We have audited the accompanying standalone financial
statements of GAIL (India) Limited (hereinafter referred to as "the
Company"), which comprise of the Standalone Balance Sheet
as at March 31, 2025, the Standalone Statement of Profit and
Loss (including Other Comprehensive Income), the Standalone
Statement of Changes in Equity and the Standalone Statement of
Cash Flows for the year then ended, and notes to the standalone
financial statements, including a summary of material accounting
policies and other explanatory information (hereinafter referred to
as "the 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
("Ind AS") prescribed under section 133 of the Act read with
the Companies (Indian Accounting Standards) Rules, 2015, as
amended and accounting principles generally accepted in India, of
the state of affairs of the Company as at March 31,2025, its profit
(including other comprehensive income), changes in equity, and its
cash flows for the year ended on that date.
Basis lor Opinion
We conducted our audit of the standalone financial statements
in accordance with the Standards on Auditing (SAs) specified
under section 143(10) of the Act. Our responsibilities under those
Standards are further described in the Auditors' Responsibilities for
the Audit of the Standalone Financial Statements section of our
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 Act and the Rules there under, 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 on the standalone financial statements.
Emphasis of Matter
We draw attention to:
1. Note No. 29 (a) (iii) to the accompanying standalone financial
statements regarding CESTAT order confirming the demand
for the differential amount by the Central Excise Department
in the matter pertaining to classification of 'Naphtha'
manufactured by the Company amounting to ? 2889 crores
(with interest up to March 31,2025 ? 3642 crores) including
applicable penalty and interest thereon. Considering the
merits of the case, Company has filed an appeal before the
Hon'ble Supreme Court. Based on the legal opinion obtained,
the Company does not foresee any probable outflow in
the matter and accordingly has disclosed the same under
contingent liability.
2. Note No. 32 (III) to the accompanying standalone financial
statements regarding various transportation tariff orders
issued by Petroleum and Natural Gas Regulatory Board
(PNGRB), which have been contested by the Company at
Appellate Tribunal for Electricity (APTEL) and also certain
customers have challenged these orders of PNGRB in Court
of Law. Adjustment if any, will be recognized as and when
matter is finally decided.
3. Note No. 35 to the accompanying standalone financial
statements regarding recoverable outstanding dues
amounting to ? 870.86 crores from Nagarjuna Fertilizers
and Chemicals Limited. Considering the transaction made
in public interest as per Government directives, securitized
through an Escrow Arrangements and in view of letter dated
April 23, 2025 received from Department of Fertilizers,
the management is confident regarding recovery of entire
outstanding amount and accordingly no additional provision
has been considered.
Our opinion is not modified in respect of above matters.
Key Audit Matters
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 current period. 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. We have
determined the matters described below to be the key audit
matters to be communicated in our report.
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S. No.
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Key Audit Matter
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How our audit addressed the Key Audit Matter
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1
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Recognition and measurement of revenues in
view of adoption of Ind AS 115 "Revenue from
Contracts with Customers"
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Principal Audit Procedures
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Recording of revenue by Company under Ind AS
115 involves certain key judgements relating to
identification of distinct performance obligations,
determination of transaction price of the identified
performance obligations, the appropriateness of the
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We assessed the Company's process to identify the impact of
adoption of recording revenue under Ind AS 115 and checked
the appropriateness of accounting policy. Our audit approach
consisted testing of design and operating effectiveness of the
internal controls as follows:
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S. No.
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Key Audit Matter
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How our audit addressed the Key Audit Matter
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basis used to measure revenue recognized over a
period. Additionally, Ind AS 115 contains disclosures
which involves collation of information in respect of
disaggregated revenue and periods over which the
remaining performance obligations will be satisfied
subsequent to the balance sheet date.
Refer notes 21 and 39 to the accompanying standalone
financial statements.
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1. Evaluated the design of internal controls relating to
implementation of Ind AS 115, wherever applicable.
2. Selected a sample of continuing and new contracts, and tested
the operating effectiveness of the internal control, relating
to identification of the distinct performance obligations
and determination of transaction price. We carried out a
combination of procedures involving enquiry and observation,
re-performance, and inspection of evidence in respect of
operation of these controls.
3. Tested the relevant information technology systems' access
and change management controls relating to contracts and
related information used in recording and disclosing revenue
in accordance with the Ind AS 115.
4. Selected a sample of continuing and new contracts and
performed the following substantive procedures:
a. Read, analyzed and identified the distinct performance
obligations in these contracts.
b. Compared these performance obligations with that
identified and recorded by the Company.
c. Considered the terms of the contracts to determine the
transaction price including any variable consideration to
verify the transaction price used to compute revenue
and to test the basis of estimation of the variable
consideration.
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2
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Evaluation of uncertain tax positions and
contingent liabilities
The Company operates in multiple jurisdictions and is
subject to periodic challenges by local tax authorities
and other regulatory authorities such as PNGRB on a
range of matters during the normal course of business
including indirect tax matters. These involve significant
judgment to determine the possible outcome of
material uncertain tax positions and contingent liabilities
including matters under dispute, consequently having
an impact on related accounting and disclosures.
Refer note 29(a) to the accompanying standalone
financial statements.
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Principal Audit Procedures
1. Obtained an understanding of key tax matters and other
contingent liabilities.
2. Read and analyzed the key correspondences, external legal
opinions/ consultations obtained by the Company.
3. Evaluated and challenged key assumptions made by the
Company in estimating the current and deferred tax balances.
4. Assessed and challenged the Company's estimate of the
possible outcome of the disputed cases by considering legal
precedence and other judicial rulings.
5. Assessed and tested the presentation and disclosures relating
to uncertain tax positions and contingent liabilities.
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3
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Derivative transaction and accounting of hedge
transactions
Hedge accounting has resulted into significant impact
on standalone financial statements coupled with
complexity of its accounting, calculations and complex/
numerous assumptions taken for establishing hedge
relationship. Mark to market gain / loss pertaining
to these derivative contracts are recognized in other
comprehensive income.
Refer note 58 to the accompanying standalone financial
statements.
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Principal Audit Procedures
1. Obtained an understanding of management's controls over
recording of derivative transactions and application of hedge
accounting.
2. Tested the accuracy and completeness of derivative
transactions.
3. We have relied on the valuation report evaluating the
appropriateness of the valuation methodologies applied and
tested on sample basis the valuation of the derivative financial
instruments.
4. Validated that the derivative financial instruments qualify for
hedge accounting and tested accuracy of hedge effectiveness
and ineffectiveness on sample basis.
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S. No.
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Key Audit Matter
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How our audit addressed the Key Audit Matter
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4
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Technical parameters and voluminous transactions
of Natural gas trading and transmission captured
to measure Revenue and Inventory through
integrated system and complexities involved
therein.
Determination of the quantity of Natural Gas sold and
in stock through gas-pipelines involves use of various
technical aspects of the natural gas such as pressure,
temperature etc. captured from the measuring devices
installed on the gas pipelines. We were informed that
the methodology is standard and used industry-wide.
This increases the complexity of validating quantity of
Natural Gas sold and stock in pipeline as at March 31,
2025.
Refer notes 10 and 21 to the accompanying standalone
financial statements.
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Principal Audit Procedures
1. We have performed test of controls, assisted by IT specialists,
over the accuracy and completeness of the quantity captured
via IT system through to the accounting software.
2. We have obtained management representation that the
IT system applies a standard methodology to capture the
quantity of Natural Gas for the purpose of Revenue and
inventory measurement.
3. We have verified valuation of closing Inventories by applying
various aspects made available to us by the management such
as conversion factors, meter reading etc.
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5
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Evaluation of the recoverable amounts of
investments in and advances to certain
subsidiaries/ Associates
The Company's evaluation of the recoverable amounts
of investments in and advances to certain subsidiaries/
Associates involves comparison of their recoverable value
and the carrying amount. Management determines
the recoverable amount based on management's
estimates of future cash flows. Significant judgements
are required to determine the aforesaid assumptions
used in the discounted cash flow models. Due to the
uncertainty of forecasting and discounting future
cash flows, being inherently subjective, the level of
management's judgement involved and the significance
of the Company's investment as at March 31,2025, we
have considered this as a key audit matter.
Refer notes 5, 7 & 7A to the accompanying standalone
financial statements.
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Principal Audit Procedures
1. We have carried out assessment of forecasts of future
cash flows prepared by the management, evaluating the
assumptions and comparing the estimates to externally
available industry, economic and financial data.
2. Assessed the reasonableness of the key business assumptions
such as revenue growth and EBIDTA margins, by understanding
the management's plan and performing retrospective testing.
3. We have evaluated the Company's valuation methodology in
determining the fair value of the investment. In making this
assessment, we also assessed the professional competence,
objectivity and capabilities of the respective valuation
specialist.
4. Assessed the reasonableness of the key assumptions adopted
in the cash flow forecasts.
5. We have carried out discussions with management on the
performance of the Company's investments as compared to
previous year in order to evaluate whether the inputs and
assumptions used in the cash flow forecasts were suitable.
6. Evaluated management's sensitivity analysis around the key
assumptions.
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6
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Provision for Performance Related Pay
The provision for performance related pay for financial
year 2024-25 is made based on Department of Public
enterprises guidelines (DPE). The rating factors are yet
to be approved by Board of Directors.
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Principal Audit Procedures
1. We have reviewed the circular issued by DPE and verified the
computations shared by the management for FY 2024-25 to
satisfy that the methodology as prescribed in the circular have
been followed and the provision made is reasonable.
2. We have verified the self-evaluation report of GAIL's
Memorandum of Understanding (MOU) for the
FY 2023-24 where ratings have been approved by the Board
of Directors to determine reasonability of assumptions used
for FY 2024-25.
3. We have also obtained MOU ratings communicated by DPE
for FY 2023-24 mentioning scores and rating of the Company.
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Information Other than the Standalone Financial Statements
and Auditors' Report Thereon
The Company's Management and Board of Directors are responsible
for the preparation of other information. The other information
includes the Director's Report, Corporate Governance Report,
Business Responsibility and Sustainability Report and Management
Discussion and Analysis, but does not include the Standalone
Financial Statements, Consolidated Financial Statements and
our auditors' report thereon. The Director's Report, Corporate
Governance Report, Business Responsibility and Sustainability
Report and Management Discussion and Analysis is expected to be
made available to us after the date of this auditors' report.
Our opinion on the standalone financial statements does not
cover the other information and we do 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 to us and, in doing so, consider whether
the other information is materially inconsistent with the standalone
financial statements or our knowledge obtained during the course
of our audit, or otherwise appears to be materially misstated.
When we read such other information as and when made available
to us, if we conclude that there is a material misstatement therein,
we are required to communicate the matter to those charged with
governance and take necessary actions as per applicable laws and
regulations.
Responsibilities of Management and Those Charged with
Governance for the Standalone Financial Statements
The Company's Management and Board of Directors are
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 including other comprehensive income,
changes in equity and cash flows of the Company in accordance
with the accounting principles generally accepted in India,
including the Ind AS prescribed under section 133 of the Act read
with the Companies (Indian Accounting Standards) Rules, 2015
as amended. This responsibility also includes maintenance of
adequate accounting records in accordance with the provisions of
the Act for safeguarding of 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, Management
and the Board of Directors are 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 management either intends to
liquidate the Company or to cease operations, or has no realistic
alternative but to do so.
The Board of Directors are responsible for overseeing the
Company's financial reporting process.
Auditors' Responsibilities for the Audit of the Standalone
Financial Statements
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 auditors' report that includes our opinion. Reasonable
assurance is a high level of assurance, but 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 skepticism throughout the
audit. We also:
• 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.
• 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 Act, we
are also responsible for expressing our opinion on whether
the Company has adequate internal financial controls with
reference to standalone financial statements in place and the
operating effectiveness of such controls.
• Evaluate the appropriateness of accounting policies used
and the reasonableness of accounting estimates and related
disclosures made by management and the Board of Directors.
• Conclude on the appropriateness of the Management
and the Board of Directors 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 auditors' report to the related disclosures in
the standalone 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 auditors'
report. However, future events or conditions may cause the
Company to cease to continue as a going concern.
• Evaluate the overall presentation, structure, and content 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.
From the matters communicated with those charged with
governance, we determine those matters that were of most
significance in the audit of the standalone financial statements
of the current period and are therefore the key audit matters.
We describe these matters in our auditors' report unless law or
regulation precludes public disclosure about the matter or when,
in extremely rare circumstances, we determine that a matter
should not be communicated in our report because the adverse
consequences of doing so would reasonably be expected to
outweigh the public interest benefits of such communication.
Other Matters
1. Refer to the Note no. 46 (II) (c) to the accompanying standalone
financial statements regarding inclusion of proportionate
share in jointly operated blocks in the standalone financial
statements of the Company, out of which:
a. 4 blocks (including one relinquished) have been
audited by other Chartered Accountants. In respect of
these blocks, standalone financial statements include
proportionate share in assets and liabilities as on March
31,2025 amounting to ' 6.01 crores and ' 4.38 crores
respectively and revenue and profit/(loss) including other
comprehensive Income for the year ended March 31,
2025 amounting to ' 1.53 crores and ' (-) 3.75 crores
respectively. Our opinion is based on audit reports of the
other Chartered Accountants.
b. 10 blocks have been certified by the management. In
respect of these blocks, standalone financial statements
include proportionate share in assets and liabilities as on
March 31, 2025 amounting to ' 1,451.82 crores and
' 246.11 crores respectively and revenue and profit
including other comprehensive Income for the year
ended March 31, 2025 amounting to ' 1102.92 crores
and ' 470.78 crores respectively. Our opinion is based
on management certified accounts in respect of these
blocks. Management is of view that this will not have a
material impact on the Company's standalone financial
statements.
2. The standalone financial statements for the year ended March
31, 2024 were audited by the predecessor Joint Statutory
Auditors of the Company who have expressed an unmodified
opinion vide their report date May 16, 2024.
Our opinion is not modified in respect of above matters.
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 terms
of Section 143(11) of the Act, we give in "Annexure A", a
statement on the matters specified in paragraphs 3 and 4 of
the 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 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 Standalone Balance Sheet, the Standalone Statement
of Profit and Loss (including the Other Comprehensive
Income), the Standalone Statement of Changes in Equity
and the Standalone 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 Ind AS prescribed under
section 133 of the Act read with the Companies (Indian
Accounting Standards) Rules, 2015 as amended;
(e) Pursuant to the Notification No. GSR 463(E) dated
5th June 2015 issued by the Ministry of Corporate
Affairs, Government of India, provisions of sub-section
(2) of Section 164 of the Act are not applicable to the
Company, being a Government Company;
(f) We are enclosing herewith a report in "Annexure-C"
with respect to our opinion on adequacy of internal
financial controls with reference to standalone financial
statements of the Company and the operating
effectiveness of such controls;
(g) Pursuant to the Notification No. GSR 463(E) dated 5th
June 2015 issued by the Ministry of Corporate Affairs,
Government of India, provisions of Section 197 of
the Act, are not applicable to the Company, being a
Government Company; and
(h) With respect to the other matters to be included in
the Auditors' Report in accordance with Rule 11 of
the Companies (Audit and Auditors) Rules, 2014,
as amended, 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-Refer Note 29 to the
accompanying standalone financial statements;
ii. The Company has made provision, as required under
the applicable law or Indian Accounting Standards
for material foreseeable losses, if any to the extent
ascertainable, on long-term contracts including
derivative contracts.
iii. There has been no delay in transferring amounts,
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, 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, 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, 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,
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.
(c) Based on the audit procedures performed that have
been considered reasonable and appropriate in the
circumstances, nothing has come to our notice that
has caused us to believe that the representations
under sub-clause (i) and (ii) of Rule 11(e) contain any
material misstatement.
v. (a) The Company has declared and paid interim dividend
during the year which is in accordance with section
123 of the Act.
(b) As stated in Note 14 (ii) to the accompanying
standalone financial statements, the Board of
Directors of the Company has proposed final
dividend for the year which is subject to the
approval of the members at the ensuing Annual
General Meeting. The amount of dividend proposed
is in accordance with section 123 of the Act, to the
extent applicable.
vi. Based on our examination which included test checks, for
the financial year ended March 31, 2025 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 been operated
throughout the year for all relevant transactions recorded
it the software. Further, during the course of performing
our procedures, we did not come across any instance of
audit trail feature being tampered with and the audit trail
has been preserved by the Company as per the statutory
requirements 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 DELHI
DATE: 13-05-2025
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