Notes to Accounts of Gandhar Oil Refinery (India) Ltd.

Mar 31, 2025

13 Provisions and Contingent Liabilities

Provisions are recognized when the Company has a present
obligation as a result of a past event; it is probable that an outflow
of resources embodying economic benefits will be required to
settle the obligation and when a reliable estimate of the amount
of the obligation can be made. Provisions are measured at the
best estimate of the expenditure required to settle the present
obligation at the Balance Sheet date. The expenses relating to
a provision is presented in the Statement of Profit and Loss net
of any reimbursement.

If the effect of the time value of money is material, provisions
are determined by discounting the expected future cash
flows specific to the liability. The unwinding of the discount is
recognised as finance cost.

Contingent liabilities are disclosed when there is a possible
obligation arising from past events, the existence of which
will be confirmed only by the occurrence or non-occurrence
of one or more uncertain future events not wholly within the
control of the Company or a present obligation that arises from
past events where it is either not probable that an outflow of
resources will be required to settle the obligation or a reliable
estimate of the amount cannot be made.

A contingent asset is not recognised but disclosed in
the financial statements where an inflow of economic
benefit is probable.

Commitments includes the amount of purchase orders (net of
advance) issued to parties for acquisition of assets. Provisions,
contingent assets, contingent liabilities and commitments are
reviewed at each balance sheet date.

14 Revenue Recognition

Effective April 1 2018, the company adopted Ind AS 115
“Revenue from Contracts with Customers.” The effect on
adoption of IND AS 115 is insignificant.

a. Revenue is recognised when control of goods is
transferred to a customer in accordance with the terms
of the contract. The control of the goods is transferred
upon delivery to the customers either at factory gate of
the Company or Specific location of the customer or
when goods are handed over to freight carrier, as per
the terms of the contract. A receivable is recognised
by the Company when the goods are delivered to the
customer as this represents the point in time at which the
right to consideration becomes unconditional, as only the
passage of time is required before payment is due.

Revenue from services is recognised upon
completion of services.

Revenue is measured based on the consideration to
which the Company expects to be entitled as per contract
with a customer. The consideration is determined based

on the price specified in the contract, net of estimated
variable consideration. Accumulated experience is used
to estimate and provide for the variable consideration,
using the expected value method, and revenue is
recognised to the extent that it is highly probable that a
significant reversal will not occur. Revenue excludes any
taxes or duties collected on behalf of the government
which are levied on sales such as goods and services tax.

b. Insurance Claims are accounted when the ultimate
outcome of the same is certain and amount ascertained.
Till the time of uncertainty about outcome and amount of
claim, their recognition is postponed.

c. Dividends are recognised in the statement of Profit
and Loss only when the right to receive payment is
established:, It is probable that economic benefit
associated with the Dividend will flow to the company and
the amount of Dividend can be measured reliably.

d. For all financial instruments measured at amortised cost,
interest income is recorded using the effective interest
rate (EIR), which is the rate that discounts the estimated
future cash payments or receipts through the expected
life of the financial instruments or a shorter period, where
appropriate, to the net carrying amount of the financial
assets. Interest income is included in other income in the
Statement of Profit and Loss.

e. Income on assets given on operating lease is recognised
on a straight line basis over the lease term in the Statement
of Profit and Loss.

f. Eligible export incentives are recognised in the year in
which the conditions precedent are met and there is no
significant uncertainty about the collectability.

15 Employee Benefits

(i) Short Term Benefits

All employee benefits including leave encashment
(short term compensated absences) and bonus/ex-
gratia (incentives) payable wholly within twelve months
of rendering the service are classified as short term
employee benefits and are charged to the Statement of
Profit and Loss of the year.

(ii) Post Employment Benefits

(a) Defined Contribution Plans

Retirement/Employee benefits in the form of
Provident Fund, Employees State Insurance and
labour welfare fund are considered as defined
contribution plan and contributions to the respective
funds administered by the Government are charged
to the Statement of profit and loss of the year when
the contribution to the respective funds are due.

(b) Defined Benefit Plans

Retirement benefits in the form of gratuity is
considered as defined benefit obligation and is
provided for on the basis of an actuarial valuation on
projected unit credit method made as at the date of
the Balance Sheet. Gratuity liability is non-funded.

Re-measurement of the net defined benefit liability,
which comprise actuarial gains and losses are
recognized immediately in Other Comprehensive
Income (OCI). Net interest expense (income) on
the net defined liability (assets) is computed by
applying the discount rate, used to measure the net
defined liability (asset). Net interest expense and
other expenses related to defined benefit plans are
recognized in Statement of Profit and Loss.

(c) Other Long-Term Employee Benefits

As per the present policy of the Group, there
are no other long term benefits to which its
employees are entitled.

(d) Terminal Benefits

All terminal benefits are recognized as an expense
in the period in which they are incurred.

16 Leases:

At the inception of a contract, the Company assesses whether
a contract is or contains, a lease. A contract is, or contains
a lease if the contract conveys the right to control the use
of an identified asset for a period of time in exchange of
consideration. To assess whether a contract conveys the right
to control the use of an asset the Company assesses whether:

The contract involves the use of an identified asset - this may be
specified explicitly or implicitly, and should be physically distinct
or represent substantially all of the capability of a physical
distinct asset. If the supplier has a substantive substitution right,
then the asset is not identified.

The Company has the right to obtain substantially all of the
economic benefits from use of the asset throughout the
period of use; and

The Company has the right to direct the use of the asset. The
Company has this right when it has the decision-making rights
that are most relevant to changing how and for what purpose
the asset is used.

As a Lessee
Right-of-use Asset

The Company recognises a right-of-use asset and a
lease liability at the lease commencement date. At the
commencement date, a lessee shall measure the right-of-
use asset at cost which comprises initial measurement of

the lease liability, any lease payments made at or before the
commencement date, less any lease incentives received, any
initial direct costs incurred by the lessee; and an estimate of
costs to be incurred by the lessee in dismantling and removing
the underlying asset, restoring the site on which it is located or
restoring the underlying asset to the condition required by the
terms and conditions of the lease.

Lease Liability

At the commencement date, a lessee shall measure the lease
liability at the present value of the lease payments that are not
paid at that date. The lease payments shall be discounted using
the interest rate implicit in the lease, if that rate can be readily
determined. If that rate cannot be readily determined, the
lessee shall use the lessee''s incremental borrowing rate.

Short-term lease and leases of low-value assets

The Company has elected not to recognise right-of-use assets
and lease liabilities for short-term leases that have a lease term
of less than 12 months or less and leases of low-value assets. The
Company recognises the lease payments associated with these
leases as an expense on a straight-line basis over the lease term.

The election for short-term leases shall be made by class of
underlying asset to which the right of use relates. A class of
underlying asset is a grouping of underlying assets of a similar
nature and use in Company''s operations. The election for
leases for which the underlying asset is of low value can be
made on a lease-by-lease basis.

17 Research and Development Expenditure

(i) Revenue expenditure on Research & Development is
charged to the Statement of Profit and Loss of the year in
which it is incurred.

However, expenditure incurred at development phase,
where it is reasonably certain that outcome of research
will be commercially exploited to yield economic benefits
to the company is considered as intangible assets and
accounted in the manner specified in Clause 3 (ii) above.

(ii) Capital expenditure incurred during the year on Research
& Development is included under additions to property,
plant and equipment''s.

18 Exceptional Items

When items of income and expense within statement of
profit and loss from ordinary activities are of such size, nature
or incidence that their disclosure is relevant to explain the
performance of the enterprise for the period, the nature and
amount of such material items are disclosed separately as
exceptional items.

19 Segment Reporting

The Chief Operational Decision Maker monitors the operating
results of its business Segments separately for the purpose of

making decisions about resource allocation and performance
assessment. Segment performance is evaluated based on
profit and loss and is measured consistently with profit or loss
in the financial statements.

The Accounting Policies adopted for segment reporting are
in line with the Accounting Policies of the Company. Segment
assets include all operating assets used by the business
segments and consist principally of fixed assets, trade
receivables and inventories. Segment liabilities include the
operating liabilities that result from the operating activities
of the business.

Segment assets and liabilities that cannot be allocated between
the segments are shown as part of unallocated corporate
assets and liabilities respectively. Income / Expenses relating
to the enterprise as a whole and not allocable on a reasonable
basis to business segments are reflected as unallocated
corporate income / expenses.

20 Borrowing Costs

Borrowing costs are interest and other costs that the Company
incurs in connection with the borrowing of funds and is
measured with reference to the effective interest rate applicable
to the respective borrowing. Borrowing costs that are directly
attributable to the acquisition of an asset that necessarily takes
a substantial period of time to get ready for its intended use are
capitalised as part of the cost of that asset till the date it is put
to use. Other borrowing costs are recognised as an expense
in the period in which they are incurred. Borrowing costs also
include exchange differences to the extent that are regarded as
an adjustment to borrowing costs.

21 Foreign Exchange Transactions

(i) The financial statements of the Company are presented
in Indian Rupee (INR), which is Company''s functional and
presentation currency.

(ii) Foreign currency transactions are translated into the
functional currency using exchange rate prevailing on the
date of transaction. Monetary assets and liabilities are
translated at rate of exchange prevailing at the reporting
date. The difference arising on settlement or translation
on account of fluctuation in the rate of exchange is dealt
within the Statement of Profit and Loss.

(iii) Foreign exchange differences regarded as an adjustment
to borrowing costs are presented in the Statement of Profit
and Loss, as finance costs. All other foreign exchange
gains and losses are presented in the Statement of Profit
and Loss on a net basis within other gains / (losses).

(iv) Non-monetary items that are measured in terms of
historical cost in a foreign currency are translated using
the exchange rates at the dates of the initial transactions.

22 Taxes on Income

Income tax expense comprises current and deferred tax
and is recognized in the Statement of Profit and Loss except
to the extent that it relates to items recognized directly in
equity or in OCI.

(i) Current Tax

Current tax comprises the expected tax payable or
receivable on the taxable income or loss for the year and
any adjustment to the tax payable or receivable in respect
of previous years. It is measured using tax rates enacted
or substantively enacted at the reporting date.

(ii) Deferred Tax

Deferred tax is recognized in respect of temporary
differences arising between the carrying amounts of
assets and liabilities for financial reporting purposes and
the amounts used for taxation purposes.

Deferred tax assets are recognized for unused tax losses,
unused tax credits and deductible temporary differences
to the extent that it is probable that future taxable profits
will be available against which they can be used. Deferred
tax assets are reviewed at each reporting date and are
reduced to the extent that it is no longer probable that
the related tax benefit will be realized; such reductions
are reversed when the probability of future taxable
profits improves.

Unrecognized deferred tax assets are reassessed at
each reporting date and recognized to the extent that it
has become probable that future taxable profits will be
available against which they can be used.

Deferred tax is measured at the tax rates that are
expected to be applied to temporary differences when
they reverse, using tax rates enacted or substantively
enacted at the reporting date.

The measurement of deferred tax reflects the tax
consequences that would follow from the manner in
which the Company expects, at the reporting date,
to recover or settle the carrying amount of its assets
and liabilities.

Deferred tax assets and liabilities are offset when there
is a legally enforceable right to offset current tax assets
and liabilities and when the deferred tax balances relate
to the same taxation authority. Current tax assets and
tax liabilities are off set where the Company has a legally
enforceable right to offset and intends either to settle on
a net basis, or to realize the asset and settle the liability
simultaneously.

23 Earnings Per Share

Basic Earnings per share is calculated by dividing the net profit
/ (loss) for the period attributable to the equity shareholders
by the weighted average number of equity shares outstanding
during the period. For the purpose of calculating diluted
earnings per share, the net profit / (loss) for the period
attributable to the equity shareholders and the weighted
average number of equity shares outstanding during the period
is adjusted for the effects of all dilutive potential equity shares.

24 Expected Credit losses and Impairment losses on
investment

The Company reviews its carrying value of investments carried
at amortised cost annually or more frequently when there is
indication for impairment. If the recoverable amount is less than
its carrying amount, the impairment loss is accounted for.

c) The Company''s investment properties consist of 3 properties in India as on March,312025. The management has determined that the investment
property consists of two class of assets - Free hold Land and building - based on the nature, characteristics and risks of each property

The Company has no restriction on the realisability of its investment properties and no contractual obligations to purchase, construct or
develop investment properties or for repairs, maintenance and enhancements.

The fair valuation is based on current prices in the active market for similar properties. The main input used are quantum, area, location,
demand, age of building and trend of fair market rent in the location of the property.

The fair value is based on valuation performed by an accredited independent valuer. Fair valuation is based on replacement cost method.
The fair value measurement is categorised in level 2 fair value hierarchy.

d) Refer Note 14 & 18 on Long term Borrowing and short term Borrowings for amounts of restrictions on the title and Investment properties
pledged as securities.

Notes

a) The Company has leasing arrangements for its office premises -head office and certain plots . Non-cancellable period for those lease
arrangements vary. The Company pays lease charges as fixed amount as per the respective lease agreements. In respect of Ind AS 116 - Leases,
the Company has adopted modified retrospective method under which the cumulative effect of initial application is recognized in retained
earnings at 1^st April 2019. Right-of-use asset is measured, on a lease by lease basis, at carrying amount assuming the standard is applied since the
commencement date. Discounting to arrive the value of asset is done based on the incremental borrowing rate at the date of initial application.

The Company has leasing arrangements for its various commercial premises (other than mentioned above). Non-cancellable period for
those leasing arrangements are less than 12 months and the Company elected to apply the recognition exemption for short term and
leases for which the underlying assets is of low value. The lease amount is charged as rent.

b) Terms/rights attached to equity shares

i) Equity shares:

The Company has only one class of equity shares having a par value of H 2 each per share (P.Y. H 2 each per share). Each holder of
equity shares is entitled to one vote per share. In the event of liquidation of the company, the holders of equity shares will be entitled
to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the
number of equity shares held by the shareholders.

ii) Dividend:

The final dividend proposed by the Board of Directors is subject to the approval of the Shareholders in the ensuing Annual General
Meeting. However, in case of interim dividend the profits are distributed based on approval of Board of Directors.

Notes :

1 Securities premium: The amount received in excess of face value of the equity shares is recognised in Securities Premium. It can be
utilized in accordance with the provisions of the Act, to issue bonus shares, to provide for premium on redemption of shares or debentures,
write-off equity related expenses like underwriting costs etc.

2 Share options outstanding account: The fair value of the equity-settled share based payment transactions with employees is recognised
in Standalone Statement of Proft and Loss with corresponding credit to Stock Options Outstanding Account.

3 General Reserve : The Company has transferred a portion of the net profit of the Company before declaring dividend to general reserve
pursuant to the earlier provisions of Companies Act, 1956. Mandatory transfer to general reserve is not required under the Companies
Act, 2013. It includes H 200.81 Million transferred from Revaluation Reserve on first time adoption of Ind-AS

4 Retained Earnings : Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividends
or other distributions paid to shareholders.

Note

1 The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required
and disclosed as contingent liabilities where applicable, in its financial statements. The Company does not expect the outcome of these
proceedings to have a materially adverse effect on its financial results.

2 It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above pending resolution of the
respective proceedings as it is determinable only on receipt of judgements/decisions pending with various forums/authorities.

3 Details of Guarantee given covered under Section 186 (4) of the Companies Act, 2013:

4 Guarantee given by Company to a Bank for loan given to Texol Lubritech FZC. The loan is obtained by Subsidiary for business purpose.

XXI Narrations

1 Analysis of Defined Benefit obligation

The numbers of members under the scheme have increased by 6.34%. Similarly, the total salary increased by 10.38% during
the accounting period. The resultant liability at the end of the period over the beginning of the period has increased by 15.04 %

2 Expected rate of return basis

Scheme is not funded EORA is not Applicable

3 Description of Plan Assets and Reimbursement Conditions
Not Applicable

4 Investment / Interest Risk

Since the scheme is unfunded the company is not exposed to Investment / interest Risk

5 Longevity Risk

The Company is not exposed to risk of the employess living longer as the benefit under scheme ceases on the employee
separating from the employer for any reason.

6 Risk of Salary Increase

The company is exposed to higher liability if the future salaries rise more than assumption of salary escalation.

7 Discount Rate

The discount rate has increased from 7.10% to 6.65% and hence there is a decrease in liability leading to actuarial gain due to
change in discount rate.

Note

Based on Ind AS - 109, financial Assets in the form of long term interest free deposits to related party and investment government
bonds have been accounted at fair value on initial recognition and subsequently measured at amortized cost using the
effective interest rate method.

The financial assets -investments in subsidiaries and associates are measured at cost in accordance with Ind AS 101,
Ind AS 27 and Ind AS 28

The fair value for financial instruments such as trade receivables, cash and cash equivalents, trade payables etc. have not been
disclosed because the carrying values approximate the fair value.

41. Financial risk management

The Company is exposed to financial risks arising from its operations and the use of financial instruments. The Company has identified financial
risks and categorised them in three parts viz.

(i) Credit Risk,

(ii) Liquidity Risk and

(iii) Market Risk.

Risk management framework

The Company''s board of directors has overall responsibility for the establishment and oversight of the Company''s risk management framework.
The board of directors are responsible for developing and monitoring the Company''s risk management.

The Company''s risk management framework, are established to identify and analyse the risks faced by the Company, to set appropriate
risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect
changes in market conditions and the Company''s activities. The Company, through its training and management standards and procedures,
aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

(i) Credit Risk

Credit risk refers to the possibility of a customer and other counterparties not meeting their obligations and terms and conditions which
would result into financial losses. Such risk arises mainly from trade receivables, other receivables, loans and investments. For other
financial assets (including investments securities , cash and cash equivalents and derivatives), the Company minimise credit risk by
dealing exclusively with high credit rating counterparties.

Credit risk is managed through internal credit control mechanism such as credit approvals, establishing credit limits and continuously
monitoring the credit worthiness of customers to which the Company grants credit terms in the normal course of business. The Company
establishes an allowance for doubtful debts and impairment that represents its estimate of incurred losses in respect of trade and other
receivables, loans and advances. The maximum exposure to credit risk in case of all the financial instruments covered below is restricted
to their respective carrying amount.

Investments

The Company invests its surplus funds mainly in liquid schemes of mutual funds which carry no / low mark to market risks for short duration
and therefore, does not expose the Company to credit risk. Such investments are made after reviewing the credit worthiness and market
standing of such funds and therefore, does not expose the Company to credit risk. Such investments are monitored on a regular basis.

Loans and other financial assets

Loans and other financial assets includes other receivables, loans given and earnest money deposits/security deposits to customers,
security deposits for premised taken on lease. This loans and deposits were made in continuation of business related activities and are
made after review as per companies policy.

Cash and cash equivalents

The cash and cash equivalents are held with banks with good credit ratings. Also, the Company invests its surplus funds in bank fixed
deposits and liquid schemes of mutual funds, which carry no / low mark to market risks for short duration and therefore, does not expose
the Company to credit risk.

Derivatives

The Forward/option contracts were entered into with banks having an investment grade rating and exposure to counterparties is closely
monitored and kept within the approved limits.

(ii) Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that
are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity is to ensure, as far as possible,
that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring
unacceptable losses or risking damage to the Company''s reputation.

The Company maintains sufficient cash and cash equivalents, and internally generated cash flows to finance their activities, including
maintaining the flexibility of funding through the use of credit facilities from banks. Management monitors this regularly to keep its liquidity
risk to an appropriate level.

a) Financing arrangements

The Company has an adequate fund and non-fund based limits lines with various banks. The Company''s diversified source of funds
and strong operating cash flow enables it to maintain requisite capital structure discipline. The financing products include working
capital loans like buyer''s credit loan, Packing credit Loans etc.

b) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market
interest rates. Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is
the risk of changes in fair values of fixed interest bearing investments because of fluctuations in the interest rates. Cash flow interest
rate risk is the risk that the future cash flows of floating interest bearing investments will fluctuate because of fluctuations in the
interest rates.

The Management is responsible for the monitoring of the Company''s interest rate position. Various variables are considered by the
Management in structuring the Company''s borrowings to achieve a reasonable, competitive, cost of funding.

Exposure to interest rate risk

Company''s interest rate risk arises from borrowings. The interest rate profile of the Company''s interest bearing financial instruments
as reported to the Management of the Company is as follows:

Fair value sensitivity analysis for fixed-rate instruments

The Company does not account for any fixed-rate financial assets or financial liabilities at fair value through profit or loss. Therefore,
a change in interest rates at the reporting date would not affect profit or loss.

Cash flow sensitivity analysis for variable-rate instruments

A reasonably possible change of 25 basis points in interest rate would have resulted in variation in the interest expense for the
Company by the amounts indicated in the table below. This analysis assumes that all other variables, in particular foreign currency
exchange rates, remain constant. This calculation also assumes that the change occurs at the balance sheet date and has been
calculated based on risk exposures outstanding as at that date. The year end balances are not necessarily representative of the
average debt outstanding during the period.

(iii) Commodity Risk

Raw Material Risk

a. Petroleum Products Segment - Timely availability and also non-availability of good quality base oils from across the globe
could negate the qualitative and quantitative production of the various products of the Company. Volatility in prices of crude
oil and base oil is another major risk for this segment. The Company procures base oils from various suppliers scattered in
different parts of the world. The Company tries to enter into long term supply contracts with regular suppliers and at times buys
the base oils on spot basis.

Capital management

The Company''s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to
sustain future development of the business. Management monitors the return on capital as well as the level of dividends to
ordinary shareholders.

Offsetting arrangements
Derivatives

The Company enters into derivative contracts for hedging foreign exchange exposures. Agreements with derivative counterparties are based
on an ISDA Master Agreement. Under the terms of these arrangements, only where certain credit events occur (such as default), the net
position owing | receivable to a single counterparty in the same currency will be taken as owing and all the relevant arrangements terminated. As
the company does not presently have a legally enforceable right of set-off, these amounts have not been offset in the Balance Sheet.

47. Dividend Income

During the previous year ended March, 31, 2024, the company has earned dividend from a foreign subsidiary - Texol Lubritech FZC amounting
to H 67.62 million. Dividend earned @AED 6000 per share on 501 shares of AED1 each.

The Dividend Declared by Texol Lubritech FZC on April 9, 2023 AED 3.00 Million on 1000 Shares of AED 1 each 1000 each @AED 3000 per
share and received by the company on 501 shares H 33.54 million on May 10, 2023.

The Dividend Declared by Texol Lubritech FZC on March 18, 2024 AED 3.00 Million on 1000 Shares of AED 1 each 1000 each @AED 3000 per
share and receivable by the company on 501 shares H 34.08 million on March 31, 2024.

50. Share issue expense/ Utilisation of IPO Proceeds

During the previous year ended March 31, 2024, the Company has completed its Initial Public Offer (IPO) of 2,96,26,732 equity shares of face
value of H 2 each at an issue price of H 169 per share (including a share premium of H 167 per share). The issue comprised of a fresh issue of
1,78,69,822 equity shares aggregating to H 3,020 Million and offer for sale of 1,17,56,910 equity shares by selling shareholders aggregating to
H 1,986.92 Million. Pursuant to the IPO, the equity shares of the Company were listed on National Stock Exchange of India Limited (NSE) and
BSE Limited (BSE) on November 30, 2023.

The total IPO expenses incurred of H174.08 Millions (PY 80.93 Millions), (H235.28 Million incurred less H154.35 Million being recovered from
existing shareholders to the the extent of shares offered for sale by existing sharesholders) (excluding taxes) till March 31, 2025 has been
adjusted against securities premium (Refer Note 13)

The Company has received an amount of Rs 3,020.00 million (Net Proceeds H2,785.38 million) from proceeds out of fresh issue of equity
shares. The utilisation of IPO proceeds is summarised as under:

51. A Texol Oils FZC - Joint Venture Company

During the year ended March 31, 2025, the Company has invested H1.139 Million (AED 50000) in to a Joint Venture company i.e. Texol
Oils FZC incorporated on 10^th January, 2023 for dealing in Grease & Lubricants Manufacturing, Grease and Lubricants Blending, Beauty
and Personal Care Requisites Manufacturing, Refining and Blending of Petroleum Products, Petrochemicals & Lubricants Import/Export/
Storage/Trading of Petroleum Products, Petrochemicals &, Lubricants and Import/Export/Storage/Trading of Petroleum Products,
Petrochemicals, Lubricants & Grease, Trading Refined Oil Products and as more particularly described in, and subject to, the License
issued by the Hamriyah Free Zone Authority. The said company is yet to commence the business.

51. B Gandhar Lifesciences Private Limited -Subsidiary Company

During the year ended March 31, 2025, the Company has invested H 10.00 Million in to a subsidary company i.e. Gandhar Lifesciences
Private Limited incorporated on 23^rd August, 2024 and is engaged To manufacture, buy, sell, process, import, export, grow, refine,
research, mix, pack, market, act as distributors, whole-sellers, dealers, consignment agents and handling agents and consultants in all
kinds of pharmaceuticals, drugs, oils, medicaments, intermediates and their raw-materials, surgical equipments, apparutus, and devices,
baby products, cosmetics, medicated soaps, shampoos, toiletories and health care products, hospital products and items of personal
hygiene whether prepared by ayurvedic, homeopathic, unani, allopathic, nature cure, herbal or any other medicinal system for human
beings, birds, animals, insects or other purpose and to run hospitals and diagnostic centres. also to engage in business of healthcares, life
sciences, research and development, contract manufacturing in India and/or abroad. The said company is yet to commence the business.

52. Employee Stock Option Plan

A The Company has granted stock options under the employee stock option schemes for certain employees of the Company. In accordance

with the term of the share option scheme, as approved by shareholders at meeting held on 16^th Feb 2023, employee with a pre defined
grade may be granted option to purchase equity shares. Each share option converts into one equity share of the company on exercise.

No amounts are paid or payable by the recipient on receipt of the option. The Options carry neither rights to dividends nor voting rights.
Options may be exercised as per vesting schedule from the date of grant. The Fair value of the share options is estimated at the grant
date using a Black Schole Pricing Model, taking into account the terms and conditions upon which the share options are granted.
However, the above performance condition is only considered in determining the number of instruments that will ultimately vest. There are
no cash settlement alternatives.

53 Other Statutory Disclosures

(i) The Company do not have any Benami property, where any proceeding has been initiated or pending against the Company for holding
any Benami property.

(ii) The Company have not traded or invested in Crypto currency or Virtual Currency during reporting periods.

(iii) The Company does not have any transaction which is not recorded in the books of accounts that has been surrendered or disclosed as
income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions
of the Income Tax Act, 1961)

(iv) The Company have not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries)
with the understanding that the Intermediary shall:

(a) 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

(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries

(v) The Company have not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding
(whether recorded in writing or otherwise) that the Company shall:

(a) 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

(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,

(vi) The Company does not have any borrowings from banks and financial institutions that are used for any other purpose other than the
specific purpose for which it was taken at the reporting balance sheet date.

(vii) The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies
(Restriction on number of Layers) Rules, 2017.

(viii) The Company is not declared as a wilful defaulter by any bank or financial institution or other lender during the any reporting period.

(ix) Section 8 of the Companies Act, 2013 companies are required to disclose grants or donations received during the year. Since, the
Company is not covered under Section 8 of the Companies Act, 2013, the said disclosure is not applicable.

(x) There are no scheme of arrangements which have been approved by the Competent Authority in terms of sections 230 to 237 of the
Companies Act, 2013 during the reporting periods

(xi) During the reporting periods, the Company does not have any loans or advances in the nature of loans either repayable on demand or
without specifying any terms or period of repayment granted to promoters, directors, KMPs and related parties as per the definition of
Companies Act, 2013.

(xii) The Company has not identified any transactions or balances in any reporting periods with companies whose name is struck off under
section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.

(xiii) There are no charge or satisfaction yet to be registered with ROC beyond the statutory period by the company.

54. Events after reporting period

No significant adjusting event occurred between the balance sheet date and date of the approval of these financial statements by the Board of
Directors of the company requiring adjustment or disclosure.

55. Previous year''s figures have been regrouped/ reclassified wherever necessary to correspond with the current year''s
classification/ disclosure.

56 All amounts disclosed in the financial statements and notes have been rounded off to the nearest million as per the requirements of
Schedule III, unless otherwise stated.

As per our report of even date attached For and on behalf of the Board of Gandhar Oil Refinery (India) Limited

For Kailash Chand Jain & Co

Chartered Accountants
Firm Registration No: 112318W

Ramesh Parekh Samir Parekh Aslesh Parekh

Chairman & Managing Director Joint Managing Director Joint Managing Director

DIN: 01108443 DIN: 02225839 DIN: 02225795

Saurabh Chouhan Jayshree Soni Indrajit Bhattacharyya

Partner Company Secretary Chief Financial Officer

Membership No. : 167453 Membership No. 06528

Place : Mumbai Place : Mumbai

Date : May 22, 2025 Date : May 22, 2025

---

Mar 31, 2024

13 Provisions and Contingent Liabilities

Provisions are recognized when the Company has a present obligation as a result of a past event; it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and when a reliable estimate of the amount of the obligation can be made. Provisions are measured at the best estimate of the expenditure required to settle the present obligation at the Balance Sheet date. The expenses relating to a provision is presented in the Statement of Profit and Loss net of any reimbursement.

If the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows specific to the liability The unwinding of the discount is recognised as finance cost.

Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company or a present obligation that arises from past events where it is either not probable that an outflow of resources will be required to settle the obligation or a reliable estimate of the amount cannot be made.

A contingent asset is not recognised but disclosed in the financial statements where an inflow of economic benefit is probable. Commitments includes the amount of purchase orders (net of advance) issued to parties for acquisition of assets. Provisions, contingent assets, contingent liabilities and commitments are reviewed at each balance sheet date.

14 Revenue Recognition

Effective April 1 2018, the company adopted Ind AS 115 "Revenue from Contracts with Customers." The effect on adoption of IND AS 115 is insignificant.

a. Revenue is recognised when control of goods is transferred to a customer in accordance with the terms of the contract. The control of the goods is transferred upon delivery to the customers either at factory gate of the Company or Specific location of the customer or when goods are handed over to freight carrier, as per the terms of the contract. A receivable is recognised by the Company when the goods are delivered to the customer as this represents the point in time at which the right to consideration becomes unconditional, as only the passage of time is required before payment is due.

Revenue from services is recognised upon completion of services.

Revenue is measured based on the consideration to which the Company expects to be entitled as per contract with a customer. The consideration is determined based on the price specified in the contract, net of estimated variable consideration. Accumulated experience is used to estimate and provide for the variable consideration, using the expected value method, and revenue is recognised to the extent that it is highly probable that a significant reversal will not occur. Revenue excludes any taxes or duties collected on behalf of the government which are levied on sales such as goods and services tax.

b. Insurance Claims are accounted when the ultimate outcome of the same is certain and amount ascertained. Till the time of uncertainty about outcome and amount of claim, their recognition is postponed.

c. Dividends are recognised in the statement of Profit and Loss only when the right to receive payment is established:, It is probable that economic benefit associated with the Dividend will flow to the company and the amount of Dividend can be measured reliably.

d. For all financial instruments measured at amortised cost, interest income is recorded using the effective interest rate (EIR), which is the rate that discounts the estimated future cash payments or receipts through the expected life of the financial instruments or a shorter period, where appropriate, to the net carrying amount of the financial assets. Interest income is included in other income in the Statement of Profit and Loss.

e. Income on assets given on operating lease is recognised on a straight line basis over the lease term in the Statement of Profit and Loss.

f. Eligible export incentives are recognised in the year in which the conditions precedent are met and there is no significant uncertainty about the collectability.

15 Employee Benefits

(i) Short Term Benefits

All employee benefits including leave encashment (short term compensated absences) and bonus/ex-gratia (incentives) payable wholly within twelve months of rendering the service are classified as short term employee benefits and are charged to the Statement of Profit and Loss of the year.

(ii) Post Employment Benefits

(a) Defined Contribution Plans

Retirement/Employee benefits in the form of Provident Fund, Employees State Insurance and labour welfare fund are considered as defined contribution plan and contributions to the respective funds administered by the Government are charged to the Statement of profit and loss of the year when the contribution to the respective funds are due

(b) Defined Benefit Plans

Retirement benefits in the form of gratuity is considered as defined benefit obligation and is provided for on the basis of an actuarial valuation on projected unit credit method made as at the date of the Balance Sheet. Gratuity liability is non-funded.

Re-measurement of the net defined benefit liability, which comprise actuarial gains and losses are recognized immediately in Other Comprehensive Income (OCI). Net interest expense (income) on the net defined liability (assets) is computed by applying the discount rate, used to measure the net defined liability (asset). Net interest expense and other expenses related to defined benefit plans are recognized in Statement of Profit and Loss.

(c) Other Long-Term Employee Benefits

As per the present policy of the Group, there are no other long term benefits to which its employees are entitled.

(d) Terminal Benefits

All terminal benefits are recognized as an expense in the period in which they are incurred

16 Leases:

At the inception of a contract, the Company assesses whether a contract is or contains, a lease. A contract is, or contains a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange of consideration. To assess whether a contract conveys the right to control the use of an asset the Company assesses whether:

The contract involves the use of an identified asset - this may be specified explicitly or implicitly and should be physically distinct or represent substantially all of the capability of a physical distinct asset. If the supplier has a substantive substitution right, then the asset is not identified.

The Company has the right to obtain substantially all of the economic benefits from use of the asset throughout the period of use; and

The Company has the right to direct the use of the asset. The Company has this right when it has the decision-making rights that are most relevant to changing how and for what purpose the asset is used.

As a Lessee Right-of-use Asset

The Company recognises a right-of-use asset and a lease liability at the lease commencement date. At the commencement date, a lessee shall measure the right-of-use asset at cost which comprises initial measurement of the lease liability, any lease payments made at or before the commencement date, less any lease incentives received, any initial direct costs incurred by the lessee; and an estimate of costs to be incurred by the lessee in dismantling and removing the underlying asset, restoring the site on which it is located or restoring the underlying asset to the condition required by the terms and conditions of the lease.

Lease Liability

At the commencement date, a lessee shall measure the lease liability at the present value of the lease payments that are not paid at that date. The lease payments shall be discounted using the interest rate implicit in the lease, if that rate can be readily determined. If that rate cannot be readily determined, the lessee shall use the lessee’s incremental borrowing rate.

Short-term lease and leases of low-value assets

The Company has elected not to recognise right-of-use assets and lease liabilities for short-term leases that have a lease term of less than 12 months or less and leases of low-value assets. The Company recognises the lease payments associated with these leases as an expense on a straight-line basis over the lease term.

The election for short-term leases shall be made by class of underlying asset to which the right of use relates. A class of underlying asset is a grouping of underlying assets of a similar nature and use in Company’s operations. The election for leases for which the underlying asset is of low value can be made on a lease-by-lease basis.

17 Research and Development Expenditure

(i) Revenue expenditure on Research & Development is charged to the Statement of Profit and Loss of the year in which it is incurred.

However, expenditure incurred at development phase, where it is reasonably certain that outcome of research will be commercially exploited to yield economic benefits to the company is considered as intangible assets and accounted in the manner specified in Clause 3 (ii) above.

(ii) Capital expenditure incurred during the year on Research & Development is included under additions to property, plant and equipment''s.

18 Exceptional Items

When items of income and expense within statement of profit and loss from ordinary activities are of such size, nature or incidence that their disclosure is relevant to explain the performance of the enterprise for the period, the nature and amount of such material items are disclosed separately as exceptional items.

19 Segment Reporting

The Chief Operational Decision Maker monitors the operating results of its business Segments separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on profit and loss and is measured consistently with profit or loss in the financial statements.

The Accounting Policies adopted for segment reporting are in line with the Accounting Policies of the Company. Segment assets include all operating assets used by the business segments and consist principally of fixed assets, trade receivables and inventories. Segment liabilities include the operating liabilities that result from the operating activities of the business.

Segment assets and liabilities that cannot be allocated between the segments are shown as part of unallocated corporate assets and liabilities respectively. Income / Expenses relating to the enterprise as a whole and not allocable on a reasonable basis to business segments are reflected as unallocated corporate income / expenses.

20 Borrowing Costs

Borrowing costs are interest and other costs that the Company incurs in connection with the borrowing of funds and is measured with reference to the effective interest rate applicable to the respective borrowing. Borrowing costs that are directly attributable to the acquisition of an asset that necessarily takes a substantial period of time to get ready for its intended use are capitalised as part of the cost of that asset till the date it is put to use. Other borrowing costs are recognised as an expense in the period in which they are incurred. Borrowing costs also include exchange differences to the extent that are regarded as an adjustment to borrowing costs.

21 Foreign Exchange Transactions

(i) The financial statements of the Company are presented in Indian Rupee (INR), which is Company’s functional and presentation currency.

(ii) Foreign currency transactions are translated into the functional currency using exchange rate prevailing on the date of transaction. Monetary assets and liabilities are translated at rate of exchange prevailing at the reporting date. The difference arising on settlement or translation on account of fluctuation in the rate of exchange is dealt within the Statement of Profit and Loss.

(iii) Foreign exchange differences regarded as an adjustment to borrowing costs are presented in the Statement of Profit and Loss, as finance costs. All other foreign exchange gains and losses are presented in the Statement of Profit and Loss on a net basis within other gains / (losses).

(iv) Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates at the dates of the initial transactions.

22 Taxes on Income

Income tax expense comprises current and deferred tax and is recognized in the Statement of Profit and Loss except to the extent that it relates to items recognized directly in equity or in OCI.

(i) Current Tax

Current tax comprises the expected tax payable or receivable on the taxable income or loss for the year and any adjustment to the tax payable or receivable in respect of previous years. It is measured using tax rates enacted or substantively enacted at the reporting date.

(ii) Deferred Tax

Deferred tax is recognized in respect of temporary differences arising between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes.

Deferred tax assets are recognized for unused tax losses, unused tax credits and deductible temporary differences to the extent that it is probable that future taxable profits will be available against which they can be used. Deferred tax assets are reviewed at each reporting date and are reduced to the extent that it is no longer probable that the related tax benefit will be realized; such reductions are reversed when the probability of future taxable profits improves.

Unrecognized deferred tax assets are reassessed at each reporting date and recognized to the extent that it has become probable that future taxable profits will be available against which they can be used.

Deferred tax is measured at the tax rates that are expected to be applied to temporary differences when they reverse, using tax rates enacted or substantively enacted at the reporting date.

The measurement of deferred tax reflects the tax consequences that would follow from the manner in which the Company expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities."

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and when the deferred tax balances relate to the same taxation authority. Current tax assets and tax liabilities are off set where the Company has a legally enforceable right to offset and intends either to settle on a net basis, or to realize the asset and settle the liability simultaneously

23 Earnings Per Share

Basic Earnings per share is calculated by dividing the net profit / (loss) for the period attributable to the equity shareholders by the weighted average number of equity shares outstanding during the period. For the purpose of calculating diluted earnings per share, the net profit / (loss) for the period attributable to the equity shareholders and the weighted average number of equity shares outstanding during the period is adjusted for the effects of all dilutive potential equity shares.

24 Expected Credit losses and Impairment losses on investment

The Company reviews its carrying value of investments carried at amortised cost annually or more frequently when there is indication for impairment. If the recoverable amount is less than its carrying amount, the impairment loss is accounted for.

12 EQUITY SHARE CAPITAL (Contd.)

b) Terms/rights attached to equity shares

i) Equity shares:

The Company has only one class of equity shares having a par value of INR 2 each per share (PY INR 2 each per share). Each holder of equity shares is entitled to one vote per share. In the event of liquidation of the company the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

ii) Dividend:

The final dividend proposed by the Board of Directors is subject to the approval of the Shareholders in the ensuing Annual General Meeting. However, in case of interim dividend the profits are distributed based on approval of Board of Directors.

XXI Narrations

1 Analysis of Defined Benefit obligation

The numbers of members under the scheme have increased by 8.17%. Similarly, the total salary increased by 7.87% during the accounting period. The resultant liability at the end of the period over the beginning of the period has increased by 11.49 %

2 Expected rate of return basis

Scheme is not funded EORA is not Applicable

3 Description of Plan Assets and Reimbursement Conditions Not Applicable

4 Investment / Interest Risk

Since the scheme is unfunded the company is not exposed to Investment / interest Risk

5 Longevity Risk

The Company is not exposed to risk of the employess living longer as the benefit under scheme ceases on the employee separating from the employer for any reason.

6 Risk of Salary Increase

The company is exposed to higher liability if the future salaries rise more than assumption of salary escalation.

7 Discount Rate

The discount rate has increased from 7.29% to 7.10% and hence there is a decrease in liability leading to actuarial gain due to change in discount rate.

(i) Accounting classifications

The fair values of the financial assets and liabilities are determined at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.

The following methods and assumptions were used to estimate the fair values:

The carrying amounts of trade receivables, cash and cash equivalents, bank balances, short term deposits, trade payables, payables for acquisition of property, plant and equipment, short term loans from banks, financial institutions and other current financial assets and liabilities are considered to be the same as their fair values, due to their short-term nature.

40 FINANCIAL INSTRUMENTS : (Contd.)

(ii) Fair value measurements

The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:

Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities.

Level 2 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable.

Level 3 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable. The following table presents carrying value and fair value of financial instruments by categories and also fair value hierarchy of assets and liabilities measured at fair value :

41 FINANCIAL RISK MANAGEMENT

The Company is exposed to financial risks arising from its operations and the use of financial instruments. The Company has identified financial risks and categorised them in three parts viz.

(i) Credit Risk,

(ii) Liquidity Risk and

(iii) Market Risk.

Risk management framework

The Company’s board of directors has overall responsibility for the establishment and oversight of the Company’s risk management framework. The board of directors are responsible for developing and monitoring the Company’s risk management.

The Company’s risk management framework, are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company’s activities. The Company through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

(i) Credit Risk

Credit risk refers to the possibility of a customer and other counterparties not meeting their obligations and terms and conditions which would result into financial losses. Such risk arises mainly from trade receivables, other receivables, loans and investments. For other financial assets (including investments securities , cash and cash equivalents and derivatives), the Company minimise credit risk by dealing exclusively with high credit rating counterparties.

Credit risk is managed through internal credit control mechanism such as credit approvals, establishing credit limits and continuously monitoring the credit worthiness of customers to which the Company grants credit terms in the normal course of business. The Company establishes an allowance for doubtful debts and impairment that represents its estimate of incurred losses in respect of trade and other receivables, loans and advances. The maximum exposure to credit risk in case of all the financial instruments covered below is restricted to their respective carrying amount.

41 FINANCIAL RISK MANAGEMENT (Contd.)

Investments

The Company invests its surplus funds mainly in liquid schemes of mutual funds which carry no / low mark to market risks for short duration and therefore, does not expose the Company to credit risk. Such investments are made after reviewing the credit worthiness and market standing of such funds and therefore, does not expose the Company to credit risk. Such investments are monitored on a regular basis. (Contd.)

Loans and other financial assets

Loans and other financial assets includes other receivables, loans given and earnest money deposits/security deposits to customers, security deposits for premised taken on lease. This loans and deposits were made in continuation of business related activities and are made after review as per companies policy

Cash and cash equivalents

The cash and cash equivalents are held with banks with good credit ratings. Also, the Company invests its surplus funds in bank fixed deposits and liquid schemes of mutual funds, which carry no / low mark to market risks for short duration and therefore, does not expose the Company to credit risk.

Derivatives

The Forward/option contracts were entered into with banks having an investment grade rating and exposure to counterparties is closely monitored and kept within the approved limits.

Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company’s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation.

The Company maintains sufficient cash and cash equivalents, and internally generated cash flows to finance their activities, including maintaining the flexibility of funding through the use of credit facilities from banks. Management monitors this regularly to keep its liquidity risk to an appropriate level.”

a) Financing arrangements

The Company has an adequate fund and non-fund based limits lines with various banks. The Company’s diversified source of funds and strong operating cash flow enables it to maintain requisite capital structure discipline. The financing products include working capital loans like buyer’s credit loan, Packing credit Loans etc.

(iii) Market Risk

The risk that the fair value or future cash flows of financial instruments will fluctuate because of changes in market price. Market risk further comprises of

(a) Currency risk ,

(b) Interest rate risk and

(c) Commodity risk.”

a) Currency risk

The Company is exposed to currency risk mainly on account of its import payables, short term borrowings and export receivables in foreign currency. The major exposures of the Company are in U.S. dollars. The Company hedges its import foreign exchange exposure partly through exports and depending upon the market situations partly through options and forward foreign currency covers. The Company has a policy in place for hedging its foreign currency borrowings along with interest. The Company does not use derivative financial instruments for trading or speculative purposes.

b) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of fixed interest bearing investments because of fluctuations in the interest rates. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing investments will fluctuate because of fluctuations in the interest rates.

The Management is responsible for the monitoring of the Company’s interest rate position. Various variables are considered by the Management in structuring the Company’s borrowings to achieve a reasonable, competitive, cost of funding.

Exposure to interest rate risk

Company’s interest rate risk arises from borrowings. The interest rate profile of the Company’s interest bearing financial instruments as reported to the Management of the Company is as follows:

(iii) Commodity Risk Raw Material Risk

a. Petroleum Products Segment - Timely availability and also non-availability of good quality base oils from across the globe could negate the qualitative and quantitative production of the various products of the Company. Volatility in prices of crude oil and base oil is another major risk for this segment. The Company procures base oils from various suppliers scattered in different parts of the world. The Company tries to enter into long term supply contracts with regular suppliers and at times buys the base oils on spot basis.

Capital management

The Company’s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Management monitors the return on capital as well as the level of dividends to ordinary shareholders.

Offsetting arrangements Derivatives

The Company enters into derivative contracts for hedging foreign exchange exposures. Agreements with derivative counterparties are based on an ISDA Master Agreement. Under the terms of these arrangements, only where certain credit events occur (such as default), the net position owing | receivable to a single counterparty in the same currency will be taken as owing and all the relevant arrangements terminated. As the company does not presently have a legally enforceable right of set-off, these amounts have not been offset in the Balance Sheet.

46 IND AS 115 - REVENUE FROM CONTRACTS WITH CUSTOMERS (i) Disaggregated revenue

The chief operational decision maker monitors the operating results of its Business Segments separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on Profit or Loss and is measured consistently with profit or loss in the financial statements. Operating segments have been identified on the basis of nature of products / services.

The company uses the same operating segment information for reporting purposes in all its communication to various stakeholders i.e. annual report, investor presentations

(iii) Remaining performance obligations

The aggregate amount of the transaction price allocated to the performance obligations that are unsatisfied (or partially unsatisfied) as of the end of the reporting period are having performance obligations, which are a part of the contracts that has an original expected duration of one year or less. Hence, the company has applied practical expedient as per Para 121 of the Ind As 115 in regards to remaining performance obligations.

47 DIVIDEND INCOME

During the year ended March, 31, 2024, the company has earned dividend from a foreign subsidiary - Texol Lubritech FZC amounting to INR 67.62 million. Dividend earned @AED 6000 per share on 501 shares of AED1 each.

The Dividend Declared by Texol Lubritech FZC on April 9, 2023 AED 3.00 Million on 1000 Shares of AED 1 each 1000 each @AED 3000 per share and received by the company on 501 shares INR 33.54 million on May 10, 2023.

The Dividend Declared by Texol Lubritech FZC on March 18, 2024 AED 3.00 Million on 1000 Shares of AED 1 each 1000 each @AED 3000 per share and receivable by the company on 501 shares INR 34.08 million on March 31, 2024.

50 SHARE ISSUE EXPENSE/ UTILISATION OF IPO PROCEEDS

The Company has completed its Initial Public Offer (IPO) of 2,96,26,732 equity shares of face value of H2 each at an issue price of H169 per share (including a share premium of H167 per share). The issue comprised of a fresh issue of 1,78,69,822 equity shares aggregating to H3,020 Million and offer for sale of 1,17,56,910 equity shares by selling shareholders aggregating to H1,986.92 Million. Pursuant to the IPO, the equity shares of the Company were listed on National Stock Exchange of India Limited (NSE) and BSE Limited (BSE) on November 3O, 2O23.

The total IPO expenses incurred of H80.93 Millions (H235.28 Million incurred less H154.35 Million being recovered from existing shareholders to the the extent of shares offered for sale by existing sharesholders) (excluding taxes) till March 31,2024 has been adjusted against securities premium (Refer Note 13)

The Company has received an amount of H3,020.00 million (Net Proceeds H2,785.38 million) from proceeds out of fresh issue of equity shares. The utilisation of IPO proceeds is summarised as under:

51 TEXOL OILS FZC - JOINT VENTURE COMPANY

During the previous year ended March 31, 2023, the Company has incorporated a Joint Venture company i.e. Texol Oils FZC on 10^th January 2023 for dealing in Grease & Lubricants Manufacturing, Grease and Lubricants Blending, Beauty and Personal Care Requisities Manufacturing, Refining and Blending of Petroleum Products, Petrochemicals & Lubricants Import/Export/Storage/Trading of Petroleum Products, Petrochemicals &, Lubricants and Import/Export/Storage/Trading of Petroleum Products, Petrochemicals, Lubricants & Grease, Trading Refined Oil Producrs and as more particularly described in, and subject to, the License issued by the Hamriyah Free Zone Authority The said company is yet to commence the business.

52 EMPLOYEE STOCK OPTION PLAN

A The Company has granted stock options under the employee stock option schemes for certain employees of the Company In accordance with the term of the share option scheme, as approved by shareholders at meeting held on 16^th Feb 2023, employee with a pre defined grade may be granted option to purchase equity shares. Each share option converts into one equity share of the company on exercise.

No amounts are paid or payable by the recipient on receipt of the option. The Options carry neither rights to dividends nor voting rights. Options may be exercised as per vesting schedule from the date of grant. The Fair value of the share options is estimated at the grant date using a Black Schole Pricing Model, taking into account the terms and conditions upon which the share options are granted. However, the above performance condition is only considered in determining the number of instruments that will ultimately vest. There are no cash settlement alternatives.

53 OTHER STATUTORY DISCLOSURES

(i) The Company do not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property

(ii) The Company have not traded or invested in Crypto currency or Virtual Currency during reporting periods.

(iii) The Company does not have any transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961)

(iv) The Company have not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

(a) 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

53 OTHER STATUTORY DISCLOSURES (Contd.)

(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries

(v) The Company have not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

(a) 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

(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,

(vi) The Company does not have any borrowings from banks and financial institutions that are used for any other purpose other than the specific purpose for which it was taken at the reporting balance sheet date.

(vii) The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017.

(viii) The Company is not declared as a wilful defaulter by any bank or financial institution or other lender during the reporting period.

(ix) Section 8 of the Companies Act, 2013 companies are required to disclose grants or donations received during the year. Since, the Company is not covered under Section 8 of the Companies Act, 2013, the said disclosure is not applicable.

(x) There are no scheme of arrangements which have been approved by the Competent Authority in terms of sections 230 to 237 of the Companies Act, 2013 during the reporting periods

(xi) During the reporting periods, the Company does not have any loans or advances in the nature of loans either repayable on demand or without specifying any terms or period of repayment granted to promoters, directors, KMPs and related parties as per the definition of Companies Act, 2013.

(xii) The Company has not identified any transactions or balances in any reporting periods with companies whose name is struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.

(xiii) There are no charge or satisfaction yet to be registered with ROC beyond the statutory period by the company

54 EVENTS AFTER REPORTING PERIOD

No significant adjusting event occurred between the balance sheet date and date of the approval of these financial statements by the Board of Directors of the company requiring adjustment or disclosure.

55 Previous year’s figures have been regrouped/ reclassified wherever necessary to correspond with the current year’s classification/ disclosure.

56 All amounts disclosed in the financial statements and notes have been rounded off to the nearest million as per the requirements of Schedule III, unless otherwise stated.

As per our report of even date attached For and on behalf of the Board of Gandhar Oil Refinery (India) Limited

For Kailash Chand Jain & Co

Chartered Accountants Ramesh Parekh

Firm Registration No: 112318W Chairman & Managing Director

DIN: 01108443

Saurabh Chouhan Samir Parekh Aslesh Parekh

Partner Joint Managing Director Joint Managing Director

Membership No. : 167453 DIN: 02225839 DIN: 02225795

Jayshree Soni Indrajit Bhattacharyya

Place : Mumbai Place : Mumbai Company Secretary Chief Financial Officer

Date : May 22, 2024 Date : May 22, 2024 Membership No.06528

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Mar 31, 2023

The Company''s investment properties consist of 3 properties in India as on March, 31 2023. The company has purchased 1 property during the previous year. The management has determined that the investment property consists of two class of assets - Free hold Land and building - based on the nature, characteristics and risks of each property.

The Company has no restriction on the realisability of its investment properties and no contractual obligations to purchase, construct or develop investment properties or for repairs, maintenance and enhancements.

The fair valuation is based on current prices in the active market for similar properties. The main input used are quantum, area, location, demand, age of building and trend of fair market rent in the location of the property.

The fair value is based on valuation performed by an accredited independent valuer. Fair valuation is based on replacement cost method. The fair value measurement is categorised in level 2 fair value hierarchy.

Refer Note 14 & 18 on Long term Borrowing and short term Borrowings for amounts of restrictions on the title and Investment properties pledged as securities.

a) The Company has leasing arrangements for its office premises -head office and certain plots . Non-cancellable period for those lease arrangements vary. The Company pays lease charges as fixed amount as per the respective lease agreements. In respect of Ind AS 116 -Leases, the Company has adopted modified retrospective method under which the cumulative effect of initial application is recognized in retained earnings at 1st April 2019. Right-of-use asset is measured, on a lease by lease basis, at carrying amount assuming the standard is applied since the commencement date. Discounting to arrive the value of asset is done based on the incremental borrowing rate at the date of initial application.

The Company has leasing arrangements for its various commercial premises (other than mentioned above). Non-cancellable period for those leasing arrangements are less than 12 months and the Company elected to apply the recognition exemption for short term and leases for which the underlying assets is of low value. The lease amount is charged as rent.

b) Terms/rights attached to equity shares

i) Equity shares:

The Company has only one class of equity shares having a par value of INR 2 each per share (P.Y. INR 10 each per share). Each holder of equity shares is entitled to one vote per share. In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

ii) Dividend:

The final dividend proposed by the Board of Directors is subject to the approval of the Shareholders in the ensuing Annual General Meeting. However, in case of interim dividend the profits are distributed based on approval of Board of Directors.

1 Securities premium: The amount received in excess of face value of the equity shares is recognised in Securities Premium. It can be utilized in accordance with the provisions of the Act, to issue bonus shares, to provide for premium on redemption of shares or debentures, write-off equity related expenses like underwriting costs etc.

2 General Reserve : The Company has transferred a portion of the net profit of the Company before declaring dividend to general reserve pursuant to the earlier provisions of Companies Act, 1956. Mandatory transfer to general reserve is not required under the Companies Act, 2013. It includes '' 200.81 Million transferred from Revaluation Reserve on first time adoption of Ind-AS

3 Retained Earnings : Retained earnings are the profits that the Company has earned till date, less any transfers to general reserve, dividends or other distributions paid to shareholders.

Securities Offered:

The said term loans are secured by exclusive first pari passu charge on fixed assets funded and collaterally secured by :-

i) Equitable mortgage of Land & Building of the Company,

ii) Equitable mortgage of certain premises belonging to the directors and their relatives, and

iii) Personal guarantee of certain directors and their relatives and corporate guarantee of certain concerns belonging to them.

a) Working capital loans from banks are secured by first pari passu charge on all fixed assets (excluding specific fixed assets financed by term loans) and current assets of the company and are also collaterally secured by :-

i) Equitable mortgage of Land & Building of the Company,

ii) Equitable mortgage of certain premises belonging to the directors and their relatives, and

iii) Personal guarantee of certain directors and their relatives and corporate guarantee of certain concern belonging to them.

Note	: 32	Contingent liabilities Claim against the company not acknowledged as debts		('' in Million)
S.	Particulars		As at	As at
No.			March 31, 2023	March 31, 2022
a	1	Outstanding Letters of Credit	1,658.09	2,372.24
	2	Guarantees issued by Bank	532.08	364.68
	3	Duty Saved on Export obligation against advance authorization licenses issued by Director General of Foreign Trade.	22.73	84.13
	4	Demand raised by Central Excise Authorities contested by Company. (Net of payment)	0.99	0.99
	5	Demand raised by Sales Tax Authorities contested by Company. ( Net of payment )	29.90	44.10
	6	Demand raised by Custom Authorities contested by Company (Net of payment)	407.82	407.82
	7	Demand raised by Income Tax Authorities contested by Company (Net of payment)	-	-
b)		Corporate Guarantees Corporate Guarantee given by Company to Bank for loan given to Texol Lubritech FZC.	1,014.72	938.16
		Total	3,666.33	4,212.13

Note

1 The Company has reviewed all its pending litigations and proceedings and has adequately provided for where provisions are required and disclosed as contingent liabilities where applicable, in its financial statements. The Company does not expect the outcome of these proceedings to have a materially adverse effect on its financial results.

2 It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above pending resolution of the respective proceedings as it is determinable only on receipt of judgements/decisions pending with various forums/authorities.

3 Details of Guarantee given covered under Section 186 (4) of the Companies Act, 2013:

4 Guarantee given by Company to a Bank for loan given to Texol Lubritech FZC. The loan is obtained by Subsidiary/Joint Venture for business purpose.

Note 33 Commitments
(i)	Capital Commitments				('' in Million)
	Particulars		As at		As at
			March 31, 2023		March 31, 2022
	Estimated amount of contracts remaining to be executed on capital accounts and not
	provided for (net of advances)		25.17		106.32
			25.17		106.32
Note 34 Employee Benefits
(i)	Defined Contribution Plan
	The Company has recognized the following amounts in the Statement of Profit and Loss towards its liability to Defined Contribution
	Plans:-				('' in Million)
Sr.	Particulars	For the year ended		For the year ended
No.		March 31, 2023		March 31, 2022
1	Provident Fund		8.71		6.91
2	Employee State Insurance Fund		0.14		0.18
3	Labour Welfare Fund		0.00		0.00
	Total	8.85		7.09

XXI Narrations

1 Analysis of Defined Benefit obligation

The numbers of members under the scheme have increased by 12.50%. Similarly, the total salary increased by 9.74% during the accounting period. The resultant liability at the end of the period over the beginning of the period has increased by 11.39 %

2 Expected rate of return basis

Scheme is not funded EORA is not Applicable

3 Description of Plan Assets and Reimbursement Conditions

Not Applicable

4 Investment / Interest Risk

Since the scheme is unfunded the company is not exposed to I nvestment / interest Risk

5 Longevity Risk

The Company is not exposed to risk of the employess living longer as the benefit under scheme ceases on the employee separating from the employer for any reason.

6 Risk of Salary Increase

The company is exposed to higher liability if the future salaries rise more than assumption of salary escalation.

7 Discount Rate

The discount rate has increased from 6.85% to 7.29% and hence there is a decrease in liability leading to actuarial gain due to change in discount rate.

37 Segmental Reporting

A) Primary Segment reporting (by business segment):

i. The company has sold its coal business on Slump Sale basis on March 30, 2022. Therefore segment reporting is not applicable. The company had identified Business Segment as the Primary Segment till March 30, 2022. Segments had been identified taking into account the nature of the products, differing risks and returns, organizational structure and internal reporting system.

iiComposition of the business segment till March 30, 2022

iii) Information about Primary Segment are as follows :- *The company has sold its coal business on Slump Sale basis on March 30, 2022 therefore it is not a reportable segment on March 31, 2023

iv) Segment Revenue, Segment Results, Segments Assets and Segment Liabilities includes the respective amounts identifiable to each of the Segments and also amounts allocated on a reasonable (estimated) basis, if any.

‘Effective April 1, 2019, the company adopted IND AS 116 - Leases. Company applied IND AS 116 using modified retrospective approach, under which the cumulative effect of initial application is recognized in retained earnings at April 1, 2019.

Refer Note2(16) for accounting policies adopted by Company for its leases.

The Company has applied paragraph 6 of IND AS 116; for accounting of Short term leases having lease period of less than 12 months and leases for which the underlying assets if of low value.

Lease payments associated with these leases are accounted either on straight line basis over the lease term or another systemic basis which is more representative of the lease payment pattern.

Note 40 Financial Instruments : Accounting classifications and fair value measurements (I) Accounting classifications

The fair values of the financial assets and liabilities are determined at the amount at which the instrument could be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale.The following methods and assumptions were used to estimate the fair values:

The carrying amounts of trade receivables, cash and cash equivalents, bank balances, short term deposits, trade payables, payables for acquisition of property, plant and equipment, short term loans from banks, financial institutions and other current financial assets and liabilities are considered to be the same as their fair values, due to their short-term nature.

(ii) Fair value measurements

The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique: Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities.

Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable.

Level 3 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.

Note 41 Financial Risk Management:

The Company is exposed to financial risks arising from its operations and the use of financial instruments. The Company has identified financial risks and categorised them in three parts viz. (i) Credit Risk, (ii) Liquidity Risk and (iii) Market Risk.

Risk management framework

The Company''s board of directors has overall responsibility for the establishment and oversight of the Company''s risk management framework. The board of directors are responsible for developing and monitoring the Company''s risk management. The Company''s risk management framework, are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. Risk management policies and systems are reviewed regularly to reflect changes in market conditions and the Company''s activities. The Company, through its training and management standards and procedures, aims to maintain a disciplined and constructive control environment in which all employees understand their roles and obligations.

(i) Credit Risk

Credit risk refers to the possibility of a customer and other counterparties not meeting their obligations and terms and conditions which would result into financial losses. Such risk arises mainly from trade receivables, other receivables, loans and investments. For other financial assets (including investments securities , cash and cash equivalents and derivatives), the Company minimise credit risk by dealing exclusively with high credit rating counterparties.

Credit risk is managed through internal credit control mechanism such as credit approvals, establishing credit limits and continuously monitoring the credit worthiness of customers to which the Company grants credit terms in the normal course of business. The Company establishes an allowance for doubtful debts and impairment that represents its estimate of incurred losses in respect of trade and other receivables, loans and advances. The maximum exposure to credit risk in case of all the financial instruments covered below is restricted to their respective carrying amount."

Investments

The Company invests its surplus funds mainly in liquid schemes of mutual funds which carry no / low mark to market risks for short duration and therefore, does not expose the Company to credit risk. Such investments are made after reviewing the credit worthiness and market standing of such funds and therefore, does not expose the Company to credit risk. Such investments are monitored on a regular basis.

Loans and other financial assets

Loans and other financial assets includes other receivables, loans given and earnest money deposits/security deposits to customers, security deposits for premised taken on lease. This loans and deposits were made in continuation of business related activities and are made after review as per companies policy.

Cash and cash equivalents

The cash and cash equivalents are held with banks with good credit ratings. Also, the Company invests its surplus funds in bank fixed deposits and liquid schemes of mutual funds, which carry no / low mark to market risks for short duration and therefore, does not expose the Company to credit risk.

Derivatives

The Forward/option contracts were entered into with banks having an investment grade rating and exposure to counterparties is closely monitored and kept within the approved limits.

(ii) Liquidity risk

Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset. The Company''s approach to managing liquidity is to ensure, as far as possible, that it will have sufficient liquidity to meet its liabilities when they are due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company''s reputation.The Company maintains sufficient cash and cash equivalents, and internally generated cash flows to finance their activities, including maintaining the flexibility of funding through the use of credit facilities from banks. Management monitors this regularly to keep its liquidity risk to an appropriate level."

a) Financing arrangements

The Company has an adequate fund and non-fund based limits lines with various banks. The Company''s diversified source of funds and strong operating cash flow enables it to maintain requisite capital structure discipline. The financing products include working capital loans like buyer''s credit loan, Packing credit Loans etc.

b) Maturities of financial liabilities

The amounts disclosed in the table are the contractual undiscounted cash flows

(iii) Market Risk

The risk that the fair value or future cash flows of financial instruments will fluctuate because of changes in market price. Market risk further comprises of (a) Currency risk , (b) Interest rate risk and (c) Commodity risk.

a) Currency risk

The Company is exposed to currency risk mainly on account of its import payables, short term borrowings and export receivables in foreign currency. The major exposures of the Company are in U.S. dollars. The Company hedges its import foreign exchange exposure partly through exports and depending upon the market situations partly through options and forward foreign currency covers. The Company has a policy in place for hedging its foreign currency borrowings along with interest. The Company does not use derivative financial instruments for trading or speculative purposes.

A reasonably possible strengthening / (weakening) of the Indian Rupee against the foreign currencies at March 31 would have affected the measurement of financial instruments denominated in foreign currencies and affected equity and profit or loss by the amounts shown below. This analysis assumes that all other variables, in particular interest rates, remain constant and ignores any impact of forecast sales and purchases.

b) Interest rate risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. Interest rate risk can be either fair value interest rate risk or cash flow interest rate risk. Fair value interest rate risk is the risk of changes in fair values of fixed interest bearing investments because of fluctuations in the interest rates. Cash flow interest rate risk is the risk that the future cash flows of floating interest bearing investments will fluctuate because of fluctuations in the interest rates.

The Management is responsible for the monitoring of the Company''s interest rate position. Various variables are considered by the Management in structuring the Company''s borrowings to achieve a reasonable, competitive, cost of funding.

Fair value sensitivity analysis for fixed-rate instruments

The Company does not account for any fixed-rate financial assets or financial liabilities at fair value through profit or loss. Therefore, a change in interest rates at the reporting date would not affect profit or loss.

Cash flow sensitivity analysis for variable-rate instruments

A reasonably possible change of 25 basis points in interest rate would have resulted in variation in the interest expense for the Company by the amounts indicated in the table below. This analysis assumes that all other variables, in particular foreign currency exchange rates, remain constant. This calculation also assumes that the change occurs at the balance sheet date and has been calculated based on risk exposures outstanding as at that date. The year end balances are not necessarily representative of the average debt outstanding during the period.

Cash flow sensitivity analysis for variable-rate instruments

A reasonably possible change of 25 basis points in interest rates at the reporting date would have increased / (decreased) profit or loss by the amounts shown below. The indicative 25 basis point (0.25%) movement is directional and does not reflect management forecast on interest rate movement.

(iii) Commodity Risk Raw Material Risk

a. Petroleum Products Segment - Timely availability and also non-availability of good quality base oils from across the globe could negate the qualitative and quantitative production of the various products of the Company. Volatility in prices of crude oil and base oil is another major risk for this segment. The Company procures base oils from various suppliers scattered in different parts of the world. The Company tries to enter into long term supply contracts with regular suppliers and at times buys the base oils on spot basis.

Capital management

The Company''s policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence and to sustain future development of the business. Management monitors the return on capital as well as the level of dividends to ordinary shareholders.

(i) Debt Equity RatioThe Company monitors capital using debt equity ratio. The Company’s debt to equity ratios are as follows:Offsetting arrangements Derivatives

The Company enters into derivative contracts for hedging foreign exchange exposures. Agreements with derivative counterparties are based on an ISDA Master Agreement. Under the terms of these arrangements, only where certain credit events occur (such as default), the net position owing | receivable to a single counterparty in the same currency will be taken as owing and all the relevant arrangements terminated. As the company does not presently have a legally enforceable right of set-off, these amounts have not been offset in the Balance Sheet.

(1) The Kamlaben Babulal Charitable Trust formed in the year 2002 by the promoter of Gandhar Oil Refinery (India) Ltd is a related party. For the year ending March 31, 2023, the Company has made contributions to Kamlaben Babulal Charitable Trust to fulfil its corporate social responsibilities. The trust was established to grant aids and make donations to schools, colleges etc.

* The unspent amount has been transferred to unspent CSR account within 30 days from the end of the financial year, in accordance with the Companies Act, 2013 read with the CSR Amendment Rules.

46 IND AS 115 - Revenue from Contracts with Customers (i) Disaggregated revenue

The chief operational decision maker monitors the operating results of its Business Segments separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on Profit or Loss and is measured consistently with profit or loss in the financial statements. Operating segments have been identified on the basis of nature of products / services.

The company uses the same operating segment information for reporting purposes in all its communication to various stakeholders i.e. annual report, investor presentations

(iii) Remaining performance obligations

The aggregate amount of the transaction price allocated to the performance obligations that are unsatisfied (or partially unsatisfied) as of the end of the reporting period are having performance obligations, which are a part of the contracts that has an original expected duration of one year or less. Hence, the company has applied practical expedient as per Para 121 of the Ind As 115 in regards to remaining performance obligations.

47 Sale of Overseas Subsidiary Company - Gandhar Oil & Energy DMCC to Gandhar Coals and Mines Private Limited

During the previous year, the parent Company has sold its wholly owned overseas subsidiary Gandhar Oil & Energy (DMCC) to Gandhar Coals & Mines Private Limited vide Sale Purchase agreement dated March 30, 2022 by way of transfer of 2000 ordinary shares of AED 1000 each at a consideration of ? 55.61 million. For this purpose, the valuation of the shares of DMCC has been computed on a fair market value (FMV) basis on February 22, 2022 reported as under:

48 Dividend Income

During the year ended March 31, 2023, the company has received dividend from a foreign subsidiary - Texol Lubritech FZC amounting to INR 16.63 million. Dividend received @AED 1500 per share on 501 shares of AED1 each.The Dividend Declared by Texol Lubritech FZC on November 2, 2022 AED 1.50 Million on 1000 Shares of AED 1 each 1000 each @AED 1500 per share and received by the company on 501 shares INR 16.63 million on November 17, 2022.

During the previous year ended March 31,2022, the company has received dividend from a wholly owned foreign subsidiary - Gandhar Oil and Energy DMCC amounting to INR 447.36 million. Dividend received @usd 3000 per share on 2000 shares of AED1 each.The Dividend Declared by Gandhar Oil and Energy DMCC on September 15, 2021 USD 3.20 Million on 2000 Shares of AED 1 each 1000 each @USD 1600 per share and received by the company INR 237.17 million on November 8, 2021.The Dividend Declared by Gandhar Oil and Energy DMCC on October 4, 2021 USD 2.80 Million on 2000 Shares of AED 1 each 1000 each @ USD 1400 per share and received by the company INR 210.20 million on November 29, 2021.

49 Disclosure regarding loans given, investments made and guarantee given pursuant to section 186(4) of the Companies Act, 2013:-

a) Loan Given - Refer note no.5

b) Investments made - Refer note no.4

c) Guarantee given - Refer note no.32 (b) & 35 (C)

50 Texol Lubritech FZC - Subsidiary from Joint venture

During the previous year on March 30,,2022, the Company acquired one share of Texol Lubritech FZC, Sharjah, UAE, a joint Venture Company from ESPE Petrochemicals FZC, its joint venture partner. The effect of acquisition of one share from ESPE Petrochemicals FZC has resulted into Texol Lubritech FZC now being a partly owned subsidiary of the Company whereby the shareholding of the Company will increase from 50% to 50.10% at an additional consideration of ? 0.72 million.

51 Exceptional Items - Sale of Coal Business on Slump sale basis

During the previous year and/or effective from March 31,2022, the Company has divested its 100% stake in its Coal business segment, to sell its coal business as a Going Concern on slump sale basis by entering into Business Transfer Agreement dated March 30, 2022 with Gandhar Coals & Mines Private Limited for a consideration of ? 40.36 million and recognized a gain of ? 5.10 million which has been disclosed as an exceptional item.

* Total Debt = Non-Current Borrowings Current Borrowings

** EBITDA = Net Profit Before Tax Depreciation and Amortisation Finance cost - Other Income; Finance cost Principal Repayment of Term Loan

*** Cost of Goods Sold = Cost of Materials Consumed Purchases of Stock-in-Trade Changes in Inventories; Average Inventory = (Opening Inventory Closing Inventory)/2

Credit Sales of Products and Services = Sale of Products and Services - (% of Advances to Trade Receivables*Sale of Products and Services); Average Trade Receivables = (Opening Trade Receivables Closing Trade Receivables)/2

Credit Purchases = Purchase of Raw Materials on credit included in Cost of Materials Consumed Purchase of Stock-in-Trade Other Purchases; Average Trade Payables = (Opening Trade Payables Closing Trade Payables)/2

Net Worth = Total Equity

EBIT = Net Profit before Tax Finance Cost - Other Income; Capital Employed = Average of (Total Equity Total Non-Current Liabilities)

Note on reason for change of more than 25% in Ratios :

b) Debt- Equity Ratio There is more than 25% decrease from March, 2022 to March, 2023 mainly due to company availed less working capital facilities

53 Share issue expense

During the year ended March 31,2023 the Company has filed Draft Red Herring Prospectus with SEBI in connection with the proposed issue of Equity Shares of the Company by way of fresh issue and/ or an offer for sale by the existing shareholders. Accordingly, expenses incurred by the Company aggregating to '' 55.14 Mn in connection with filing of Draft Red Herring Prospectus have been shown under Other current assets. The same will be partly adjusted towards the securities premium account and partly recoverable from the existing shareholders (to the extent of shares offered for sale by existing shareholders, the expenses incurred by the Company for the proposed issue are recoverable from them) as per the provisions of the Companies Act, 2013. However, the actual number/proportion of shares to be offered for sale being not known to the Company as at March 31,2023 the same has not been bifurcated and is included in Other current assets.

54 Texol Oils FZC - Associate Company

The Company has incorporated an associate company i.e. Texol Oils FZC on 10th January, 2023 for dealing in Grease & Lubricants Manufacturing, Grease and Lubricants Blending, Beauty and Personal Care Requisities Manufacturing, Refining and Blending of Petroleum Products, Petrochemicals & Lubricants Import/Export/Storage/Trading of Petroleum Products, Petrochemicals &, Lubricants and Import/Export/Storage/Trading of Petroleum Products, Petrochemicals, Lubricants & Grease, Trading Refined Oil Producrs and as more particularly described in, and subject to, the License issued by the Hamriyah Free Zone Authority.The said associate is yet to commence the business.

55 Other Statutory Disclosures

(i) The Company do not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.

(ii) The Company have not traded or invested in Crypto currency or Virtual Currency during reporting periods.

(iii) The Company does not have any transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961)

(iv) The Company have not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

(a) 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

(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries

(v) The Company have not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Company shall:

(a) 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

(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,

(vi) The Company does not have any borrowings from banks and financial institutions that are used for any other purpose other than the specific purpose for which it was taken at the reporting balance sheet date.

(vii) The Company has complied with the number of layers prescribed under clause (87) of section 2 of the Act read with Companies (Restriction on number of Layers) Rules, 2017.

(viii) The Company is not declared as a wilful defaulter by any bank or financial institution or other lender during the any reporting period.

(ix) Section 8 of the Companies Act, 2013 companies are required to disclose grants or donations received during the year. Since, the Company is not covered under Section 8 of the Companies Act, 2013, the said disclosure is not applicable.

(x) There are no scheme of arrangements which have been approved by the Competent Authority in terms of sections 230 to 237 of the Companies Act, 2013 during the reporting periods

(xi) During the reporting periods, the Company does not have any loans or advances in the nature of loans either repayable on demand or without specifying any terms or period of repayment granted to promoters, directors, KMPs and related parties as per the definition of Companies Act, 2013.

(xii) The Company has not identified any transactions or balances in any reporting periods with companies whose name is struck off under section 248 of the Companies Act, 2013 or section 560 of Companies Act, 1956.

(xiii) There are no charge or satisfaction yet to be registered with ROC beyond the statutory period by the company.

56 Events after reporting period

No significant adjusting event occurred between the balance sheet date and date of the approval of these financial statements by the Board of Directors of the company requiring adjustment or disclosure.

57 Previous year''s figures have been regrouped/ reclassified wherever necessary to correspond with the current year''s classification/ disclosure.

58 All amounts disclosed in the financial statements and notes have been rounded off to the nearest million as per the requirements of Schedule III, unless otherwise stated.