Hindustan Petroleum Corporation Ltd

DEAR MEMBERS,

On behalf of the Board of Directors, it gives me immense pleasure in presenting this Report on the performance of your Corporation for the financial year ended March 31, 2025.

Financial Year 2024 - 25 has been a year of resilient operational performance, resulting in record throughput and sales volumes. During the year, your Corporation has accelerated on its project execution and further advanced its sustainability and energy transition agenda, alongside strengthening core business infrastructure.

During the year, your Corporation achieved its highest-ever refinery throughput of 25.27 millon metric tonne (MMT), representing a robust 13.2% increase over the previous year. This operational achievement was further complemented by record-breaking sales of 49.82 MMT, reflecting an impressive growth of 6.4% over the previous year. The strong operational performance has translated into a Standalone Profit After Tax of 3 7,365 Crore, despite absorption of 3 10,796 Crore under-recovery on LPG (Domestic) sales during the financial year 2024-25.

* Previous year figures are restated pursuant to issuance of Bonus Shares.

# As per Ind AS

Your Corporation has achieved a Gross Sales of 3 4,64,246.96 Crore in the financial year 2024-25 as compared to 3 4,59,815.32 Crores in the financial year 2023-24 on a standalone basis.

Your Corporation has reported Earnings before Interest, Tax, Depreciation & Amortization (EBITDA) of 3 19,022.39 Crore in the financial year 2024-25 as against 3 27,221.16 Crore in the financial year 2023-24 and Profit/(Loss) for the year (PAT) of 3 7,364.86 Crore in the financial year 2024-25 as against 3 14,693.83 Crore in the financial year 2023-24 on a standalone basis.

The Board of Directors after taking into account the Financial Results of the Corporation for the financial year 2024-25, have recommended a final dividend of 3 10.50 per share [totaling to 3 2,234.21 Crore], which is out of profits earned during the year. For the financial year 2023-24, your Corporation has paid an interim dividend of 3 15/- per share, and a final dividend of 3 16.50/- per share (pre-bonus) [311/- per share, post-bonus], together totaling to 3 4,468.42 Crore.

Consequent to the approval of shareholders through postal ballot on June 11, 2024, the Corporation has issued 70,92,74,172 bonus equity shares in the ratio of one equity share of 3 10/- each for every two equity shares of 3 10/- each held on the record date. Consequently, the paid-up share capital increased from 3 1,418.55 Crore to 3 2,127.82 Crore.

Your Corporation has generated Internal Resources (net of dividend payout) of 3 11,704.17 Crore during the financial year 2024-25 as compared to 3 22,028.67 Crore during the financial year 2023-24 on a standalone basis.

Your Corporation has contributed a sum of 3 1,05,195.53 Crore to the exchequer during the financial year 2024-25 by way of duties and taxes, as compared to 3 97,989.87 Crore during the financial year 2023-24 on a standalone basis.

In the financial year 2024-25, HPCL Mumbai and Visakh Refineries demonstrated exceptional performance in their refining operations, showcasing an impressive improvement. A significant milestone was achieved by the refineries, as they recorded the highest ever Crude throughput of 25.27 million metric tonnes (MMT). Throughput exceeded the design capacity in both the refineries and registered an average capacity utilization of 108.9% in spite of turnarounds in both Mumbai and Visakh Refineries. Visakh Refinery achieved its highest-ever annual crude throughput of 15.31 MMT and Mumbai Refinery also achieved its highest-ever annual crude throughput of 9.96 MMT. These exceptional accomplishments was possible due to continued robust refinery reliability and contributed to highest-ever production of MS, HSD, LPG, ATF & Bitumen during the fiscal year.

The ability of Refineries to adapt became exceptionally strong as we embraced new opportunity crude oil and processed 8 new grades of crude oil for the first time. This is the most number of new crude oil processed in a year surpassing 7 new crude grades processed during 2023-24.

During the financial year, 20 new grades were added to the Corporation's crude oil basket, which now includes 178 grades from various regions in the world such as West Africa, Middle East, North America, South America, Mediterranean, North Sea, Far East, Russia and India.

The units commissioned under Visakh Refinery Modernization Project (VRMP) have achieved their design capacities and have helped to enhance product availability and energy security in the region.

First of its kind in India, Residue Upgradation Facility (RUF), with installed capacity of 3.55 MMTPA is mechanically completed and is at advanced stage of commissioning. The project is one of the largest and most energy efficient residue hydrocracker units in the world. This will be the first unit in the world using LC-MAX technology which enables highest conversion of bottoms, thereby improving Gross Refining Margin (GRM) for the Refinery on full capacity of 15 MMTPA.

The successful commissioning of unique parallel hydrotreating of VGO in Diesel Hydro Treating unit of Mumbai Refinery enabled increased MS production from the refinery. To maximise MS production at Visakh Refinery, existing Naphtha Isomerisation

Unit (NIU) revamp for capacity and RON improvement is under implementation.

As part of its strategic focus on expanding value added products, Mumbai Refinery has successfully demonstrated the production of De-Aromatised Kerosene (DAK) solvents using the HPCL Green R&D Centre (HPGRDC) HP-DAK Technology. In line with its committment to sustainability and innovation, the refinery is also implementing a project to produce environment friendly Rubber Process Oil (RPO) through HPGRDC's developed Treated Distillate Aromatic Extract (TDAE) technology. Additionally,a dedicated project for the production of pharmaceutical-grade Hexane is currently under implementation at the Refinery. In order to meet the increased demand of lube oils, Lube Modernization & Bottom Upgradation Project has been taken up in Mumbai Refinery. This project would increase the LOBS Production from current 475 KTPA to 764 KTPA with production of superior grade group II+ and group III LOBS and Bitumen Production by 487 KTPA.

To further enhance fuel products sufficiency and to meet the growing petrochemical demand, India's first integrated Grassroot Refinery cum Petrochemical complex is being set up by HPCL Rajasthan Refinery Limited (HRRL), a joint venture company between HPCL and the Government of Rajasthan, at Pachpadra in Balotra district of Rajasthan. HRRL Refinery cum Petrochemical Complex boasts of having highest Petrochemical Intensity Index of 26 % in India. The construction of all Process Units is progressing in full swing. Refinery units are expected to be progressively commissioned during the next financial year 2025-26.

The completion of these projects and new business initiatives will mark a significant step in optimizing the refining processes, versatility and capacity to meet diverse market demands, reducing the environmental footprint, and fulfilling the national priorities of energy accessibility, affordability, security and sustainability. HPCL is slated to be a Net zero company for Scope 1 and Scope 2 emissions by 2040. Enhancing energy efficiency is one of the major levers for achieving the net zero targets. Your Corporation made major strides in energy conservation and emission reduction during the year.

Energy conservation and enhancing energy efficiency allows refineries not only to reduce operational costs but also minimizes environmental footprint and contributes to sustainable development. By adopting strategies such as process optimization, advanced control systems, energy recovery, equipment upgrades, renewable energy integration, and employee engagement, your Corporation refineries have unlocked substantial energy savings, and reduced emissions. The particulars with respect to conservation of energy, technology absorption, imported technology, research & development expenditure, foreign exchange earnings & outgo are furnished in Annexure I. The particulars relating to control of pollution and other initiatives by refineries are furnished in Annexure II.

Your Corporation achieved its highest-ever sales of 49.82 MMT in FY 2024-25, including exports (FY 2023-24: 46.82 MMT). In the domestic segment as well, your Corporation recorded the highest-ever sales of 47.29 MMT (2023-24: 44.67 MMT), with a YoY growth of 5.8% and registered a gain in market share within the Industry.

In the Retail segment, your Corporation achieved its highest-ever sales volume of 29.98 MMT in FY 2024-25. During the year, 1,725 new retail outlets were commissioned, expanding the network to a total of 23,747 outlets, making it the second largest in India. EV charging facilities were added at 2,412 outlets, taking the total to 5,976. CNG dispensing facilities were installed at 361 outlets, reaching a cumulative total of 2,038. Solar panels were installed at 4,735 retail outlets during the year. As a result, 22,353 outlets, representing 94% of the total retail network, are now powered by solar energy.

Your Corporation's CLUB HP First initiative is a transformative step in redefining the fuel station experience across India. This customer-centric program introduces advanced features such as the Integrated Transaction Processing System (ITPS), ensuring transparency with the assurance that "What is Filled, is Billed." The initiative also enhances safety and sustainability through comprehensive CCTV surveillance and the adoption of solar-powered infrastructure. A standout feature of the initiative is the CLUB HP Planet Fund, which promotes environmental conservation by enabling customers to contribute toward reducing their carbon footprint with every fuel stop, a small yet meaningful step toward a sustainable future. During the year, 2,603 outlets were upgraded to the CLUB HP First standard, reflecting the corporation's commitment to innovation, transparency, and environmental responsibility.

The flagship loyalty program, ‘Drive Track Plus', continues to maintain its momentum for customer retention and growth in the commercial vehicle segment, offering a combination of control, convenience, security, and attractive rewards to fleet owners and drivers. Onboarding major OEMs of commercial vehicles, aggregators, NBFCs, large fleet operators, fleet owners, etc. on the ‘Drive Track Plus' platform helped to garner additional volumes during the year.

Your Corporation is actively developing Wayside Amenities (WSAs) along national highways and expressways, offering rest, refreshment and relaxation to travellers. In FY 2024-25, your Corporation secured 13 new sites for WSAs and Direct Dealerships through successful bids, taking total number of sites to 90. Your Corporation commissioned 14 WSAs/Direct Dealerships during this period, increasing the total operational sites to 39. Additionally, your Corporation has established 60 Apna Ghar facilities. These amenities enhance the travel experience by providing convenience, comfort and fostering community along major routes. These initiatives of your Corporation have been instrumental in increasing customer base and loyalty thereby improving market share in the highly competitive highway retail segment.

Your Corporation has partnered with leading brands like McDonald's, Tim Hortons, Subway, Pizza Hut, KFC, Birdy's Bakery, and MahaChai to offer diverse food options across its expanding retail network. Recognizing the growing demand for convenience, 494 HaPpyShops have been set up to provide quick access to essentials, snacks, and beverages, alongside the scaled-up availability of "HP paani" packaged drinking water. Understanding customers' love for their vehicles, services such as tyre care, EV charging, and car washes are being rapidly expanded. Your Corporation has also launched "HP Vahan", a co-branded range of auto care products in collaboration with Kemetyl India. As part of our commitment to protecting the environment, Bulk Diesel Exhaust Fluid (DEF) installations have been expanded to 366 outlets, with Packed DEF already available across most of our outlets.

In the LPG business, your Corporation achieved record sales of 8.95 MMT, registering a growth of 4.5%, and added 12.85 lakh new customers. Your Corporation continued to maintain a leadership position in the Free Trade LPG (FTL) segment with 5 kg and 2 kg packs. In this category, the highest-ever sales of 9 million ‘APPU' cylinders (5 kg and 2 kg packs) was achieved during the year, further strengthening the Corporation's dominance in this segment.

Your Corporation has signed an agreement with Petregaz Krishnapatnam Private Limited to handle imported LPG at Krishnapatnam Port in Nellore, Andhra Pradesh. This strategic move will enhance your Corporation's flexibility and strengthen its presence in markets along the east coast of South India. Your Corporation is setting up the largest LPG cavern in India at Mangalore, with a storage capacity of 80 TMT. Notably, your Corporation is the only company in the country to have cavern storage facilities for LPG, the first being a 60 TMT facility at Visakhapatnam, developed through a JV with Total of France. The Mangalore project is progressing well and is scheduled for commissioning in Q2 of FY 2025-26.

In the Industrial & Consumer (I&C) business, your Corporation recorded overall sales of 6.04 MMT, with the highest-ever sales of Diesel, Bitumen and Naphtha.

Your Corporation is focused on strengthening key customer relationships through initiatives like the HP Buddy App, which provides supply updates. The partnership with Indian Railways has been enhanced by implementing the Total Fuel Management (TFM) System at various Railway Consumer Depots for efficient fuel management. Additionally, your Corporation commissioned 30 Consumer Pumps nationwide to meet bulk HSD needs of institutional customers.

Your Corporation's infrastructure remains its key strength in delivering products efficiently and at competitive prices to customers. During the year, your Corporation started bitumen imports at Mangalore Port. Your Corporation also transported over half a million tons of furnace oil and bitumen coastally using vessels, setting a new benchmark in achieving economies of scale and efficient product distribution to demand centers. In the Lubricants & Greases segment, your Corporation recorded its highest-ever sales volume of 704 TMT in FY 2024-25, including exports of 5.6 TMT, expanding its footprint to 30 countries.

Your Corporation sells Automotive, Industrial and Specialty lube grades to our global distributors. It expanded its global reach by commencing supplies to USA, appointing a new distributor in Ecuador, and gaining new customers in UAE and Nepal. Your Corporation also officially launched its lubricants in Cambodia and Sri Lanka and held a mega dealer meet in Qatar to drive further expansion.

As per the Kline Report 2024, your Corporation holds the largest share in the branded lubricant market for the Commercial Automotive sector (16%) and the Industrial Lubricant market (15%). Your Corporation is also the leading supplier of two-wheeler lubricants in India, with well-known brands like BGO for Bajaj, Liquid Gun for Royal Enfield, and Prolube for premium motorcycles. The Racer brand is popular among mechanics and retailers, supported by a network of over 2000 Racer Stations across India. Additionally, your Corporation has introduced a new premium lubricant series called Futur-X, featuring advanced chemical formulations.

Your Corporation is also strengthening our Passenger Car Motor Oil (PCMO) presence through the introduction of Neo Car Care Stations. The network currently consists of 135 Neo Car Care Stations across the country that sell / utilize our premium-category Neo Synth range products for passenger cars. With a blending capacity of 340 TMT across four plants, your Corporation produces over 350 lubricant brands and manages nearly 1500 SKUs for various industrial and automotive applications. These efforts highlight your Corporation's strong position and growth in the lubricants market.

In the Aviation business, your Corporation has achieved the highest-ever ATF sales of 1.09 MMT with a growth of 24.5% during the year. Your Corporation has commissioned new ASFs at Kanpur, Surat, Jalgaon and Moradabad taking the total ASF network to 57. HP Aviation also bagged contract for construction and operation of Bhogapuram Greenfield International Airport at Visakhapatnam on the concept of Design, Build, Finance, Operate and Transfer (DBFOT).

HP Aviation, in collaboration with HPCL Middle East FZCO (HMEF), has entered into a five-year agreement with the National Centre for Polar and Ocean Research (NCPOR) to supply ATF and other essential fuels & lubricants for Antarctic expeditions. In support of the energy transition, your Corporation has forged a collaborative agreement with Boeing to advance India's Sustainable Aviation Fuel (SAF) ecosystem. This partnership will explore opportunities to scale SAF production, contributing significantly to aviation sustainability in the region.

In the petrochemical business, your Corporation sold 150 TMT of polymers under its HP Durapol? brand and expanded its petrochemicals product portfolio to six grades during the year. To further reinforce its market presence and enhance HP Durapol? brand visibility, your Corporation participated in various national and state-level events such as Respack, India Chem, Plexpo, Rising Rajasthan Global Investment Summit, Plaspack and Indplas.

Towards sustainability, your Corporation has successfully replaced paver blocks in the driveway with plastic tiles made from 100% recycled plastics at two of its retail outlets on a pilot basis. Furthermore, your Corporation has also successfully conducted trials of its PCR (Post-Consumer Recycled) material in its Blow-Moulded Lube containers.

Your Corporation has been marketing various specialty chemicals developed by its state-of-the-art Green R&D Center, Bengaluru. The volumes of specialty chemicals marketed stood at 4.1 TMT, recording a 37% YoY growth, along with an increase of 81% in profit generation, on a YoY basis.

In the Gas business, your Corporation commissioned a 5 MMTPA LNG Regasification Terminal at Chhara Port in Gujarat in January 2025 for the import and regasification of LNG. This terminal will significantly enhance the LNG business for your Corporation. In order to strengthen its position and establish itself as a key player in the natural gas sector, the Corporation is at an advanced stage of securing LNG supply agreements for sales to external customers as well as for meeting the requirements of HPCL's own refineries.

To build natural gas transportation infrastructure in the country, your Corporation is participating in the development of three cross-country natural gas pipelines, i.e., the Mehsana-Bathinda pipeline, the Bathinda-Gurdaspur pipeline, and the Mallavaram-Bhilwara-Bhopal-Vijaipur pipeline, through JV Companies GSPL India Gasnet Limited (GIGL) and GSPL India

Transco Limited (GITL). Your Corporation holds an 11% equity stake in each of these Companies.

Your Corporation is actively participating in the establishment of CGD networks, both independently and through various joint ventures. Along with its four JV Companies, your Corporation has the authorization to set up and operate CGD networks in 25 Geographical Areas (GAs) across 14 States, including a network of mother and daughter booster stations in and around the city of Ahmedabad on a standalone basis.

During the year, your Corporation commissioned 129 new CNG stations in the GAs authorized to HPCL, bringing the total number of CNG stations to 475. In the CGD pipeline network, 4,567 inch-km of steel pipelines and 811 km of MDPE pipelines were added. Additionally, new PNG connections in line with the Last Mile Connectivity (LMC) plan were released during the year. Domestic PNG supply is available in Jind-Sonipat GA (Haryana), all GAs in Uttar Pradesh and Uttarakhand, and South 24 Parganas GA (West Bengal). Industrial PNG supply has been provided to 33 industrial customers in Jind-Sonipat GA. HPCL Renewable and Green Energy Ltd. (HPRGE) is a wholly owned subsidiary of HPCL. HPRGE has been formed to accelerate green energy plans of HPCL and to manage its green energy portfolio comprising of biofuels, renewables, green hydrogen, carbon offsets, green mobility, and alternative energy businesses. The company has commenced renewable energy supply to HINCOL under the Renewable Energy Service Company (RESCO) model at Jhansi.

HPRGE is currently working on multiple renewable energy projects for implementation of 226 MWp capacity, with another 872 MWp under development. Wind resource assessment for a 48 MW capacity addition in Odisha is underway, and approval for this project has been received from GRIDCO. HPRGE has initiated feasibility study to set up a green Hydrogen project in collaboration with MAHAGENCO Renewable Energy Ltd. India's circular economy is poised to generate significant market value by 2050. To capitalize on this opportunity, HPRGE intends to set up 26 Compressed Bio-Gas (CBG) plants. The first two CBG plants were commissioned at Badaun in Uttar Pradesh and Pathmeda in Rajasthan during 2023-24. Project and pre-project activities have commenced for CBG plants at Eluru in Andhra Pradesh, and Kannauj and Bareilly in Uttar Pradesh. Land for another four projects is nearing possession, and 17 additional land parcels have been identified across various states. A memorandum of understanding has been signed with the Punjab Energy Development Agency (PEDA) for setting up a CBG plant at Haibowal village in Ludhiana.

Your Corporation is actively supporting the Government of India's SATAT initiative to promote Compressed Bio-Gas (CBG) as an alternative fuel in the transportation sector. During FY 2024-25, your Corporation onboarded eight new CBG plants under the SATAT initiative with a total capacity of 50 TPD, bringing the cumulative number of plants to 17 with a total capacity of 104 TPD. Additionally, 38 new Letters of Intent (LOIs) were issued for CBG plants with a combined capacity of 273 TPD, increasing the total active LOIs to 108 with a cumulative capacity of 684 TPD. CBG sales through HPCL retail outlets grew significantly, reaching 3.3 TMT in 2024-25.

To advance sustainability and the nation's energy security, your organization is significantly promoting biofuels. Your Corporation has achieved substantial physical progress in constructing its first Second-Generation Ethanol bio-refinery at Bathinda, Punjab with a production capacity of 100 KL per day of ethanol from biomass.

Your Corporation achieved total Renewable Energy (RE) generation of 14.32 Crore kWh from wind farms in 2024-25, contributing to sustainable energy growth.

The 100.9 MW wind farms maintained a high availability of 95.85% through proactive preventive maintenance, ensuring excellent operational efficiency. The Tejuva Wind Farm (50.4 MW) in Rajasthan became the first in the sector to receive clearance for open access sale of green power. This will help in realizing additional revenues for the Corporation.

The Supply, Operations & Distribution (SOD) Business Unit of your Corporation achieved a throughput of 61.1 MMT, marking a 3% growth over the previous year. It has successfully commissioned new depot at Dimapur and enhanced the capacity and service capabilities of our key facilities at Raipur, Sangrur and Vashi, during the year.

Reinforcing your Corporation's commitment to sustainability, the SBU installed Vapor Recovery Systems at two additional locations, bringing the total to 48 installations in compliance with current guidelines. Furthermore, your Corporation remains the only oil marketing company with nine locations certified as Net Zero under Scope 1 & 2 emissions, highlighting its leadership in environmental responsibility. In a significant achievement, your Corporation attained an ethanol blending rate of 16.7% in FY 2024-25, with an impressive 19.93% achieved in March 2025 alone. This initiative contributed to an estimated reduction of 46 lakh metric tons of greenhouse gas (GHG) emissions, reflecting the tangible environmental impact of clean energy adoption.

Your Corporation's Pipelines Business Unit has focused on building strong expertise in efficiently managing pipeline operations to optimize costs and improve performance. It operates a 5,134 km-long pipeline network with a mainline capacity of 35.2 MMTPA.

The Business Unit achieved its highest-ever throughput of 26.90 MMT, registering a growth of 4.1%. In April 2024, the 3.7 km spur line connecting to BPCL's Rasayani LPG bottling plant was successfully commissioned as part of the Uran–Chakan–Shikarpur LPG Pipeline (UCSPL). Notably, the first-ever trial runs for Gasohol pumping and LS-SKO batch plug were successfully conducted in the Visakh–Vijayawada–Secunderabad Pipeline (VVSPL).

Energy efficiency and cost optimization have been focal points for the SBU, with sustained efforts to replace conventional energy sources with renewable energy. Solar plants with a combined capacity of 2.6 MW were commissioned, expanding the renewable capacity under the Pipelines SBU to 10.23 MW. On the digital front, your Corporation has launched voice-enabled payments through HP Pay, AI-powered safety and service tools, retail hyperlocal marketing, and a secure QR-based system for lubricant traceability. Your Corporation was honored with the Golden Peacock Award for digital innovation. The Central Procurement Organization surpassed targets for MSME and SC/ST vendor procurement, launched the E-Samadhan portal, and transacted over 3 1,500 Crore on TReDS platforms, showcasing a commitment to transparency, inclusion, and digital procurement.

The Business Units within the Marketing Division were honored with 54 awards from prestigious institutions and industry bodies. These accolades recognized excellence across various domains, including marketing leadership, brand performance, best practices in Environment, Health and Safety (EHS) and Occupational Health and Safety (OHS), circular economy initiatives, innovative product launches, creative marketing campaigns, and the promotion of green and renewable energy.

During the year, your Corporation witnessed suppressed margins in domestic LPG, thus leading to increase in working capital requirements. Concurrently, the Corporation remained in a high capital expenditure phase, with major expansion projects underway at the Visakh Refinery and various marketing locations, including cross-country pipeline infrastructure. Despite these substantial investments, Your Corporation continued to predominantly fund its capital projects through internal accruals. The long-term fund requirement was met through a mix of instruments including Non-Convertible debentures aggregating to 3 2,500 Crore, External Commercial Borrowing amounting to US$ 550 million and Loan from OIDB amounting to 3 150 Crore; these loans were availed at highly competitive rates.

Your Corporation effectively used a variety of borrowing instruments to optimize its cost of working capital. The Short-term borrowing requirements were met through Triparty Repo System, Clearcorp Repo Order Matching System, Buyers Credit and Revolving Line of Credit in USD, Commercial Paper and various working capital facilities from banks.

As of March 2025, your Corporation continues to command international long term issuer rating of "Baa3" with "Stable" outlook from Moody's Investors Services, and "BBB-"with "Stable" outlook from Fitch Ratings. Both ratings are at par with sovereign ratings.

Your Corporation also continues to command the highest domestic rating for long-term and short-term facilities, with a "AAA" rating and "Stable" outlook and an "A1+" rating respectively from CRISIL, India Rating and Research Limited and ICRA.

Your Corporation has adequate Internal Financial Controls for ensuring the orderly and efficient conduct of its business including adherence to the Corporation's policies; the safeguarding of its assets; the prevention and detection of frauds and errors; the accuracy and completeness of the accounting records and the timely preparation of reliable information, commensurate with the operation of your Corporation. As part of this exercise, the design of internal controls and its operating effectiveness for the key business processes is tested by external consultant who observed that there are no material weaknesses in Internal Controls over Financial Reporting.

We operate in a dynamic environment which not only provides opportunities but also exposes the business to various internal and external risks. Your Corporation recognizes that all facets of its business involve significant risks and that its actions are increasingly exposed to greater scrutiny by the public, regulators, investors, and other stakeholders. To proactively identify and manage key risks for achieving our strategic objectives and enable the Corporation to deal with these enhanced business challenges and risks, an effective and pragmatic risk management framework has been institutionalized across the organization. Your Corporation has fortified its Enterprise Risk Management (ERM) framework by incorporating the best practices recommended by internationally recognised standards such as COSO ERM 2017 and ISO 31000:2018. Our ERM Policy is periodically reviewed and encompasses a comprehensive array of risks that could impact our strategic objectives and overall performance. The objective is to integrate risk identification and management in the day-to-day operations of the business, wherein risk is continuously identified, assessed, monitored, graded and managed to an acceptable level. We have engaged reputed external consultant to provide additional perspective and support the ERM processes.

A systematic process of periodic risk reviews is in place across all Strategic Business Units (SBUs) and Functions. The Risk Management Committee meets periodically, at least twice in a year, to ensure that appropriate methodology, systems and processes are in place to review these risks as well as monitor the progress of implementation of various mitigation measures. The Board is also updated regularly on the risk review and mitigation measures of the identified risk.

The Vigilance mechanism in your Corporation is based on the directives issued by the Central Vigilance Commission (CVC), Department of Personnel & Training (DoPT) and Ministry of Petroleum & Natural Gas (MoPNG) from time to time.

The Vigilance Department is headed by the Chief Vigilance Officer (CVO) who administers supervision and control of all the Vigilance matters in the Corporation. Vigilance Department carries out focused preventive activities which help in ensuring transparent business decisions by respective Departments. Apart from conducting preventive Vigilance activities, the major work areas of Vigilance comprise of investigation of complaints received from various sources like Citizens, Stakeholders, Central Vigilance Commission, Ministry of Petroleum & Natural Gas, Management and other sources.

The Vigilance Department deals mainly with matters related to corruption and matters having ‘Vigilance angle' as per Vigilance Manual (Updated 2021). The complaints are handled as per the complaint handling policy stipulated in the Vigilance Manual (Updated 2021) of the Central Vigilance Commission. There were 855 complaints disposed of during the FY 2024-25 and 15 Complaints are pending as of 31.03.2025. These cases are related to retail outlet selection, retail outlet operations, LPG distributorship selection, LPG distributorship operations, tendering, transportation, depot/plant operations. etc.

Various operating areas were reviewed for systemic improvements during the year. Apart from investigating complaints, surprise inspections of Depots, Terminals, LPG Plants, Regional Offices, LPG Distributors, Retail Outlets, Tank Trucks, Major Project works (CTE Patten), Tender Review etc. were carried out. Various focused group-training programs were also conducted for employees.

Vigilance Awareness Week 2024 was observed under the central theme for the year "Culture of Integrity for Nation's Prosperity". Various outreach activities viz., focused group presentations, Quizzes, Drawing/ Painting Competitions, Skits/ street plays, Workshops, Technical talks, Grievance redressal camps/ Awareness Gram Sabhas, Rallies/Walkathons, School/ College Programs etc. were undertaken during the week to spread awareness among Citizens/stakeholders and employees".

Your Corporation, being a Government Company, is subjected to the CVC Guidelines and has a separate Vigilance Department administering the Vigilance matters. Your Corporation has a Whistle Blower Policy approved by the Board and the same is placed on the website of the Corporation. The web link of Whistle Blower Policy is stated herein below: Web link: https://www.hindustanpetroleum.com/documents/ pdf/Whistle_Blower_Policy.pdf

Your Corporation being a CPSE is under statutory obligation along with other Public Authorities to comply with the provisions of the Right to Information Act, 2005 and has a structured mechanism in place to deal with matters related to the RTI Act. Your Corporation has also been mapped to the Online RTI portal of DoPT, Government of India. All RTI applications/first appeals received both through the portal as well as physical applications received offline are handled through the portal itself. The mandatory reports such as Quarterly/Annual reports are submitted periodically within the stipulated timelines onto the website of the Central Information Commission www.cic.gov.in. Further, as required under the Act, all relevant details and information obligated vide suo-motu disclosures under Section 4(1)(b) are being regularly updated and hosted in public domain on the Corporation's website www. hindustanpetroleum.com for the purpose of transparency and better understanding to the public at large.

Your Corporation has a designated Nodal Officer at its Corporate HQO to coordinate and oversee its implementation. RTI applications are responded well within the stipulated time line of 30 days through the online RTI portal www.rtionline.gov.in. The current team of 213 Central Public Information Officers (Regional Managers and HoDs who are nominated as CPIOs) pan India and 47 First Appellate Authorities (Senior Management who constitute FAAs) covering Refineries and major SBUs like Retail, LPG and other business verticals including HR entities such as Recruitment, Performance Management, etc ensure seamless and timely handling of the RTI applications received.

During the current financial year, your Corporation has successfully handled and processed 2,665 RTI applications, 349 First Appeals and 76 Second appeals (Hearing Notices from Hon'ble Central Information Commission). All the 76 CIC Hearings were held thru VC by the Hon'ble CIC while the CPIOs were physically present in respective NIC studios spread across various district collectorate offices. The respective detailed and reasoned out Written Submissions were timely placed before the Commission which enabled the Hon'ble CIC to pass awards, wherein we clocked a success rate of 97% awards being passed in favour of your Corporation thereby validating the stand taken by your Corporation.

Your Corporation continued to enjoy excellent Employee Relations during the year with no reported instance of industrial unrest at any of its operating locations. HPCL lays great emphasis on continually Engaging, Enabling and Empowering its stakeholders through a variety of interventions. With a view to ensure that the objectives of various Labour enactments are met and towards becoming a model employer, the Corporation as a Model employer, observed "Statutory Compliance Fortnight 3.0" across all its locations during 1st May to 15th May, 2024 which was a huge success.

We demonstrated our strong sense of Corporate Responsibility by travelling beyond statutory requirements as recently evidenced in coverage of all our direct and indirect stakeholders with Ex-Gratia compensation in case of untoward accidents, organizing special medical camps, etc., even post pandemic. Also, towards further improving engagement levels of outsourced workers in Corporation & encourage the meritorious children, a "Merit Scholarship Scheme" was re-introduced with revised norms during the financial year for grant of one-time Scholarship to meritorious children of outsourced workmen who passed 10th/12th or Diploma/Degree.

The usage of Hindi is ensured in the business of your Corporation by motivating employees and Hindi is being promoted by utilizing various facilities available in the field of Information & Technology. To promote the linguistic talent of the employees, awareness about Hindi is created in offices through on-line Hindi Competition, Hindi Fortnight, Official Language Conferences and Hindi Workshops etc.

During the current financial year, your Corporation was conferred with ‘Rajbhasha Keerti Puraskar- Third Prize' for implementation of Official Language for the year 2023-24 by Ministry of Home Affairs, GOI. This award is given for the best performance in the field of Official Language Implementation (OLI) amongst all PSUs. Your Corporation is coordinating Town Official Language Implementation Committee (TOLIC) of Mumbai based PSUs since 1983 and thereby guiding Mumbai based 57 PSUs in the field of Official Language Implementation. Other than the TOLIC Meetings, your Corporation has also trained officials of different PSUs through conducting various programs.

Your Corporation has maintained its record in entire Oil Industry by receiving 55 Rajbhasha Awards from Government of India and other agencies during the year 2024-25.

Your Corporation has consistently aspired to create new benchmarks of excellence and be a catalyst for transformation across all its endeavors - be it driving business growth or contributing towards societal progress. Your Corporation has consistently upheld the belief in creating shared value and ‘Delivering Happiness' through a range of initiatives that have positively impacted millions of lives. We believe our business and social interventions are not merely energizing your journeys but are also ‘Fuelling Aspirations'. Your Corporation has spent 3 87 Crore towards CSR expenditure, out of which 3 54 Crore was pertaining to around 75 projects which were implemented towards annual common theme for CSR activities identified by Department of Public Enterprises, Government of India. Your Corporation implemented various activities under the focus areas of Child Care, Education, Health Care, Skill Development, Sports, Environment & Community Development, and Contribution to Incubators or R&D projects in the fields of science, technology, engineering and medicine, funded by the Central Government or State Government or Public Sector Undertaking or any agency of the Central Government or State Government; and Contributions to public-funded Universities. During the year, your Corporation supported the educational, therapeutic, and skill training needs of Children with Special Needs (CwSN) under Project ‘ADAPT' to enhance the children's quality of life and improve activities of daily living.

Under Project ‘Nanhi Kali,' adolescent girls, mostly first-generation learners, were provided with remedial classes, material kits, a sports curriculum, training, and counselling sessions on personal hygiene and career development.

Your Corporation distributed scholarships to students from various socio-economically disadvantaged sections like SC, ST, OBC, and PwD across the country, giving support to students in their education from school level to professional courses. A residential coaching and mentoring CSR project Super-50 aimed at meeting educational needs of aspiring SC and ST students was also undertaken in Raigad district of Maharashtra. Your Corporation strengthened its collaboration with the Indian Army for Project Super-50 in UTs of Jammu and Kashmir, and Ladakh. Under the project, aspiring students were provided mentoring and coaching for Medical and Engineering stream competitive exams. The project supports the Indian Army's ‘Sadbhavana' initiative in ‘Winning Hearts and Minds' of the local population. The results of students appearing for competitive exams through Project Super-50 in Srinagar, Rajouri, Leh, Kargil and Raigad has been very encouraging and fuelling aspirations of youth.

Our Project Dhanwantari provides basic healthcare support in remote rural areas, mobile medical vans were operated under ‘Project Dhanwantari' to provide diagnosis, treatment and health awareness at the doorsteps of less privileged people. Under Project ‘Dil without Bill,' your Corporation extended support for conducting heart surgeries for beneficiaries from the lower socio-economic section, with a special focus on children.

Your Corporation supported Skill Development Institute (SDI) Visakhapatnam, conceptualized by the Government of India and operationalized by Oil & Gas CPSEs, focus on imparting skills in industry-oriented trades to improve the employability of weaker sections of society.

Your Corporation participated in and undertook various activities related to awareness generation on Sanitation during ‘Swachhta Pakhwada' (1st – 15th July, 2024) and ‘Swachhta Hi Sewa' campaign (14th September – 1st October, 2024) with culmination on 2nd October, 2024 as Swachh Bharat Diwas marking 10 years of Swachh Bharat Abhiyan on Mahatma Gandhi Jayanti. The campaigns saw outreach and participation of around 20 Lakh stakeholders across the country. Various awareness generation activities like administration of the Cleanliness Pledge, Street play, Walkathon and Cyclothon, providing Hygiene Kits, cleanliness of Cleanliness Target Units (CTUs), Competitions in schools and colleges, distribution of seed balls and Sapling Plantation were undertaken by our office installations.

Your Corporation also provided scholarship assistance to promising athletes and sportspersons from under-privileged backgrounds. Your Corporation contributed to the Armed Forces Flag Day Fund instituted by the Kendriya Sainik Board, Ministry of Defence, Government of India, for the care, support, welfare, and rehabilitation schemes for Ex-Servicemen (ESM) and their dependents.

1. Corporation felicitated by Hon'ble Raksha Mantri for contribution to Armed Forces Flag Day Fund (AFFDF) at Armed Forces Flag Day CSR Conclave 2024, Delhi.

2. Mahatma Award 2024 for CSR Excellence by Mahatma Foundation.

3. PRCI Excellence Awards 2024 in Childcare and Education categories.

4. 1st Runner in ‘Education and Skill Development' category at the 7th ‘The CSR Journal Excellence Awards 2024' for Project Kashmir Super 50 (Medical) by The CSR Journal, Mumbai.

5. 2nd Runners Up: CSR Project Excellence Award (Kashmir Super - 50 Medical): AIMA 11th Business Responsibility Summit & Project Excellence Contest & Recognition AIMA (All India Management Institution).

6. WSO INDIA (State) Level OHS&E Awards 2024: CSR Excellence Most Outstanding Performance, Platinum 5-Star Trophy and Certificate World Safety Organisation.

7. Silver Awards for CSR in 14th PSE Conclave and Excellence Awards instituted by Indian Chamber of Commerce, Kolkata.

8. Corporation conferred with Best PSU Implementing CSR by Public Relations Society of India, Delhi The details of CSR activities of the Corporation containing details of CSR Committee Members, brief outline of the CSR policy, overview of the CSR initiatives, prescribed expenditure, amount spent etc. that form part of this Report are furnished in Annexure III.

Your Corporation continues to adopt the best practices of Corporate Governance to ensure transparency, integrity and accountability in its functioning. The Corporate Governance Report highlighting these endeavours has been incorporated as a separate section that form part of the Annual Report for financial year 2024-25.

The Government of India has notified a Public Procurement Policy for Micro and Small Enterprises (MSEs) Order, 2012, and its amendments thereto. In line with said policy, your Corporation has set an annual goal of sourcing a minimum procurement of 25% of its total requirements from MSEs, and within it, 4% of the total requirement has been earmarked for procurement from MSEs owned by SC/ST entrepreneurs and another 3% from women entrepreneurs. For the benefit of MSEs, the MSE procurement details are regularly uploaded on the Sambandh Portal of the Ministry of MSME, besides displaying the Annual Procurement Plan on the Corporation's website.

The centralized procurement department of your Corporation is ISO 9001:2015 Certified & also conform to ISO 20400:2017. Your organization also prioritizes the implementation of government policies aimed at strengthening the MSME ecosystem and promoting indigenization, developmental orders, and startup orders.

Against the set target of 25% of the total procurement for the financial year 2024-25, your Corporation has achieved 58.36% (3 6,412 Crore) of procurement of goods and services from MSEs, excluding items that are beyond the scope of MSEs. Also, your Corporation has first time ever surpassed the procurement from MSE SC/ST & MSE Women by Achieving 7.14% (3 784 Crore) from MSE SC/ST and 4.04% (3 443 Crore) from MSE Women against the target of 4% & 3% respectively. The excluded items are crude oil, petroleum products, logistics costs through shipping, railways and pipelines, LNG/Natural Gas, API line pipes, OEM spares, OEM services, proprietary items and services, technology licenses and licensor-mandated items, and plants and machinery (single item value equal to or more than 3 50 Crore).

To promote the objectives of procurement from MSEs as laid down in Public Procurement Policy, conducted a three-month vendor registration drive, onboarding 59 new MSE SC/ ST and MSE Women vendors, Organized 12 vendor meets in collaboration with National SC/ST Hub (NSSH), attended by 412 vendors, focused on promoting MSE SC/ST vendor onboarding, Participation in Two numbers of National Vendor Development Programs (NVDP) arranged by MoMSME and 314 nos. of Inhouse Vendor meets were organized by CPO for training the vendor on procurement process, resolving of issues and guiding them on policies. During these meetings, the Corporation procurement processes were articulated through detailed presentations to MSE vendors with the intent of increasing awareness on vendor registration processes, tendering processes, the TReDS platform, procurement on the GeM platform, etc. The implementation of various government directives/policies for providing relief to MSMEs and promoting the indigenization of products and services was also explained during the programme.

Your Corporation is registered with the TReDS Digital platform, an institutional mechanism set up by the Reserve Bank of India to facilitate the trade receivable financing of Micro Small and Medium Enterprises (MSMEs) from corporate buyers through multiple financiers. Integrating its ERP system with Five of the service providers, namely A.Treds Ltd., Mynd Solutions Pvt. Ltd., Receivables Exchange of India Ltd. C2 TReDS platform and DTX (KredX Platform Pvt Limited, the Corporation has enabled MSMEs to auction their trade receivables at competitive rates through online bidding by financiers. Numerous MSME vendors have onboarded this platform and benefited from the bill discounting facility that provides liquidity.

Your Corporation has ensured compliance with various provisions under The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. To inculcate appropriate workplace behavior and promote gender sensitization, Corporation mandated all its executive employees to undergo awareness sessions through online courses and workshops conducted on the subject. Internal Committee (IC) of the Corporation were reconstituted and detailed guidelines on procedures relating to the functioning of the IC were circulated.

Following are the further details in this regard :

a) number of complaints of sexual harassment received : 04 in the year b) number of complaints disposed off during the year : 02 c) number of cases pending for more than ninety days, : 01 at the year-end

Your Corporation is in compliance with the provisions relating to the Maternity Benefit Act, 1961, in respect of employees engaged by Corporation.

Management Discussion & Analysis Report forms part of the Annual Report for FY 2024-25.

Your Corporation discloses its initiatives on environment, social and governance in accordance with the directives of SEBI in the form of Business Responsibility and Sustainability Report (BRSR). The BRSR for FY 2024-25 is hosted on the Corporation's website and is available at the link: https://www.hindustanpetroleum.com/documents/pdf/ HPCL_BRSR_2024-25.pdf.

In terms of Proviso to Section 136(1) of the Companies Act, 2013, your Corporation will place separate audited Financial Statements in respect of each of its Subsidiary Company on its website and also provide a copy of separate audited Financial Statements in respect of each of its Subsidiary Companies to any Shareholder of the Corporation who seeks the same. The Financial Statements of the Subsidiary Companies will also be kept open for inspection at the registered offices of the Corporation/respective Subsidiary Companies.

Pursuant to provisions of Section 129(3) of the Companies Act, 2013, a separate statement containing salient features of the Financial Statements of Subsidiary/Associate/Joint Venture Companies in Form AOC-1 is attached along with the Consolidated Financial Statements.

The maintenance of Cost Records, as specified under Section 148(1) of the Companies Act, 2013 is mandated and accordingly such accounts and records are made and maintained. The Cost Audit for FY 2023-24 was carried out and the Cost Audit Reports were filed with the Ministry of Corporate Affairs within the stipulated time for filing.

Your Company's Board presently comprises 12 Directors. The Whole time Directors are Shri Vikas Kaushal (Chairman & Managing Director), Shri Rajneesh Narang (Director – Finance), Shri S. Bharathan (Director – Refineries), Shri Amit Garg (Director- Marketing) and Shri K S Shetty (Director – Human Resources).

The Government Nominee Directors are Shri Vinod Seshan, Joint Secretary (E), Ministry of Petroleum & Natural Gas ("MOP&NG") and Shri Pankaj Kumar, Director (Production) of Oil and Natural Gas Corporation (ONGC).

The Independent Directors are Shri K S Narendiran, Shri Bechan Lal, Smt. Shardha Singh Kharwar, Shri Vivekananda Biswal and Shri Abhay Sharma.

As per the provisions of Section 152 of the Companies Act, Shri Rajneesh Narang and Shri Amit Garg are the Directors who are liable to retire by rotation at the next Annual General Meeting and being eligible offer themselves for reappointment.

• Shri Vinod Seshan, Joint Secretary (E),MOP&NG was appointed as Government Nominee Director (Representative of MOP&NG) on the Board of the

Company effective May 13, 2024. Smt. Sujata Sharma, Joint Secretary, (M&OR), MOP&NG, Government Nominee Director (Representative of MOP&NG) has ceased to be Director of the Company effective May 13, 2024.

• Shri Pushp Kumar Joshi, Chairman & Managing Director has ceased to be Director of the Company effective September 01, 2024 on attaining the age of superannuation on August 31, 2024.

• Smt. Vimla Pradhan has ceased to be an Independent Director of the Company effective November 16, 2024 on completion of tenure of office of 3 years on November 15, 2024.

• Shri Ramdarshan Singh Pal has ceased to be an Independent Director of the Company effective November 16, 2024 on completion of tenure of office of 3 years on November 15, 2024.

• Shri Bechan Lal has ceased to be an Independent Director of the Company effective November 16, 2024 on completion of tenure of office of 3 years on November 15, 2024. Subsequently reappointed as an Independent Director for a period of one year w.e.f. March 28, 2025, subject to approval of the Members.

• Shri Vivekananda Biswal has ceased to be an Independent Director of the Company effective November 16, 2024 on completion of tenure of office of 3 years on November 15, 2024. Subsequently reappointed as an Independent Director for a period of one year w.e.f. May 05, 2025, subject to approval of the Members.

• Shri Nagaraja Bhalki has ceased to be an Independent Director of the Company effective December 30, 2024 on completion of tenure of office of 3 years on December 29, 2024.

• Shri Vikas Kaushal was appointed as Chairman & Managing Director w.e.f. March 17, 2025, subject to approval of the Members.

• Smt. Sharda Singh Kharwar was appointed as an Independent Director for a period of one year effective March 28, 2025, subject to approval of the Members.

• Shri Abhay Sharma was appointed as an Independent Director for a period of three years effective May 09, 2025, subject to approval of the Members.

In accordance with the applicable statutory provisions, Shri Vikas Kaushal, Shri Bechan Lal, Smt. Sharda Singh Kharwar, Shri Vivekananda Biswal and Shri Abhay Sharma, having been appointed as an Additional Directors shall hold office upto 73rd Annual General Meeting and eligible for appointment at the Annual General Meeting.

Shri Rajneesh Narang, Director – Finance (Whole Time Director) and CFO of your Company ceased to be CFO of the Company for the period September 11, 2024 to March 26, 2025 in view of holding additional charge as Chairman & Managing Director.

Shri K Vinod, Executive Director - Corporate Finance of the Company was appointed as Chief Financial Officer (CFO) of the Company for the period September 11, 2024 to March 26, 2025.

During the year, there were no cases observed where Directors resigns from their office by giving a notice in writing to the Company.

During financial year 2024-25, 13 Board Meetings were held. The details of these Meetings are given in the Corporate Governance Report which is part of this report

By virtue of MCA Notification dated June 05, 2015, Government Companies are exempted from complying with the requirement of Section 197 (Chapter XIII) of the Companies Act, 2013. Hence, the Rules made thereunder i.e. Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are also not applicable to Government Companies.

Your Corporation being a Government Company, the compliance of Section 134 (3) (p) of the Companies Act, 2013 is exempted by virtue of MCA Notification dated June 05, 2015 as the annual evaluation of the performance of the Board, its Committees and of Individual Directors are carried out by the Administrative Ministry i.e., MOP&NG.

Statement of declarations as required under Section 149(7) of the Companies Act, 2013 & Regulation 16(1)(b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 have been obtained from the Independent Directors. The Independent Directors have confirmed that they are registered with the database maintained by the Indian Institute of Corporate Affairs (IICA) under the Ministry of Corporate Affairs. The Company being a Government Company, the power to appoint Directors (including Independent Directors) vests with the Government of India. Independent Directors are selected by search committee constituted by Government of India from mix of eminent personalities having requisite expertise and experience in diverse fields.

Your Corporation, being a Government Company is exempted to furnish information under Section 134(3)(e) of the Companies Act, 2013 vide MCA Notification dated June 05, 2015.

Your Corporation, being a Government Company, the remuneration payable to Key Managerial Personnel and other employees are fixed by the Government of India. However, payment like Performance Related Pay is placed for the approval of Nomination and Remuneration Committee.

The details of the composition of the Audit Committee, terms of reference, meetings held, etc. are provided in the Corporate Governance Report, which forms part of this Report.

During the year, there were no instances where Board had not accepted the recommendations of Audit Committee. The recommendations of Audit Committee are broadly accepted by the Board.

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, your Company has appointed M/s. Dholakia and Associates, LLP a firm of Practicing Company Secretaries to undertake Secretarial Audit of the Company for the Financial Year 2024-25. The Report of Secretarial Auditor in Form No. MR-3 is annexed herewith and marked as Annexure IV.

The Report does not contain qualification, reservation or adverse remark except the following:

1. The Company did not have required number of Independent Directors on its Board intermittently for the financial year under review as stipulated under Section 149 of the Act, Regulation 17(1)(b) of SEBI LODR and clause 3.1.4 of CPSE Guidelines. The Company did not have Independent Woman Director during the period 16.11.2024 to 27.03.2025 and also the Board does not comprise of 50% of Non-executive Director during the period 30.12.2024 to 27.03.2024 as required under Regulation 17(1)(a) of SEBI LODR. However, being a Government Company, the power to appoint Directors including Independent Directors and Woman Director vests with Government of India.

2. The Company did not have optimum composition of Committees namely (1) Audit Committee as prescribed under Section 177 of the Act, Regulation 18(1)(b) of SEBI LODR and clause 4.1.1. of CPSE Guidelines for the period from 30.12.2024 till 02.04.2025 and Nomination and Remuneration Committee as prescribed under Section 178, Regulation 19(1)(b) and (c) of SEBI LODR and clause 5.1 of CPSE Guidelines for the period from 14.11.2024 till 02.04.2025 and (2) Stakeholders Relationship Committee as prescribed under Regulation 20(2A) of SEBI LODR for the period from 30.12.2024 to 06.01.2025. . In the absence of Non-Executive Directors, the Company has appointed Whole-time Directors in the Nomination and Remuneration Committee.

The Company being a Government Company, the power to appoint Directors, including Independent Directors, vests with the GoI.

Your Corporation has complied with applicable Secretarial Standards in respect of Meetings of Board of Directors (SS-1) and General Meetings (SS-2) issued by the Institute of Company Secretaries of India (ICSI).

C&AG's comment upon or supplement to the Statutory Auditors' Report on the Accounts for the year ended 31st March, 2025 is attached along with Financial Statements. Further, as at 31st March, 2025, there are nine pending paras related to the C&AG audit. These relate to encashment of Earned Leave/Half Pay leave/Sick Leave as well as Employer's share of EPF contribution on leave encashment; non-recovery of perquisite tax; payment of shift allowance to executives; payment of stagnation reliefs; non-recovery of dues in a case of bank guarantee, not encashed; additional expenditures due to non-utilisation of pipeline in economical manner; infructuous expenditure incurred on creation of certain facilities; opportunities foregone to conserve energy; and idle investment in installation of storage facilities. The audit observations have been suitably replied.

The details of transactions entered into with the Related Parties during the financial year 2024-25 in Form No. AOC-2 is annexed herewith and marked as Annexure V.

Web link of Annual Return (MGT-7) is available at https://www. hindustanpetroleum.com/AGMDetails

The details regarding the number of women employees vis- -vis the total number of employees is given herein under:

During the FY 2024-25, Auditors have not reported to the Audit Committee under Section 143 (12) of the Companies Act, 2013 any instances of fraud committed against the Company by its officers or employees, the details of which would need to be mentioned in the Board's report.

NIL

Loans, guarantees and investments covered under Section 186 of the Companies Act, 2013 form part of the Notes to the Financial Statements provided in this Annual Report.

There have been no material changes and commitments which affect the financial position of the Corporation that have occurred between the end of the financial year to which the Financial Statements relate and the date of this report.

During the financial year, no application has been made or no proceeding is pending under the Insolvency and Bankruptcy Code, 2016.

There are no instances of one-time settlement done with banks/financial institutions during the financial year.

The details on the performance and financial position of Subsidiary, Associate and Joint Venture Companies are given in Management Discussion & Analysis Report. Further, pursuant to Section 129(3) of the Companies Act, 2013 read with Rule 5 of the Companies (Accounts) Rules, 2014, the salient features of Financial Statements of Subsidiary, Associate and Joint Venture Companies in Form No. AOC-1 form part of the Annual Report for FY 2024-25, separately.

There are no instances of companies which have become or ceased to be your Corporation's Subsidiaries, Joint Ventures or Associate companies during financial year 2024-25.

During financial year 2024-25, your Corporation has not received any Order or Direction of any Hon'ble Court or Tribunal or Regulator, which either affects your Corporation's status as a going concern or which substantially or significantly affects your Corporation's business operations.

Your Corporation has not been accepting any Deposits, as specified in Section 73 to Section 76 of the Companies Act, 2013 and therefore there do not call for any disclosure of Deposits as required under Rule 8(5)(v) of Companies (Accounts) Rules, 2014.

Pursuant to the requirement of Section 134(3)(c) of the Companies Act, 2013, it is hereby confirmed that: i) In the preparation of the Annual Accounts, the applicable Accounting Standards have been followed along with proper explanation relating to material departures.

ii) The Directors have selected such Accounting Policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and the profit and loss of the Company for that period. iii) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities. iv) The Directors have prepared the Annual Accounts on a going concern basis. v) The Directors, have laid down Internal Financial Controls to be followed by the Company and that such Internal Financial Controls are adequate and are operating effectively. vi) The Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

The Board of Directors extends its sincere appreciation to the Government of India, Ministry of Petroleum and Natural Gas, others relevant Ministries, State Governments, and various Authorities, for their continued guidance and support and is also thankful to our JV Partners for supporting the growth journey of the Corporation.

The Board of Directors acknowledge the dedication and partnership of our nationwide network of dealers and distributors. We are grateful to the HP Parivar for their steadfast commitment to enhancing service delivery and strengthening overall operational effectiveness.

The Board of Directors also recognize the outstanding contributions of employees, whose unwavering dedication and pursuit of excellence continue to be instrumental in the Corporation's progress. The Board conveys its profound gratitude and anticipates their continued engagement in driving future growth and innovation.

The Board of Directors remain thankful to the esteemed Shareholders for their confidence in the Corporation and their consistent support of its strategic initiatives.