deposit Scheme of the Corporation was closed with effect from 31st August, 2009. The total outstanding deposits as on 31.03.2015 were Rs.55,000/-. The Company has not invited any deposits from the public during the year.

CORPORATE GOVERNANCE REPORT

Your Corporation continues to adopt the best practices of Corporate Governance to ensure transparency, integrity and accountability in its functioning. The Corporate Governance Report highlighting these endeavours has been incorporated as a separate section, forming part of the Annual Report.

MANAGEMENT''S DISCUSSION & ANALYSIS REPORT

The Management''s Discussion & Analysis (MDA) Report, as required under Corporate Governance guidelines, has also been incorporated as a separate section forming part of the Annual Report.

BUSINESS RESPONSIBILITY REPORT

The Business Responsibility Report covering initiatives taken with regard to environmental, social and governance perspective has been prepared in accordance with the directives of SEBI and forms part of the Annual Report.

AUDIT COMMITTEE

The Audit Committee during the year comprised three members, all of whom were Independent Directors. The recommendations made by the Audit Committee during the year were accepted by the Board. The other details of Audit Committee, like its composition, terms of reference, meetings held, etc., are provided in the Corporate Governance Report.

SECRETARIAL AUDIT

The Secretarial Audit Report for the year 2014-15 confirms that the Corporation has complied with all the applicable provisions of the corporate laws, guidelines, rules, etc. The report, duly certified by a practising Company Secretary, is attached at Annexure-III to the Report.

Your Corporation being a Government Company, the selection and appointment of Directors, terms of appointment and the remuneration payable to Directors is decided by the Government of India as per the Government guidelines and not by the Board of Directors. In view thereof, the Corporation has not reconstituted its Remuneration Committee to include the terms provided under the Companies Act, 2013. The performance evaluation of the Directors is also carried out by the administrative Ministry (MoP&NG), Government of India, as per applicable Government guidelines. The above is in line with the exemption provided to Government Companies by the Ministry of Corporate Affairs.

CODE OF CONDUCT

The Board of your Corporation has enunciated a code of conduct for the Directors and senior management personnel, which has been circulated to all concerned and has also been hosted on the corporate website. The Directors and senior management personnel have affirmed compliance with the code of conduct.

RISK MANAGEMENT

Your Corporation has a well laid-down Risk Assessment & Management process. A Risk Management Compliance Board comprising of senior management personnel is headed by Chief Risk Officer, which reviews the various risks associated with the Corporation''s business. During the year, in line with the provisions of Clause-49 of the Listing Agreement, a Risk Management Committee comprising Functional Directors has been constituted to oversee the risk management activities. A report would be, thereafter, put up to the Audit Committee and Board.

INTERNAL FINANCIAL CONTROLS

Your Corporation has adequate internal financial controls for ensuring the orderly and efficient conduct of its business, including adherence to the Company''s policies; the safeguarding of its assets; the prevention and detection of frauds and errors; the accuracy and completeness of the accounting records; and the timely preparation of reliable financial information, which is commensurate with the operations of the Corporation. The Corporation has a separate Internal Audit department headed by an Executive Director (below Board-level), who directly 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.

REMUNERATION TO THE AUDITORS

The Office of the Comptroller & Auditor General of India had appointed the Statutory Auditors for the financial year 2014-15. The Auditors'' remuneration for the year 2014-15 has been fixed at Rs. 114 lakh plus applicable taxes. In addition, reasonable out-of-pocket expenses at actuals incurred are also reimbursed.

COST AUDIT REPORT

The Cost Auditors were appointed for conducting the cost audit of Corporation''s refineries, lube blending plants, and other units for the year 2014-15. A remuneration of Rs. 16.50 lakh and applicable taxes had been fixed by the Board for payment to cost auditors for the year 2014-15, which was ratified by the shareholders in the last AGM. The cost audit for the year 2013-14 was carried out for the various units of the Corporation and the cost audit report was filed by the Central Cost Auditor with the Central Government in the prescribed form within the stipulated time period. The cost audit report for FY 2014-15 would also be filed within the stipulated time.

PUBLIC PROCUREMENT POLICY FOR MICRO AND SMALL ENTERPRISES (MSEs) ORDER 2012

Your Corporation has taken necessary steps for implementation of the Public Procurement Policy of the Government of India for procurement from MSEs. All efforts are being made to procure items specified for procurement from MSEs. Necessary provision has been made in all the tenders stating the eligibility of MSEs to par ticipate in the tender. As against the target of 20% for procurement from MSEs, the actual procurement of your Corporation from MSEs during the year was about 41%.

SUBSIDIARIES AND JOINT VENTURES

During the year, a new Joint Venture Company, ''Kochi Salem Pipelines Pvt. Ltd.,'' between IndianOil & BPCL with equity participation of 50 per cent each, was formed for the purpose of laying the Kochi-Coimbatore-Erode-Salem LPG pipeline. Pursuant to the JV agreement between IndianOil/BPCL/HPCL/MIAL for the purpose of setting up common user integrated aviation fuel infrastructure in Mumbai, your Corporation acquired 25 per cent equity stake in ''Mumbai Aviation Fuel Farm Facility Pvt. Ltd.'' during the year. No subsidiary/JV has ceased to exist during the year. As required under the provisions of the Companies Act, 2013, a statement on the performance and financial position of each of the subsidiaries and joint venture companies is provided as an annexure to the Consolidated Financial Statement and is not repeated as part of the Directors'' Report to avoid duplication.

In accordance with the provisions of the Listing Agreement, your Corporation has framed a policy for determining material subsidiaries which can be accessed on the Corporation''s website at the link https://www.iocl.com/InvestorCenter/ Policy_on_Material_Subsidiary.pdf

RELATED PARTY TRANSACTIONS (RPTs)

In line with the provisions of the Companies Act, 2013 and the Listing Agreement, a policy on material RPTs has been framed, which can be accessed on the website of the Corporation at link https://www.iocl.com/InvestorCenter/ Policy_on_Related_Party_Transactions.pdf. Your Corporation has undertaken transactions with related parties during the year. These transactions are in the ordinary course of business and on arm''s length basis. As per the RPT Policy, approval of the Audit Committee has been obtained for all RPTs. During the year, there were no material RPTs. The disclosures related to Related Party Transactions in accordance with applicable accounting standards are provided at Note-31 of the standalone financial statement.

REPORT ON ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS

In accordance with the provisions of the Companies Act, 2013 and rules framed thereunder, particulars relating to Energy Conservation, Technology Absorption and Foreign Exchange earnings & outgo (on accrual basis) is annexed at Annexure-IV to the report.

PARTICULARS OF EMPLOYEES

As per the provisions of Section 197 of the Companies Act, 2013 and rules made thereunder, Government companies are exempted from inclusion of the statement of particulars of employees drawing remuneration of Rs. 60 lakh or more per annum, if employed throughout the financial year, or Rs. 5 lakh per month, if employed for part of the financial year. The information has, therefore, not been included as part of the Directors'' Report.

BOARD OF DIRECTORS

The following persons ceased to be Directors on the Board of the Corporation:-

- Shri A.M.K.Sinha, Director(Planning & Business Development) w.e.f. 01.08.2014

- Shri K.Jairaj, Independent Director w.e.f. 27.08.2014

- Shri Nesar Ahmad, Independent Director w.e.f. 27.08.2014

- Shri Sunil Krishna, Independent Director w.e.f. 27.08.2014

- Shri Sayan Chatterjee, Independent Director w.e.f. 27.08.2014

- Shri P.K.Goyal, Director (Finance) w.e.f. 01.09.2014

- Shri Rajive Kumar, Govt. Nominee Director w.e.f. 01.12.2014

- Shri M.Nene, Director(Marketing) w.e.f. 01.01.2015

- Shri V.S.Okhde, Director(Pipelines) w.e.f. 01.02.2015

- Dr. S.C.Khuntia, Govt. Nominee Director w.e.f. 16.06.2015.

- Smt. Shyamala Gopinath, Independent Director w.e.f. 25.06.2015

- Shri Shyam Saran, Independent Director w.e.f. 25.06.2015.

The following Directors were appointed on the Board of the Corporation:-

- Shri Debasis Sen, Director(Planning & Business Development) w.e.f. 15.09.2014

- Shri A.K.Sharma, Director(Finance) w.e.f. 27.10.2014

- Shri Verghese Cherian, Director (Human Resource) w.e.f. 06.01.2015

- Shri Anish Aggarwal, Director (Pipelines) w.e.f. 01.02.2015

- Dr. Archana Mathur, Govt. Nominee Director w.e.f. 29.05.2015

- Shri A.P. Sawhney, Govt. Nominee Director w.e.f. 22.07.2015

The Corporation has received a Certificate of Independence from all the Independent Directors confirming that they meet the criteria prescribed for Independent Directors under the provisions of the Companies Act, 2013 and Clause 49 of the Listing Agreement. A separate meeting of Independent Directors was held as per provisions of the Companies Act, 2013 and Listing Agreement.

During the year, 13 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 are not repeated here to avoid duplication.

No significant and material orders were passed by the regulators or courts or tribunals, which impact the going concern status of the Company and its operations in future.

VIGIL MECHANISM / WHISTLE-BLOWER POLICY

The Company has framed a whistle-blower policy wherein the 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 such complaint is reviewed by the Competent Authority or Chairman of the Audit Committee. The confidentiality of those reporting violations shall be maintained and they shall not be subjected to any discriminatory practice. No employee has been denied access to the Audit Committee. The policy on Vigil Mechanism/Whistle-Blower can be accessed on the Corporation''s website at the link https://www.iocl.com/ InvestorCenter/Whistle_Blower_policy.pdf

DETAILS OF LOANS/INVESTMENTS/GUARANTEES

Your Corporation has provided Loans/Guarantees to its Subsidiaries/Joint Ventures and has made investments during the year in compliance with the provisions of the Companies Act, 2013. The details of such investments made and loans/guarantees provided as on 31st March, 2015, are given in the standalone financial statements under Notes 14, 28 & 36.

EXTRACT OF ANNUAL RETURN

As required under the provisions of the Companies Act, 2013, the extract of Annual Return for the financial year ended 31st March, 2015 in the prescribed form MGT-9 is attached at Annexure-V to this report.

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to the requirement under clause (c) of sub-section (3) of Sec.134 of the Companies Act, 2013 with respect 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 along with proper explanation relating to material departures;

(b) the Directors had selected such accounting policies and applied them consistently 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 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; and

(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 would like to express its sincere appreciation for the dedicated efforts made and valuable services rendered by the members of the IndianOil family in the Corporation''s achievements during the year 2014-15. The Board would also like to thank the Government of India, particularly the Ministry of Petroleum & Natural Gas, and the various State Governments, regulatory and statutory authorities for their valuable guidance and support. The Board is grateful to all its stakeholders like bankers, investors, customers, consultants, technology licensors, contractors, vendors, etc, for their continued support and confidence reposed in the Corporation.

The Board wishes to place on record its appreciation of the valuable guidance and significant contribution made by Shri A.M.K.Sinha, Shri P.K.Goyal, Shri Rajive Kumar, Shri M.Nene, Shri V.S.Okhde, Dr. S.C.Khuntia, Smt. Shyamala Gopinath and Shri Shyam Saran during their tenure on the Board.

For and on behalf of the Board

(B. Ashok)

Chairman

Place : New Delhi

Dated : 22nd July, 2015


Mar 31, 2014

Dear Members,

On behalf of the Board of Directors, it gives me immense pleasure to present the 55th Annual Report of the Corporation for the financial year ended 31st March 2014, alongwith the Audited Statement of Accounts, Auditors'' Report and the Report of the Comptroller & Auditor General of India on the Accounts.

PERFORMANCE REVIEW

FINANCIAL

2013-14 2012-13

US$ Million Rs. in Crore US$ Million Rs.in Crore

Turnover (inclusive of Excise Duty) 75,666 4,57,553 76,200 4,14,909

EBITDA

(Profit Before Exceptional Items, Finance Cost, Tax, 3,146 19,023 3,175 17,284 Depreciation & Amortisation)

Finance Cost 840 5,084 1,182 6,435

Depreciation 953 5,760 956 5,201

Profit Before Tax & Exceptional Items 1,353 8,179 1,037 5,648

Exceptional Items 288 1,747 - -

Profit Before Tax 1,641 9,926 1,037 5,648

Tax Provision 480 2,907 118 643

Profit After Tax 1,161 7,019 919 5,005

Balance Brought Forward from Last Year 399 2,174 - -

Less: Appropriations

Proposed Dividend 349 2,112 276 1,505

Corporate Dividend Tax 59 359 47 256

Insurance Reserve 3 20 4 20

Bond Redemption Reserve 198 1,196 97 528

CSR Reserve (3) (17) 4 22

General Reserve 954 5,523 92 500

Balance Carried to Next Year - - 399 2,174

SHARE VALUE

2013-14 2012-13

US$ Rs. US$ Rs.

Cash Earnings per share 0.87 52.63 0.77 42.04

Earnings per share 0.48 28.91 0.38 20.61

Book value per share 4.54 271.80 4.64 251.75

Note: Exchange Rate used:- For 2013-14 Average Rate 1 US$ = Rs. 60.47 and Closing Rate 1 US$ = Rs. 59.92 as on 31.03.2014 For 2012-13 Average Rate 1 US$ = Rs. 54.45 and Closing Rate 1 US$ = Rs. 54.29 as on 31.03.2013

PHYSICAL

Million Tonnes

2013-14 2012-13

Refineries Throughput 53.13 54.65

Pipelines Throughput 73.07 75.17

Product Sales (incl. of Gas, Petrochemicals & Exports) 75.53 76.24

DIVIDEND

The Board of Directors of your Corporation is pleased to recommend a dividend of 87%, i.e., Rs. 8.70 per equity share of Rs. 10/- each, on the paid-up Share Capital as against Rs. 6.20 per share declared in the previous year. This is the 47th consecutive year for which your Corporation has recommended payment of dividend. So far, your Corporation has paid a cumulative dividend of Rs. 23,601 crore, excluding the dividend of Rs. 2,112 crore payable for the current year, subject to approval by shareholders. The dividend shall be paid to the members whose names appear in the Register of Members as well as the Beneficial Ownership Position provided by NSDL/CDSL as on 19th August, 2014.

PUBLIC DEPOSIT SCHEME

The Public Deposit Scheme of the Corporation was closed with effect from 31st August, 2009. The total outstanding deposits as on 31.03.2014 were Rs. 55,000/-.

CONTRIBUTION TO EXCHEQUER

Your Corporation has consistently been the largest contributor to the national exchequer in the form of duties and taxes. During the year 2013-14, Rs. 86,164 crore was paid to the exchequer as against Rs. 79,819 crore paid in the previous year. An amount of Rs. 27,293 crore was paid to the Central Exchequer and Rs. 58,871 crore to the State Exchequers as against Rs. 26,489 crore and Rs. 53,330 crore paid in the previous year to the Central and State Exchequers respectively.

CONSOLIDATED FINANCIAL STATEMENTS

In accordance with the Accounting Standards issued by the Institute of Chartered Accountants of India, your Corporation has prepared the Consolidated Financial Statement of its subsidiaries and joint venture entities. The highlights of the Consolidated Financial Results are as follows:

2013-14 2012-13

US$ million Rs.in crore US$ million Rs.in crore

Turnover (inclusive of Excise Duty) 78,697 4,75,878 79,328 4,31,940

Profit Before Tax 1,650 9,978 827 4,504

Profit After Tax 1,152 6,967 666 3,627

Less: Share of minority (20) (119) (151) (822)

Profit for the group 1,172 7,086 817 4,449

Note: Exchange Rate used:

For 2013-14 Average Rate 1 US$ = Rs. 60.47

For 2012-13 Average Rate 1 US$ = Rs. 54.45

CORPORATE GOVERNANCE

Your Corporation consistently endeavours to adopt the best practices of Corporate Governance to ensure transparency, integrity and accountability in its functioning. The Corporate Governance Report highlighting these endeavours has been incorporated as a separate section, forming part of the Annual Report.

MANAGEMENT''S DISCUSSION & ANALYSIS REPORT

The Management''s Discussion & Analysis Report (MDA) for the year 2013-14, as required under Corporate Governance guidelines, has also been incorporated as a separate section forming part of the Annual Report.

BUSINESS RESPONSIBILITY REPORT

The Business Responsibility Report forms part of the Annual Report in accordance with the directives of SEBI vide circular dated 13th August, 2012 mandating the top 100 listed entities (including IndianOil) to include Business Responsibility Report on initiatives taken with regard to environmental, social & governance perspectives.

SECRETARIAL AUDIT

As a good corporate governance practice, your Corporation has been conducting secretarial audit of its records and documents since 2009-10. The Secretarial Audit Report for the year 2013-14 confirms that the Corporation has complied with all the applicable provisions of the corporate laws, guidelines, rules, etc. The report, duly certified by a practising Company Secretary, is provided separately in the Annual Report.

CODE OF CONDUCT

The Board of your Corporation has enunciated a code of conduct for the Directors and Senior Management Personnel, which has been circulated to all concerned and has also been hosted on the corporate website. The Directors and Senior Management Personnel have affirmed compliance with the code of conduct, except Shri Sudhir Bhalla, Director(HR), who was in a serious medical comatose condition since February, 2012.

MoU PERFORMANCE

As in the past, the Memorandum of Understanding (MoU) of your Corporation with the Govt. of India setting the performance parameters for the year 2013-14 was signed by the Chairman, IndianOil, and the Secretary (P&NG), Govt. of India, on 25th March, 2013. The thrust while arriving at the MoU targets was broadly on the long term perspective, while at the same time covering all the critical operations of the Corporation, including crude throughput, Product Pipeline throughput, Project implementation, Capital expenditure, Distillate yield, Energy Factor, Safety, Quality and new areas of Business Development. Specific weightage has also been assigned to CSR, Sustainable Development, HRM and R&D.

Despite the various challenges during the year 2013-14, the Corporation was able to meet the MoU targets under various parameters as per the MoU with the Government. The Corporation has earned "Excellent" MoU performance rating consistently from 1989-90 to 2012-13 (except in the year 2006-07). The performance rating for 2013-14 MoU is yet to be finalised by the Government.

OPERATIONAL PERFORMANCE

Refineries

The year 2013-14 was a significant year for your Corporation''s Refineries Division in terms of many initiatives taken for improving plant reliability and consolidation of operations in pursuit of excellence. The refineries achieved the combined distillate yield of 78.1 wt% during the year, which is the same as that achieved in the previous year. The eight refineries of your Corporation achieved a combined crude oil throughput of 53.13 million tonnes during the year, with an overall capacity utilisation of 98%, as against a throughput of 54.65 million tonnes and capacity utilisation of 100.8% in the previous year. The marginal fall in the throughput and capacity utilisation is mainly due to the shutdown of Mathura Refinery for a period of 45 days for project related activities. The refineries also recorded the lowest ever specific energy consumption of 55.8 MBTU/BBL/NRGF (MBN*) during the year. Nine new crude oil grades (including high-TAN crudes such as Marlim and Dalia) were processed by the Corporation''s refineries for the first time during the year in order to widen the crude basket for derisking supply sources and to improve the margins.

*MBN–Thousand British Thermal Unit / Barrel / Energy Factor (MBTU/BBL/NRGF)

Pipelines

The Corporation''s pipelines network achieved a throughput of 73.07 million tonnes in 2013-14 as against a throughput of 75.17 million tonnes achieved in the previous year. The marginal drop in the throughput was due to reduction in throughput of the refineries. The product pipelines achieved a throughput of 27.21 million tonnes during the year as against 27.77 million tonnes in the previous year. Similarly, the crude oil pipelines registered a throughput of 45.86 million tonnes during the year as against 47.40 million tonnes in the previous year. The gas pipeline recorded the highest ever throughput of 1168 MMSCM, surpassing the previous highest throughput of 960 MMSCM achieved during the previous year. The combined length of your Corporation''s network of crude oil, product and gas pipelines as on 31.03.2014 was 11,214 km.

Marketing

IndianOil maintained its position as the market leader for the year 2013-14 with domestic sales of 67.14 million tonnes of petroleum products. However, the overall volumes registered a drop of 1.5 million tonnes as compared to the previous year on account of the prevailing dual-pricing policy in diesel resulting in decline in bulk sales of diesel. However, the Corporation performed well in retail sales of diesel.

To keep pace with the high growth in the retail business, 1,717 retail outlets (including 764 Kisan Seva Kendra Outlets) were commissioned during the year, raising their total number to 23,993. The contribution of KSK outlets to total sales during the year reached a new high of 11.6% in Petrol(Retail) & 11.7% in Diesel(Retail). 1,700 ROs were brought under automation during the year, taking the total number of automated retail outlets to 6,077. The concept of NANF (No Automation, No Fuelling) was extended to over 1,150 more retail outlets during the year. The concept of city specific automation was implemented in all retail outlets of 4 cities viz. Chandigarh, Mangalore, Jamnagar and Vadodara.

IndianOil increased its market share in the LPG segment during the year and released a record number of new connections, besides augmenting its bottling and storage capacities and expanding its distributorship network, especially in the rural areas. New initiatives were launched to enhance product availability and customer convenience, such as portability of LPG connection within and across companies and sale of 5-kg free-trade LPG cylinders through select ROs and kirana stores. A record 80.3 lakh new domestic LPG connections were released, raising the Indane customer strength to 817.9 lakh. 106 regular LPG distributorships and 478 RGGLV distributorships were commissioned during the year to further expand the retail network.

Between June 2013 and January 2014, the Aadhaar based DBTL (Direct Benefit Transfer in LPG) Scheme for subsidy transfer directly to the beneficiaries was introduced in 6 phases, covering 3,732 distributors and 4.24 crore Indane consumers of IndianOil. Under this unique scheme, 12.1 million consumers were benefited and more than Rs. 2,230 crore was transferred to the Aadhaar linked bank account of individual consumers. At present, the scheme has been kept in abeyance and a committee has been constituted to review the scheme for better implementation.

IndianOil''s finished lube sales registered a decline of 1.7% over the previous year. Constraints in availability of base oil from Chennai Petroleum Corporation (CPCL) Refinery and non-availability of rubber process oil over a four-month period affected the overall sales volumes for the year 2013-14. Besides launch of a new lubricant for gearless scooters during the year, long-term tie-ups were concluded with major customer groups for marketing a wide range of products and approvals obtained for the SERVO range products from leading Equipment

Builder Approver (EBA) / Original Equipment Manufacturers (OEMs) in India and abroad. A breakthrough was achieved in overseas marketing with export of 165 kl of marine engine oils to Madagascar, Yemen and Nigeria.

IndianOil''s Aviation Service maintained its leadership position during the year by improving its market share to an all-time high of 64.5%. Against the Industry growth of 4.4%, IndianOil aviation fuel sales registered a volume growth of 6% during the year. The improvement in market share was largely aided by aggressive bidding in the international sector and strong tie-ups with major players in the domestic sector.

Assam Oil and IBP Divisions

The Assam Oil Division (AOD) continued to play a vital role in ensuring supply of petroleum products in the north-east region. The Digboi Refinery processed 0.65 million tonnes of crude oil during the year.

During the year, the Explosives and Cryogenics businesses of IBP Division continued with its robust performance and recorded the highest ever production and sales of explosives and cryocans. The Explosives group manufactured and sold 85,264 MT of explosives during the year, recording growth of 6.16% over previous year''s volume of 80,313 M T. The Cryogenics group sold 23,747 units of cryocans during 2013-14, recording 28.83% growth over the previous year''s sale of 18,433 units. The Cryogenics group designed and manufactured a liquid oxygen storage tank and delivery system alongwith PLC controls for the Naval Materials Research Laboratory (NMRL), DRDO, Ministry of Defence, Government of India. This was the country''s first indigenous land based prototype for fuel cell powered submarines.

RESEARCH & DEVELOPMENT

During the year, your Corporation''s R&D Centre at Faridabad made significant progress in the demonstration and commercialisation of some of the technologies developed inhouse. The Centre expanded the OEM approval base of SERVO lubricants with the development of new formulations of low-viscosity and energy-efficient lubricants. During the year, 130 lubricant formulations were developed and 48 product approvals were obtained from OEMs & Defence services. The IndMax technology developed by the Centre is being actively considered by refineries of other Oil Companies besides the 4.17 million tonnes per annum IndMax unit at your Corporation''s Paradip Refinery. The demonstration unit of INDAdeptG, another technology developed by IndianOil''s R&D Centre with low Hydrogen consumption for Sulphur reduction in Motor Gasoline, is being implemented at the Corporation''s Guwahati Refinery. The R&D Centre has developed a process "OCTAMAX" for upgradation of C4 hydrocarbons from refinery LPG stream to high-octane gasoline blending stock. The Bio-Energy Research Centre has signed an agreement with Lanzatech to develop a micro-algae technology that entails development of an acetate-to-lipid pathway and evaluation of its viability for CO2 gas fermentation technology.

In order to harness futuristic energy sources, your Corporation took the initiative of setting up IndianOil Centre for Alternative & Renewable Energy (i-CARE) at Manesar, near Delhi. Besides, Bio-Energy, this Centre will also focus on gasification technology, solar, thermal and hydrogen energy, including fuel cells.

Research activities carried out during the year resulted in filing of 54 new patents, surpassing the previous year''s record of 52 patents. Eleven patents were granted during the year including overseas patents taking the number of patents owned by the Centre to 292 as on 31.03.2014.

EXPANDING BUSINESS

Beyond the core business of refining, transportation and marketing of petroleum products, your Corporation has been working towards strengthening its presence in the oil & gas value chain. The Corporation''s endeavours in diversified businesses such as Petrochemicals, E&P, Gas and Alternative Energy sources have over the years consolidated, establishing it as a major player in some of these new areas. These diversified businesses have made the Corporation''s portfolio more vibrant and have also begun contributing to its bottomline.

Petrochemicals

Your Corporation has emerged as the second largest petrochemicals player in the country. During the year, your Corporation''s petrochemicals business scaled new heights and achieved the highest ever sales since its inception. The Corporation sold 2.12 million tonnes of petrochemicals (including exports) against 2.08 million tonnes during the previous year. New overseas markets, covering 16 countries in Africa, Latin America & Europe, were added to the export list during the year.

During the year, your Corporation developed six new polyethylene and polypropylene grades with a view to increase its customer base. Besides this, nine Original Equipment Manufacturer (OEM) approvals were obtained during the year for the Corporation''s polymer products.

During the year, your Corporation''s persistent endeavours in the petrochemicals space helped it extend its frontiers with the commissioning of 138 kta Butadiene Extraction Unit (BDEU) and 120 kta Styrene Butadiene Rubber (SBR) plant at Panipat. This SBR plant, set up as a joint venture, is India''s first for import substitution.

Gas

Gas business presents a major opportunity for your Corporation to maximize its prospects across the gas value chain. During the year, the Corporation''s gas sales grew by 5.7%, reaching 1.94 million tonnes against sales of 1.83 million tonnes achieved in the previous year. LNG sales through ''LNG at the Doorstep'' business model increased to 30,036 MT, registering a growth of 16%.

Your Corporation''s endeavours in strengthening its presence in the gas infrastructure and delivery capability in the country received a major boost as its consortium with other partners was awarded authorisation for city gas distribution projects in the cities of Chandigarh & Allahabad. The Corporation has also booked 1.5 million tonnes per annum additional LNG capacity at Dahej Terminal of Petronet LNG Limited. The Corporation is also currently setting up its maiden 5-million tonnes per annum LNG import, storage and regasification terminal at Ennore, which is targeted for completion in 2016-17. The work is progressing in three pipeline projects being implemented through two joint ventures (GSPL India Gasnet Limited and GSPL India Transco Limited) in which IndianOil has 26% of equity participation.

Exploration & Production (E&P)

Your Corporation has a portfolio of 13 domestic and 11 overseas blocks currently. Among the domestic blocks, the Corporation is the operator with 100% participating interest in 2 onshore exploration blocks in Cambay basin and holds non-operating participating interest in the range of 20% to 44% in the remaining blocks. In the overseas blocks located across eight countries, the Corporation holds non-operating participating interest in the range of 3.5% to 50%. Your Corporation had acquired 10% working interest in the producing Niobrara Shale Oil Asset in the State of Colorado, USA, in October, 2012.

During the year, your Corporation expanded its overseas portfolio with the acquisition of 10% interest in new integrated upstream & LNG project- the Pacific North West LNG, based on unconventional gas, in British Columbia, Canada. This interest was acquired through a wholly owned subsidiary of the Corporation incorporated in Netherlands, which in turn incorporated a wholly owned subsidiary in Canada. This is a producing asset with total gross 2P reserves of 8.35 tcfe and has generated a gross revenue of CAD 1.56 million during the year. The Corporation will have access to assured LNG supply of 1.2 million tonnes per annum from this project for a minimum period of 20 years.

Alternative Energy

Your Corporation has been expanding its presence in the alternative energy space. During the year, the Corporation commissioned a 14.7 MW capacity wind energy project at Gandikota in Andhra Pradesh. With this, total renewable installed capacity of the Corporation reached 68 MW, which includes 63 MW of wind and 5 MW of solar energy.

Sustainable Development

Sustainable Development is a key tenet of the business philosophy of your Corporation. During the year, the Corporation solarised 887 retail outlets taking the total number of solarised retail outlets to 1265. During the year, solar PVs were installed at 13 repeater-cum-cathodic protection stations of Southern Region Pipelines, Orissa State Office building and Divisional Office at Indore. With a view to reduce the water footprint of the organisation and to increase water availability for daily operations through rainwater harvesting, the Corporation commissioned rainwater-harvesting systems in 54 locations during the year. Energy audit was completed for 51 office buildings in various locations. The Corporation''s Sustainability Report 2012-13 in e-version as well as an abridged printed version of highlights were released during the year. The report is compliant with the Global Reporting Initiative, GRI G3.1 and OGSS with A rating from an external assurance agency.

Consultancy Services

Leveraging its vast experience in core business activities, your Corporation has been providing consultancy services, especially to refiners in other developing countries. During the year, it continued having structured interactions with prospective countries and received offers for consultancy services in various refinery projects.

INTERNATIONAL TRADE

Your Corporation imported 42.55 million tonnes of crude oil valued at Rs. 2,02,492 crore during the year, as against 42.53 million tonnes valued at Rs. 1,84,559 crore in the previous year, to meet its crude oil requirements through a carefully selected and diversified mix of supply sources. The import of petroleum products during the year was 3.74 million tonnes, valued at Rs. 21,414 crore, as against 4.26 million tonnes valued at Rs. 21,289 crore in the previous year. The Corporation also exported petroleum and petrochemical products worth Rs. 21,525 crore during the year as against Rs. 18,549 crore in the previous year.

BUSINESS PROCESS OPTIMISATION

Your Corporation''s Business Process Optimisation group continues to play key role in improving refinery margins through reduction in crude input cost for which several initiatives were taken to process new and cheaper crudes. Further, crude and product inventories were managed through optimum purchases. Investment proposals for new projects were evaluated under various scenarios of demand and prices through optimisation models, which helped in assessing the net impact of the investment on the overall corporate profitability.

INFORMATION SYSTEMS

Your Corporation maintained 100% uptime of its centralised online SAP operations during the year. An SMS indenting system was introduced for LPG as well as other consumer groups, for enhanced customer satisfaction. The purchase functions of the Corporation spread across the country use the e-tendering application for purchase of goods and services. During the year, several IT-enabled marketing initiatives were launched, such as X-Sparsh, X-Snehash, Dealer Annual Return and Retail Dashboard to facilitate interaction with and reporting by retail outlet dealers.

HEALTH, SAFETY & ENVIRONMENT (HSE)

Your Corporation is committed to conduct its business with a strong environment conscience, ensuring sustainable development, safe workplaces and enrichment of the quality of life of its employees, customers and the community at large. All IndianOil refineries are cer tified to ISO:14064 standards for sustainable development as well as for the Occupational Health & Safety Management System (OHSMS/OHSAS-18001), besides operating fully equipped occupational health centres. Compliance with safety systems and procedures and environmental laws is being monitored at the unit level, division level and corporate level. The HSE activities of the Corporation are reviewed in every Board meeting. During the year, planned and surprise safety audits were carried out at various offices and locations. A safety culture improvement project named ''SEED'' – Safety in Each & Every Deed'' was launched during the year at Gujarat Refinery. M/s. DuPont – the global leader in employee safety have been engaged for the purpose for a period of three years.

ENERGY CONSERVATION

Your Corporation continuously gives thrust on Energy conservation through extensive performance monitoring at all its refineries and units. Keeping abreast with the latest technological developments and global best practices is a major thrust area for your Corporation in achieving energy conservation. As a result of the various energy conservation measures undertaken on a continuous basis, the energy performance parameter in terms of MBN* of IndianOil refineries during the year is down to 55.8, which is the best ever achieved, as also against the energy index of 56.3 in the previous year. The energy conservation schemes implemented during the year resulted in an estimated fuel savings of 1,02,800 MT of Standard Refinery Fuel (SRF), valued at about Rs. 420 crore. In addition, various initiatives are taken to highlight the importance of energy conservation through seminars and campaigns for retail and bulk consumers.

*MBN– Thousand British Thermal Unit / Barrel / Energy Factor (MBTU/BBL/NRGF)

HUMAN RESOURCES

The employee strength of the Corporation was 33,793 as on 31.03.2014; consisting of 15,407 executives and 18,386 non-executives. This includes 2,642 women employees comprising 7.82% of the total workforce. Besides, maintaining a cordial industrial relations climate during the year, your Corporation continued to provide comprehensive welfare facilities to all members of the IndianOil family.

Your Corporation has always encouraged par ticipative culture in the management by adopting a consultative approach with the collectives, establishing a harmonious relationship for industrial peace and higher productivity. Employees'' participation is ensured through information-sharing with the collectives and employees on a regular basis while seeking their support, suggestions and co-operation. The efforts to promote employees'' participation in management were continued during the year through activities such as Suggestions Scheme, Quality Circles, Total Productive Maintenance (TPM), Mentoring, etc.

Your Corporation has adopted forward-looking strategies such as women development and gender equality in pursuit of its commitment to diversity and inclusiveness. Women employees are rendered support through various initiatives to deal with their dual obligations with optimum results, both for them and for the organisation. All women employees have equal opportunities, equal rights and equal responsibilities. In addition, there are women-oriented policies, viz. child adoption leave, child care leave, special leave without pay. WIPS cells (formed under Forum for Women in Public Sector) strive to empower women by undertaking numerous developmental activities not only for the women employees of the Corporation but also for those in the neighbourhood of its units.

A number of strategic interventions were initiated during the year to rejuvenate the organisation through a dynamic hierarchy of executives covering the entire employee lifecycle. Some of the key initiatives that were implemented for the executives include a comprehensive transfer policy and career path model; succession planning – through leadership centres and multi-rater feedback mechanism; new accelerated career progression scheme; recruitment of a new grade A0, etc.

The Presidential Directives and various instructions / guidelines issued by the Government of India with regard to reservation in services for SCs/STs/PH/ OBCs, etc, were meticulously followed. Your Corporation endeavors to utilise 25% of its community development funds towards Special Component Plan (SCP) and Tribal Sub Plan (TSP) for meeting the needs of the weaker sections. Liaison officers were appointed at various locations/units/installations all over the country to ensure implementation of the Government directives. Reports in the prescribed form relating to representation of SCs/STs/OBCs are provided in the Annual Report as Report I & II.

Your Corporation is implementing the provisions of the Disabilities Act 1995 by way of 3% reservation for physically challenged and disabled persons. In addition, various concessions and relaxations are being extended to physically challenged persons in the recruitment process.

Efforts were continued during the year for increasing the progressive use of Hindi in official work in compliance with the Official Language Act, 1963, Official Language Rules, 1976 and related orders issued by the Government of India from time to time. In all offices/units/locations of the Corporation, committees are functioning for implementing Official Language work effectively and to review the progress of implementation of Official Language policies in the offices as also the Annual Programme as circulated by the Department of Official Language, Govt. of India.

VIGILANCE

The objective of Vigilance is to ensure maintenance of the highest level of integrity throughout the Corporation. To achieve this objective, the Vigilance group carries out preventive and punitive functions, with greater emphasis on the preventive aspects. During the year, 48 vigilance awareness programmes were conducted, which were attended by over 1300 employees. In order to promote transparency and efficiency in the working of the Corporation, various initiatives like e-tendering, bill watch system, standardisation of schedule of rates, file tracking system, etc., have been implemented.

CORPORATE SOCIAL RESPONSIBILITY

Corporate Social Responsibility has been the cornerstone of success for your Corporation right from inception. The Corporation sees itself as an essential part of society and is well aware of its responsibilities beyond financial considerations towards improving quality of life of the communities at large. A report on your Corporation''s CSR activities has been incorporated as a separate section forming part of the Annual Report.

REMUNERATION TO THE AUDITORS

The Auditors'' remuneration for the year 2013-14 has been fixed at Rs. 90 lakh plus applicable taxes. In addition, reasonable out-of-pocket expenses at actuals incurred are also reimbursable.

PUBLIC PROCUREMENT POLICY FOR MSMEs 2012

Necessary steps have been initiated by the various divisions of the Corporation for implementation of the Public Procurement Policy of the Govt. of India for procurement from MSMEs. All effor ts are being made to procure items specified for procurement from MSMEs. Necessary provision has been made in all the tenders stating the eligibility of MSMEs to participate in the tender. The MSMEs are exempted from payment of tender fees and earnest money deposit. As against the target of 20% for procurement from MSMEs, the actual procurement of your Corporation from MSMEs during the year was around 32%.

COST AUDIT REPORT

In accordance with the directives of the Central Government, Cost Auditors were appointed for conducting the cost audit of IndianOil''s refineries, lube blending plants and other units of the Corporation for the year 2013-14. The cost audit for the year 2012-13 was carried out for the refineries, lube plants, etc. and the cost audit report was filed by the Central Cost Auditor with the Central Govt. in the prescribed form within the stipulated time period. A remuneration of Rs. 16.50 lakh and applicable taxes has been fixed by the Board for payment to cost auditors for the year 2013-14.

SUBSIDIARIES AND JOINT VENTURES

Your Corporation has formed various subsidiaries and joint ventures for exploiting business opportunities across the hydro-carbon value chain. The financial performance of major operating subsidiaries and joint venture companies of the Corporation during 2013-14 is annexed to the Directors'' Report.

In accordance with the General Exemption granted by the Ministry of Corporate Affairs, the balance sheet, statement of profit and loss and other documents of the subsidiary companies have not been attached with the balance sheet of the Company. A summary of the financial information of the Company''s subsidiaries for the financial year ended March 31, 2014 has been incorporated separately in the Annual Report. The Annual Accounts of the subsidiaries and the related information will be made available to any member of the Company/ its subsidiaries seeking such information and are available for inspection at the Registered Office of the Company.

REPORT ON ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS

In accordance with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rule, 1988, a report on Energy Conservation, Technology Absorption and Foreign Exchange earnings & outgo is annexed.

PARTICULARS OF EMPLOYEES

As per Notification No. GSR 289(E) dated 31st March, 2011 issued by the Ministry of Corporate Affairs, Govt. of India, amending the provisions of the Companies (Particulars of Employees) Rules, 1975 issued in terms of Section 217(2A) of the Companies Act, 1956, Government companies are not required to include the statement of particulars of employees drawing remuneration of Rs. 60 lakhs or more per annum, if employed throughout the financial year or Rs. 5 lakhs per month, if employed for part of the financial year. The information has not been included as part of the Directors Report as per the said Notification as IndianOil is a Government Company.

BOARD OF DIRECTORS

During the year, the following persons ceased to be Directors on the Board of the Corporation:- - Late Prof. V. K.Bhalla, Independent Director w.e.f. 06.08.2013

- Late Shri Sudhir Bhalla, Director(HR) w.e.f. 23.05.2014

- Dr. Sudhakar Rao, Independent Director w.e.f. 30.05.2014

- Shri R.S.Butola, Chairman w.e.f. 01.06.2014

- Dr.R.K.Malhotra, Director (R&D) w.e.f. 01.07.2014

- Shri Rajkumar Ghosh, Director(Refineries) w.e.f. 01.07.2014

The following Directors were appointed to the Board of the Corporation:

- Shri K.Jairaj, Independent Director, w.e.f. 20.03.2014

- Shri Nesar Ahmad, Independent Director, w.e.f. 20.03.2014

- Shri Sunil Krishna, Independent Director, w.e.f. 20.03.2014

- Shri Sayan Chatterjee, Independent Director, w.e.f. 20.03.2014

- Shri Sanjeev Singh, Director(Refineries), w.e.f. 01.07.2014

- Shri B. Ashok, Chairman, w.e.f. 16.07.2014

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956 with respect to Directors'' Responsibility Statement, it is hereby confirmed:

(i) that in the preparation of the annual accounts for the financial year ended 31st March 2014, all applicable accounting standards have been followed along with proper explanations relating to material departures;

(ii) that the Directors had selected such accounting policies and applied them consistently and made judgements and estimates that were 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 or loss of the Company for the year under review;

(iii) that the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) that the Directors had prepared the accounts for the financial year ended 31st March 2014 on a ''going concern'' basis.

ACKNOWLEDGEMENTS

The Board of Directors would like to express its appreciation for the dedicated efforts and valuable services rendered by the members of the IndianOil family in the Corporation''s achievements during the year 2013-14. The Board would also like to thank the Government of India, particularly the Ministry of Petroleum & Natural Gas, and the various State Governments, regulatory and statutory authorities for their valuable guidance and support. The Board is grateful to all its stakeholders like bankers, investors, customers, consultants, technology licensors, contractors, vendors, etc, for their continued support and confidence reposed in the Corporation.

The Board wishes to place on record its appreciation of the valuable guidance and significant contribution made by late Prof.V.K.Bhalla, late Shri Sudhir Bhalla, Dr. Sudhakar Rao, Shri R.S. Butola, Dr. R.K. Malhotra and Shri Rajkumar Ghosh during their tenure on the Board.

For and on behalf of the Board

Place : New Delhi (B Ashok)

Date : 17th July 2014 Chairman


Mar 31, 2013

Dear Members,

The behalf of the Board of Directors, it is my privilege to present the 54th Annual Report of the Corporation for the financial year ended 31st March 2013, alongwith the Audited Statement of Accounts, Auditors'' Report and the Report of the Comptroller & Auditor General of India on the Accounts.

PERFORMANCE REVIEW FINANCIAL

2012-13 2011-12 US$ Million Rs. in Crore US$ Million Rs. in Crore

Turnover

(inclusive of Excise Duty) 76,200 414,909 78,031 373,926

EBITDA (Profit before Exceptional Items, Finance cost, Tax, 3,170 17,258 4,574 21,919 Depreciation & Amortisation)

Finance Cost 1,177 6,409 1,166 5,590

Depreciation 956 5,201 1,016 4,867

Profit before Tax & Exceptional Items 1,037 5,648 2,392 11,462

Exceptional Items - - 1,609 7,708

Profit Before Tax 1,037 5,648 783 3,754

Tax Provision 118 643 (42) (201)

Profit After Tax 919 5,005 825 3,955

Less: Appropriations

Proposed Dividend 276 1,505 253 1,214

Corporate Dividend Tax 47 256 40 194

Insurance Reserve 4 20 4 20

Bond Redemption Reserve 97 528 131 627

CSR Reserve 4 22 - -

General Reserve 92 500 397 1,900

Balance carried to Balance Sheet 399 2,174 - -

PHYSICAL

Million Metric Tonnes (MMT)

2012-13 2011-12

Refineries Throughput 54.65 55.62

Pipelines Throughput 75.50 75.55

Product Sales (incl. of Gas, Petrochemicals & Exports) 76.24 75.66

SHARE VALUE

2012-13 2011-12

US$ Rs. US$ Rs.

Cash Earning per share 0.77 42.04 0.76 36.34

Earning per share 0.38 20.61 0.34 16.29

Book value per share 4.64 251.75 4.69 238.38

DIVIDEND

The Board of Directors is pleased to recommend a dividend of 62%, i.e., Rs. 6.20 per equity share of Rs. 10/- each, on the Paid-up Share Capital as against Rs. 5.00 per share in the previous year. Your Corporation has been consistently paying dividend for the past 46 years. So far, the Corporation has paid a cumulative dividend of Rs. 22,096 crore, excluding the dividend of Rs. 1,505 crore payable for the current year, subject to approval by shareholders. The dividend shall be paid to the members whose names appear in the Register of Members as well as the Beneficial Ownership Position provided by NSDL/CDSL as on 23rd August, 2013.

PUBLIC DEPOSIT SCHEME

The Public Deposit Scheme was closed with effect from 31st August, 2009. The total outstanding deposits as on 31.03.2013 are Rs. 55,000/-.

CONTRIBUTION TO EXCHEQUER

The Corporation has consistently been the largest contributor to the national exchequer in the form of duties and taxes. During the year, Rs. 79,819 crore was paid to the exchequer as against Rs. 78,914 crore in the previous year. Rs. 26,489 crore was paid to the Central Exchequer and Rs. 53,330 crore to the State Exchequers as against Rs. 29,864 crore and Rs. 49,050 crore paid in the previous year to the Central and State Exchequers respectively.

CONSOLIDATED FINANCIAL STATEMENTS

In accordance with the Accounting Standards issued by the Institute of Chartered Accountants of India, your Corporation has prepared the Consolidated Financial Statements of its subsidiaries and joint venture entities. The highlights of the Consolidated Financial Results are as follows:

2012-13 2011-12

US$ million Rs. in crore US$ million Rs. in crore

Turnover (inclusive of 79,328 431,940 80,977 388,044 Excise Duty)

Profit Before Tax 827 4,504 834 3,995

Profit After Tax 666 3,627 890 4,265

Less: Share of minority (151) (822) 8 39

Profit for the group 817 4,449 882 4,226

CORPORATE GOVERNANCE

The Corporate Governance Report and Management''s Discussion & Analysis Report have been incorporated as separate sections, forming part of the Annual Report. The Corporation has been recently adjudged the winner of two prestigious awards for excellence in Corporate Governance, viz., ICSI National Award 2012 for Excellence in Corporate Governance from the Institute of Company Secretaries of India and the Gold Trophy of the SCOPE Meritorious Award for Corporate Governance for the year 2011-12.

BUSINESS RESPONSIBILITY REPORT

The Business Responsibility Report forms part of the Annual Report in accordance with directives of SEBI vide circular dated 13th August, 2012 mandating the Top 100 listed entities (including the Corporation) to include Business Responsibility Report on initiatives related to environmental, social & governance perspective.

SECRETARIAL AUDIT

As a good corporate governance practice, the Corporation has carried out a secretarial audit of its records and documents for the year 2012-13. The Secretarial Audit Report confirms that the Corporation has complied with all the applicable provisions of the corporate laws, guidelines, rules, etc. The Report, duly certified by a practising Company Secretary, is provided separately in the Annual Report.

CODE OF CONDUCT

The Board of the Corporation has enunciated a code of conduct for the Directors and Senior Management Personnel, which has been circulated to all concerned and has also been hosted on the website of the Corporation. The Directors and Senior Management Personnel have affirmed compliance with the code of conduct, except Shri Sudhir Bhalla, Director(HR), who is in a serious medical condition.

MoU PERFORMANCE

The Memorandum of Understanding (MoU) is signed every year between the Corporation and its administrative Ministry, MoP&NG, Govt. of India with the aim to enhance the performance level of the Corporation as per the targets set therein. The MoU for the year 2012-13 was signed between the Chairman and the Secretary(P&NG), Govt. of India on 30th March, 2012.

The thrust while fixing MoU targets was more towards the long term aspects and broadly covered all the critical operations of the Corporation which include Crude throughput, Project implementation, Capital expenditure, Distillate yield, Safety, Quality and new areas of Business Development. Specific weightage has also been allocated to the areas of CSR, HRD, Sustainable Development, R&D and Corporate Governance.

Despite the challenges, the Corporation was able to meet all the physical targets and all the mandatory parameters as per 2012-13 MoU targets signed with the Government. The Corporation has earned Excellent rating consistently for its performance in MoU ratings since 1989-90 to 2011-12 (except in 2006-07). The evaluation for 2012-13 MoU ratings is yet to be carried out by the Government.

OPERATIONAL PERFORMANCE

Refineries

The Corporation''s refineries achieved a brilliant performance during the year. The eight refineries of the Corporation achieved a combined crude oil throughput of 54.65 million tonnes during the year, with an overall capacity utilisation of 100.8%, as against a throughput of 55.62 million tonnes and capacity utilisation of 102.6% in the previous year. The refineries have been consistently registering an overall capacity utilisation of over 100% for the last six years. The refineries achieved the highest combined distillate yield of 78.1 wt% during the year, surpassing the previous best of 77.8 wt% in the previous year. They also recorded the lowest ever specific energy consumption of 56.3 MBN during the year. High-sulphur crude processing was maximised and the highest ever percentage of high-sulphur crude (53.3% of the total crude) was processed during the year.

Pipelines

The Corporation''s pipelines continued to deliver significant performance and achieved a throughput of 75.50 million tonnes during the year as against 75.55 million tonnes last year. The product pipelines achieved the highest ever throughput of 28.09 million tonnes and the crude oil pipelines registered a throughput of 47.40 million tonnes as against throughputs of 27.96 million tonnes and 47.59 million tonnes respectively during the previous year. The throughput of the gas pipeline increased by 43%, from 671 MMSCM in the previous year to 960 MMSCM in 2012-13. The total length of your Corporation''s network of crude oil, product and gas pipelines as on 31.03.2013 was 11,214 km.

Marketing

Despite the many challenges faced during the year, the Corporation performed with aplomb, exploiting opportunities with passion, with focus on offering customers better value for money and added benefits through its products and services. The Corporation continued to maintain its leadership in the market with domestic sales of 68.76 million tonnes of petroleum products during the year vis-a-vis 68.10 million tonnes in 2011-12. During the year, the highest ever number of 1910 retail outlets were commissioned, out of which 1050 were Kisan Seva Kendra (KSK) outlets. The KSK outlets contributed about 10% of the total sales of MS and HSD in the retail segment. During the year, 1600 retail outlets were automated, taking the total number of automated retail outlets to 4377.

During the year, the Corporation enrolled 68.9 lakh new Indane LPG customers and commissioned 142 regular LPG distributorships, taking their total to 734.2 lakh customers and 5523 distributors. The Corporation''s focus on reaching out to rural customers continued with the commissioning of 422 Rajiv Gandhi Gramin LPG Vitarak distributorships during the year, taking their total strength to 944. LPG bottling capacity was augmented during the year by 615 thousand metric tonnes per annum raising the total bottling capacity as on 31.03.2013 to 6793 TMTPA. The market share in Auto-LPG sales increased by 2% during the year, with sales of 110.6 TMT.

The Corporation sold 408.5 TMT of finished lubes during the year 2012-13 as compared to 435 TMT in the previous year. The decline in sales is mainly due to unprecedented impact of economic recession during the year resulting in negative growth of 3.4% in the industry compared to average of 2% industry growth during the previous years. Export of SERVO to three new destinations Madagascar, Maldives and Kenya was commenced during the year, expanding the coverage of the brand to 24 overseas markets. During the year, SERVO Futura Synth, a 100% synthetic engine oil, was launched for top-end cars and SUVs.

The Corporation continues to be the market leader in the aviation fuel business with a market share of 63.5% and enjoys leadership in all major segments, such as domestic airlines, international airlines and defence services and scheduled airlines, through its 97 Aviation Fuel Stations across the country.

Assam Oil and IBP Divisions

The Assam Oil Division (AOD) continued to play a vital role in ensuring supply of petroleum products in the north-east region. The Digboi Refinery processed 0.66 million tonnes of crude oil during the year as against 0.62 million tonnes of crude oil processed last year.

The IBP Division, which comprises Explosives and Cryogenic businesses, earned revenue of Rs. 261.00 crore during the year, registering a growth of 31% over the previous year. The highest ever sales of 18,453 cryocans was registered during the year.

RESEARCH & DEVELOPMENT

The year 2012-13 continued to be an eventful year for the Corporation''s R&D Centre at Faridabad. As a major initiative in refinery technology, steps were taken to set up a demonstration unit at Guwahati Refinery based on INDAdeptG technology developed by the R&D Centre for desulphurisation of heavy Indmax gasoline. The efficacy of this adsorbent technology received a fillip before its actual demonstration by way of grant of US patent. Studies carried out for the DHDT unit of Panipat Refinery resulted in significant financial benefits. A new multifunctional additive package has been developed for the mainline engines of pipelines, which demonstrated significant benefits by way of fuel savings.

Lubricant technology research continued to pay rich dividends in terms of new generation product development, with 120 new formulations during the year, resulting in 43 OEM approvals, including approval for a diesel engine oil, marine oil and transformer oil from reputed customers.

A record number of 52 patent applications were filed during the year, while eight patents were granted.

The newly-formed IOC-DBT Bioenergy Research Centre successfully commissioned India''s first ever multi-feed pilot plant for conversion of lignocellulosic biomass to ethanol. On the alternative energy front, the Corporation''s R&D Centre firmed up an agreement with L&T for production of gas ifiers based on its patented ''integrated gasification'' concept. The Corporation also joined the consortium on the National Mission on Clean Coal Technologies (NMCCT) under the Government of India for further collaborative research on gasification with DRDO, CII, L&T and Thermax.

EXPANDING BUSINESS

In line with the Corporation''s Vision of being the ''Energy of India'' and becoming ''a globally admired company'', the Corporation continues to endeavour to extend its business frontiers beyond core refining, transportation & marketing business to related segments across the entire energy spectrum. The investments and monetisation of opportunities in petrochemicals, gas and upstream sectors is part of these efforts.

Petrochemicals

The Corporation is now the second largest player in the domestic petrochemicals market. It is also the market leader in Linear Alkyl Benzene(LAB) used in detergent manufacture, and in Mono Ethylene Glycol (MEG) used in the polyester industry. Polymer sales too recorded a growth of 41.6%. During the year, the Corporation retained its position as the preferred supplier of Purified Terephthalic Acid (PTA) and achieved the highest ever annual sales of 557 TMT

The Corporation''s domestic petrochemical sales recorded a growth of 23.9% and reached the highest ever level of 1.8 MMT during the year. Petrochemical exports reached a new milestone of 108.6 TMT, recording a growth of 42.5%, with Corporation''s reach extending to new markets in Latin America, CIS countries and Europe. Five new grades of Poly-ethylene / Polypropylene were developed in-house for niche application segments to deliver more value to customers.

Gas

The gas business of the Corporation is intent upon leveraging the sizeable opportunities being presented by the country''s growing demand for gas and the increased international gas sourcing opportunities brought on by the international unconventional gas revolution and the Liquefied Natural Gas (LNG) boom. During the year, the Corporation''s gas sales grew by 6.2%, reaching the level of 1.83 MMT. LNG sales through ''LNG at the Doorstep'' model, has been highly successful. During the year, the sales volumes of ''LNG at Doorstep'' increased to 25835 MT, registering a growth of 77%.

The Corporation is currently implementing its first 5-MMTPA LNG import and re-gasification terminal at Ennore near Chennai, which will be the gateway for entry of natural gas into the Southern Indian market. The Corporation is a part of two joint ventures (GSPL India Gasnet Ltd. & GSPL India Transco Ltd.) with 26% equity participation for building of Mehsana-Bhatinda & Bhatinda- Jammu-Srinagar gas pipelines and Mallavaram-Bhopal-Bhilwara-Vijaypur gas pipeline respectively.

Exploration & Production (E&P)

The E&P portfolio of the Corporation consists of 13 domestic and 10 overseas blocks, which include 2 producing assets. The Corporation''s share in the 2P reserves of the producing assets is estimated to be 119 MMBoe of oil & gas. Further, there are 7 blocks with oil & gas discoveries, 2 CBM blocks and 8 other blocks under various stages of exploration. Your Corporation is also sole operator in two on-land exploration blocks in Cambay basin, Gujarat where exploration activities are in progress.

During the year, the Corporation acquired 10% working interest from Carrizo Oil & Gas Inc. (USA) in the Niobrara shale oil producing asset in the State of Colorado, USA with effect from 1st October, 2012. In another overseas asset, Carabobo Project-1 in Venezuela, production of First Oil from the project commenced on 27th December 2012. As of 31st March, 2013, the total production achieved from Carabobo Project-1 is 28,315 barrels, wherein your Corporation''s share is 991 barrels. The total production during 2013 is expected to be about 2 to 3 million barrels, wherein the Corporation''s share would be about 95,000 barrels. Further, in Area 95-96 Libya, where your Corporation has a participating interest of 25%, oil & gas discovery has been reported from the first exploratory well drilled in February, 2013 and further exploratory drilling is in progress.

Alternative Energy

During the year, your Corporation successfully commissioned five wind energy generators (~ 10.5 MW) at Vajrakarur in Andhra Pradesh. This takes the Corporation''s installed wind power capacity in Andhra Pradesh to 27.3 MW and its total installed wind power capacity across India to 48.3 MW. The grid-connected renewable energy generation during the year crossed the 100 GWh mark.

In bio-fuels, your Corporation''s joint venture company, IndianOil-CREDA Biofuels Limited supplied demetaled and degummed Jatropha oil to Chennai Petroleum Corporation Limited for pilot studies on co-processing of vegetable oils for production of green diesel, which was successfully co-processed during the year using the R&D technology developed by the Corporation''s R&D Centre.

Sustainable Development

The ecological footprint of the Corporation''s operations is currently being assessed as a first step towards minimising it. During the year, eco-footprinting exercise was completed at 48 locations, wherein mapping of green house gas emissions, water consumption and waste generation was done on ''as is'' basis. Additionally, during the year, energy audit of office buildings was carried out in 28 locations.

A number of mitigation actions, such as commissioning of rainwater harvesting systems, solarisation of retail outlets, installation of organic waste converters, organising carbon-neutral events, sustainability seminar and conducting awareness generation programmes were initiated during the year. The Corporation''s Sustainability Report 2011-12 with A rating certified by M/s.DNV was also released during the year.

Consultancy Services

The Corporation has been providing consultancy services especially in Africa and the Middle East. Emirates National Oil Company, Dubai extended the technical services agreement and manpower secondment agreement with the Corporation for the 15th consecutive year. During the year, the Corporation through competitive bidding, secured and successfully executed a consultancy assignment for Kuwait National Petroleum Company undertaking Pilot Plant test run of diesel samples aiming at Sulphur reduction to stipulated levels.

INTERNATIONAL TRADE

The Corporation imported 42.53 million tonnes of crude oil amounting to Rs. 1,84,559 crore during the year, as against 43.54 million tonnes amounting to Rs. 1,73,323 crore in the previous year, to meet its requirements through a carefully selected and diversified mix of supply sources. In addition, the Corporation imported crude oil amounting to Rs. 37,279 crore during the year on behalf of Chennai Petroleum Corporation Limited (subsidiary company) as against crude oil amounting to Rs. 36,392 crore in the previous year. The import of petroleum products during the year was 4.26 million tonnes, amounting to Rs. 21,289 crore, as against 4.58 million tonnes amounting to Rs. 20,885 crore in the previous year. The Corporation also exported petroleum and petrochemical products worth Rs. 18,549 crore during the year as against Rs. 19,618 crore in the previous year.

BUSINESS PROCESS OPTIMISATION

The Business Process Optimisation group of the Corporation continued to play a vital role in fine-tuning and optimising crude oil and product procurements and supply chain management. In order to improve refinery margins through reduction in input cost, several initiatives were taken to process new and cheaper crudes. During the year, 10 new opportunity crudes were procured and processed by the Corporation''s refineries. High-Sulphur crude processing also increased from 49.2% to 53.3%. In addition, crude and product inventories were managed through optimum purchases and imports/exports. Investment proposals for new projects were evaluated under various scenarios of demand and prices through optimisation models, which helped in assessing the net impact of the investment on the overall corporate profitability.

INFORMATION SYSTEMS

The Corporation maintained 100% uptime of SAP operations during the year. A smartphone mobile application "mPower'' was launched during the year for retail sales officers in field locations to improve their productivity. The application, built on Android platform, helps the field officers to access MIS reports while on the move.

HEALTH, SAFETY & ENVIRONMENT (HSE)

The Corporation is committed to conduct its business with a strong environment conscience, ensuring sustainable development, safe workplaces and enrichment of the quality of life of its employees, customers and the community at large. All the refineries of the Corporation are certified to ISO:14064 standards for sustainable development as well as for the Occupational Health & Safety Management System (OHSMS/OHSAS-18001), besides having fully equipped occupational health centres. Compliance with safety systems and procedures and environmental laws is monitored at the unit level, divisional level and corporate level. The HSE activities of the Corporation are reviewed in every Board meeting. In addition, the Board Committee on Health, Safety & Environment periodically reviews the HSE activities of the Corporation.

ENERGY CONSERVATION

The Corporation maintains continuous thrust on energy conservation at all of its refineries and units through extensive performance monitoring and by keeping abreast of the latest technological developments and global best practices. As a result of various energy conservation measures undertaken, the energy index in terms of MBN* of the Corporation''s refineries during the year is down to 56.3, which is the best ever achieved, as against the figure of 57 in the previous year. The energy conservation schemes implemented during the year resulted in estimated fuel savings of 120,000 standard refinery fuel tonne (SRFT), valued at about Rs. 450 crore.

*MBN- Thousand British Thermal Unit / Barrel / Energy Factor (MBTU/BBL/ NRGF)

HUMAN RESOURCES

The employee strength of the Corporation was 34,084 as on 31.03.2013; consisting of 14,981 executives and 19,103 non-executives. This includes 2,643 women employees comprising 7.75% of the total workforce. The Industrial relations climate in the Corporation continued to remain harmonious and peaceful during the year. A number of initiatives were taken to improve the effectiveness of your Corporation''s human resource systems and processes. The Corporation continued to provide comprehensive welfare facilities to all members of the IndianOilFamily.

The Corporation believes that participation of employees in management fosters a sense of importance, pride and accomplishment and also enhances the sense of workmanship, innovation and creativity. The Corporation has, therefore, always supported participative culture in management by adopting a consultative approach with the collectives and establishing harmonious relations for enhancing operational efficiency and industrial peace & harmony, leading to higher productivity. Efforts to promote employees'' participation in various activities, like Suggestions Scheme, Quality Circles, welfare, safety, Total Productive Maintenance (TPM), etc. continued during the year. Participation was also ensured through information sharing by the top management with employees on a regular basis, seeking their support, suggestions and co- operation.

In line with its mission statement, the Corporation is committed to diversity and inclusiveness. Women development and gender equality continue to be emphasised by your Corporation. Women employees are rendered support through various initiatives to deal with their dual obligations with optimum results both for them and for the organisation. All women employees have equal opportunities, equal rights and equal responsibilities. Your Corporation''s efforts for women development have been recognised by the Forum of Women in Public Sector as it was adjudged the second best enterprise for women development for initiatives undertaken during the year 2011-12.

The Corporation took landmark initiatives in human resource development during the year. Some of the key initiatives that were implemented include opening up of the Annual Performance Appraisal ratings for viewing by individuals, introduction of Leadership Centres/ multi-rater feedback mechanism for measurement of performance in succession management and leadership management; employee engagement survey; re-opening of the voluntary retirement scheme, etc.

The Presidential Directives and various instructions/guidelines issued by the Government of India with regard to reservation in services for SCs/STs/PH/ OBCs etc. were scrupulously followed. It has been the endeavour of your Corporation to utilise 25% of its community development funds towards Special Component Plan (SCP) and Tribal Sub Plan (TSP) for meeting the needs of the weaker sections. Liaison officers were appointed at various locations/units/ installations all over the country to ensure implementation of Government directives. Reports in the prescribed form relating to representation of SCs/ STs/OBCs is annexed as Report I & II.

The Corporation is implementing the provisions of the Disabilities Act 1995 by way of 3% reservation for physically challenged and disabled persons. In addition, various concessions and relaxations are being extended to physically challenged persons in the recruitment process.

In compliance with the Official Language Act, 1963, Official Language Rules, 1976 and orders issued by the Government of India from time to time, efforts were continued during the year for increasing the progressive use of Hindi in official work. In all offices/units/locations of the Corporation, Committees are functioning for implementing Official Language work effectively and to review the progress of implementation of Official Language policies in the offices as also the Annual Programme as circulated by the Deptt. of Official Language, Govt. of India.

Foreign Tours

The officers of the Corporation undertook 317 foreign tours during the year 2012-13 for business purposes and for attending conferences, seminars and training programmes. The total expenditure on foreign tours was Rs. 8.60 crore.

VIGILANCE

The objective of Vigilance is to ensure maintenance of the highest level of integrity throughout the Corporation. To achieve this objective, the Vigilance group carries out preventive and punitive functions, with greater emphasis on the preventive aspects. During the year, 35 Vigilance Awareness Programmes were conducted, which were attended by over 800 employees. In order to promote transparency and efficiency in the working of the Corporation, various initiatives like e-tendering, bill watch system, standardisation of schedule of rates, file tracking system, etc., were introduced during the year.

CORPORATE SOCIAL RESPONSIBILITY

Corporate Social Responsibility (CSR) has been the cornerstone of success right from inception of the Corporation and its corporate strategy is aligned to national priorities and envisions a greater societal role in future to accomplish the cherished goal of a truly developed India, where all sections of society live with dignity. The Corporation has been supporting large number of social welfare and community development initiatives. A report on CSR has been incorporated as separate section forming part of the Annual Report.

REMUNERATION TO THE AUDITORS

The Auditors'' remuneration for the year 2012-13 has been fixed at Rs. 93 lakhs plus applicable taxes. In addition to this, reasonable out-of-pocket expenses actually incurred are also reimbursable.

PUBLIC PROCUREMENT POLICY FOR MSMEs 2012

The Corporation is making endeavours to comply with the Public Procurement Policy for MSMEs as per directives of the Govt. of India and necessary steps have been initiated in this regard in all the Divisions of the Corporation.

COST AUDIT REPORT

In accordance with the directives of the Central Government, Cost Auditors were appointed for conducting the Cost Audit of Refineries, Lube Blending Plants, and other units of the Corporation for the year 2012-13. The Cost Audit for the year 2011-12 was carried out for the refineries, lube plants etc. and the Cost Audit report was filed by the Central Cost Auditor with the Central Govt. in the prescribed form within the stipulated time period.

Entertainment Expenses

The entertainment expenses for the year 2012-13 were Rs. 2.96 crore as compared to Rs. 2.46 crore last year.

SUBSIDIARIES

The financial performance of following subsidiaries of the Corporation is as under:-

(Rs. in Crore)

Subsidiary Turnover Net Profit Dividend

2012-13 2011-12 2012-13 2011-12 2012-13 2011-12

Chennai Petroleum 46,842 45,385 (1,767) 62 - 20% Corporation Ltd.

Indian Oil- CREDA 2 0 - - - - Biofuels Ltd.

Indian Oil (Mauritius) Ltd. 1,274 1,192 19 37 6% 6%

Lanka IOC Plc. 3,147 2,557 122 38 - -

IOC Middle East FZE 40 95 3 4 30% 20%

IOC Sweden AB - - (1) 17 - -

IOCL (USA) Inc. 10 - 1 - - -

Summary of Financial Information of Subsidiary Companies for the Financial Year 2012-13 has been incorporated separately in the Annual Report.

REPORT ON ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS

In accordance with the Company''s (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988, a report on Energy Conservation, Technology Absorption and Foreign Exchange earnings & outgo is annexed.

PARTICULARS OF EMPLOYEES

As per Notification No. GSR 289(E) dated 31st March, 2011 issued by the Ministry of Corporate Affairs, Govt. of India, amending the provisions of the Companies (Particulars of Employees) Rules, 1975 issued in terms of Section 217(2A) of the Companies Act, 1956, Government companies are not required to include the statement of particulars of employees drawing remuneration of Rs. 60 lacs or more per annum, if employed throughout the financial year or Rs. 5 lacs per month, if employed for part of the financial year. The information has not been included as part of the Directors Report as per the said Notification as IndianOil is a Government Company.

BOARD OF DIRECTORS

During the year, the following Directors ceased to be Directors on the Board of the Corporation :-

- Shri Anees Noorani, Independent Director w.e.f. 15.09.2012.

- Smt. Sushama Nath, Independent Director w.e.f. 24.01.2013.

- Dr. (Smt.) Indu Shahani, Independent Director w.e.f. 14.02.2013.

- Prof. Gautam Barua, Independent Director w.e.f. 14.02.2013.

- Shri Michael Bastian, Independent Director w.e.f. 14.02.2013.

- Shri N.K. Poddar, Independent Director w.e.f. 14.02.2013.

- Shri Sudhir Bhargava, Govt. Nominee Director w.e.f. 09.05.2013.

The following Directors were appointed on the Board of the Corporation:

- Dr. S.C. Khuntia, Govt. Nominee Director w.e.f. 9.8.2012.

- Prof. Devang Khakhar, Independent Director w.e.f. 14.09.2012 (afternoon).

- Shri Rajive Kumar, Govt. Nominee Director w.e.f. 02.07.2013.

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956 with respect to Directors'' Responsibility Statement, it is hereby confirmed:

(i) that in the preparation of the annual accounts for the financial year ended 31st March 2013, all applicable accounting standards have been followed along with proper explanations relating to material departures;

(ii) that the Directors had selected such accounting policies and applied them consistently and made judgements and estimates that were 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 or loss of the Company for the year under review;

(iii) that the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) that the Directors had prepared the accounts for the financial year ended 31st March 2013 on a ''going concern'' basis.

ACKNOWLEDGEMENTS

The Board of Directors would like to place on record its deep appreciation of the dedicated efforts and valuable services rendered by the members of the IndianOilFamily in the Corporation''s achievements during the year 2012-13. The Board also wishes to thank the Government of India, particularly the Ministry of Petroleum & Natural Gas, and the various State Governments, regulatory and statutory authorities for their valuable guidance and support. The Board is also grateful to all its stakeholders like bankers, investors, customers, consultants, technology licensors, contractors, vendors etc. for their continued support and confidence reposed in the Corporation. The Board wishes to place on record its appreciation of the valuable advice and significant contribution made by Shri Anees Noorani, Smt. Sushama Nath, Dr. (Smt.) Indu Shahani, Prof. Gautam Barua, Shri Michael Bastian, Shri N.K. Poddar and Shri Sudhir Bhargava during their tenure on the Board.

For and on behalf of the Board

Place : New Delhi (R.S. Butola)

Dated : 11th July, 2013 Chairman


Mar 31, 2012

The gives me immense pleasure to present, on behalf of the Board of Directors, the 53rd Annual Report of the Corporation for the financial year ended 31st March 2012, alongwith the Audited Statement of Accounts, Auditors' Report and the Report on the Accounts by the Comptroller & Auditor General of India.

PERFORMANCE REVIEW FINANCIAL

2011-12 2010-11 US$ Million Rs.in Crore US$ Million Rs.in Crore

Turnover 85,550 4,09,957 72,104 3,28,652

(inclusive of Excise Duty)

Gross Profit 4,508 21,600 3,585 16.339 (before Finance Cost, Depreciation Exceptional items and Tax)

Finance Cost 1,168 5,596 587 2,676

Depreciation 948 4,542 1,002 4,567

Profit Before Tax & Exceptional Items 2,392 11,462 1,996 9,096

Exceptional Items 1,609 7,708 NIL NIL

Profit Before Tax 783 3,754 1,996 9,096

Tax Provision (42) (201) 363 1,651

Profit After Tax 825 3,955 1,633 7,445

Appropriations Add:

Insurance Reserve NIL NIL 3 14

Less:

Proposed Dividend 253 1,214 506 2,307

Corporate Dividend Tax 40 194 79 359

Insurance Reserve 4 20 4 20

Bond Redemption Reserve 131 627 22 101

General Reserve 397 1,900 1,025 4,673

PHYSICAL

Million Metric Tonnes (MMT)

2011-12 2010-11

Refineries Throughput 55.62 52.96

Pipelines Throughput 75.55 68.51

Product Sales (incl. of Gas, Petrochemicals & Exports) 75.66 72.92

SHARE VALUE

2011-12 2010-11

US$ Rs. US$ Rs.

Cash Earning per share 0.73 35.00 1.09 49.47

Earning per share 0.34 16.29 0.67 30.67

Book value per share 4.69 238.38 5.11 227.90

DIVIDEND

Your Corporation has been consistently declaring dividend for the past 45 years. To meet the aspirations of shareholders and despite the lower profits during the current year, the Board of Directors has recommended a dividend of 50% i.e. Rs. 5/- per equity share of Rs. 10/- each on the Paid-up Share Capital as against Rs. 9.50 per share in the previous year. So far, your Corporation has paid a cumulative dividend of Rs. 20,882 crore, excluding the dividend of Rs. 1,214 crore payable for the current year subject to the approval by shareholders. The dividend shall be paid to the members whose names appear in the Register of Members as well as in the Beneficial Ownership Position provided by NSDL/ CDSL as on 6th Sept. 2012.

PUBLIC DEPOSIT SCHEME

The Public Deposit Scheme, which was open only for employees and ex- employees of the Corporation, was closed with effect from 31st August, 2009. The total outstanding deposits were Rs.55,000/- as on 31.03.2012.

CONTRIBUTION TO EXCHEQUER

Your Corporation is the largest contributor to the National Exchequer by way of duties and taxes. During the year, Rs.78,914 crore was paid to the Exchequer as against Rs.77,622 crore in the previous year comprising of Rs.29,864 crore paid to the Central Exchequer and Rs.49,050 crore paid to the States Exchequer as against Rs.39.658 crore and Rs.37,964 crore paid in the previous year to Central and State Exchequer respectively.

CONSOLIDATED FINANCIAL STATEMENTS

In accordance with the Accounting Standards issued by the Institute of Chartered Accountants of India, your Corporation has prepared the Consolidated Financial Statement of its subsidiaries and joint venture entities. The highlights of the Consolidated Financial Results are as follows:

2011-12 2010-11

US $ million (Rs. in crore) US $ million (Rs. in crore)

Turnover (inclusive 80,977 3,88,044 69,026 3,14,621 of Excise duty)

Profit Before Tax 834 3,995 2,219 10,114

Profit after tax 882 4,226 1,718 7,831

CORPORATE GOVERNANCE

The Corporate Governance Report and Management's Discussion & Analysis Report have been incorporated as separate sections forming part of the Annual Report. Your Corporation complies with the Corporate Governance guidelines stipulated by the Stock Exchanges and Department of Public Enterprises (DPE), Government of India.

SECRETARIAL AUDIT

Your Corporation has carried out a Secretarial Audit of its records and documents for the year 2011 -12 as a Good Corporate Governance practice. The Secretarial Audit Report confirms that the Corporation has complied with all the applicable provisions of the Corporate Laws, guidelines, rules etc. The Report, duly certified by a practising Company Secretary, is provided in the Annual Report.

CODE OF CONDUCT

The Board has enunciated a code of conduct for the Directors and Senior Management Personnel of the Corporation, which has been circulated to all concerned and has also been hosted on the website of the Corporation. The Directors and Senior Management Personnel have affirmed compliance with the code of conduct as required under the Corporate Governance guidelines of Clause 49 of the Listing Agreement and DPE guidelines.

OPERATIONAL PERFORMANCE

Refineries

IndianOil's refineries achieved the highest ever crude throughput of 55.62 million tonnes during the year, surpassing the previous best of 52.96 million tonnes achieved in 2010-11. With an overall capacity utilisation of 102.6% for the year, your Corporation has consistently attained a capacity utilisation of over 100% since last five years. The optimum operation of secondary units at all refineries, as well as minimised downtime, has enabled the refineries in achieving the highest combined distillate yield of 77.8 wt%. During the year, high sulphur crude processing was maximised at 49.2% of total crude processed as compared to 45.1% of total crude processed in 2010-11.

Pipelines

IndianOil's pipelines recorded excellent operational performance during the financial year 2011 -12, surpassing all previous records. The pipelines achieved highest ever throughput of 75.55 million tonnes of crude oil and petroleum products as against 68.51 million tonnes in the previous year. The gas pipelines achieved a throughput of 671 MMSCM in 2011-12 vis-a-vis 344 MMSCM in 2010-11. The total network of product, crude and gas pipelines under operation as on 31st March, 2012 is 10,909 KMs.

Marketing

IndianOil continued to retain its market leadership during the year and achieved domestic sales of 68.10 million tonnes of petroleum products (including 1.30 million tonnes sold by AOD) vis-a-vis 65.31 million tonnes in 2010-11 (including 1.22 million tonnes sold by AOD) registering a growth of 4.3%. The retail outlet network crossed the 20,000 mark with the commissioning of 1,205 retail outlets during the year including 731 Kisan Seva Kendra (KSK) outlets totalling 20,575 retail outlets including 4,225 KSKs. Sales through the KSK network registered a growth of 33% in Petrol and 28% in Diesel during the year.

During the year, your Corporation enrolled 57.55 lakh new Indane LPG customers and commissioned 128 new regular LPG distributorships taking their total to 668.2 lakh customers and 5,412 distributors. The Corporation s focus on reaching out to rural customers gained momentum with the commissioning of 377 RGGLV (Rajiv Gandhi Gramin LPG Vitaran) distributorships during the year. LPG bottling plant capacity too was augmented by 667 TMTPA from 5,511 TMTPA in 2010-11 to 6,178 TMTPA in 2011-12.

Your Corporation sold 435 TMT of finished lubes during the year 2011-12 as compared to 4Rs.4 TMT in 2010-11, registering a growth of 2.6% over the previous year The nrnwth in lubes market share was 0 5% amongst the Industry. SERVO Luhns jparhpd 20th global destination with its launch h Bahrain in September 2011.

IndianOil continues to be the market leader in the aviation fuel business with a market share of 61.7% and enjoys leadership in all segments like domestic airlines, international airlines, defence services and scheduled airlines.

Assam Oil and IBP Divisions

The Assam Oil Division (ADD) continued to play vital role in ensuring the supply of petroleum products in Assam. The Digboi refinery processed 0.62 million tonnes of crude oil during the year and sold about 1.30 million tonnes of products in comparison to 0.65 million tonnes of crude processed and 1.22 million tonnes of product sales in 2010-11.

The IBP Division, which comprises explosives and cryogenic business, earned revenue of Rs.215.14 crore during the year registering a growth of 18% over the previous year

RESEARCH & DEVELOPMENT

The year 2011-12 was a very eventful year for IndianOil's R&D Centre as two units based on the in-house technologies developed by R&D Centre were successfully commissioned in Bongaigaon Refinery, one being the DHDT for production of diesel and the other being the Isomerisation unit for production of MS. Further, two other in-house developed technologies viz. Indalin technology and INDAdept technology developed by R&D Centre have been accepted In- principle for demonstration trials at Panipat Refinery and Guwahati Refinery respectively. During the year, 15 Patents were filed. Six Patents were granted, which includes two Indian, one U.K., one U.S.A., one Chinese and one Singapore Patent.

In the lubricant technology development area, endeavours were continued to maintain primacy of the flagship brand - SERVO. The R&D Centre developed 154 product formulations during the year and obtained 63 approvals/ recertifications from Original Equipment Manufacturers (OEMs) / customers / Defence.

Pipeline research group made definitive strides during the year by successfully employing the R&D developed IPIG and CPIG Technologies to inspect pipelines.

During the year, impetus was given to research work in the areas of Bio-fuels and Bio-energy with the execution of a Memorandum of Agreement with the Department of Bio-technology, Govt, of India for setting up an advanced Bio- energy Research Centre. In solar thermal area, tri-partite MOC has been signed with IIT- Rajasthan and BHEL.

EXPANDING BUSINESSES

Exploration & Production

Your Corporation has not only been increasing it's presence in the upstream sector, but has also been enhancing its capability in E&P field. Presently, your Corporation has participating interest (PI) in 13 domestic and 9 overseas blocks. In some of these blocks discoveries have been made and in many others geological and geophysical (G&G) studies are in progress. Under IMELP-IX, your Corporation, in consortium with OIMGC Ltd., as operator, has been awarded one Cambay on-land exploration block. In line with your Corporation's endeavour to establish itself as an upstream operator in its two Cambay on-land blocks with 100% participating interest, the first ever IndianOil's own E&P data interpretation centre "ANWESHAN" has been set up.

Gas

During the year, gas sales registered a significant growth of 27% with sales of 2.90 MMT (includes 1.18 MMT for internal consumption) as against 2.28 MMT (includes 0.64 MMT for internal consumption) in the previous year. Ownership of gas receiving terminal, storage and transportation infrastructure is critical to gas business. Consequently, a major milestone was achieved by signing of Heads of Agreement with Tamil Nadu Industrial Development Corporation Limited (TIDCO) for the formation of a JV for IndianOil's first LNG Terminal at Ennore in Tamil Nadu with 5 MMTPA capacity. Your Corporation is also one of the participants in a consortium alongwith GSPL, BPCL & HPCL to build three cross-country gas pipelines through a joint venture for which Joint Venture Agreements have been executed. The gas pipelines will have initial gross capacity of 96 MMSCMD and will have a combined length of 4,150 KMs. LNG Sales through 'LNG at Doorstep' model, pioneered by your Corporation, has recorded encouraging performance and during the year, the sales volumes increased to 14.6 TMT, registering a year-on-year growth of 82%.

Petrochemicals

India is amongst the fastest growing petrochemicals markets in the world and your Corporation views Petrochemicals as a prime driver of future growth. The Corporation has already established world scale mega petrochemicals plants - LAB, PX/PTA and Naphtha Cracker at its Refineries. During the year IndianOil sold 1.473 MMT of petrochemical products in the domestic market, registering a 62% growth. During the year, four new grades of polymers were launched and 15 OEM approvals were obtained for Polymer products. IndianOil's petrochemicals export witnessed record sales of 76 TMT in 2011-12 against 30TMT during 2010-11. IndianOil's petrochemical products like LAB. Polymers and PTA were exported to various countries. The export of Polymer to Pakistan by road during the year was the first movement of Polymer export consignment to Pakistan from any Indian supplier. A robust logistics model and various customer-centric marketing initiatives have resulted into your Corporation's growing market presence in the Petrochemicals sector. During the vear. a world class Product Application & Development Centre IPADC) became fully functional. The 120 KTA Styrene Butadiene Rubber (SBR) plant at Panipat in Joint Venture with TSRC of Taiwan & Marubeni of Japan is in advance stage of implementation.

Consultancy

Your Corporation continues to provide expertise to Emirates National Oil Company (ENOC) under the Manpower Secondment Agreement (MSA) with

ENOC and has also been awarded a consultancy assignment from Kuwait National Petroleum Company (KNPC). Through International bidding process, your Corporation bagged order to conduct training programmes at Kuwait Petroleum Corporation (KPC), Kuwait on downstream hydrocarbon sector.

Exploring Energy Alternatives

Your Corporation aims to contribute to the National energy security and reducing the eco footprints (carbon, water and waste) of its operations by exploiting the domestic renewable energy resources and participating in the country's nuclear energy initiatives. During the year, the Corporation's GRI-G3 compliant Sustainability Report - 'Inclusive Offering' was released.

Your Corporation has successfully commissioned a 5 MW Solar PV Power Project under the Jawaharlal Nehru National Solar Mission (JNNSM), Phase-I at Village Rawra, Jodhpur, Rajasthan. The Corporation's second wind power project of 48.3 MW capacity is under implementation in Andhra Pradesh. During the year, first wind power project of 21 MW in Gujarat was registered as Clean Development Mechanism Project under the United Nations Framework Convention on Climate Change (UNFCCC).

Your 'OnrDoration continued with bio-diesel (Jatropha) plantation projects in three states, viRs.. Chhattisgarh, Madhya Pradesh and Uttar Pradesh and 1.3 lakh man days were generated through plantation initiatives during the year.

INTERNATIONAL TRADE

To meet its requirements of Crude Oil and Petroleum products through a carefully selected and diversified mix of supply sources, the Corporation imported 52.64 million tonnes of crude oil amounting to Rs. 2,09,715 crore as against 50.44 million tonnes amounting to Rs. 1,45.983 crore in previous year. The import of petroleum products during the year was 4.58 million tonnes amounting to Rs. 20,885 crore as against 5 57 million tonnes amounting to Rs. 19,565 crore in the previous year. IndianOil also exported petroleum and petrochemical products worth Rs. 19,636 crore during the year as against Rs. 16,781 crore in the previous Year.

BUSINFSS PROCFSS OPTIMIZATION

The Business Process Optimization Group has been playing an important role in fine-tuning the supply chain management of your Corporation. To reduce input costs, several initiatives were taken to process new and cheaper crudes and in the process improving the existing crude basket through procurement of opportunity crudes. Investment proposals were rigorously evaluated under various scenarios of demand and prices with the help of models providing the net impact of the investment on the total corporate profitability. To reduce logistics costs and improve infrastructure, optimization studies were carried out on new pipelines and existing bottling plants.

INFORMATION SYSTEMS

Your Corporation has ensured 100% uptime of SAP Operations during the period in the payroll project incorporating uniform practices across the organisation. The existing e-Payments process has been extended to more Banks and over 98.5% of payments were made through the electronic mode. Similarly, around 85% of total collections from the customers were made through an e-Collection module. The e-Tendering application was also adopted as a procurement solution which enabled significant efficiencies.

As a step towards better customer service, SMS / IVRS based indenting system was successfully launched for seamless sales operations. The entire planning process for Lube sales is being managed through an optimised package connecting Lube Plants to the supply chain. With the prestigious ISO/IEC 27001 Certification for Information Security Management System and ISO/IEC 20000 Certification for IT Services Management, your Corporation has been benchmarking its Information System practices to international standards.

HEALTH, SAFETY & ENVIRONMENT

Your Corporation's leadership in Health. Safety & Environment (HS&E) is demonstrated by the effective implementation of its HS&E policy. The implementation of HSE policy is vigorously pursued and driven by the departments constituted at the Divisional level. All IndianOil Refineries are certified for ISO:14064 standards for sustainable development as well as for the Occupational Health & Safety Management System (OHSMS/OHSAS- 18001), besides having fully equipped Occupational Health Centres. The safety systems are audited and all IndianOil refineries have environmental management systems certified to tSO-14001. The Corporation is the only petroleum company in India with largest network of ISO accreditations, which include accreditation for refineries, pipelines, R&D, aviation fuel stations, quality control laboratories, LPG bottling plants and tap-off terminals.

Our commitment to conduct business with a strong environment conscience ensures sustainable development, safe workplaces and enrichment of the quality of life of employees, customers and the community. Compliance of safety systems and procedures and environmental laws is monitored at the Unit level, Divisional level and the Corporate level. The facilities are continuously upgiaded to meet future needs in the pursuit of lowest possible discharge. The Board Committee on Health, Safety & Environment periodically reviews the HS&E activities of the Corporation. Several capability building workshops and training programmes on a range of safety topics were conducted in all Divisions. A book on 'Corporate Guidelines on Healthy Lifestyle, Nutrition and Occupational Health' was also released during the year The Corporation also offers its consultancy services to clients' who intend to build a safe, healthy and clean work environment.

ENERGY CONSERVATION

Your Corporation continuously gives thrust on energy conservation at all its refineries and units through extensive performance monitoring and by keeping abreast with the latest technological developments and global best practices. As a result of various energy conservation measures undertaken, the energy index in terms of MBN of IndianOil refineries during the year came down to 57, the best ever achieved and as against the energy index of 59 in the previous year. The energy conservation schemes implemented during the year resulted in fuel savings of about 95,800 Standard Refinery Fuel Tonne (SRFT), valued at about Rs.340 crore. In addition, your Corporation also spreads the message of energy conservation through meets and seminars besides conducting campaigns tor retail and bulk consumers

*MBN-Thousand British Thermal Unit / Barrel / Energy Factor (MBTU/BBL/ NRGF)

HUMAN RESOURCES

The strength of employees of Corporation stood at 34 233 as on 31.03.2012; comprising 14.851 executives and 19 382 non-executives This includes 2,682 women employees comprising 7.83% of the total work toiee.

The successful journey of IndianOil during last five decades conjures up to a kaleidoscope of exciting stories dedicated to the services rendered by our human resources. IndianOil People over the years have created a unique culture distinguished by its venerable tradition and capability to withstand the unceasing hardships with deep-rooted passion.

The industrial relations in the Corporation continued to remain harmonious and peaceful during tire year.

Employees' Participation in Management is an essential ingredient of Industrial democracy, which implies mental and emotional involvement if employees in the management of enterprise. IndianOil has always supported the participative culture in the management through consultative apian with the collectives for industrial peace and harmony leading to higher productivity. The efforts to promote employees' participation in various activities like Suggestion Scheme, Quality Circles, Welfare, Safety, Total Productive Maintenance (TPM) etc. were continued during the year. IndianOil Suggestion Scheme aims at harnessing the latent creativity in every individual, thereby fostering amongst the employees a sense of achievement, a feeling of participation and involvement in the growth of the organization. To improve performance & monitoring of the suggestion scheme and to make it more user friendly, the suggestions are accepted online through e-suggestion portal.

To infuse fresh talent, the Corporation recruited about 700 executives in 2011 - 12. Professionals were recruited from varied specialised fields with a view to meet the specialised skill requirement. A manpower study was undertaken for scientific workforce planning and for establishing norms for manpower deployment.

Succession Management study was conducted to identify different leadership positions, define competencies for them and evaluate the competency level of the executives though assessment centres.

A study has been initiated on "Woman Development initiatives in the Corporation to assess the impact on professional growth of woman in IndianOil". The study will also attempt to develop a multiple criteria for measuring success in true integration of women in their multiple roles.

The Presidential Directives and various instructions/guidelines issued by Government of India regarding reservation in services for SC/ST/PH/OBCs etc. are scrupulously followed. It has been our endeavour to utilize 25% of Community Development funds towards Special Component Plan (SCP) and Tribal Sub Plan (TSP) for meeting the needs of weaker sections. Liaison Officers were carefully chosen and appointed at various locations/units/installations all over the country to ensure implementation of Government Directives. A report in the prescribed form relating to representation of SCs/STs/OBCs are annexed as Report I & II.

In compliance of the Official Language Act, 1963, Official Language Rules, 1976 and orders issued by Government of India from time to time, efforts were made during the year for increasing the progressive use of Hindi in Official work. Official Language Implementation Committees are functioning in all Offices/Units/locations of IndianOil for implementing Official Language effectively and to review the progress of implementation of Official Language policies in the offices as also the Annual Programme as circulated by the Deptt. of Official Language.

Foreign Tours

IndianOil officers undertook 524 foreign tours during 2011-12 for business purposes and for attending conferences, seminars and training programmes. The total expenditure on foreign tours was Rs.9.86 crore.

VIGILANCE

The objective of Vigilance as an organisational function is to ensure maintenance of the highest level of integrity throughout the Corporation. To achieve this - objective, the Vigilance group carries out both preventive and punitive functions and while doing so places greater emphasis on the preventive aspects. During the year, 42 Vigilance Awareness Programmes were conducted. Training programmes on 'Fostering Ethical Management through Vigilance' were organised on all-India basis. With a view to enthuse and provide a fillip to the customer confidence a large number of joint surprise inspections were also conducted, along with the oil industry, on the dealers/distributors network to check Quality & Quantity of products.

CORPORATE SOCIAL RESPONSIBILITY

Corporate Social Responsibility (CSR) has been the cornerstone of success right from inception stage of IndianOil and its entire corporate strategy is aligned to national priorities and envisions a greater societal role in future to accomplish the cherished goal of a truly developed India, where all sections of society live with dignity.

IndianOil's CSR Policy Evolution: Since inception in 1964, IndianOil has been supporting large number of social welfare and community developmental initiatives. Currently, the Corporation has an avowed policy of setting aside upto 2% of its Retained Profit of the previous year towards Corporate Social Responsibility activities.

During the year 2011-12, your Corporation's CSR expenditure was Rs.82.73 crore. The key CSR initiatives of the Corporation are as under:

1. Health & Medical Care

Flagship Health and Medical care CSR initiative - IndianOil's flagship rural healthcare CSR initiative IndianOil Sachal Swasthya Seva, aims to bring primary healthcare closer to the rural India and provide free consultation and free medicines through Mobile Medical Units (MMUs) linked to Kisan Seva Kendras (KSKs), small format rural petrol pumps of IndianOil. Each MMU travels to the villages in the vicinity of each of the assigned KSKs and treats about 100 patients every day. '

About 1.5 million patients will be benefited each year through these MMUs. The MWIUs will also create awareness through Information, Education and Communication modules on various issues like Family Planning, Health & Hygiene, HIV/AIDs, etc. This Scheme is being operated in villages where no adequate health care facility is currently available. IndianOil is implementing the scheme through M/s Wockhardt Foundation.

IndianOil-TATA Care Centre, Kolkata: IndianOil has partnered with Tata Medical Center, Kolkata to construct a new Cancer Care Centre named as IndianOil - TATA Care Centre with a capacity of 250 beds at its existing hospital. The project will primarily benefit the underprivileged cancer patients from East and North-Eastern States, who cannot afford treatment.

50-bed Swarna Jayanti Samudaik Hospital, Mathura: In the year 1999, IndianOil set up a 50 bed Swarna Jayanti Samudaik Hospital at Mathura, Uttar Pradesh (near Mathura Refinery of IndianOil) for providing medical assistance to the residents of the area. In addition, two mobile dispensaries have been set up to provide primary medical care in the nearby villages of Mathura Refinery.

200-bed Hospital at Digboi, Assam: In the year 1906, Assam Oil Division of IndianOil set up a 200-bed hospital at Digboi for the benefit of the people of the area. It also serves as a tertiary referral hospital in the districts of Tinsukia and Digboi and also parts of Arunachal Pradesh, right upto the areas bordering nearby Myanmar. It is the only hospital of its size with specialized medical facilities in this part of the country.

Other initiatives in Health & Medical Care: Other health and medical care areas, for which IndianOil has been extending support, include Medical/Health Camps on Family Planning, Immunization, HIV/AIDS awareness, Pulse Polio, Eye, Blood Donation, ambulances to Medical Centers/Hospitals/NGOs, hearing aids/ wheel chairs to physically challenged, financial assistance /medical equipments to hospitals, etc.

2. Education

Assam Oil School of Nursing, Digboi: Assam Oil School of Nursing, established in the year 1986, offers a three year diploma course in General Nursing and Midwifery, recognized by the Indian Nursing Council. Till date, about 300 girls have obtained diploma in Nursing and Midwifery courses,

IndianOil Scholarship Schemes: Since 1984-85, IndianOil has been operating a Scholarship Scheme for the poor and deserving students. IndianOil awards 2600 Scholarships on merit-cum-means basis to students pursuing full-time courses in 10 /ITI, Engineering, Medical and Business Administration to nurture and support talent among the deserving students belonging to families with less than Rs. 1 lakh gross joint annual income. 50% scholarships are reserved for SC, ST and OBC students, 25% for girl students and 10% to Persons with Disabilities (PWD) in each category/sub-category.

IndianOil Sports Scholarship Scheme: IndianOil instituted the Sports Scholarship Scheme from the year 2006-07 for promising young sports persons representing State in team games and National ranking in others. At present, 150 scholarships in 10 games/sports are awarded to upcoming junior players up to 19 years of age.

Other Educational initiatives: Expansion of education is one of the CSR thrust areas in IndianOil, which include construction of school buildings/hostels, providing furniture, financial assistance, computers, books, laboratory equipment, distribution of mid-day meals to Govt. School children etc.

3. Clean Drinking Water

Activities undertaken under "Clean drinking water" include installation of submersible pumps, tube wells, construction of elevated water tanks, providing water tap connection, water purifiers / water coolers to schools/ community centre etc. in the villages around IndianOil's installations.

4. IndianOil Foundation

IndianOil Foundation (I0F), a non-profit Trust, was formed in the year 2000 to protect, preserve and promote the national heritage, in collaboration with

Archaeological Survey of India (ASI) and National Culture Fund (NCF) of the Government of India.

Currently, work for development of tourist friendly facilities at Sun Temple at Konark, Odisha and Khajuraho, MP are in progress. The development plans for other monuments Vaishali and Warangal fort are in various stages of planning.

5. LPG Scheme

IndianOil has contributed 20% of 2% of previous year's Net Profit towards release of one-time grant to Below Poverty Line (BPL) families in the rural areas for release of new LPG connection under Rajiv Gandhi Gramin LPG Vitaran Yojana.

6. National Cause/Natural calamities

IndianOil responds proactively to provide aid and relief to the victims of natural calamities like floods, earthquake, cyclones etc. During the year, IndianOil contributed to Sikkim and Odisha Chief Minister's Relief Funds. IndianOil also contributes for national causes in the benefit of the nation viz setting up of educational institutions of national importance like the Rajiv Gandhi Institute of Petroleum Technology (RGIPT).

REMUNERATION TO THE AUDITORS

The Auditors' remuneration for the year 2011-12 has been fixed at Rs.93 lakhs plus applicable taxes. In addition to this, reasonable out-of-pocket expenses actually incurred are also reimbursable.

COST AUDIT REPORT

In accordance with the directives of the Central Government, Cost Auditors were appointed for conducting the Cost Audit of IndianOil's Refineries and Lube

Blending Plants for the year 2011-12. The Cost Audit for the year 2010-11 was carried out for the refineries and lube plants and the Cause Audit reports were tiled by the Cost Auditors with the Central but. during September. 2011, i.e., within the prescribed time period of 18U days from the close of financial year 2010-11.

Entertainment Expenses

The entertainment expenses for the year 2011-12 were t2.39 crore as compared to Rs.2.34 crore last year.

SUBSIDIARIES

The financial performance of following subsidiaries to the Corporation during 2011-12 is as under:

(Rs. in Crore)

Subsidiary Total Net Dividend Turnover Profit

Chennai Petroleum 45,385 62 20% Corporation Ltd.

Indian Oil (Mauritius) Ltd. 1,192 37 6%

Lanka IOC Pic. 2,557 38 -

IOC Middle East FZE 95 4 20%

Summary of Financial Information of Subsidiary Companies for the Financial Year 2011-12 has been incorporated separately in the Annual Report.

REPORT ON ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS

In accordance with the Company's (Disclosure of Particulars in the Report of Board of Directors) Rule, 1988, a report on Energy Conservation, Technology Absorption and Foreign Exchange earnings & outgo is annexed.

PARTICULARS OF EMPLOYEES

The particulars of employees pursuant to Section 217(2A) of the Companies Act, 1956 and Rules framed thereunder are annexed.

BOARD OF DIRECTORS

The following Directors ceased to be Directors on the Board of the Corporation consequent upon their superannuation / completion of term:

- Shri B.N. Bankapur, Director (Refineries) on 31.08.2011.

- Shri 6.C. Daga, Director (Marketing) on 30.09.2011.

- Shri K.K. Jha, Director (Pipelines) on 31.01.2012.

- Shri RK. Sinha, Govt. Nominee Director on 29.02.2012.

- Prof. (Dr.) Indira J. Parikh, Independent Director on 29.03.2012 The following Directors were appointed on the Board ot the Corporation:

- Shri Rajkumar Ghosh, Director (Refineries) w.e.f. 01.09.2011.

- Shri M.Nene, Director (Marketing) w.e.f. 05.10.2011.

- Prof. V.K.Bhalla, Independent Director w.e.f. 30.01.2012.

- Shri V.S.Okhde, Director (Pipelines) w.e.f. 01.02.2012

- Smt. Shyamala Gopinath, Independent Director w.e.f. 29.03 2012

- Smt. Sushama Nath, Independent Director w.e.f. 29.03.2012

- Shri Shyam Saran, Independent Director w.e.f. 29.03.2012

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirement under the Section 217(2AA) of the Companies Act, 1956 with respect to Directors' Responsibility Statement, it is hereby confirmed:

(i) that in the preparation of the annual accounts for the financial year ended 31 st March 2012, all applicable accounting standards have been followed along with proper explanations relating to material departures:

(ii) that the Directors had selected such accounting policies and applied them consistently and made judgements and estimates that were reasonable and piudemsu 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 or loss of the Company for the year under review;

(iii) that the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) that the Directors had prepared the accounts for the financial year ended 31 st March 2012 on a 'going concern' basis.

ACKNOWLEDGEMENTS

The Board of Directors would like to place on record its deep appreciation of the valuable services and dedicated efforts of the members of the IndianOil family in the Corporation's achievements during the year 2011-12. The Board also wishes to thank the Government of India, particularly the Ministry of Petroleum & Natural Gas, and the various State Governments, regulatory and statutory authorities for their valuable guidance and support. The Board is also grateful to the Corporation's bankers, investors, customers, consultants, technology licensors, contractors and vendors for their continued support and confidence reposed in the Corporation. The Board wishes to place on record its appreciation for the commendable performance and significant contribution made by Shri B.N.Bankapur, Shri G.C.Daga, Shri K.K.Jha, Shri PK.Sinha and Prof. (Dr.) Indira Parikh during their tenure on the Board.

For and on behalf of the Board

(R.S. Butola)

Chairman

Place : New Delhi

Dated : 27.07.2012


Mar 31, 2011

Dear Members,

On behalf of the Board of Directors, it is my privilege to present to you the 52nd Annual Report of the Corporation for the financial year ended 31st March 2011, alongwith the Audited Statement of Accounts, Auditors' Report and the Report on the Accounts by the Comptroller & Auditor General of India.

PERFORMANCE REVIEW

FINANCIAL

2010-11 2009-10

US$ Million Rs. in crore US$ Million Rs. in crore

Turnover 72,125 3,28,744 57,121 2,71,095 (inclusive of Excise Duty)

Gross Profit 3,584 16,336 3,976 18,872

(before Interest, Depreciation and Tax)

Interest Payment 586 2,673 321 1,526

Depreciation 1,002 4,567 683 3,240

Profit Before Tax 1,996 9,096 2,972 14,106

Tax Provision 363 1,651 818 3,885

Profit After Tax 1,633 7,445 2,154 10,221

Balance Brought forward from last year's account - - 1,118 5,305

Profit available for appropriation 1,633 7,445 3,272 15,526

Appropriations

Add:

Insurance Reserve utilised 3 14 4 22

Less:

Proposed Dividend 506 2,307 665 3,156

Corporate Dividend Tax 79 359 107 509

Insurance Reserve 4 20 4 20

Bond Redemption Reserve 22 101 (56) (269)

General Reserve 1,025 4,672 2,556 12,132

Balance carried to Balance Sheet NIL NIL NIL NIL

PHYSICAL Million Metric Tonnes (MMT)

2010-11 2009-10

Refineries Throughput 52.96 50.69

Pipelines Throughput 68.52 65.00

Product Sales (incl. of Gas, Petrochemicals & Exports) 72.92 69.92

SHARE VALUE

2010-11 2009-10

US$ Rs. US$ Rs.

Cash Earning per share 1.09 49.47 1.17 55.44

Earning per share 0.67 30.67 0.89 42.10

Book value per share 5.00 227.90 4.64 208.21

CHANGE IN AUTHORISED SHARE CAPITAL

During the year, the Authorised Share Capital of the Corporation was increased from Rs. 2,500 crore to Rs. 6,000 crore with the approval of members by a Postal Ballot Process to enable the Corporation to raise finance through the issuance of shares in the future.

DIVIDEND

The Board of Directors of your Corporation is pleased to recommend a dividend of Rs. 9.50 per equity share of Rs.10/- each on the Paid-up Share Capital as against Rs.13/- per share in the previous year due to lower profits. So far, your Corporation has paid a cumulative dividend of Rs.18,575 crore, excluding a dividend of Rs. 2,307 crore payable for the current year, subject to the approval by shareholders.

PUBLIC DEPOSIT SCHEME

The Public Deposit Scheme, which was open only for employees and ex- employees of the Corporation, was closed with effect from 31st August 2009. The total outstanding deposits were Rs. 55,000 as on 31.03.2011.

CONTRIBUTION TO EXCHEQUER

Your Corporation has been making enormous contributions to the Exchequer in the form of duties and taxes. During the year, Rs. 77,622 crore was paid to the Exchequer as against Rs. 57,680 crore in the previous year. In the current year, Rs. 39,658 crore was paid to the Central Exchequer and Rs. 37,964 crore to the States Exchequer.

CONSOLIDATED FINANCIAL STATEMENTS

In accordance with the Accounting Standards issued by the Institute of Chartered Accountants of India, your Corporation has prepared the Consolidated Financial Statements of its subsidiaries and joint venture entities. The highlights of the Consolidated Financial Results are as follows:

(Rs.in crore)

2010-11 2009-10

Turnover (inclusive of Excise duty) 3,14,711 2,59,379

Profit Before Tax 10,114 15,049

Profit for the Group (after tax) 7,831 10,713

CORPORATE GOVERNANCE

As stipulated under Clause-49 of the Listing Agreement with the Stock Exchanges, the Corporate Governance Report and Management's Discussion & Analysis Report have been incorporated as separate sections, forming part of the Annual Report. Your Corporation also complies with the Corporate Governance guidelines, enunciated by the Department of Public Enterprises (DPE), Government of India applicable for Government Companies. IndianOil also complies with most of the provisions of the voluntary guidelines on Corporate Governance issued by Ministry of Corporate Affairs and would endeavour to comply with the other provisions that are within the domain of a Government Company.

SECRETARIAL AUDIT

Your Corporation has carried out a Secretarial Audit of its records and documents for the year 2010-11 as a Good Corporate Governance practice. The Secretarial Audit Report confirms that the Corporation has complied with all the applicable provisions of the Corporate Laws, guidelines, rules etc. The Report, duly certified by a practising Company Secretary, is provided in the Annual Report.

CODE OF CONDUCT

The Board has enunciated a code of conduct for the Directors and Senior Management Personnel of the Corporation, which has been circulated to all concerned and has also been hosted on the website of the Corporation. The Directors and Senior Management Personnel have affirmed compliance with the code of conduct as required under the Corporate Governance guidelines of Clause 49 of the Listing Agreement and DPE guidelines.

OPERATIONAL PERFORMANCE

Refineries

During the year, IndianOil became the number one refiner in the country after the capacity expansion at Panipat Refinery (from 12 to 15 MMTPA), taking the group refining capacity to 65.7 MMTPA.

IndianOil's refineries achieved the highest ever crude throughput of 52.96 million tonnes during the year, surpassing the previous best of 51.37 million tonnes achieved in 2008-09. With an overall capacity utilisation of 102% for the year, your Corporation has been consistently maintaining a capacity utilisation of over 100%. This has come in the wake of planned revamp shutdowns for implementation of quality upgradation project in all the refineries. The optimal operation of secondary units at all refineries, as well as minimizing downtime, has enabled refineries in achieving the highest combined distillate yield of 75.4 wt%.

Pipelines

IndianOil's pipelines, the largest of its kind in Asia, registered an excellent performance during the year, recording a quantum leap in its operations with the highest ever throughput of 68.52 million tonnes of crude oil and petroleum products as against 65.00 million tonnes in the previous year. With the commissioning of new pipelines, the total network of product, crude and gas pipelines increased to 10,899 km during the year.

Marketing

We continue to leverage our distribution infrastructure to ensure that our leadership is maintained. During the year, IndianOil sold over 64.1 million tonnes of petroleum products, which is an increase of 2.2 million tonnes over the previous year, registering a 4% growth. IndianOil completed the switchover to BS-III & IV compliant transportation fuels across the country well before the deadline of 1st Oct. 2010. Your Corporation commissioned 900 new retail outlets, including 575 Kisan Seva Kendra (KSK) outlets during the year, taking the total tally to 19,463 Retail Outlets.

During the year, your Corporation enrolled about 46.8 lakh new Indane LPG customers and commissioned 245 new Indane distributors taking their total to 618.3 lakh and 5,311 respectively. The LPG Bottling capacity was enhanced to 5,518 TMTPA with capacity addition of 326 TMT during the year. In order to provide LPG to rural India, your Corporation commissioned 145 distributors under the Rajiv Gandhi Gramin LPG Vitaran Yojana under the auspices of Ministry of Petroleum & Natural Gas. As a part of our CSR activity, 10,052 new connections were released to BPL families.

Your Corporation achieved 4.2% growth (17 TMT) of finished lubes during the year 2010-11 with a growth of 6.9% in Retail lube and 2.8% in Institutional lube business over the previous year. IndianOil continues to be the market leader in the aviation fuel business with a market share of 61.7% and enjoys leadership in all segments like Domestic airlines, International Airlines and Defence services.

ASSAM OIL DIVISION/IBP

The Digboi Refinery of Assam Oil Division (AOD) plays a vital role in ensuring the supply of petroleum products in east Assam. The refinery processed 0.65 million tonnes of crude oil during the year and sold about 1.2 million tonnes of products through its extensive network retaining our position as a market leader in the region. Our IBP Division, which comprises of explosives and cryogenic businesses, earned a revenue of Rs. 182.72 crore during the year registering a growth of 13% over the previous year.

RESEARCH & DEVELOPMENT

IndianOil developed 132 new product formulations during the year, of which more than 85% were commercialised. During the year, 46 Original Equipment Manufacturers (OEMs) approvals and defence certifications were obtained. Dual mode de-asphalting technology was developed to enhance Refinery Distillate Yield using LPG as a solvent. A multi-feed fluidized bed gasification pilot plant was commissioned to support research in the area of Gas to Liquid conversion. During the year, 12 Patents were filed in India out of which two have been granted. In addition, two Patents in US, one in France and one in Russia were granted. IndianOil's Bio-remediation Technology – Oilivorous S was utilised for treating oil spills at marine locations caused by collision of ships off Mumbai coast.

PROJECTS

The timely execution of Projects is a priority for your Corporation and multifunctional teams constantly monitor them to prevent cost overruns. Our project teams have been ensuring that construction and commissioning of the projects are done seamlessly. Your Corporation's project management expertise is widely acclaimed by the oil industry. The list of the various completed, ongoing and upcoming projects is as under:-

Completed Projects

- Capacity Augmentation of Panipat Refinery to 15 MMTPA.

- Residue Upgradation & MS/HSD quality improvement project at Gujarat Refinery.

- MSQ Improvement Projects at Guwahati, Barauni and Digboi Refineries.

- Flare Gas Recovery facilities at Panipat and Gujarat Refineries.

- Mathura- Bharatpur spur Pipeline.

- Branch Pipeline to Hazira from Koyali- Dahej Pipeline.

- Automation of various product storage terminals.

- Automation of 300 Retail Outlets.

Ongoing Projects

- 15 MMTPA grassroot refinery at Paradip, Orissa.

- Capacity Revamp of FCCU at Mathura from 1.3 to 1.5 MMTPA.

- Coke chamber replacement & DCU modernisation at Guwahati Refinery.

- Use of Natural Gas in balance four GTs at Panipat Refinery.

- Installation of 6th Gas Turbine along with HRSG at Gujarat Refinery.

- Butadiene Extraction Unit (BDEU) at Panipat Refinery.

- Additional Sulphur Recovery Unit & Sulphur Pelletising Unit at Mathura Refinery.

- MS Quality Improvement Project and Diesel Hydrotreater (DHDT) Project at Bongaigaon.

- Augmentation of Chennai-Trichy-Madurai Pipeline.

- Augmentation of Chennai-Bangalore Pipeline.

- Construction of tanks and blending facility at Vadinar.

- Branch pipeline from Viramgam to Kandla.

- Paradip- Raipur- Ranchi Product Pipeline.

- Debottlenecking of Salaya- Mathura Pipeline.

- Integrated Crude Oil handling facilities at Paradip.

- Paradip-Haldia-Durgapur LPG Pipeline.

- Modernisation of Lube Blending plant and Lube Complex at Mumbai.

- Additional tankage facilities at various storage locations.

- LPG Marketing Terminal at Paradip.

Upcoming Projects

- Distillate Yield Improvement project at Haldia Refinery.

- INDMAX project at Bongaigaon Refinery.

- Mundra-Viramgam Crude Oil Pipeline.

- Augmentation of Paradip- Haldia- Barauni Pipeline.

- LPG Pipeline from Kandla to Panipat.

- Augmentation of Salaya-Mathura Pipeline.

EXPANDING BUSINESSES

Your Corporation has a participating interest in 23 blocks which includes 13 domestic and 10 overseas blocks in Libya, Yemen, Nigeria, Iran, Gabon, Timor- Leste and Venezuela. The year marked a major step in efforts of your Corporation to build E&P operator capabilities as operator activities were initiated in Cambay blocks. In the Mahanadi offshore block, the commerciality of gas discovery made earlier was accepted by Director General of Hydrocarbons. During the year, formalities relating to the heavy oil project in Carabobo region of Venezuela were finalized with the execution of all contract documents and publishing of the Transfer Decree in the official gazette of Venezuela.

The year saw the commencement of gas supplies to Panipat Refinery through the Corporation's first gas pipeline between Dadri and Panipat, which was commissioned in July, 2010. In a bid to scale up its gas infrastructure, a 5 MMTPA LNG Import & Re-gassification Terminal Project has been planned at Ennore, Tamil

Nadu. A consortium of IndianOil, GSPC, HPCL & BPCL emerged as a successful bidder for the three cross-country Gas Pipeline bids invited by the Petroleum & Natural Gas Regulatory Board (PNGRB).

During the year, the total sales volume of Linear Alkyl Benzene (LAB) was 124 TMT, which includes domestic sales of 107 TMT and export sales of 17 TMT. LAB is now being exported to 20 countries in six continents. The LAB unit at Gujarat Refinery achieved a capacity utilization of 105% during the year. Sale of 447 TMT of PTA was made to domestic customers, covering all major manufacturers of Polyester Film and PET. Aggressive strategies are in place to achieve a significant growth in sales in 2011-12.

During the year, sales commenced from the Naphtha Cracker and downstream polymer units of Panipat Refinery for catering to domestic as well as international markets. Polymer sales of 217 TMT were achieved during the year including export of 8 TMT to eight countries. 38 Del Credre Associates cum Consignment Stockists for the domestic market and 3 Overseas Commission Agents one each in Nepal, Pakistan and Bangladesh were appointed during the year for Polymer Marketing. Your Corporation has become the largest supplier of Mono Ethylene Glycol (MEG) in the domestic market with a monthly supply ranging between 16,000 – 22,000 MT. Glycols sales of 151 TMT was achieved during the year.

During the year, IndianOil continued with its long standing Technical Services Agreement (TSA) and Manpower Secondment Agreement (MSA) with Emirates National Oil Company (ENOC). Under the TSA, IndianOil provided consultancy services for carrying out the de-bottlenecking feasibility study of LPG Amine Treatment and Regeneration facilities at ENOC's condensate Refinery in Dubai.

Exploring Energy Alternatives

With the success of its first Wind power project of 21 MW in Gujarat, your Corporation is considering further investments in Wind power projects. During the year, the Corporation won a bid for setting up a 5 MW Solar Photo Voltaic power plant in Rajasthan under the Jawaharlal Nehru National Solar Mission. IndianOil's endeavour to provide green energy solutions in the rural areas through its vast rural Kisan Seva Kendra (KSK) network began in 2009 with the launch of Solar LED Lanterns. During the year, more than 30,000 solar lanterns were sold through its KSK outlets. During the year, a joint venture company was formed with Nuclear Power Corporation of India Ltd. (NPCIL) for setting up Nuclear power plants.

Your Corporation has bio-diesel (Jatropha) plantation projects in three states, viz. Chhattisgarh, Madhya Pradesh and Uttar Pradesh. Further, efforts are on for exploring second generation bio-fuels with the Corporation's R&D Centre actively undertaking research on the production of second generation Bio-Diesel from Algae, in collaboration with International Research Agencies.

Supply Chain Optimisation – Leveraging Information Technology

Your Corporation imported 50.440 million tonnes of crude oil and 5.568 million tonnes of petroleum products during the year, amounting to Rs. 1,45,983 crore and Rs. 19,565 crore respectively, to meet its requirements through a carefully selected and diversified mix of supply sources. IndianOil also exported 4.988 million tonnes of petroleum and petrochemical products worth Rs.16,781 crore, during the year. In order to monitor day-to-day key parameters, a web based portal which provides vital information like stock position and prices of crude and products, marketing and pipelines operations was launched. Optimisation efforts helped in better planning, execution and taking corrective actions to maintain supply chain in an optimal manner, keeping corporate profitability under consideration. Your Corporation has commissioned a state-of-the-art Business Continuity Centre at Bengaluru which would ensure SAP service availability at all times.

Human Resource

The Corporation's employee strength as on March 31, 2011 was 34,105 including 14,497 officers. There are 2,637 women employees, constituting 7.73% of the total workforce. A Memorandum of Settlement (MoS) on pay revision for workmen was signed with all the 23 recognised unions on 29th July, 2010. The pay revision has been implemented for workmen in accordance with the policy of the Department of Public Enterprises (DPE).

The industrial relations climate in the Corporation remained peaceful and cordial during the year. IndianOil has always supported a participative culture in its management through a consultative approach with the collectives by establishing harmonious relations. Your Corporation's efforts to promote employees' participation in various activities such as Collective bargaining, Suggestion Scheme, Quality Circles, Welfare, Total Productive Maintenance, Mentoring etc. were continued during the year. IndianOil's suggestion scheme has contributed immensely to productivity, profitability and safety as well as in many other areas of excellence across the organisation.

In order to harness the full potential of human resources, IndianOil continues to align its HR strategy with the organisational strategy. An enterprise wide manpower study for the executives has been undertaken to carry out scientific workforce planning to establish norms for manpower positioning and developing a staffing dashboard for the executive's future use. To strengthen our leadership pipeline and making our leaders future ready, a separate study on succession planning is under consideration. In order to improve the quality of talent at the entry level and to simplify the recruitment system, your Corporation had introduced the concept of utilising Graduate Aptitude Test in Engineering (GATE) score, which has proved successful.

IndianOil Institute of Petroleum Management (IiPM), the apex learning institute, has planned and conducted new online programmes for non-finance Executives in financial management skills, in association with U-21 Global Universitas, Singapore and also on Sustainable Development including Energy Efficiency, Emission Mitigation etc.

Your Corporation has been scrupulously following the Presidential Directives and other guidelines issued by the Ministry of Petroleum & Natural Gas and the DPE from time to time, regarding reservation in services for Scheduled Castes, Scheduled Tribes, Physically Challenged and OBCs. It has been the endeavour of your Corporation to utilise 25% of Community Development funds towards the Special Component Plan (SCP) and the Tribal Sub Plan (TSP), for meeting the needs of the weaker sections. The Presidential Directives and other guidelines issued by the Government of India with regard to reservation in services are meticulously followed by your Corporation. A report relating to representation of SCs/STs, in the prescribed proforma - SC/ST/OBC Report-I and SC/ST/OBC Report-II, is annexed.

Your Corporation has been diligently implementing the provision of 3% reservation for physically challenged and disabled persons as per the Disabilities Act, 1995. With the enactment of the above Act w.e.f. 7.2.96, the reservation for Physically Handicapped persons has been extended to Group 'A' and 'B' posts as well. In compliance with the Official Language Act, 1963, Official Language Rules, 1976 and orders issued by the Government of India from time to time, efforts were continued during the year to enhance the progressive use of Hindi in official work. The Official Language Implementation Committees functioning at IndianOil units regularly review the progress of implementation of official language policies and the annual programme as circulated by the Department of Official Language, Ministry of Home Affairs.

Foreign Tours

IndianOil officers undertook a total of 416 foreign tours during 2010-11 for business purposes, including for attending conferences, seminars and training programmes. The total expenditure on foreign tours was X 6.80 crore.

Vigilance

In order to ensure maintenance of the highest level of integrity throughout the Corporation, the Vigilance group carries out preventive and punitive functions with greater emphasis on the preventive aspect. During the year, 49 Vigilance Awareness Programmes were conducted. A training programme on ‘Fostering Ethical Management through Vigilance' was organised on an all India basis. A large number of joint surprise inspections were conducted, along with the oil industry, on the dealers / distributors network to check Quality & Quantity. Under the MoU with Transparency International, IndianOil is committed to implementing the Integrity Pact in all its major procurement activities to further enhance transparency in all its transactions.

Partnering Social Progress

Your Corporation is committed to global benchmarks in Corporate Governance, covering the full gamut of Sustainable Development, Safety and Conservation. The Board of the Corporation had constituted a Committee of Directors for Corporate Social Responsibility, to monitor the overall functioning as well as guide and suggest improvements in our CSR activities in consonance with IndianOil's Vision Statement and CSR Policy.

Starting with community development programmes for SC/ST communities in the vicinity of our major installations, our Corporate Social Responsibility Programme has also grown towards a strategic alignment with the business goals as well as the sustainable growth of the Corporation. Your Corporation envisions a greater societal role in the future to accomplish the cherished goal of a truly developed India, where all sections of citizens live with dignity. Our strong commitment is reflected in our Corporate Social Responsibility policy, which allocates 2% of retained Profit of the previous year, towards Corporate Social Responsibility activities. IndianOil has provided common LPG kitchen facilities in villages and released grants to BPL families availing of new LPG connections, under the Rajiv Gandhi Gramin LPG Vitaran Yojana.

During the year, the fund allocation towards IndianOil Educational Scholarships meant to benefit deserving poor students was increased from 450 to 2,600. The number of Sports Scholarships to promising young sportspersons has also been increased from 77 to 150 scholarships. IndianOil's sportspersons continued to excel in national and international sporting events in various disciplines during the year. Three of our Scholarship players represented India in athletics in the Commonwealth Games 2010, Asian Games and Asian Junior Championship.

The IndianOil Rural Mobile Healthcare Scheme has been developed on a pan-India basis to increase the reach of medical services in the rural areas. The scheme is proposed to be implemented through IndianOil's Kisan Seva Kendras (KSKs) as a pilot project in Andhra Pradesh, Assam and Uttar Pradesh and will eventually cover all major KSKs.

IndianOil responds proactively to provide aid and relief to the victims of natural calamities like floods, tsunami, earthquake, cyclones etc. IndianOil also contributes to national causes for the benefit of the nation like setting up educational institutions of national importance (Rajiv Gandhi Institute of Petroleum Technology), National Children's Fund, Jansankhya Sthirtha Kosh etc. During the year, IndianOil constructed 50 pre-fabricated houses for the rehabilitation of people affected due to a cloudburst on 5th & 6th August, 2010 in the Leh Valley.

The IndianOil Foundation (IoF), a non-profit Trust, was formed to protect, preserve and promote National Heritage sites in collaboration with the Archaeological Survey of India, NGOs of repute (ASI) and the Nature Culture Fund (NCF) of the Government of India. Presently, the IoF has undertaken various projects for the development of tourist friendly facilities at Konark Sun Temple(Orissa), Khajuraho (Madhya Pradesh), Kanheri Caves (Maharashtra), Warangal Fort (Andhra Pradesh) and Vaishali (Bihar). At Konark, the development of tourist friendly facilities like interpretation centre, main avenue, landscaping, parking etc. will be executed in due course.

IndianOil continued to make a positive impact to the underprivileged communities in and around our major installations, by supporting a wide range of socio- economic initiatives, like providing Clean Drinking water, Health & Medical Care and Education. Our community development activities, in the vicinity of our major installations, are undertaken with a special emphasis on welfare of Scheduled Castes and Scheduled Tribes, under the Special Component Plan (SCP) and Tribal Sub-Plan (TSP) respectively. Some of the activities undertaken under the Tribal Sub-Plan include initiatives for non-formal education for tribals, providing infrastructure for schools in tribal areas etc.

The fifth edition of our Sustainability Report for 2009-10, called "Enduring Offerings", was published in the current year conforming to the "Global Reporting Initiatives-G3" guidelines. During the year, a pilot environmental foot-printing exercise on Carbon, Water and Waste was carried out at seven representative locations of the Corporation.

Your Corporation accords high priority to conduct business in a safe and environmentally sustainable manner to ensure incident free operations at its various units and locations. Audits for increased reliability and continuous improvement of safety, environment management, health and hygiene system were conducted during the year. A Committee of the Board on Health, Safety and Environment periodically reviews the HSE activities of the Corporation. Several capability building workshops and training programmes on safety topics were conducted at various levels. Rainwater harvesting schemes were implemented and extensive tree plantation was carried out at IndianOil installations across the country.

Your Corporation continuously gives thrust on oil conservation at all of its refineries and other units, through extensive performance monitoring and keeping abreast with latest technological developments and best practices. As a result of various energy conservation measures undertaken, the energy index in terms of MBN* of IndianOil refineries during the year is down to 59, which is the best ever achieved, as against the energy index of 62 in the previous year. The Energy conservation schemes implemented during the year resulted in fuel savings to the tune of about 93,600 Standard Refinery Fuel Tonne (SRFT) per annum, valued at about Rs. 240 crore.

*MBN–Thousand British Thermal Unit / Barrel / Energy Factor (MBTU/BBL/NRGF)

Remuneration to the Auditors

The Auditors' remuneration for the year 2010-11 has been fixed at Rs. 75.50 lakh plus applicable service tax. In addition to this, reasonable out-of-pocket expenses actually incurred are also reimbursable.

Cost Audit Report

In accordance with the directives of the Central Government, Cost Auditors were appointed for conducting a cost audit of IndianOil's Refineries and Lube Blending Plants for the year 2010-11. The Cost Audit for the year 2009-10 was also carried out for the refineries and lube plants and the Cost Audit reports were filed by the Cost Auditors with the Central Government between 17th Sept. 2010 and 23rd Sept. 2010 i.e. within the prescribed time period of 180 days from the close of financial year 2009-10.

Entertainment Expenses

The entertainment expenses for the year 2010-11 were Rs. 2.34 crore as compared to X 2.23 crore last year.

Subsidiaries

The financial performance of following subsidiaries of the Corporation during 2010-11 is as under :-

(Rs. in crore)

Subsidiary Total Net Profit Dividend Turnover

Chennai Petroleum Corporation Ltd. 38,128 512 120%

IndianOil (Mauritius) Ltd. 841 17 4%

Lanka IOC Plc. 2,090 35 -

IOC Middle East FZE 77 3 10%

Report on Energy Conservation, Technology Absorption and Foreign Exchange Earnings

In accordance with the Company's (Disclosure of Particulars in the Report of Board of Directors) Rule, 1988, a report on Energy Conservation, Technology Absorption and Foreign Exchange earnings and outgo is annexed.

Particulars of Employees

The particulars of employees pursuant to Section 217(2A) of the Companies Act, 1956 and Rules framed thereunder are annexed.

Board of Directors

The following Directors ceased to be Directors on the Board of the Corporation consequent upon their superannuation / completion of term:

- Shri V.C. Agrawal, Director (Human Resources) on 31.07.2010.

- Shri B.M. Bansal, Chairman & Director(Plng.& BD) on 31.01.2011.

- Shri S.V. Narasimhan, Chairman & Director (Finance) on 30.04.2011. The following Directors were appointed on the Board of the Corporation:

- Dr. R.K. Malhotra, Director (Research & Development) w.e.f. 05.08.2010

- Shri Sudhir Bhalla, Director(Human Resources) w.e.f. 27.10.2010

- Shri R.S. Butola, Chairman w.e.f. 28.02.2011

- Shri A.M.K. Sinha, Director (Planning & Business Development) w.e.f. 16.03.2011

- Shri P. K. Goyal, Director (Finance) w.e.f. 02.05.2011.

- Shri Sudhakar Rao, Independent Director w.e.f. 30.05.2011.

Directors' Responsibility Statement

Pursuant to the requirement under the new Section 217(2AA) of the Companies Act, 1956 with respect to Directors' Responsibility Statement, it is hereby confirmed:

(i) that in the preparation of the annual accounts for the financial year ended 31st March 2011, all applicable accounting standards have been followed along with proper explanations relating to material departures;

(ii) that the Directors had selected such accounting policies and applied them consistently and made judgements and estimates that were 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 or loss of the Company for the year under review;

(iii) that the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) that the Directors had prepared the accounts for the financial year ended 31st March, 2011 on a ‘going concern' basis.

ACKNOWLEDGEMENTS

The Board of Directors places on record its deep appreciation of the valuable services and dedicated efforts of the members of the IndianOil family in the Corporation's achievements during the year 2010-11. The Board also wishes to thank the Government of India, particularly the Ministry of Petroleum & Natural Gas, and the various State Governments, regulatory and statutory authorities for their valuable guidance and support. The Board is also grateful to the Corporation's bankers, investors, customers, consultants, technology licensors, contractors and vendors for their continued support and confidence reposed in the Corporation. The Board wishes to place on record its appreciation for the commendable performance and significant contribution made by Shri B.M. Bansal, Shri S.V. Narasimhan and Shri V.C. Agrawal during their tenure on the Board.

For and on behalf of the Board

Place : New Delhi (R.S. Butola)

Date : 03-08-2011 Chairman


Mar 31, 2010

On behalf of the Board of Directors, it is my privilege to present to you the 51st Annual Report on the business and operations of the Corporation for the financial year ended 31s1 March, 2010 along with the Audited Statement of Accounts, Auditors Report and the Report on the Accounts by the Comptroller & Auditor General of India.

PERFORMANCE OVERVIEW

FINANCIAL

2009-10 2008-09 US$ Million Rs in Crore US$ Million Rs. in Crores

Turnover (inclusive of Excise Duty) 57,116 271,074 62,043 285,398

Gross Profit (before Interest, Depreciation and Tax) 3,976 18,872 2,461 11,319

Interest Payment 321 1,526 859 3,952

Depreciation 683 3,240 660 3,038

Profit Before Tax 2,972 14,106 942 4,329

Tax Provision 818 3,885 300 1,379

Profit After Tax 2,154 10,221 642 2,950

Balance brought forward from last yearsaccount 1,118 5,305 1,153 5,305

Profit available for appropriation 3,272 15,526 1,795 8,255

Appropriations

Add:

Insurance Reserve utilised (4) (22) - -

Less:

Proposed Dividend 665 3,156 198 910

Corporate Dividend Tax 107 509 34 155

Insurance Reserve 4 20 2 10

Bond Redemption Reserve (56) (269) 118 540

General Reserve 2,556 12,132 290 1,335

Balance carried to Balance Sheet NIL NIL 1,153 5,305

PHYSICAL

Million Metric Tonnes (MMT)

2009-10 2008-09 Product Sales (incl. of Gas, Petrochemicals & Exports) 69.920 66.757

Refineries Throughput 50.696 51.367

Pipelines Throughput 65.007 59.627

SHARE VALUE

2009-10 2008-09

US$ Rupees US$ Rupees

Cash Earning per share* 1.17 55.44 0.54 24.66

Earning per share* 0.89 42.10 0.26 12.15

Book value per share* 4.64 208.21 3.57 181.22

* EPS & Book value figures of the previous year have been recast upon issuance of bonus shares.

CHANGE IN PAID-UP SHARE CAPITAL

Keeping in view the aspirations of the shareholders, your Corporation rewarded its shareholders by issuance of bonus shares in the ratio of 1:1 i.e. one new bonus equity share of Rs.10 each for every one existing equity share of Rs.10 each in November, 2009. Consequently, the paid-up Share Capital of the Corporation has increased from Rs.1,213.98 crore to Rs.2,427.95 crore.

DIVIDEND

Your Corporation has been consistently declaring dividend for the past 44 years. This year the Board of Directors have recommended a dividend of Rs.13 per equity share of Rs.10 each on the post-Bonus paid-up Share Capital, as against Rs.7.50 per share in the previous year. So far, your Corporation has paid a cumulative dividend of Rs.15,419 crore excluding a dividend of Rs.3,156 crore payable for the current year subject to the approval by shareholders.

PUBLIC DEPOSIT SCHEMES

The Public Deposit Scheme, which was open only for employees and ex-employees of the Corporation, is closed with effect from 31st August, 2009. The total outstanding deposits amount to Rs.75,000 as on 31.03.2010.

CONTRIBUTION TO EXCHEQUER

Your Corporation makes enormous contribution to the Exchequer in the form of duties and taxes. During the year, Rs.57,680 crore was paid to the Exchequer as against Rs.57,529 crore in the previous year. Out of this, Rs.26,541 crore was made to the Central Exchequer and Rs.31,139 crore to the States Exchequer.

CONSOLIDATED FINANCIAL STATEMENTS

In accordance with the Accounting Standards issued by the Institute of Chartered Accountants of India, your Corporation has prepared the Consolidated Financial Statements of its subsidiaries and joint venture entities. The highlights of the Consolidated Financial Results are as follows:

(Rs. in Crore)

2009-10 2008-09

Turnover (inclusive of Excise duty) 2,59,360 2,71,412

Profit Before Tax 15,049 3,649

Profit for the Group (after tax) 10,713 2,599

MAHARATNA STATUS

IndianOil has been conferred with the Maharatna status by the Government of India which provides enhanced autonomy and larger flexibility for its operation. However, the Maharatna powers can be invoked only on the induction of the requisite number of Independent Directors on the Board of IndianOil in compliance with SEBI guidelines and the Listing Agreement. The matter is being pursued with the Government of India.

CORPORATE GOVERNANCE

The Corporate Governance Report and Managements Discussion & Analysis Report have been incorporated as separate sections, forming part of the Annual Report as stipulated under Clause-49 of the Listing Agreement with the Stock Exchanges. IndianOil also complies with the Corporate Governance guidelines enunciated by the Department of Public Enterprises, Government of India for Government Companies.

The Ministry of Corporate Affairs, Govt, of India has issued a set of voluntary guidelines on Corporate Governance in December 2009. The guidelines provide for good governance practices which may be adopted by corporates voluntarily. IndianOil complies with most of the provisions of the guidelines and would endeavour to comply with the other provisions that are within the domain of a Government Company.

SECRETARIAL AUDIT

As a good Corporate Governance initiative, IndianOil has voluntarily carried out Secretarial Audit through a Practising Company Secretary for the year 2009-10. The report confirms that the Company has complied with all the applicable provisions of the Corporate Laws, guidelines rules etc. This is also in line with the provisions of voluntary guidelines on Corporate Governance issued recently by the Ministry of Corporate Affairs.

CODE OF CONDUCT

The Board has enunciated a code of conduct for the Directors and senior management personnel of the Corporation, which has been circulated to all concerned and has also been hosted on the website of the Corporation. The Directors and senior management personnel have affirmed compliance with the code of conduct.

OPERATIONS Refineries

IndianOils refineries achieved a crude throughput of 50.696 million tonnes during the year, as against 51.367 million tonnes during 2008-09, which was marginally lower due to planned shutdown of Gujarat, Mathura and Haldia Refineries to carry out revamp jobs and hook-up required for MS / HSD Quality Upgradation as per Bharat Stage-Ill / IV norms. Despite major planned Maintenance & Inspection shutdowns, the Refineries together achieved capacity utilisation of 102% for the third consecutive year and the highest ever overall distillate yield of 75.3 wt%. The specific energy consumption for all Refineries together was 62 MBN* which is the lowest ever and much below the industry average of 68 MBN. IndianOil refineries also achieved record overall production of MS and ATF during the year.

In line with the Governments Auto Fuel Policy for supplying Bharat Stage-IV quality MS and HSD in 13 Indian cities, the refineries at Panipat, Mathura and Haldia successfully produced and despatched the products in January 2010 itself beating the deadline of 1s February 2010, after commissioning the respective Quality Improvement Projects. Implementation of Quality Improvement Projects at other refineries is also in full swing and is expected to be commissioned progressively.

Pipelines

During the year, the Pipelines Division registered an outstanding performance of the highest-ever operational throughput of 65.007 million tonnes of crude oil and petroleum products as against 59.627 million tonnes in the previous year. Your Corporation owns and operates the largest network of crude oil and product pipelines in India. With the commissioning

{"MBN- Thousand British Thermal Unit/Barrel/Energy Factor (MBTU/BBUNRGF))

of the Chennai-Bangalore Product Pipeline, the total network of pipelines as on 31s1 March 2010 is 10,541 km with a capacity of 75.26 million tonnes. Marketing

During the year, IndianOils Marketing Division sold 63.030 million tonnes of petroleum products as against 60.887 million tonnes in the previous year, registering a growth of 3.52%. IndianOil maintained its lead in the highly competitive bulk consumers segment, while the retail segment too registered robust growth. Your Corporation commissioned 238 new retail outlets and 414 Kisan Seva Kendra (KSK) outlets during the year taking their total tally to 18,643.

IndianOil continued to dominate the market in respect of branded fuels. The XTRAPOWER usage in value terms grew by 22%. To further consolidate its leadership in the bulk consumers segment, your Corporation commissioned 258 new consumer pumps during the year taking their total to 7593.

IndianOils Indane LPG brand earned the coveted status of Superbrand during the year. On the lines of KSK, the Rajiv Gandhi Grameen LPG Vitarak Yojana was launched to penetrate rural markets. Your Corporation enrolled about 41 lakh new Indane customers and the cumulative Indane population reached 568 lakh. About 110 new Indane distributorships were commissioned during the year, raising their total number to 5,095.

Your Corporation achieved the highest-ever finished lube sales of 407 TMT during the year registering a growth of 8.8% over the previous year. Export of finished lubricants and base oil grew by 42% as compared to the previous year, which is an exceptional performance.

IndianOil gained sales volume & new business and consolidated its leadership position in the aviation fuel business with a market share of almost 63%. Your Corporation continued to meet the aviation fuel requirements of the defence services, national carriers, scheduled private airlines and international airlines. IndianOil met the entire requirement of aviation fuels of the Navy, Army and over 90% of Indian Air Force.

ASSAM OIL DIVISION

The Digboi Refinery of Assam Oil Division (AOD) processed 0.600 million tonnes of crude oil during the year. AOD sold about 1.142 million tonnes of products and retained its position as the market leader in the North East. Its marketing network comprises of 447 retail outlets, 394 SKO/LDO dealerships and 412 Indane distributors. AOD reaches Indane gas to 3.09 million customers across 190 towns in the region.

RESEARCH & DEVELOPMENT

IndianOils Research & Development Centre developed 181 product formulations during the year. The year was marked with 65 approvals from Original Equipment Manufacturers (OEMs) / Customers. The Centre carried out successful plant trials of in-house developed catalysts in the Guwahati, Haldia and CPCL Refineries. IndianOil received OIDB grant of Rs. 88 crore for demonstration of a novel adsorption-based fuel desulphurisation technology developed by its R&D Centre. It is the biggest ever Government grant for demonstration of an indigenously developed technology.

In alternative fuels research, lifecycle assessment of the use of bio-diesel from Jatropha in State Transport application was completed in collaboration with the National Renewable Energy Laboratory (NREL), USA.

For the first time, efficacy of modified OiliVorous-S technology for bio- remediation of oily sludge was successfully demonstrated for marine application for bio-remediation of oil spillage caused by a sinking ship (Black Rose) at Paradip Port.

The R&D Centre filed a total of 18 patents (including 3 in the US) out of which, eight patents (including two US patents) were granted. With this, IndianOil now has a portfolio of 215 active patents. During the year, 15 MoUs were signed with various reputed academic and research organisations for undertaking collaborative research.

A special scheme has been introduced for offering sabbatical to employees to facilitate increased interaction & R&D collaboration between industry and academia, for which IndianOils R&D Centre will be the nodal agency.

IBP DIVISION

IBP Division, which comprises of Explosives and Cryogenics Business Groups, sold 57,645 tonnes of explosives, registering a growth of 12.5%. The Cryogenics Group sold 16,366 Cryo containers and 55 industrial containers during the year.

PROJECTS

Project implementation is accorded the highest priority by your Corporation and best endeavours are made to avoid time and cost overruns. The status of the projects, is as under:

Completed Projects

- Naphtha Cracker & downstream Polymer Units at Panipat.

- Installation of facilities for Distillates Yield (Hydrocracker) at Haldia Refinery and capacity increase from 6 MMTPA to 7.5 MMTPA.

- MS/HSD Quality Upgradation Projects at various refineries.

- Bijwasan-Panipat Naphtha Pipeline

- Augmentation of Mundra-Panipat Pipeline from 6 to 9 MMTPA.

- Chennai-Bangalore Product Pipeline

- Dadri-Panipat R-LNG Spurline.

- Grassroots depot commissioned in Zewan, Srinagar.

- Retail Outlets Automation (Phase 1) Ongoing Projects

- 15 MMTPA grassroots refinery at Paradip, Orissa

- Panipat Refinery Additional Expansion Project

- Diesel Hydro Treatment Project at Bongaigaon Refinery

- Branch Pipeline from Viramgam to Kandla

- Paradip-Sambalpur-Raipur-Ranchi Pipeline

- Integrated crude oil handling facilities at Paradip

- New TOP at Jasidih, Jharkhand

- Retail Outlets Automation (Phase 2) New Projects:

- Butadiene Extraction Unit project at Panipat

- Sanganer-Bijwasan Product Pipeline

- Paradip-Haldia-Durgapur LPG Pipeline

- Augmentation of Paradip-Haldia-Barauni Pipeline

BUSINESS DEVELOPMENT

During the year 2009-10, Business Development opportunities across the entire value chain of the hydrocarbon sector continued to receive focussed attention and thrust. Strategic initiatives were guided by IndianOils long- term vision. The year gone by witnessed some major achievements.

Exploration and Production (E&P)

Your Corporation presently has participating interest in 11 blocks within the country, including two Coal Bed Methane (CBM) blocks, and nine overseas blocks - in Libya, Iran, Yemen, Nigeria, Gabon and Timor-Leste. Exploration activities are at different stages of progress.

IndianOil has been awarded a project for the development, extraction, upgradation and marketing of heavy oil in Carabobo heavy oil region of Venezuela in consortium with Repsol, Petronas, ONGC Videsh Ltd. and Oil India Ltd.

During the year, IndianOil was granted the Petroleum Exploration License for one of the two Type-S blocks in Cambay basin for which it is the operator. Upon getting the license, exploration activities were initiated in the block. Under the eighth NELP bidding round conducted in 2009 by the Government of India, two blocks have been provisionally awarded to your Corporation along with consortium partners. Consultancy Services

In a visible recognition of IndianOils expertise, the Manpower Secondment Agreement and Technical Services Agreement with Emirates National Oil Company, Dubai, was extended for the 12th and 13th consecutive years respectively. During the year, IndianOil was selected as a qualified Training Provider to Kuwait Petroleum Corporation. Gas Business

IndianOil sold 1.683 million tonnes of Natural Gas during the year with a turnover of Rs. 2,660 crore. Your Corporation participated, in a consortium with Adani Energy Ltd., in two rounds of bidding for the development of City Gas Distribution networks and was the lowest bidder in the cities of Chandigarh, Ghaziabad and Allahabad. To reach Natural Gas to consumers through cryogenic road tankers in the liquefied form, the "LNG at Doorstep" initiative is being expanded commercially.

Petrochemicals

With the commissioning of the world-scale Naphtha Cracker unit along with downstream polymer units at Panipat, your Corporation moved forward to become a major petrochemicals player in India.

During the year, the domestic and global customer base for Linear Alkyl Benzene (LAB) expanded. The total sales volume of LAB for the year was 124 TMT, which includes domestic sales of 105 TMT and export sales of 19 TMT. LAB is now being exported to 19 countries.

Purified Terephthalic Acid (PTA) sales rose to 528 TMT, exhibiting a robust growth rate of over 30% over the last year. An extensive polymer marketing set-up has been established including selection of Customer Stockists & Delivery Agents.

A Styrene Butadiene Rubber unit, the first in India, is proposed to be set up at Panipat in a joint venture with TSRC Corporation, Taiwan and Marubeni Corporation, Japan; which will add value to the intermediate streams of our Panipat Naphtha Cracker Complex.

Sustainable Development

Solar

The first commercial Solar Charging Station (SCS) was put up at a retail outlet in Orissa. Your Corporation is in the process of implementing this project on an all-India basis.

Wind

IndianOils first wind power project of 21 MW in Gujarat has completed its first year of successful power generation. The Corporation is in the process of scaling up presence in the wind energy business by expanding capacity through further investments.

Nuclear

In line with the new Vision to be the Energy of India, IndianOil has entered into an MoU with Nuclear Power Corporation of India Ltd. for exploring opportunities in the field of nuclear energy.

Bio-fuels

IndianOil CREDA Bio-fuels Limited (ICBL), a joint venture with Chattisgarh Government, has completed plantation on 770 hectares of land in the districts of Chhattisgarh. The project envisages producing 30,000 MTPA of Bio-diesel by the year 2015.

IndianOils pilot project of Jatropha plantation on 600 hectares of Government wasteland in Jhabua district of Madhya Pradesh progressed significantly, with plantation on 241 hectares completed during the year 2009.

Another bio-fuel initiative during the year was the formation of a Limited Liability Partnership (LLP) between IndianOil and Ruchi Soya Industries Limited to undertake projects in Jhansi and Lalitpur districts of Uttar Pradesh. It is a unique initiative under the Public-Private-Panchayat Partnership to set up a Bio-diesel value chain with NREGA funds for

Jatropha curcas plantation. IndianOil plans to plant over 50,000 hectares of land through this LLP.

To harness algae for commercial production of bio-diesel, an MoU has been signed with PetroAlgae LLC, USA.

Sustainability

During the year, IndianOils second GRI/G3 compliant Sustainability Report for the year 2008-09 was published. The Corporation is in the process of undertaking a major environmental mapping exercise for putting in place information systems for monitoring and management of its carbon footprint. A separate Renewable Energy & Sustainable Development group has been set up in the Corporation.

INTERNATIONAL TRADE

Your Corporation arranged to import 47.898 million tonnes of crude oil during the year amounting to Rs.1,16,767 crore to meet its requirements through a carefully selected and diversified mix of supply sources. IndianOil also exported petroleum products worth Rs.13,671 crore during 2009-10.

OPTIMISATION & INFORMATION SYSTEMS

IndianOils SAP R/3 Enterprise Resource Planning Solution offers an integrated environment for transaction processing across all business functional areas. The decision support system comprising Demand Forecasting, Supply Chain Planning & Scheduling and Refinery Fence feedback systems facilitate integration and optimisation of complex business functions across the organisation. SAP Application has now been implemented in 768 locations across the Corporation (including subsidiaries) to a common IT platform for online and concurrent business transactions.

SAFETY, HEALTH & ENVIRONMENT

Your Corporation is committed to conducting business with a strong environment conscience for sustainable development, safe workplaces and enrichment of quality of life of employees, customers and the community at large. The Vision of IndianOil also envisages Care for Environment and Community. A separate department for Safety, Health & Environment exists in IndianOil to ensure compliance with safety systems and procedures at various installations and locations of the Corporation.

An unfortunate incident of fire occurred in IndianOils Jaipur Terminal on 29lh October 2009 resulting in the loss of lives as well as destruction of property and products. An internal committee of IndianOil and a committee constituted by Ministry of Petroleum & Natural Gas has investigated the incident. The recommendations of the Committees were reviewed across the organisation and action plan prepared for implementation of each of the recommendations of the Committee. The recommendations of the committees are being implemented in a phased manner. A special audit with emphasis on safety has been carried out at all the locations of the Corporation and all safety-related issues are being closely monitored to avoid re-occurrence of such incidents. Further for implementation of various recommendations, a Monitoring Committee and a Joint Implementation Committee (JIC) has been constituted by Ministry of Petroelum & Natural Gas.

In order to strengthen the safety norms & procedures and effectively monitor compliance thereof in various units, locations and installations of the Corporation, a Committee of the Board for Safety, Health and Environment was constituted during the year.

ENERGY CONSERVATION

Your Corporation continued to maintain its thrust on oil / energy conservation at all its eight refineries and various units of pipelines division through continuous in-house process monitoring and keeping abreast with latest technological developments. As a result of various energy conservation measures undertaken, the energy index in terms of MBN* of IndianOil refineries during the year is down to 62 as against the energy index of 64 in the previous year. Similarly, energy conservation schemes implemented during the year resulted in fuel savings to the tune of about 82,000 Standard Refinery Fuel Tonne (SRFT) per annum valued at about Rs.180 crore.

HUMAN RESOURCES

Employee Profile

The Corporations employee strength as on March 31, 2010 was 34,363 including 14,210 officers. There are 2.624 women employees, constituting 7.64% of the total manpower.

Welfare of Employees

The Ministry of Petroleum & Natural Gas, in exercise of the powers conferred by Article 144(b) of the Articles of Association of IndianOil, has issued a Presidential Directive vide its letter dated 21st April 2009 to implement the pay revision of Board level and below Board level executives as per the guidelines issued by the Department of Public Enterprises (DPE) vide its Office Memorandums dated 26.11.2008, 09.02.2009 and 02.04.2009 and the same have been implemented.

Presidential Directives for weaker sections

Your Corporation has been meticulously following the Presidential Directives and other guidelines issued by the Ministry of Petroleum & Natural Gas and the DPE from time to time regarding reservation in services for Scheduled Castes, Scheduled Tribes, Physically Challenged and OBCs.

It has been the endeavour of your Corporation to utilise 25% of Community Development funds towards the Special Component Plan (SCP) and Tribal Sub Plan (TSP) for meeting the needs of the weaker sections.

In accordance with para 29 of the Presidential Directive, a note about the Corporations activities, which have direct relevance to the advancement of SC/ST category of employees along with the statistics relating to representation of SCs/STs in the prescribed proforma - SC/ST/OBC Report- I and SC/ST/OBC Report-ll, is annexed.

Status on Implementation of Disabilities Act, 1995

Your Corporation has been implementing the provision of 3% reservation for physically handicapped and disabled persons diligently.

Industrial Relations and Employees Participation in Management

The industrial relations climate in the Corporation remained harmonious, peaceful and cordial during the year. The bilateral relations with the collectives have helped in resolving several major issues. Continued information sharing and cordial relationships with the collectives helped in obtaining their cooperation for various initiatives taken by the Management to optimise manpower positioning and other productivity improvement measures including technology upgradation.

Your Corporations efforts to promote employees participation in various activities such as Suggestion Scheme, Quality Circles, Welfare, Safety, Total Productive Maintenance (TPM), etc. were continued during the year.

Human Resource Development

IndianOil culminated its journey of a new Vision in 2009, which would be the guiding light for taking IndianOil ahead in this decade. The new vision envisaged IndianOil to become The Energy of India and a Globally Admired Company. The structured matrix has six cornerstones: Ethics, People, Innovation, Environment, Technology and Customers.

IndianOil Institute of Petroleum Management (NPM), the apex training institute of the Corporation, continued to be the torch-bearer of the learning and development initiatives of IndianOil.

Sports

IndianOils sportspersons continued to excel in national and international sporting events in various disciplines during the year. The Sports Scholarship Scheme for promising young sportspersons was continued with a view to encourage talent and create a pool of sportspersons.

Shri P. Gopichand, the renowned badminton star, won the Dronacharya Award from the Government of India. Ms. Trupti Murgunde won the Czech Open Badminton championship. Shri S.S. Ganguly won the Asian

Continental Chess Championship at Olangapo, Philipppines. Shri Prabhjot Singh and Shri Rajpal Singh represented India in International Hockey Tournaments. Shri A. Sharath Kamal represented India in the Commonwealth Table Tennis Championship at Glasgow, Scotland.

Corporate Social Responsibility (CSR)

IndianOils present business practices and vision for the future are synergised with sustainability. Our strong commitment and sense of corporate social responsibility is reflected in the decision of the IndianOil Board to enhance the annual CSR expenditure to 2% of the retained profits of the year 2009-10. During the year, a Committee of the Board was constituted to monitor and administer CSR activities in IndianOil.

IndianOil continued its endeavour to make a positive impact to the underprivileged communities in and around our major installations by supporting a wide range of socio-economic initiatives such as clean drinking water, health & medical care and education with special emphasis towards the weaker sections of the society.

IndianOil continued its support to Global Compact in implementing the ten guiding principles in United Nations agenda on human rights, labour standards, environment and anti-corruption. As an active founder member and now permanent member, IndianOil also actively participated in the meetings and conferences of the Global Compact Society.

During the year, 450 meritorious students from economically weaker sections of the society and pursuing 10+/ITI and professional courses in engineering, medicine, business administration and management disciplines were awarded scholarships.

Hindi Implementation

Efforts continued during the year to enhance the progressive use of Hindi in official work in compliance with the Official Language Act, 1963, Official Language Rules, 1976 and orders issued by the Government of India from time to time. The Official Language Implementation Committees functioning at IndianOil units regularly review the progress of implementation of official language policies and the annual programme as circulated by the Department of Official Language, Ministry of Home Affairs. Committee of Parliament on Official Language inspected five locations during the year. A team of officials from Ministry of Petroleum and Natural Gas inspected five IndianOil locations to review progress in use of Hindi. Foreign Tours

IndianOil officers undertook a total of 809 foreign tours during 2009-10 for business purposes and for attending conferences, seminars and training programmes. The total expenditure on foreign tours was Rs.16.15 crore.

Vigilance

The objective of vigilance as an organisational function is to ensure maintenance of the highest level of integrity throughout the organisation. To achieve this, the Vigilance group carries out mainly preventive and punitive functions with emphasis on preventive aspect. Towards fulfilment of this objective, 68 vigilance awareness programmes were conducted during the year 2009-10. Vigilance Awareness Week was observed across various locations of the Corporation. A large number of joint surprise inspections of dealers / distributors network was also carried out during the year.

REMUNERATION TO THE AUDITORS

The Auditors remuneration for the year 2009-10 has been fixed at Rs.75.50 lakhs plus applicable service tax. In addition to this, reasonable out-of-pocket expenses actually incurred are also reimbursable.

ENTERTAINMENT EXPENSES

The entertainment expenses for the year 2009-10 were Rs.2.23 crore.

SUBSIDIARIES

The financial performance of following subsidiaries of the Corporation during 2009-10 is as under:

( Rs. in Crore)

Subsidiary Total Net Dividend Turnover Period

Chennai Petroleum Corporation Ltd. 29,184 603 120% IndianOil (Mauritius) Ltd. 744 19 -

Lanka IOC Pic. 2,095 (18) -

IOC Middle East FZE 48 1 -

IndianOil Technologies Limited, the wholly owned subsidiary of IndianOil, is in the process of liquidation effective 12,h January 2010.

REPORT ON ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS

In accordance with the Companys (Disclosure of Particulars in the report of Board of Directors) Rule, 1988, a report on Energy Conservation, Technology Absorption and Foreign Exchange earnings is annexed.

PARTICULARS OF EMPLOYEES

The particulars of employees pursuant to Section 217(2A) of the Companies Act, 1956 and Rules framed there under are annexed.

BOARD OF DIRECTORS

Shri P.K. Chakraborti, Director (Pipelines), ceased to be a Director upon superannuation from the services of the Corporation on 31.08.2009 and Shri K.K. Jha was appointed as Director (Pipelines) with effect from 01.09.2009. Shri S. Sundareshan ceased to be a Director with effect from 01.02.2010 upon his elevation as Secretary, MoP&NG. Shri S. Behuria ceased to be Chairman upon completion of his tenure on 28.02.2010 and Shri B.M. Bansal, Director (P&BD) holds the additional charge of the post of Chairman, effective 01.03.2010. Shri S. Bhargava, Additional Secretary, MoP&NG was appointed as a Director with effect from 23.03.2010. Shri Anand Kumar, Director (R&D) ceased to be a Director upon superannuation from the services of the Corporation with effect from 01.07.2010.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirement under the new Section 217(2AA) of the Companies Act, 1956 with respect to Directors Responsibility Statement, it is hereby confirmed:

(i) that in the preparation of the annual accounts for the financial year ended 31sl March 2010, all applicable accounting standards had been followed along with proper explanations relating to material departures;

(ii) that the Directors had selected such accounting policies and applied them consistently and made judgements and estimates that were 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 or loss of the Company for the year under review;

(iii) that the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) that the Directors had prepared the accounts for the financial year ended 31st March 2010 on a going concern basis.

ACKNOWLEDGEMENTS

The Board of Directors hereby records its deep appreciation of the valuable services and dedicated efforts of the members of the IndianOil family in the Corporations achievements during the year 2009-10. The Board also wishes to thank the Government of India, particularly the Ministry of Petroleum & Natural Gas, and the various State Governments, regulatory and statutory authorities for their valuable guidance and support. The Board is also grateful to the Corporations bankers, investors, customers, consultants, technology licensors, contractors and vendors for their continued support and confidence reposed in the Corporation.

The Board of Directors wishes to place on record its deep appreciation for the commendable performance and immense contribution made by Shri S. Behuria during his chairmanship, which enabled IndianOil to achieve greater heights. The Board also wishes to place on record its appreciation for the significant contribution and guidance rendered by Shri P.K. Chakraborti, Shri S. Sundareshan and Shri Anand Kumar during their tenure on the Board.

For and on behalf of the Board

New Delhi (B.M.BANSAL)

Dated :7th July, 2010 CHAIRMAN

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