We have audited the accompanying standalone financialstatements of GAIL (India) Limited (hereinafter referred to as "theCompany"), which comprise of the Standalone Balance Sheetas at March 31, 2025, the Standalone Statement of Profit andLoss (including Other Comprehensive Income), the StandaloneStatement of Changes in Equity and the Standalone Statement ofCash Flows for the year then ended, and notes to the standalonefinancial statements, including a summary of material accountingpolicies and other explanatory information (hereinafter referred toas "the standalone financial statements").
In our opinion and to the best of our information and accordingto the explanations given to us, the aforesaid standalone financialstatements give the information required by the Companies Act,2013 ("the Act") in the manner so required and give a true andfair view in conformity with the Indian Accounting Standards("Ind AS") prescribed under section 133 of the Act read withthe Companies (Indian Accounting Standards) Rules, 2015, asamended and accounting principles generally accepted in India, ofthe state of affairs of the Company as at March 31,2025, its profit(including other comprehensive income), changes in equity, and itscash flows for the year ended on that date.
Basis lor Opinion
We conducted our audit of the standalone financial statementsin accordance with the Standards on Auditing (SAs) specifiedunder section 143(10) of the Act. Our responsibilities under thoseStandards are further described in the Auditors' Responsibilities forthe Audit of the Standalone Financial Statements section of ourreport. We are independent of the Company in accordance withthe Code of Ethics issued by the Institute of Chartered Accountantsof India ("ICAI") together with the ethical requirements that arerelevant to our audit of the standalone financial statements underthe provisions of the Act and the Rules there under, and we havefulfilled our other ethical responsibilities in accordance with theserequirements and the Code of Ethics. We believe that the auditevidence we have obtained is sufficient and appropriate to providea basis for our opinion on the standalone financial statements.
Emphasis of Matter
We draw attention to:
1. Note No. 29 (a) (iii) to the accompanying standalone financialstatements regarding CESTAT order confirming the demandfor the differential amount by the Central Excise Departmentin the matter pertaining to classification of 'Naphtha'manufactured by the Company amounting to ? 2889 crores(with interest up to March 31,2025 ? 3642 crores) includingapplicable penalty and interest thereon. Considering themerits of the case, Company has filed an appeal before theHon'ble Supreme Court. Based on the legal opinion obtained,the Company does not foresee any probable outflow inthe matter and accordingly has disclosed the same undercontingent liability.
2. Note No. 32 (III) to the accompanying standalone financialstatements regarding various transportation tariff ordersissued by Petroleum and Natural Gas Regulatory Board(PNGRB), which have been contested by the Company atAppellate Tribunal for Electricity (APTEL) and also certaincustomers have challenged these orders of PNGRB in Courtof Law. Adjustment if any, will be recognized as and whenmatter is finally decided.
3. Note No. 35 to the accompanying standalone financialstatements regarding recoverable outstanding duesamounting to ? 870.86 crores from Nagarjuna Fertilizersand Chemicals Limited. Considering the transaction madein public interest as per Government directives, securitizedthrough an Escrow Arrangements and in view of letter datedApril 23, 2025 received from Department of Fertilizers,the management is confident regarding recovery of entireoutstanding amount and accordingly no additional provisionhas been considered.
Our opinion is not modified in respect of above matters.
Key Audit Matters
Key audit matters are those matters that, in our professionaljudgment, were of most significance in our audit of the standalonefinancial statements of the current period. These matters wereaddressed in the context of our audit of the standalone financialstatements as a whole, and in forming our opinion thereon, andwe do not provide a separate opinion on these matters. We havedetermined the matters described below to be the key auditmatters to be communicated in our report.
S. No.
Key Audit Matter
How our audit addressed the Key Audit Matter
1
Recognition and measurement of revenues inview of adoption of Ind AS 115 "Revenue fromContracts with Customers"
Principal Audit Procedures
Recording of revenue by Company under Ind AS115 involves certain key judgements relating toidentification of distinct performance obligations,determination of transaction price of the identifiedperformance obligations, the appropriateness of the
We assessed the Company's process to identify the impact ofadoption of recording revenue under Ind AS 115 and checkedthe appropriateness of accounting policy. Our audit approachconsisted testing of design and operating effectiveness of theinternal controls as follows:
basis used to measure revenue recognized over aperiod. Additionally, Ind AS 115 contains disclosureswhich involves collation of information in respect ofdisaggregated revenue and periods over which theremaining performance obligations will be satisfiedsubsequent to the balance sheet date.
Refer notes 21 and 39 to the accompanying standalonefinancial statements.
1. Evaluated the design of internal controls relating toimplementation of Ind AS 115, wherever applicable.
2. Selected a sample of continuing and new contracts, and testedthe operating effectiveness of the internal control, relatingto identification of the distinct performance obligationsand determination of transaction price. We carried out acombination of procedures involving enquiry and observation,re-performance, and inspection of evidence in respect ofoperation of these controls.
3. Tested the relevant information technology systems' accessand change management controls relating to contracts andrelated information used in recording and disclosing revenuein accordance with the Ind AS 115.
4. Selected a sample of continuing and new contracts andperformed the following substantive procedures:
a. Read, analyzed and identified the distinct performanceobligations in these contracts.
b. Compared these performance obligations with thatidentified and recorded by the Company.
c. Considered the terms of the contracts to determine thetransaction price including any variable consideration toverify the transaction price used to compute revenueand to test the basis of estimation of the variableconsideration.
2
Evaluation of uncertain tax positions andcontingent liabilities
The Company operates in multiple jurisdictions and issubject to periodic challenges by local tax authoritiesand other regulatory authorities such as PNGRB on arange of matters during the normal course of businessincluding indirect tax matters. These involve significantjudgment to determine the possible outcome ofmaterial uncertain tax positions and contingent liabilitiesincluding matters under dispute, consequently havingan impact on related accounting and disclosures.
Refer note 29(a) to the accompanying standalonefinancial statements.
1. Obtained an understanding of key tax matters and othercontingent liabilities.
2. Read and analyzed the key correspondences, external legalopinions/ consultations obtained by the Company.
3. Evaluated and challenged key assumptions made by theCompany in estimating the current and deferred tax balances.
4. Assessed and challenged the Company's estimate of thepossible outcome of the disputed cases by considering legalprecedence and other judicial rulings.
5. Assessed and tested the presentation and disclosures relatingto uncertain tax positions and contingent liabilities.
3
Derivative transaction and accounting of hedgetransactions
Hedge accounting has resulted into significant impacton standalone financial statements coupled withcomplexity of its accounting, calculations and complex/numerous assumptions taken for establishing hedgerelationship. Mark to market gain / loss pertainingto these derivative contracts are recognized in othercomprehensive income.
Refer note 58 to the accompanying standalone financialstatements.
1. Obtained an understanding of management's controls overrecording of derivative transactions and application of hedgeaccounting.
2. Tested the accuracy and completeness of derivativetransactions.
3. We have relied on the valuation report evaluating theappropriateness of the valuation methodologies applied andtested on sample basis the valuation of the derivative financialinstruments.
4. Validated that the derivative financial instruments qualify forhedge accounting and tested accuracy of hedge effectivenessand ineffectiveness on sample basis.
4
Technical parameters and voluminous transactionsof Natural gas trading and transmission capturedto measure Revenue and Inventory throughintegrated system and complexities involvedtherein.
Determination of the quantity of Natural Gas sold andin stock through gas-pipelines involves use of varioustechnical aspects of the natural gas such as pressure,temperature etc. captured from the measuring devicesinstalled on the gas pipelines. We were informed thatthe methodology is standard and used industry-wide.This increases the complexity of validating quantity ofNatural Gas sold and stock in pipeline as at March 31,2025.
Refer notes 10 and 21 to the accompanying standalonefinancial statements.
1. We have performed test of controls, assisted by IT specialists,over the accuracy and completeness of the quantity capturedvia IT system through to the accounting software.
2. We have obtained management representation that theIT system applies a standard methodology to capture thequantity of Natural Gas for the purpose of Revenue andinventory measurement.
3. We have verified valuation of closing Inventories by applyingvarious aspects made available to us by the management suchas conversion factors, meter reading etc.
5
Evaluation of the recoverable amounts ofinvestments in and advances to certainsubsidiaries/ Associates
The Company's evaluation of the recoverable amountsof investments in and advances to certain subsidiaries/Associates involves comparison of their recoverable valueand the carrying amount. Management determinesthe recoverable amount based on management'sestimates of future cash flows. Significant judgementsare required to determine the aforesaid assumptionsused in the discounted cash flow models. Due to theuncertainty of forecasting and discounting futurecash flows, being inherently subjective, the level ofmanagement's judgement involved and the significanceof the Company's investment as at March 31,2025, wehave considered this as a key audit matter.
Refer notes 5, 7 & 7A to the accompanying standalonefinancial statements.
1. We have carried out assessment of forecasts of futurecash flows prepared by the management, evaluating theassumptions and comparing the estimates to externallyavailable industry, economic and financial data.
2. Assessed the reasonableness of the key business assumptionssuch as revenue growth and EBIDTA margins, by understandingthe management's plan and performing retrospective testing.
3. We have evaluated the Company's valuation methodology indetermining the fair value of the investment. In making thisassessment, we also assessed the professional competence,objectivity and capabilities of the respective valuationspecialist.
4. Assessed the reasonableness of the key assumptions adoptedin the cash flow forecasts.
5. We have carried out discussions with management on theperformance of the Company's investments as compared toprevious year in order to evaluate whether the inputs andassumptions used in the cash flow forecasts were suitable.
6. Evaluated management's sensitivity analysis around the keyassumptions.
6
Provision for Performance Related Pay
The provision for performance related pay for financialyear 2024-25 is made based on Department of Publicenterprises guidelines (DPE). The rating factors are yetto be approved by Board of Directors.
1. We have reviewed the circular issued by DPE and verified thecomputations shared by the management for FY 2024-25 tosatisfy that the methodology as prescribed in the circular havebeen followed and the provision made is reasonable.
2. We have verified the self-evaluation report of GAIL'sMemorandum of Understanding (MOU) for theFY 2023-24 where ratings have been approved by the Boardof Directors to determine reasonability of assumptions usedfor FY 2024-25.
3. We have also obtained MOU ratings communicated by DPEfor FY 2023-24 mentioning scores and rating of the Company.
Information Other than the Standalone Financial Statementsand Auditors' Report Thereon
The Company's Management and Board of Directors are responsiblefor the preparation of other information. The other information
includes the Director's Report, Corporate Governance Report,Business Responsibility and Sustainability Report and ManagementDiscussion and Analysis, but does not include the StandaloneFinancial Statements, Consolidated Financial Statements andour auditors' report thereon. The Director's Report, Corporate
Governance Report, Business Responsibility and SustainabilityReport and Management Discussion and Analysis is expected to bemade available to us after the date of this auditors' report.
Our opinion on the standalone financial statements does notcover the other information and we do not express any form ofassurance conclusion thereon.
In connection with our audit of the standalone financial statements,our responsibility is to read the other information identified abovewhen it becomes available to us and, in doing so, consider whetherthe other information is materially inconsistent with the standalonefinancial statements or our knowledge obtained during the courseof our audit, or otherwise appears to be materially misstated.When we read such other information as and when made availableto us, if we conclude that there is a material misstatement therein,we are required to communicate the matter to those charged withgovernance and take necessary actions as per applicable laws andregulations.
Responsibilities of Management and Those Charged withGovernance for the Standalone Financial Statements
The Company's Management and Board of Directors areresponsible for the matters stated in section 134(5) of the Actwith respect to the preparation of these standalone financialstatements that give a true and fair view of the financial position,financial performance including other comprehensive income,changes in equity and cash flows of the Company in accordancewith the accounting principles generally accepted in India,including the Ind AS prescribed under section 133 of the Act readwith the Companies (Indian Accounting Standards) Rules, 2015as amended. This responsibility also includes maintenance ofadequate accounting records in accordance with the provisions ofthe Act for safeguarding of the assets of the Company and forpreventing and detecting frauds and other irregularities; selectionand application of appropriate accounting policies; makingjudgments and estimates that are reasonable and prudent; anddesign, implementation and maintenance of adequate internalfinancial controls, that were operating effectively for ensuring theaccuracy and completeness of the accounting records, relevantto the preparation and presentation of the standalone financialstatements that give a true and fair view and are free from materialmisstatement, whether due to fraud or error.
In preparing the standalone financial statements, Managementand the Board of Directors are responsible for assessing theCompany's ability to continue as a going concern, disclosing, asapplicable, matters related to going concern and using the goingconcern basis of accounting unless management either intends toliquidate the Company or to cease operations, or has no realisticalternative but to do so.
The Board of Directors are responsible for overseeing theCompany's financial reporting process.
Auditors' Responsibilities for the Audit of the StandaloneFinancial Statements
Our objectives are to obtain reasonable assurance about whetherthe standalone financial statements as a whole are free frommaterial misstatement, whether due to fraud or error, and toissue an auditors' report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee thatan audit conducted in accordance with SAs will always detect amaterial misstatement when it exists. Misstatements can arisefrom fraud or error and are considered material if, individually or inthe aggregate, they could reasonably be expected to influence theeconomic decisions of users taken on the basis of these standalonefinancial statements.
As part of an audit in accordance with SAs, we exercise professionaljudgment and maintain professional skepticism throughout theaudit. We also:
• Identify and assess the risks of material misstatement of thestandalone financial statements, whether due to fraud orerror, design and perform audit procedures responsive tothose risks, and obtain audit evidence that is sufficient andappropriate to provide a basis for our opinion. The risk ofnot detecting a material misstatement resulting from fraud ishigher than for one resulting from error, as fraud may involvecollusion, forgery, intentional omissions, misrepresentations,or the override of internal control.
• Obtain an understanding of internal control relevant to theaudit in order to design audit procedures that are appropriatein the circumstances. Under section 143(3)(i) of the Act, weare also responsible for expressing our opinion on whetherthe Company has adequate internal financial controls withreference to standalone financial statements in place and theoperating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies usedand the reasonableness of accounting estimates and relateddisclosures made by management and the Board of Directors.
• Conclude on the appropriateness of the Managementand the Board of Directors use of the going concern basisof accounting and, based on the audit evidence obtained,whether a material uncertainty exists related to events orconditions that may cast significant doubt on the Company'sability to continue as a going concern. If we conclude thata material uncertainty exists, we are required to drawattention in our auditors' report to the related disclosures inthe standalone financial statements or, if such disclosures areinadequate, to modify our opinion. Our conclusions are basedon the audit evidence obtained up to the date of our auditors'report. However, future events or conditions may cause theCompany to cease to continue as a going concern.
• Evaluate the overall presentation, structure, and content ofthe standalone financial statements, including the disclosures,and whether the standalone financial statements representthe underlying transactions and events in a manner thatachieves fair presentation.
Materiality is the magnitude of misstatements in the standalonefinancial statements that, individually or in aggregate, makesit probable that the economic decisions of a reasonablyknowledgeable user of the standalone financial statements maybe influenced. We consider quantitative materiality and qualitativefactors in (i) planning the scope of our audit work and in evaluatingthe results of our work; and (ii) to evaluate the effect of anyidentified 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 deficienciesin internal control that we identify during our audit.
We also provide those charged with governance with a statementthat we have complied with relevant ethical requirements regardingindependence, and to communicate with them all relationshipsand other matters that may reasonably be thought to bear on ourindependence, and where applicable, related safeguards.
From the matters communicated with those charged withgovernance, we determine those matters that were of mostsignificance in the audit of the standalone financial statementsof the current period and are therefore the key audit matters.We describe these matters in our auditors' report unless law orregulation precludes public disclosure about the matter or when,in extremely rare circumstances, we determine that a mattershould not be communicated in our report because the adverseconsequences of doing so would reasonably be expected tooutweigh the public interest benefits of such communication.
Other Matters
1. Refer to the Note no. 46 (II) (c) to the accompanying standalonefinancial statements regarding inclusion of proportionateshare in jointly operated blocks in the standalone financialstatements of the Company, out of which:
a. 4 blocks (including one relinquished) have beenaudited by other Chartered Accountants. In respect ofthese blocks, standalone financial statements includeproportionate share in assets and liabilities as on March31,2025 amounting to ' 6.01 crores and ' 4.38 croresrespectively and revenue and profit/(loss) including othercomprehensive Income for the year ended March 31,2025 amounting to ' 1.53 crores and ' (-) 3.75 croresrespectively. Our opinion is based on audit reports of theother Chartered Accountants.
b. 10 blocks have been certified by the management. Inrespect of these blocks, standalone financial statementsinclude proportionate share in assets and liabilities as onMarch 31, 2025 amounting to ' 1,451.82 crores and' 246.11 crores respectively and revenue and profitincluding other comprehensive Income for the yearended March 31, 2025 amounting to ' 1102.92 croresand ' 470.78 crores respectively. Our opinion is basedon management certified accounts in respect of theseblocks. Management is of view that this will not have amaterial impact on the Company's standalone financialstatements.
2. The standalone financial statements for the year ended March31, 2024 were audited by the predecessor Joint StatutoryAuditors of the Company who have expressed an unmodifiedopinion vide their report date May 16, 2024.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditors' Report) Order, 2020("the Order"), issued by the Central Government in termsof Section 143(11) of the Act, we give in "Annexure A", astatement on the matters specified in paragraphs 3 and 4 ofthe Order, to the extent applicable.
2. As required by Comptroller and Auditor General of India
through directions/sub-directions issued under Section 143(5)
of the Act, we give our report on the matter specified in the
attached "Annexure -B".
3. As required by Section 143(3) of the Act, we report that:
(a) We have sought and obtained all the information andexplanations which to the best of our knowledge andbelief were necessary for the purposes of our audit;
(b) In our opinion, proper books of account as required bylaw have been kept by the Company so far as it appearsfrom our examination of those books;
(c) The Standalone Balance Sheet, the Standalone Statementof Profit and Loss (including the Other ComprehensiveIncome), the Standalone Statement of Changes in Equityand the Standalone Statement of Cash Flows dealtwith by this Report are in agreement with the books ofaccount;
(d) In our opinion, the aforesaid standalone financialstatements comply with the Ind AS prescribed undersection 133 of the Act read with the Companies (IndianAccounting Standards) Rules, 2015 as amended;
(e) Pursuant to the Notification No. GSR 463(E) dated5th June 2015 issued by the Ministry of CorporateAffairs, Government of India, provisions of sub-section(2) of Section 164 of the Act are not applicable to theCompany, being a Government Company;
(f) We are enclosing herewith a report in "Annexure-C"with respect to our opinion on adequacy of internalfinancial controls with reference to standalone financialstatements of the Company and the operatingeffectiveness of such controls;
(g) Pursuant to the Notification No. GSR 463(E) dated 5thJune 2015 issued by the Ministry of Corporate Affairs,Government of India, provisions of Section 197 ofthe Act, are not applicable to the Company, being aGovernment Company; and
(h) With respect to the other matters to be included inthe Auditors' Report in accordance with Rule 11 ofthe Companies (Audit and Auditors) Rules, 2014,as amended, in our opinion and to the best of ourinformation and according to the explanations given tous:
i. The Company has disclosed the impact of pendinglitigations on its financial position in its standalonefinancial statements-Refer Note 29 to theaccompanying standalone financial statements;
ii. The Company has made provision, as required underthe applicable law or Indian Accounting Standardsfor material foreseeable losses, if any to the extentascertainable, on long-term contracts includingderivative contracts.
iii. There has been no delay in transferring amounts,required to be transferred, to the Investor Educationand Protection Fund by the Company.
iv. (a) The Management has represented that, to the
best of its knowledge and belief, no funds have
been advanced or loaned or invested (eitherfrom borrowed funds or share premium or anyother sources or kind of funds) by the Companyto or in any other person(s) or entity(ies),including foreign entities ("Intermediaries"),with the understanding, whether recorded inwriting or otherwise, that the Intermediaryshall, directly or indirectly lend or invest in otherpersons or entities identified in any mannerwhatsoever by or on behalf of the Company("Ultimate Beneficiaries") or provide anyguarantee, security or the like on behalf of theUltimate Beneficiaries.
(b) The Management has represented, that, to thebest of its knowledge and belief, no funds havebeen received by the Company from any person(s)or entity(ies), including foreign entities ("FundingParties"), with the understanding, whether recordedin writing or otherwise, that the Company shall,directly or indirectly, lend or invest in other personsor entities identified in any manner whatsoeverby or on behalf of the Funding Party ("UltimateBeneficiaries") or provide any guarantee, security orthe like on behalf of the Ultimate Beneficiaries.
(c) Based on the audit procedures performed that havebeen considered reasonable and appropriate in the
circumstances, nothing has come to our notice thathas caused us to believe that the representationsunder sub-clause (i) and (ii) of Rule 11(e) contain anymaterial misstatement.
v. (a) The Company has declared and paid interim dividend
during the year which is in accordance with section123 of the Act.
(b) As stated in Note 14 (ii) to the accompanyingstandalone financial statements, the Board ofDirectors of the Company has proposed finaldividend for the year which is subject to theapproval of the members at the ensuing AnnualGeneral Meeting. The amount of dividend proposedis in accordance with section 123 of the Act, to theextent applicable.
vi. Based on our examination which included test checks, forthe financial year ended March 31, 2025 the Companyhas used an accounting software for maintaining itsbooks of account which has a feature of recording audittrail (edit log) facility and the same has been operatedthroughout the year for all relevant transactions recordedit the software. Further, during the course of performingour procedures, we did not come across any instance ofaudit trail feature being tampered with and the audit trailhas been preserved by the Company as per the statutoryrequirements for record retention.
For ARUN K. AGARWAL & ASSOCIATES For RAVI RAJAN & CO. LLP
Chartered Accountants Chartered Accountants
Firm's Registration No.: 003917N Firm's Registration No.: 009073N/N500320
LOKESH KUMAR GARG SACHIN KUMAR JINDAL
Partner Partner
M. No.: 413012 M. No.: 531700
UDIN : 25413012BMKYGY8541 UDIN: 25531700BMLBXA1684
PLACE: NEW DELHIDATE: 13-05-2025