Notes to Accounts of GP Petroleums Ltd.

Mar 31, 2025

T) Provisions, Contingent Liabilities and Contingent Assets

Provision is recognized in the accounts when there is a present obligation as a result of past event(s) and it is probable that

there will be an outflow of resources required to settle the obligation and a reliable estimate can be made. Provisions are
measured at the present value of management''s best estimate of the expenditure required to settle the present obligation
at the reporting date. These estimates are reviewed at each reporting date and adjusted to reflect the current best estimate.

Contingent Liabilities are disclosed in the financial statements unless the possibility of outflow of resources is remote.
Contingent Assets are neither recognized nor disclosed in the financial statements.

U) Cash & Cash Equivalents

The Company considers all highly liquid investments, which are readily convertible into known amounts of cash that are
subject to an insignificant risk of change in value, to be cash equivalents. Cash and cash equivalents consist of balances
with banks which are unrestricted for withdrawal and usage.

V) Recent Pronouncements

Ministry of Corporate Affairs ("MCA") notifies new standards or amendments to the existing standards under Companies
(Indian Accounting Standards) Rules as issued from time to time. For the year ended March 31, 2025, MCA has notified
Ind AS - 117 Insurance Contracts and amendments to Ind AS 116 - Leases, relating to sale and leaseback transactions,
applicable to the Group w.e.f. April 1, 2024. The Group has reviewed the new pronouncements and based on its evaluation
has determined that it does not have any significant impact in its financial statements.

35 Defined Benefit Obligation

GRATUITY - The Company has a defined benefit gratuity plan for its employees. Every employee who has completed five
years of service or more gets a gratuity on resignation or death or retirement at 15 days of last drawn salary for each
completed year of service. 100% of the Plan Asset(Gratuity) is entrusted to ICICI Prudential Life Insurance Co. Ltd. under their
Group Gratuity Scheme.

COMPENSATED ABSENCES - The Compensated Absence Scheme of the Company is not funded, but the appropriate liability is
provided in the Balance Sheet. On retirement or resignation every employee gets the amount of last drawn salary for the total
accumulated leave as on that date.

The following tables summarize the components of net benefit expense recognized in the Statement of profit and loss and
the funded status and amounts recognized in the Balance sheet for the respective plans.

Segment Composition :

Manufacturing Segment includes Manufacturing and Marketing of Lubricating Oils, Greases etc. Trading Segment includes
Trading activities through Base Oil, Fuel Oil and Bitumen.

As per Ind AS 108, paragraph 34 requires entities to disclose information about its major customers i.e. those contributing
10% or more of its total amount of revenue. The details are mentioned below:

In the FY 2024-25, there is no single customer with whom the Company had a revenue of more than 10% of the Company''s
Total Revenue.

In the FY 2023-24, there is no single customer with whom the Company had a revenue of more than 10% of the Company''s
Total Revenue.

38 Capital Management
Risk Management

For the purpose of company''s capital management, equity includes equity share capital and all other equity reserves
attributable to the equity shareholders of the company. The Company manages its capital structure and makes adjustments
in light of changes in economic conditions or its business requirements. The Company''s objectives are to safeguard
continuity, maintain a strong credit rating and healthy capital ratios in order to support its business and provide adequate
return to shareholders through continuing growth and maximise the shareholders value. The Company funds its operations
through internal accruals. The management and the Board of Directors monitor the return on capital as well as the level of
dividends to shareholders.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the
requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend
payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a gearing
ratio, which is net debt divided by total capital plus net debt. The Company includes within net debt, interest bearing loans
and borrowings, less cash and cash equivalents.

As at March 31, 2025 and March 31, 2024, the Company has only one class of equity shares and has debt, consequent to
such capital structure, there are no externally imposed capital requirements. In order to maintain or achieve an optimal
capital structure, the company allocates its capital for distribution of dividend or re-investment into business based on its
long term financial plans.

42 Financial Risk Management Objectives and Policies

The Company''s financial risk management is an integral part of how to plan and execute its business strategies. The
Company''s financial risk management policy is set by the Risk Management Committee.

The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange
rates and other market changes that affect market risk sensitive instruments. Market risk is attributable to all market risk
sensitive financial instruments including deposits and loans and borrowings.

The company manages market risk through Risk Management Committee, which evaluates and exercises independent
control over the entire process of market risk management. The committee recommends risk management objectives and
policies, which are approved by Risk Management and Board.

a Market Risk

Market Risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes
in market prices. Market Risk comprises three types of risk: Interest Rate Risk, Currency Risk and Other Price Risk, such
as Commodity Risk. Financial Instruments affected by Market Risk include Loans and Borrowings, Deposits and FVTOCI
Investments.

The sensitivity analysis in the following sections relate to the position as at March 31,2025 and March 31, 2024.

The following assumptions have been made in calculating the sensitivity analysis:

The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is
based on the financial assets and financial liabilities held at March 31, 2025 and March 31, 2024.

The sensitivity of equity is calculated by considering the effect of any associated cash flow hedges at March 31, 2025
for the effects of the assumed changes of the underlying risk.

i) Interest Rate Risk

Interest Rate Risk is the risk that the Fair Value or Future Cash Flow of a financial instrument will fluctuate because
of changes in market interest rates. In order to balance the company''s position with regards to interest income
and interest expense and to manage the interest rate risk treasury performs a comprehensive interest rate risk
management.

The company is not exposed to significant interest rate risk as at the respective reporting dates.

ii) Foreign Currency Risk

The Company is exposed to foreign currency risk arising primarily from transactions denominated in currencies
other than its functional currency. The major exposures of the Company are in U.S. Dollars (USD) and United Arab
Emirates Dirham (AED). These exposures arise mainly on account of export receivables and import payables. The
Company monitors currency fluctuations regularly and manages its exposure through natural hedges arising
from offsetting assets and liabilities and may enter into forward exchange contracts, if necessary, to hedge its
exposure. As at the reporting date, no forward contracts were outstanding.

The Company does not use derivative financial instruments for trading or speculative purposes. The Company
manages its foreign currency risk by converting the foreign currency exposure into '' on the date of entering into
the transaction.

The carrying amounts of the Company''s financial assets including Other Current Assets and financial liabilities
denominated in foreign currencies at the reporting date are as follows:

Sensitivity Analysis

A reasonably possible strengthening/(weakening) of the Indian Rupee(INR) against the foreign currencies(FCY)
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.

The table below shows sensitivity of open forex exposure to FCY/INR movement. We have considered 1% ( /-)
change in FCY/INR movement. For a 1% weakening of the INR against the relevant FCY, there would be an equal
and opposite impact on the profit and other equity, and the balances below would be negative. The indicative 1%
movement is directional and does not reflect management forecast on currency movement.

iii) Credit Risk

Credit Risk arises from the possibility that the counter party may not be able to settle their obligations as agreed.
To manage this, the company periodically assesses the financial reliability of customers and other counter
parties, taking into account the financial condition, current economic trends and analysis of historical bad
debts and ageing of financial assets. Individual risk limits are set and periodically reviewed on the basis of such
information.

Financial Assets are written off when there are no reasonable expectations of recovery, such as a debtor failing to
engage in a repayment plan with the company. Where loans or receivables have been written off, the Company
continues to engage in enforcement activity to attempt to recover the receivable due. When such recoveries are
made, these are then recognized as income in the statement of profit and loss.

The company measures the expected credit loss of trade receivables based on historical trend, industry practices
and the business environment in which the entity operates.

Investments

The Company invests its surplus funds mainly in liquid/short term debt/equity fund schemes of mutual funds
for short duration, which carry no/low mark to market risks and therefore, exposes the Company to low credit
risk. Such investments are made after reviewing the credit worthiness and market standing of such funds and
therefore, minimises the Company''s exposure to credit risk. Such investments are monitored on a regular basis.

iv) Liquidity Risk

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the
availability of funding through an adequate amount of committed credit facilities to meet obligations when due
and to close out market positions. Due to the dynamic nature of the underlying businesses, Company treasury
maintains flexibility in funding by maintaining availability under committed credit lines. Management monitors
rolling forecasts of the Company''s liquidity position (comprising the undrawn borrowing facilities below) and
cash and cash equivalents on the basis of expected cash flows. The Company assessed the concentration of risk
with respect to refinancing its debt and concluded it to be low.

The following tables detail the Company''s remaining contractual maturity for its financial liabilities. The tables
have been drawn up based on the cash flows of financial liabilities based on the earliest date on which the
Company can be required to pay:

44b Leases - As a Lessor - Operating Lease

Lease income from operating leases where the Company is a lessor is recognized in income on a straight-line basis over the
lease term. The Company has leased out certain buildings on operating leases. The rent is not based on any contingencies.
There are no restrictions imposed by lease arrangements. The leases are cancellable.

Lease payments received are recognized as Rental Income in Note 26 of the Profit & Loss account. The Company received
'' 6.21 Lakhs during the F.Y. 2024-2025 and '' 6.50 Lakhs during the F.Y. 2023-2024.

47 The Company has borrowings from banks for working capital limits against security of its current assets. The quarterly
statements submitted to the banks are in agreement with the books and there are no material discrepancies that require
specific disclosures.

48 Registration of Charges or Satisfaction:

There are no charges or satisfaction that are required to be registered with the ROC beyond the statutory period.

50 Transfer Pricing :

As per the Transfer pricing rules prescribed under the Income Tax Act, 1961, the company is in process of finalising transfer
pricing study to ensure compliance with the said rules. The management does not anticipate any material adjustment with
regard to the transaction involved.

51 Additional Regulatory Information

a) The title deeds of immovable properties (other than properties where the Company is the lessee and the lease
agreements are duly executed in favour of the lessee), are held in the name of the Company.

b) The Company has not been declared wilful defaulter by any of the banks or financial institutions or any other lender.

c) The funds borrowed for short term purposes have not been utilized for any other purpose / long term purposes.

d) The Company does not hold any benami property and no proceedings have been initiated or pending against the

Company for holding any benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and
rules made thereunder.

e) The Company does not trade or invest in any crypto currency.

f) To the best of the Company''s knowledge and information, there are no transactions which are not recorded in the

books of account or have been surrendered or disclosed as income during the year in the tax assessments under

Income Tax Act, 1961.

As per our report of even date.

For J Mandal & Co LLP For and on behalf of Board of Directors

Chartered Accountants

Firm Registration No. : 302100E/N500422 Ayush Goel Arjun Verma

Chairman Executive Director & CFO

CA Mukkul Agarrwal DIN : 02889080 DIN : 10102249

Partner

Membership No. : 502489

Kanika Sehgal Sadana

Mumbai, May 28, 2025 Company Secretary

---

Mar 31, 2024

T) Provisions, Contingent Liabilities and Contingent Assets

Provision is recognized in the accounts when there is a present obligation as a result of past event(s) and it is probable that there will be an outflow of resources required to settle the obligation and a reliable estimate can be made. Provisions are not discounted to their present value and are determined based on the best estimate required to settle the obligation at the reporting date. These estimates are reviewed at each reporting date and adjusted to reflect the current best estimate.

Contingent Liabilities are disclosed in the financial statements unless the possibility of outflow of resources is remote. Contingent Assets are neither recognized nor disclosed in the financial statements.

U) Cash & Cash Equivalents

The Company considers all highly liquid investments, which are readily convertible into known amounts of cash that are subject to an insignificant risk of change in value, to be cash equivalents. Cash and cash equivalents consist of balances with banks which are unrestricted for withdrawal and usage.

35 Defined Benefit Obligation

GRATUITY - The Company has a defined benefit gratuity plan for its employees. Every employee who has completed five years of service or more gets a gratuity on resignation or death or retirement at 15 days of last drawn salary for each completed year of service. 100% of the Plan Asset(Gratuity) is entrusted to ICICI Prudential Life Insurance Co. Ltd. under their Group Gratuity Scheme.

COMPENSATED ABSENCES - The Compensated Absence Scheme of the Company is not funded, but the appropriate liability is provided in the Balance Sheet. On retirement or resignation every employee gets the amount of last drawn salary for the total accumulated leave as that date.

The following tables summarize the components of net benefit expense recognized in the Statement of profit and loss and the funded status and amounts recognized in the Balance sheet for the respective plans.

Segment Composition :

Manufacturing Segment includes Manufacturing and Marketing of Lubricating Oils, Greases etc. Trading Segment includes trading activities through Base Oil, Fuel Oil and Bitumen.

As per Ind AS 108 paragraph 34 requires entities to disclose information about its major customers i.e. those contributing 10% or more of its total amount of revenue. The details are mentioned below:

In the FY 2023-24, there is no single customer with whom the Company had a revenue of more than 10% of the Company''s total Revenue.

In the FY 2022-23, there is no single customer with whom the Company had a revenue of more than 10% of the Company''s total Revenue.

38 Capital Management Risk Management

For the purpose of company’s capital management, equity includes equity share capital and all other equity reserves attributable to the equity shareholders of the company. The Company manages its capital structure and makes adjustments in light of changes in economic conditions or its business requirements. The Company''s objectives are to safeguard continuity, maintain a strong credit rating and healthy capital ratios in order to support its business and provide adequate return to shareholders through continuing growth and maximise the shareholders value. The Company funds its operations through internal accruals. The management and the Board of Directors monitor the return on capital as well as the level of dividends to shareholders.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company includes within net debt, interest bearing loans and borrowings, less cash and cash equivalents.

As at March 31,2024 and March 31,2023, the Company has only one class of equity shares and has debt, consequent to such capital structure, there are no externally imposed capital requirements. In order to maintain or achieve an optimal capital structure, the company allocates its capital for distribution of dividend or re-investment into business based on its long term financial plans.

40 Details of dues to Micro and Small Enterprises as defined under the MSMED Act, 2006

As per the information available with the Company, the dues to Micro and Small Enterprises, as defined in the Micro, Small, and Medium Enterprises Development Act, 2006, as on 31^st March 2024 and 31^st March 2023 amount to INR 259.83 Lakhs and INR 226.22 Lakhs on account of principal. There is no interest outstanding as on 31^st March, 2024 and 31^st March 2023.

The above information regarding Micro and Small Enterprises has been determined to the extent such parties have been identified on the basis of information available with the Company.

42 Financial Risk Management Objectives and Policies

The Company’s financial risk management is an integral part of how to plan and execute its business strategies. The Company’s financial risk management policy is set by the Risk Management Committee.

The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates and other market changes that affect market risk sensitive instruments. Market risk is attributable to all market risk sensitive financial instruments including deposits and loans and borrowings.

The company manages market risk through Risk Management committee, which evaluates and exercises independent control over the entire process of market risk management. The committee recommends risk management objectives and policies, which are approved by Risk Management and Board.

a Market Risk

Market Risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market Risk comprises three types of risk: Interest Rate Risk, Currency Risk and Other Price Risk, such as Commodity Risk. Financial Instruments affected by Market Risk include Loans and Borrowings, Deposits and FVTOCI Investments.

The sensitivity analysis in the following sections relate to the position as at 31 March 2024 and 31 March 2023.

The following assumptions have been made in calculating the sensitivity analysis:

The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held at 31 March 24 and 31 March 2023.

The sensitivity of equity is calculated by considering the effect of any associated cash flow hedges at 31 March 2024 for the effects of the assumed changes of the underlying risk.

i) Interest Rate Risk

Interest Rate Risk is the risk that the Fair Value or Future Cash Flow of a financial instrument will fluctuate because of changes in market interest rates. In order to balance the company''s position with regards to interest income and interest expense and to manage the interest rate risk treasury performs a comprehensive interest rate risk management.

The company is not exposed to significant interest rate risk as at the respective reporting dates.

ii) Foreign Currency Risk

Foreign currency risk mainly arises from transactions undertaken by an operating unit denominated in currencies other than its functional currency. The Company is exposed to currency risk mainly on account of its import payables 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 forward foreign currency covers. The Company has a policy in place for hedging its foreign currency exposure.

The Company does not use derivative financial instruments for trading or speculative purposes.. The Company manages its foreign currency risk by converting the foreign currency exposure into INR on the date of entering into the transaction.

The carrying amounts of the Company’s financial assets including Other Current Assets and financial liabilities denominated in foreign currencies at the reporting date are as follows:

The following table details the Company’s sensitivity to a 1% increase and decrease in the functional currency against the relevant foreign currencies of all the companies in the Company.

1% is the sensitivity rate used when reporting foreign currency risk and represents management’s assessment of the reasonably possible change in foreign exchange rates.

The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a 1% change in foreign currency rates. A positive number below indicates an increase in profit and other equity where the respective functional currency strengthens by 1% against the relevant foreign currency. For a 1% weakening of the functional currency against the relevant currency, there would be an equal and opposite impact on the profit and other equity, and the balances below would be negative:

Credit Risk

Credit Risk arises from the possibility that the counter party may not be able to settle their obligations as agreed. To manage this, the company periodically assesses the financial reliability of customers and other counter parties, taking into account the financial condition, current economic trends and analysis of historical bad debts and ageing of financial assets. Individual risk limits are set and periodically reviewed on the basis of such information.

Financial Assets are written off when there are no reasonable expectations of recovery, such as a debtor failing to engage in a repayment plan with the company. Where loans or receivables have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivable due. When such recoveries are made, these are then recognized as income in the statement of profit and loss.

The company measures the expected credit loss of trade receivables based on historical trend, industry practices and the business environment in which the entity operates.

Liquidity Risk

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due and to close out market positions. Due to the dynamic nature of the underlying businesses, Company treasury maintains flexibility in funding by maintaining availability under committed credit lines. Management monitors rolling forecasts of the Company’s liquidity position (comprising the undrawn borrowing facilities below) and cash and cash equivalents on the basis of expected cash flows. The Company assessed the

50 Transfer Pricing :

As per the Transfer Pricing rules prescribed under the Income Tax Act, 1961, the company did not have any international or specified domestic transactions with any of its related/associated enterprises during the year. Hence, the provisions of transfer pricing are not applicable to the Company.

As per our Report of even date.

For PNG & Co. For and on behalf of Board of Directors

Chartered Accountants

Firm Registration No. : 021910N Ayush Goel Arjun Verma

Chairman Executive Director & CFO

Neeru Goyal DIN :02889080 DIN :10102249

Partner

Membership No. : 096095

Kanika Sehgal Sadana

Mumbai, May 28, 2024 Company Secretary

---

Mar 31, 2018

* Vehicle Loans are secured by way of hypothecation of assets, thus purchased. The loan is repayable in 48 equated monthly installments of Rs. 74,371 (including interest) starting from 13-10-2017 Last EMI due 13-09-2021.

** The Term Loan is secured by mortgage of Office Premises at Andheri (Mumbai). It was repayable in 164 equated monthly installments of Rs. 1,278,672 (including interest). Full repayment of the outstanding Loan amount was made in July 2016.

A. Working Capital Loans from Banks are secured by pari pasu charge by way of:

I) Hypothecation of:

(a) Entire current assets of the Company both present and future in favour of the Company’s Bankers for Working Capital facilities;

(b) Entire movable and immovable fixed assets of the Company both present & future in favour of the Company’s Bankers for Working Capital facilities subject to charge created for Vehicle Loan.

II) Equitable Mortgage on Land together with Factory Premises of the Company at Plot No. 5 to 14, Village Valiv, Taluka Vasai, District Thane.

III) Equitable Mortgage on office premises at Unit No. 804, 8^th Floor, Ackruti Star, MIDC, MIDC Central Road, Andheri (East), Mumbai, Maharashtra.

IV) Lien on FDR with banks amounting to Rs. 67,500,000.

B. The charges created as per Para (A) above also extends to the guarantees given by the banks on behalf of the Company, aggregating Rs. 3,946,767.

1 Commitments and Contingencies

1 a Operating Leases

The company is a lessor and a lessee, in both the cases either of the party can terminate the agreement by giving the notice of 3 months and hence it is a cancellable lease, so the disclosure requirement of Ind AS 17 showing minimum lease payment for less than 1 year between more than 1 year and less than 5 year, and more than 5 years is not applicable.

1 b Contingent Liabilities

2 Defined Benefit Obligation

GRATUITY - The Company has a defined benefit gratuity plan for its employees. Every employee who has completed five years of service or more gets a gratuity on resignation or death or retirement at 15 days of last drawn salary for each completed year of service.

COMPENSATED ABSENCES - The Compensated Absence Scheme of the Company is not funded, but the appropriate liability is provided in the Balance Sheet. On retirement or resignation every employee gets the amount of last drawn salary for the total accumulated leave as that date.

The following tables summarize the components of net benefit expense recognized in the Statement of profit and loss and the funded status and amounts recognized in the Balance sheet for the respective plans.

Estimate of future salary increases, considered in actuarial valuation, takes account of inflation, seniority, increments and other relevant factors, such as supply and demand in employment market 100% of the Plan Asset(Gratuity) is entrusted to ICICI Prudential Life Insurance Co. Ltd. under their Group Gratuity Scheme.

Segment composition :

Manufacturing Segment includes Manufacturing and Marketing of Lubricating Oils, Greases etc. Trading Segment includes trading activities through Base Oil and Coal Trading.

As per Ind AS 108 paragraph 34 requires entities to disclose information about its major customers i.e. those contributing 10% or more of its total amount of revenue. There were no Customer contributing 10% or more of the Company’s total amount of revenue in any of the three years reported.

3 capital Management

For the purpose of company’s capital management, equity includes equity share capital and all other equity reserves attributable to the equity shareholders of the company. The Company manages its capital structure and makes adjustments in light of changes in economic conditions or its business requirements. the Company’s objectives are to safeguard continuity, maintain a strong credit rating and healthy capital ratios in order to support its business and provide adequate return to shareholders through continuing growth and maximise the shareholders value. The Company funds its operations through internal accruals. The management and the Board of Directors monitor the return on capital as well as the level of dividends to shareholders.

The Company manages its capital structure and makes adjustments in light of changes in economic conditions and the requirements of the financial covenants. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company’s policy is to keep the gearing ratio between 30% to 50%. The Company includes within net debt, interest bearing loans and borrowings, less cash and cash equivalents.

As at March 31, 2016, March 31, 2017 and March 31, 2018, the Company has only one class of equity shares and has debt, consequent to such capital structure, there are no externally imposed capital requirements. In order to maintain or achieve an optimal capital structure, the company allocates its capital for distribution of dividend or re-investment into business based on its long term financial plans.

4 FIRST-TIME ADOPTION OF INDIAN ACCOUNTING STANDARDS (‘Ind AS’)

These are the company’s first financial statements prepared in accordance with Ind AS

These financial statements, for the period ended March 31, 2018, are the first financial statements the Company has prepared in accordance with Ind AS. The Company has adopted Indian Accounting Standards (Ind AS) as notified by the Ministry of Corporate Affairs with effect from April 1, 2017, with a transition date of April 1, 2016. The adoption of Ind AS has been carried out in accordance with Ind AS 101, First-time Adoption of Indian Accounting Standards. Ind AS 101 requires that all Ind AS standards and interpretations that are issued and effective for the first Ind AS financial statements be applied retrospectively and consistently for all financial years presented. Accordingly, the Company has prepared financial statements which comply with Ind AS for the period ended March 31, 2018, together with the comparative information as at and for the year ended March 31, 2017 and the opening Ind AS Balance Sheet as at April 1, 2016, the date of transition to Ind AS. In preparing these Ind AS financial statements, the Company has availed certain exemptions and exceptions in accordance with Ind AS 101, as explained below. The resulting difference between the carrying values of the assets and liabilities in the financial statements as at the transition date under Ind AS and Previous GAAP have been recognised directly in equity (retained earnings or another appropriate category of equity). This note explains the adjustments made by the Company in restating its financial statements prepared under previous GAAP, including the Balance Sheet as at April 1, 2016 and the financial statements as at and for the year ended March 31, 2017.

Transition to Ind AS - Reconciliations

The following reconciliations provide a quantification of the effect of significant differences arising from the transition from previous GAAP to Ind AS as required under Ind AS 101

1. Reconciliation of Equity as at April 1, 2016 and as at March 31, 2017

2. Reconciliation of Net Profit for the year ended March 31, 2017

The presentation requirements under Previous GAAP differ from Ind AS, and hence, previous GAAP information has been regrouped for ease of reconciliation with Ind AS. The regrouped previous GAAP information is derived from the Financial Statements of the Company prepared in accordance with Previous GAAP.

Explanation to transition to ind As optional exemptions availed

Deemed Cost

IND-AS 101 permits a first - time adopter to elect to continue with the carrying value for all of its property, plant and equipment and Investment Property as recognized in the Ind AS financial statements as at the date of transition to IND-AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition. Accordingly, the Company has elected to continue with the carrying value determined in accordance with Indian GAAP for all its plant, property & equipment and intangible assets as deemed cost of such assets at the transition date except for Land and Building which are recognized at Fair Value as a Deemed Cost.

Functional currency

Items included in the financial statements of the company are recorded using the currency of the primary economic environment in which the company operates (the ‘functional currency’). The financial statements are prepared in INR, the functional currency of the company.

De-recognition of Financial Assets and Liabilities

IND-AS 101 requires a first - time adopter to apply the de-recognition provisions of IND-AS 109 prospectively for transactions occurring on or after the date of transition to IND-AS. However, IND-AS 101 allows a first - time adopter to apply the de - recognition requirements in IND-AS 109 retrospectively from a date of the entity’s choosing, provided that the information needed to apply IND-AS 109 to financial assets and financial liabilities derecognized as a result of past transactions was obtained at the time of initially accounting for those transactions.

The Company has elected to apply the de-recognition provisions of IND-AS 109 prospectively from the date of transition to IND-AS.

Foreign Currency Monetary Items

There are no foreign currency monetary items.

Mandatory Exceptions from Retrospective Application

The Company has applied the following exceptions to the retrospective application of Ind AS as mandatorily required under Ind AS 101:

1. Estimates

The estimates at 1^st April, 2016 and at 31^st March, 2017 are consistent with those made for the same dates in accordance with Indian GAAP (after adjustments to reflect any differences in accounting policies) apart from the Impairment of financial assets based on expected credit loss model.

The estimates used by the Company to present these amounts in accordance with Ind AS reflect conditions at 1^st April, 2016, the date of transition to Ind AS and as of 31^st March, 2017.

2. Classification and Measurement of Financial Assets

The classification of financial assets to be measured at amortised cost or fair value through Other Comprehensive Income is made on the basis of the facts and circumstances that existed on the date of transition to Ind AS.

5A Reconciliation between previously Indian GAAP (IGAAP) and Ind AS

Ind AS 101 requires an entity to reconcile equity, other comprehensive income and cash flows for prior periods. The following tables represent the reconciliations from erstwhile Indian GAAP and IND AS

6 Details of dues to Micro and Small Enterprises as defined under the MSMED Act, 2006

As per the information available with the Company, there are no Micro, Small, and Medium Enterprises, as defined in the Micro, Small, and Medium Enterprises Development Act, 2006, to whom the Company owes dues on account of principal or interest.

The above information regarding Micro, Small, and Medium Enterprises has been determined to the extent such parties have been identified on the basis of information available with the Company. This has been relied upon by the auditors.

7 Income Tax Expense

A Tax Expense recognised in the Statement of Profit & Loss

B Reconciliation between statutory Income Tax Rate applicable to the company and the effective Income Tax rate is as follows :

8 Financial Risk Management Objectives and Policies

The Company’s financial risk management is an integral part of how to plan and execute its business strategies. The Company’s financial risk management policy is set by the Risk Management committee

The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange rates and other market changes that affect market risk sensitive instruments. Market risk is attributable to all market risk sensitive financial instruments including deposits and loans and borrowings.

The company manages market risk through Risk Management committee, which evaluates and exercises independent control over the entire process of market risk management. The committee recommends risk management objectives and policies, which are approved by Risk Management and Board.

a Market Risk

Market Risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market Risk comprises three types of risk: Interest Rate Risk, Currency Risk and Other Price Risk, such as Commodity Risk. Financial Instruments affected by Market Risk include Loans and Borrowings, Deposits and FVTOCI Investments.

The sensitivity analyses in the following sections relate to the position as at 31 March 2018 and 31 March 2017

The following assumptions have been made in calculating the sensitivity analyses:

The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held at 31 March 18 and 31 March 2017.

The sensitivity of equity is calculated by considering the effect of any associated cash flow hedges at 31 March 2018 for the effects of the assumed changes of the underlying risk

i) interest rate risk

Interest Rate Risk is the risk that the Fair Value or Future Cash Flow of a financial instrument will fluctuate because of changes in market interest rates. In order to balance the company’s position with regards to interest income and interest expense and to manage the interest rate risk treasury performs a comprehensive interest rate risk management.

The company is not exposed to significant interest rate risk as at the respective reporting dates.

ii) Foreign Currency Risk

Foreign currency risk mainly arises from transactions undertaken by an operating unit denominated in currencies other than its functional currency. The Company’s exposure to the risk of changes in foreign exchange rates relates primarily to the Company’s operating activities (when revenue or expense is denominated in a foreign currency). The Company manages its foreign currency risk by converting the foreign currency exposure into INR on the date of entering into the transaction.

The carrying amounts of the Company’s financial assets and financial liabilities denominated in foreign currencies at the reporting date are as follows:

The following table details the Company’s sensitivity to a 1% increase and decrease in the functional currency against the relevant foreign currencies of all the companies in the Company.

1% is the sensitivity rate used when reporting foreign currency risk and represents management’s assessment of the reasonably possible change in foreign exchange rates.

The sensitivity analysis includes only outstanding foreign currency denominated monetary items and adjusts their translation at the period end for a 1% change in foreign currency rates. A positive number below indicates an increase in profit and other equity where the respective functional currency strengthens by 1% against the relevant foreign currency. For a 1% weakening of the functional currency against the relevant currency, there would be an equal and opposite impact on the profit and other equity, and the balances below would be negative:

Credit Risk

Credit Risk arises from the possibility that the counter party may not be able to settle their obligations as agreed. To manage this, the company periodically assesses the financial reliability of customers and other counter parties, taking into account the financial condition, current economic trends and analysis of historical bad debts and ageing of financial assets. Individual risk limits are set and periodically reviewed on the basis of such information.

Financial Assets are written off when where there are no reasonable expectations of recovery, such as a debtor failing to engage in a repayment plan with the company. Where loans or receivables have been written off, the Company continues to engage in enforcement activity to attempt to recover the receivable due. When such recoveries are made, these are then recognized as income in the statement of profit and loss.

The company measures the expected credit loss of trade receivables based on historical trend, industry practices and the business environment in which the entity operates.

Liquidity Risk

Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due and to close out market positions. Due to the dynamic nature of the underlying businesses, Company treasury maintains flexibility in funding by maintaining availability under committed credit lines. Management monitors rolling forecasts of the Company’s liquidity position (comprising the undrawn borrowing facilities below) and cash and cash equivalents on the basis of expected cash flows. The Company assessed the concentration of risk with respect to refinancing its debt and concluded it to be low.

The following tables detail the Company’s remaining contractual maturity for its financial liabilities. The tables have been drawn up based on the cash flows of financial liabilities based on the earliest date on which the Company can be required to pay:

9 Standard issued but not effective IND AS 115 - Revenue From Contract With Customers

On March 28, 2018, Ministry of Corporate Affairs (“MCA”) has notified the Companies (Indian Accounting Standrads) Amendment Rules, 2018. In which, it has notified the Ind AS 115, Revenue from Contract with Customers. The objective of this standard is to establish the principles that an entity shall apply to report useful information to users of financial statements about the nature, amount, timing and uncertainty of revenue and cash flows arising from a contract with customer. The core principle of this Standard is that an entity shall recognise revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.

This standard will come into force from April 1, 2018. As per the evaluation of the management of the company, the effect on adoption of Ind AS 115 will not be material.

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Mar 31, 2016

Contingent Liabilities: 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 nonoccurrence 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 on outflow of resources will be required to settle or a reliable estimate of the amount cannot be made.

Contingent Assets: Contingent Assets are neither recognized nor disclosed in the financial statements.

O. Taxation

1. Income-tax expense comprises current tax and deferred tax charge or credit

2. Provision for current tax is made on the basis of the assessable income at the tax rate applicable to the relevant assessment year.

3. The deferred tax asset and deferred tax liability if calculated by applying tax rate and tax laws that have been enacted or substantively enacted by the Balance Sheet date.

4. Deferred tax assets arising mainly on account of brought forward losses and unabsorbed depreciation under tax laws are recognized, only if there is a virtual certainty of its realization, supported by convincing evidence.

5. Deferred tax assets on account of other timing differences are recognized only to the extant there is reasonable certainty of its realization.

6. At each Balance Sheet date, the carrying amount of deferred tax assets are reviewed to reassure realization.

7. Minimum Alternative Tax credit (MAT Credit) is recognized as an asset only when and to the extent that there is convincing evidence that the Company will pay normal tax during the specified period. Such asset is reviewed at each Balance Sheet date and the carrying amount of the MAT credit asset is written down to the extent there is no longer a convincing evidence to the effect that the Company will pay normal income tax during the specific period.

Nature of Security:

A. Working Capital Loans from Banks are secured by pari pasu charge by way of:

i) Hypothecation of:

a) Entire current assets of the company both present and future in favour of the Company''s Bankers for Working Capital facilities;

b) Entire movable and immovable fixed assets of the company both present & future in favour of the Company''s Bankers for Working Capital facilities subject to charge stated at Schedule 3;

ii) Equitable Mortgage on Land together with Factory Premises of the Company at Plot No. 5 to 14, Village Valiv, Taluka Vasai, District Thane.

iii) Equitable Mortgage on office premises at 406/407 and 612 Embassy Centre, Nariman Point, Mumbai - 400021.

B. The charges created as per Para (A) above also extends to the guarantees given by the banks on behalf of the company, aggregating Rs. 44,58,440/- (31^st March, 2015 - Rs. 57,14,625/-)

8. As per information available with the Company, none of the creditors have confirmed that they are registered under the Micro, Small and medium enterprises Development Act, 2006.

9. Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) '' Rs.NIL (31^st March, 2015 - Rs.'' 2,126,793/-)

10. Segment information as per Accounting Standard - 17 on Segment Reporting

Information provided in respect of revenue items for the year ended 31^st March, 2016 and in respect of assets / liabilities as at 31^st March, 201 6.

11. Acceptances pertain to liability under Secured Letters of Credit / Buyers Credit from Bank (Details of security is given in Note No. 7 and 8)

12. Previous years figures have been regrouped / recast wherever necessary to correspond with the current year''s classification/disclosures.

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Mar 31, 2015

1 As per information available with the Company, none of the creditors have confirmed that they are registered under the Micro, Small and medium enterprises Development Act, 2006.

2 Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) Rs. 2,126,793/- (31st March, 2014 - Rs. 262,500/-)

3 Contingent liabilities not provided for:

2014-15 2013-14

a] Claims against the Company not acknowledged as debts:

Sales Tax 31,961,391 72,176,374

Custom Duty 72,971,261 72,971,261

b] Guarantees given by Banks 5,714,625 5,592,681

37 Related Party Disclosure

[A] Name of the related parties and description of relationship.

Relationship:

[a] Holding Company

Gulf Petrochem Pte Ltd

[b] Key Management Personnel

Dhiraj Sharma Chief Financial Officer

D. Malla Reddy Company Secretary

Rajendra Sah Whole time Director upto July 31,2014

Vivek Sah Whole time Director upto July 31,2014

Aditya Sah Whole time Director upto July 31,2014

Shobha Sah Senior President upto July 31,2014

[c] Other Related party

NAF India Holdings Ltd Investor Company upto July 31,2014

Gulf Petrochem (India) Pvt. Ltd. Fellow Subsidiary

Gulf Petrochem Energy Pvt. Ltd. Fellow Subsidiary

New Horizons Realbuild Pvt. Ltd. Fellow Subsidiary

New Horizons Logiware Pvt. Ltd. Fellow Subsidiary

Olive Roots India Pvt. Ltd. Fellow Subsidiary

Gulf Ispat Limited Fellow Subsidiary

Gulf Petrochem FZC Ultimate Holding Company

Gulf Asphalt Pvt. Ltd. Ultimate Holding Company and Director of Reporting company

( Formerly known as Aspam Petronergy Pvt. Ltd.) exercising more than 20% control

Note:

Related party relationship is as identified by the Company and relied by the Auditors

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Mar 31, 2013

1 As per information available with the Company, none of the creditors have confi rmed that they are registered under the Micro, Small and medium enterprises Development Act, 2006.

2 Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) Rs. 37,500/- (31st March, 2012 - Rs. 2,006,285/-)

3 Contingent liabilities not provided for:

2012-2013 2011-2012 Rs. Rs.

a] Claims against the Company not acknowledged as debts: Sales Tax 72,176,374 129,983,710

b] Guarantees given by Banks 8,773,490 10,173,994

4 Acceptances pertain to liability under Secured Letters of Credit from Bank (Details of security is given in Note No. 6)

5 Previous years fi gures have been regrouped / recast wherever necessary.

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Mar 31, 2012

Notes:

Previous year's figures have been regrouped/recast wherever necessary

Reconciliation of the shares outstanding at the beginning and at the end of the year

The details of Shareholders holding more than 5% shares:

# Dividend proposed to be distributed to equity shareholders is Rs. 0.01 (Previous Year Rs. 0.05) per equity share.

Note:

Secured by pari pasu charge by way of:

i) Hypothecation of:

a) Entire current assets both present and future along with Process, Semi Finished Goods, Finished Goods, other working capital lenders

b) Entire fixed assets of the company including land & building, Plant & Machinery, Furniture & Fixtures, etc. of the company both present & future along youth other working capital lenders.

ii) Equitable Mortgage on Factory Premises of the Company at Plot No. 5 to 14, Village Valiv, Taluka Vasai, District Thane.

iii) Equitable Mortgage on office premises at 406/407 and 612 Embassy Centre, Nariman Point, Mumbai-400021.

* Includes Statutory Liabilities, Security Deposit, Payable to Staff and Foreign Currency Payable

# Excise Duty represents the aggregate of excise duty bome by the Company and difference between excise duty on opening and closing stock of finished goods.

1 As per information available with the Company, none of the creditors have confirmed that they are registered under the Micro, Small and medium enterprises Development Act, 2006.

Defined benefit plans as per actuarial valuation on 31st March, 2012

2 Contingent liabilities not provided for:

2011-2012 2010-2011 Rs. Rs.

a] Guarantees given by Banks 10,173,994 2,363,154

b] Estimated amount of contracts / capital commitments 2,006,285 5,887,065

c] Claims against the Company not acknowledged as debts:

(i) Excise matters 9,408,719 9,408,719

(ii) Sales Tax matters 129,983,710 131,079,080

Note:

The above information is certified by actuary.

3 Acceptances pertain to liability under Secured Letters of Credit from Bank (Details of security Is given in Note No. 6)

4 Previous year's figures have been regrouped I recast' wherever necessary.

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Mar 31, 2011

1] Contingent liabilities not provided for:

Rs. Rs.

2010-2011 2009-2010

a] Guarantees given by Banks 2,363,154 335,225

b] Estimated amount of contracts / capital commitments 5,887,065 1,601,915

c] Claims against the Company not acknowledged as debts:

(i) Excise matters 9,408,719 9,408,719

(ii) Sales Tax matters 131,079,080 108,965,538

2] Related Party Disclosure .

(a) Name of the related parties and description of relationship.

Related Party: Relationship:

NAF India Holdings Ltd Investor Company - Controlling Interest

Shri Rajendra Sah Whole time Director

ShriVivekSah Whole time Director

Shri Aditya Sah Whole time Director

Smt. Shobha Sah Senior President

(b) Enterprises over which Key management personnel exercise significant influence SahAgrotechs

Note: Related party relationship is as identified by the Company and relied by the Auditors

11] Acceptances pertain to liability under Secured Letters of Credit from Bank.

(Details of security is given in note to Schedule 3)

3] ADDITIONAL INFORMATION AS FAR AS APPLICABLE PURSUANTTO PART II OF SCHEDULE VI OF THE COMAPANIES ACT 1956.

I. Particulars of Capacity:

(i) Licensed Capacity

Not applicable

(ii) Installed Capacity:

Installed capacity for the manufacturing of Industrial Oils and Lubricants - 80,000 KL per annum (approx). Since the company's installed capacity is dependent on Product-mix, whjch in turn is dependent on the basis of actual demand for various products from time to time, it is not feasible for the company to give the exact installed capacity. The company has, however indicated the installed capacity 6n the basis of the normal year's product-mix as certified by the Managing Directors and the same being a technical matter is accepted by the Auditors.

4] Previous years figures have been regrouped / recast wherever necessary.

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Mar 31, 2010

1] As per information available with the Company, none of the creditors have confrmed that they are registered under the Micro, Small and medium enterprises Development Act, 2006.

2] Company had raised Rs. 319,800,000/- through Preferential Allotment and the same has been entirely utilised.

3] Contingent liabilities not provided for :

2009-2010 2008-2009

Rs. Rs.

a] Guarantees given by Banks 335,225 2,911,975

b] Estimated amount of contracts / capital commitments 16,01,915 425,400

c] Claims against the Company not acknowledged as debts:

(i) Excise matters 9,408,719 9,408,719

(ii) Sales Tax matters 108,965,538 677,215

(iii) Others - 158,875



4] Related Party Disclosure

(a) Name of the related parties and description of relationship.

Related Party: Relationship:

NAF India Holdings Ltd Investor Company - Controlling Interest

Shri Rajendra Sah Whole time Director

Shri Vivek Sah Whole time Director

Shri Aditya Sah Whole time Director

Smt. Shobha Sah Senior President



(b) Enterprises over which Key management personnel exercise signifcant infuence

Sah Exports

Sah Marketing Company

Sah Agrotechs

Note: Related party relationship is as identifed by the Company and relied by the Auditors

Note: The above information is certifed by actuary.

5] Acceptances pertain to liability under Secured Letters of Credit from Bank.

(Details of security is given in note to Schedule

3) 12] ADDITIONAL INFORMATION AS FAR AS APPLICABLE PURSUANT TO PART II OF SCHEDULE VI OF THE COMAPANIES ACT 1956. I. Particulars of Capacity:

(i) Licensed Capacity Not applicable

(ii) Installed Capacity:

Installed capacity for the manufacturing of Industrial Oils and Lubricants - 80,000 KL per annum (approx). Since the companies installed capacity is dependent on Product-mix, which in turn is dependent on the basis of actual demand for various products from time to time, it is not feasible for the company to give the exact installed capacity. The company has, however indicated the installed capacity on the basis of the normal years product-mix as certifed by the Managing Directors and the same being a technical matter is accepted by the Auditors.

6] Previous years fgures have been regrouped / recast wherever necessary.