Opinion
We have audited the accompanying standalone financial statements of M/s.Chennai Petroleum Corporation Limited
(hereinafter referred as "the Company"), which comprise the Balance Sheet as at March 31, 2026, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Cash Flows and Statement of Changes in Equity for the year then ended, and notes to the standalone financial statements, including material accounting policies and other explanatory information (hereinafter collectively referred as "standalone financial statements").
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements, give the information required by the Companies Act, 2013 ("the Act") in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under Section 133 of the Act read with the Companies (Indian Accounting Standard) Rules, 2015, as amended ("Ind AS") and other accounting principles generally accepted in India, of the state of affairs (financial position) of the Company as at March 31, 2026 and, its total comprehensive income (comprising of profit
and other comprehensive income), its cash flows and the changes in equity for the year ended on that date.
We conducted our audit in accordance with the Standards on Auditing ("SAs") specified under Section 143(10) of the Companies Act, 2013. Our responsibilities under those Standards are further described in the Auditor's Responsibilities for the audit of the standalone financial statements section of this report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (ICAI), together with the ethical requirements that are relevant to our audit of the standalone financial statements under the provisions of the Companies Act, 2013 and the Rules made thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
We draw attention to Note No. 44.1 of the standalone financial statements, which discusses the Company's investment and other funds deployed as per the Joint Venture agreement in Cauvery Basin Refinery Petrochemicals Limited. Our opinion is not modified in respect of this matter.
Key Audit Matters are those matters that, in our professional judgment, were of most significance in our audit of the standalone financial statements of the financial year. These matters were addressed in the context of our audit of the standalone financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
Key Audit Matters
How it was addressed during audit
Measurement of Inventories (excluding stores and spares and inventory in-transit)
a. As at 31 March 2026; the value of inventory (excluding stores
a. We have evaluated the appropriateness of the methodology used
and spares and inventory in - transit) is Rs. 6,387.92 Crores. This
to record the physical quantity of stock.
constitutes significant percentage of the total inventory of the Company.
b. We participated in the management's exercise to physically verify the inventory at year end on a test check basis.
b. The inventories are initially measured by volume by using various scientific / technical parameters by the Company's in-house
c. In case of finished products and intermediate products which
experts.
involve significant amount of measurement including the use of scientific and technical parameters and conversion metrics,
c. The closing inventory of finished products is a result of processes
we tested the same on sample basis and compared the book
which results in production of several joint products. The product
quantities with derived values to ensure its accuracy and
cost of these joint products is derived based on allocation of raw
independently validated the input data from external sources of
materials and other overheads on the basis of Gross Refinery
information.
Margin computed based on the selling price and products costs incurred.
d. In case of primary raw material i.e., crude oil, we have test checked
the correctness of the computation of the weighted average cost.
d. Considering that the quantity is measured using various technical / scientific parameters and the valuation is based on these
e. In case of intermediate products (stock-in-process) and finished
quantities computed and allocation of cost based on specific
products, we have verified the methodology of valuation including
parameters which includes significant amount of management
consistency in the manner of allocation of costs within the joint
judgements and estimates, hence it is considered as a key audit
products and assumptions used.
matter.
f. We have compared the cost vis-a-vis net realisable value of the
(Please refer Note No 9 and Material Accounting Policies in Note
inventory and tested the requirements, if any, for the write down
No 1A, Sub Note 7)
of the inventories to net realisable value.
Property, Plant and Equipment
a. The major items in Company's Property Plant and Equipment
a. Review of the process of maintenance of PPE Register, additions
('PPE') constitutes Plant and Equipment, Office Equipment, Buildings, Roads and other infrastructure and Land (Freehold
and disposals of PPE and process of physical verification.
and Leasehold).
b. Review of the title deeds of immovable properties.
b. Though the Company's refinery is at a single site, pipelines
c. On a sample basis, vouched for the additions and disposals of
constitute significant portion of the asset are laid both within
PPE during the year.
and outside the refinery to enable transfer of raw material and
d. Reviewed the exercise of physical verification of PPE by the
finished goods, and other assets require technical estimates on its useful life. The land on which the Company operates its assets includes freehold land and leasehold land; some of which the title deeds are yet to be transferred to the name of the Company (Refer Note No 2).
c. Considering the complexities of the PPE, ensuring its ownership, technical estimates required for determining the life and challenges in physical verification, we have considered PPE as a key audit matter.
management.
Provisions (excluding employee benefit related) and Contingent Liabilities
a. The Company has disclosed contingent liabilities in Note No. 33
a. Assessment of the process and relevant controls implemented
B, relating to dues disputed with statutory authorities including
to identify legal and tax litigations and pending administrative
Central Excise, Customs, Service Tax, Sales Tax, Goods and Services Tax, Income Tax and other statutes
proceedings.
b. Assessment of assumptions used in estimating the possible
b. The above contingent liabilities related to disputes under
outcome of such disputed claims / cases against the Company
various statutes which require significant amount of judgement to determine possible outcome which may or may not have a
based on records and judicial precedents made available.
financial impact; and hence disclosed unless there is possibility
c. Inspection of the key relevant documentation and inquiry with
of outflow of economic resources is considered remote.
the legal and tax departments, obtaining status update and the opinion of the legal counsel representing the Company on the
c. The assessment of the risks associated with the litigations is based on complex assumptions which require the use of
matters involving various legal disputes.
significant judgement, and such judgement relates primarily to
d. Analysis of opinion received from the experts wherever available.
the assessment of the uncertainties connected to the prediction
e. Review of the adequacy of the disclosures in the notes to the
of the outcome of the proceedings and to the adequacy of the disclosures in the standalone financial statements. Because of the judgement required, the materiality of such litigations and the complexity of the assessment process, the areas is a key matter of our audit
standalone financial statements
The Company did not have the minimum number of Independent Directors including one Woman Independent Director required in terms of the provisions contained in the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended from time to time, throughout the reporting financial year in respect of the composition of its Board of Directors.
Further, the requirement of having two - third of Independent Directors on the Audit Committee and Nomination & Remuneration Committee was not complied with from March 29, 2026, till the date of reporting. We are informed that the appointment of Independent Directors including One Woman Independent Director are in consideration of the Government of India as on the date of reporting.
Our opinion is not modified in respect of the above matters.
The Company's Management and the Board of Directors are responsible for the other information. The other
information comprises of financial performance highlights. Board's Report includes annexures to the Board's Report and other information included in the Annual Report but does not include the standalone and consolidated financial statements and our report thereon. The matters to be included in the Annual Report is expected to be made available to us after the date of this auditor's report. Our opinion on the standalone financial statements does not cover the other information and will not express any form of assurance conclusion thereon.
In connection with our audit of the standalone financial statements, our responsibility is to read the other information identified above when it becomes available and, in doing so, consider whether the other information is materially inconsistent with the standalone financial statements, or our knowledge obtained in the audit or otherwise appears to be materially misstated. When we read the other information, if we conclude that there is a material misstatement therein, we are required to communicate the matter to those charged with governance for appropriate action and if left uncorrected, bring the material misstatement to attention of the user.
The Company's Management and the Board of Directors is responsible for the matters stated in Section 134(5) of the Act with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance, cash flows and changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act.
This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
In preparing the standalone financial statements, the Board of Directors is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. The Board of Directors is also responsible for overseeing the Company's financial reporting process.
Our objectives are to obtain reasonable assurance about whether the standalone financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance but it is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these standalone financial statements.
As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:
a. Identify and assess the risks of material misstatement of the standalone financial statements, whether due to fraud or error, design and perform audit procedures
responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
b. Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3) (i) of the Companies Act, 2013, we are also responsible for expressing our opinion on whether the company has adequate internal financial controls system in place and the operating effectiveness of such controls.
c. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.
d. Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our report to the related disclosures in the financial statements or if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our report. However, future events or conditions may cause the Company to cease to continue as a going concern.
e. Evaluate the overall presentation, structure, and contents of the standalone financial statements, including the disclosures, and whether the standalone financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
Materiality is the magnitude of misstatements in the standalone financial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the standalone financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the standalone financial statements.
We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate
with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
1. As required by the Companies (Auditor's Report) Order, 2020 ("the Order") issued by the Central Government of India in terms of sub-section (11) of Section 143 of the Act and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the "Annexure 1", a statement on the matters specified in paragraphs 3 and 4 of the Order to the extent applicable.
2. Based on the verification of records of the Company and based on information and explanations provided to us during the audit, we provide here with a report on the Directions issued by the Comptroller and Auditor General of India in terms of Section 143(5) of the Act as Annexure 2'.
3. As required by sub-section (3) of Section 143 of the Act, we report that:
a. We have sought and obtained all the information and explanations, which to the best of our knowledge and belief were necessary for the purposes of our audit.
b. In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.
c. The Balance Sheet, the Statement of Profit and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows dealt with by this report are in agreement with the books of account.
d. In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act.
e. This being a Government Company, in terms of Notification No. G.S.R.463(E.) dated June 5, 2015; issued by the Ministry of Corporate Affairs, Government of India, the provisions of Section 164(2) of the Act does not apply.
f. With respect to the adequacy of the internal financial controls with reference to financial statements of the Company and the operating effectiveness of such controls, refer to our separate Report in "Annexure 3". Our report expresses an unmodified opinion on the adequacy and the operating effectiveness of the internal financial controls with reference to standalone financial statements.
g. This being a Government Company, in terms of Notification No.G.S.R.463(E.) dated 5 June
2015; issued by the Ministry of Corporate Affairs, Government of India, the provisions of Section 197 read with Schedule V of the Act does not apply.
h. With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its standalone financial statements in Note No. 33B.
ii. The Company has made provision as required under the applicable law or accounting standards for material foreseeable losses, if any, on the long-term contracts including derivative contracts to the standalone financial statements; and
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.
iv. (a) The Management has represented that,
to the best of its knowledge and belief, other than as disclosed in the notes to the accounts, no funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the company to or in any other person(s) or entity(ies), including foreign entities ("Intermediaries"), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(b) The Management has represented, that, to the best of its knowledge and belief, other than as disclosed in the notes to the accounts, no funds have been received by the company from any person(s) or entity(ies), including foreign entities ("Funding Parties"), with the understanding, whether recorded in writing or otherwise, that the company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party ("Ultimate Beneficiaries") or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries.
(v) Compliance u/s 123 of the Act:
(a) The final dividend for the previous year ending 31 March 2025 has been paid within the timeline prescribed under Section 123 of the Act.
(b) During the financial year 2025-26, the Company had declared interim dividend which has been paid within the timelines prescribed under Section 123 of the Act.
(c) Based on such audit procedures that have been considered reasonable and appropriate in the circumstances, nothing has come to their notice that has caused them to believe that the representations under sub-clause (i) and (ii) of Rule 11(e), as provided under (i) and (ii) above, contain any material misstatement.
Refer Note 12 and Note 16 of the standalone financial statements for the details of unclaimed dividend of Rs.173.87 Crores (Rs.150.56 Crores as of 31 March 2025) which includes amount to be claimed by M/s. Naftiran Intertrade Company Limited for the financial year ending March 31,2022 to March 31,2026, which, we are informed, could not be remitted due to repatriation restrictions on the part of bankers.This amount has been kept in a separate bank account.
(vi) Based on our examination which included test checks, the Company has used an accounting software for maintaining its books of account which has a feature of recording audit trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software and has been preserved appropriately.
Partner
Membership No. : 208591
UDIN: 26208591RYNZTZ9397
For R.G.N. Price & Co.,
Chartered Accountants FRN:002785S
Place: Chennai Date: April 24, 2026