Notes to Accounts of Gulf Oil Lubricants India Ltd.

Mar 31, 2025

i. Provisions

Provisions are recognised when the Company
has a present obligation (legal or constructive)
as a result of a past event, it is probable that an
outflow of resources embodying economic benefits
will be required to settle the obligation and a
reliable estimate can be made of the amount of
the obligation. The expense relating to a provision
is presented in the statement of profit and loss.
Provisions are measured at the present value of
management’s best estimate of the expenditure
required to settle the present obligation at the end
of the reporting period.

j. Retirement and other employee benefits

(i). Gratuity

The Company provides for gratuity, a defined
benefit retirement plan (‘the Gratuity Plan’)
covering eligible employees. The Gratuity
Plan provides a lump-sum payment to vested
employees at retirement, death, incapacitation
or termination of employment, of an amount

based on respective employee’s salary and
tenure of employment with the Company.

Liabilities with regard to Gratuity Plan are
determined by actuarial valuation, performed
by an independent actuary, at each Balance
Sheet date using projected unit credit method.
The Company contributes all ascertained
liabilities to the Gulf Oil Lubricants India
Limited employees group gratuity cum life
assurance Scheme (‘the Trust’). Trustees
administer contributions made to the
Trusts and contributions are invested in
insurer managed fund.

The Company recognises the net obligation of
a defined benefit plan in its Balance Sheet as
an asset or liability.

Gains and losses through premeasurements
of the net defined benefit liability/(asset) are
recognised in other comprehensive income.
The actual return of the portfolio of plan
assets, in excess of the yields computed by
applying the discount rate used to measure
the defined benefit obligation is recognised in
other comprehensive income.

The effect of any plan amendments
or curtailments are recognised in net
profit in Statement of Profit and Loss as
past service costs.

(ii) Superannuation

Certain employees of the Company are
participants in a defined contribution plan.
The Company has no further obligations to
the plan beyond its contributions which are
periodically contributed to the Gulf Oil
Lubricants India Limited employees group
superannuation scheme, the corpus of which
is invested in the insurer managed fund.

(iii) Provident fund

The Company pays provident fund
contributions to publicly administered
provident fund as per local regulations. The

Company has no further payment obligations
once the contributions have been paid. The
contributions are accounted for as defined
contribution plans and the contributions are
recognised as employee benefit expense
when they are due.

(iv) Compensated absences

The liabilities for earned leave that are not
expected to be settled wholly within 12
months after the end of the period in which
the employees render the related service are
recognised as liability at the present value of
liability as at Balance sheet date. Company
has determined its liability using projected unit
credit method based on Actuarial valuation
carried out at the Balance sheet date.
Actuarial gains and losses are recognized in
the Statement of Profit and Loss.

(v) Share-based payments

Share-based compensation benefits are
provided to employees under “GOLIL
Employee Stock Option Plan”. The fair value
of equity settled employee stock options is
calculated at grant date using a valuation
model and recognised in the Statement of
Profit and Loss, together with a corresponding
increase in shareholders’ equity, on a
straight-line basis over the vesting period,
based on an estimate of the number of
options that will eventually vest. The impact
of the revision to original estimates, if any,
shall be recognised in profit or loss, with a
corresponding adjustment to equity.

(vi) Short term employee benefits

Short term employee benefits that are
expected to be settled wholly within 12
months from the end of the period in which
employee render service are recognised as
an expense at the undiscounted amount in
the Statement of Profit and Loss of the year
in which the related service is rendered. The
liabilities are presented as current employee
benefit obligation in the Balance sheet.

k. Foreign currencies

(i) Functional currency

The functional currency of the Company
is the Indian rupee. These financial
statements are presented in Indian rupees
(rounded off to lakhs).

(ii) Transactions and balances

Foreign currency transactions are recorded
in the functional currency by applying to the
foreign currency amount the exchange rate
between the functional currency and the
foreign currency at the date of the transaction.
All foreign currency monetary assets and
monetary liabilities as at the Balance Sheet
date are translated into the functional currency
at the applicable exchange rates prevailing on
that date. All exchange differences arising on
translation, are recognised in the Statement
of Profit and Loss. Non-monetary assets and
non-monetary liabilities denominated in foreign
currency and measured at historical cost are
translated at the exchange rate prevalent at the
date of the transaction.

Foreign exchange differences regarded as an
adjustment to borrowing costs are presented
in the statement of profit and loss, within
finance costs. All other foreign exchange gains
and losses are presented in the statement of
profit and loss on a net basis within other
income/expenses.

Gain or losses upon settlement of foreign
currency transactions are recognised in the
Statement of Profit and Loss for the period in
which the transaction is settled.

l. Interest income

Interest income is recorded using the Effective
Interest Rate (EIR) for debt instruments carried
at amortised cost. EIR is the rate that exactly
discounts the estimated future cash receipts over
the expected life of the financial instrument to the
gross carrying amount of the financial asset.

m. Taxes

Income tax expense comprises current income
tax and deferred income tax. Income tax expense
is recognised in the Statement of Profit and Loss
except to the extent it relates to items recognised
directly in equity, in which case it is recognised in
other comprehensive income or other equity as
the case may be.

Current income tax : Current tax is the amount
of tax payable based on the taxable profit for
the year as determined in accordance with the
applicable tax rates and the provisions of the
Income Tax Act, 1961.

Deferred tax : Deferred tax is recognised on
temporary differences between the carrying
amounts of assets and liabilities in the Financial
Statements and the corresponding tax bases used
in the computation of taxable profits.

Deferred tax liabilities are generally recognised
for all taxable temporary differences. Deferred tax
assets are recognised for all deductible temporary
differences, the carry forward of unused tax credits
and any unused tax losses to the extent that it is
probable that taxable profit will be available against
which the deductible temporary differences, and
the carry forward of unused tax credits and unused
tax losses can be utilised. Such deferred tax assets
and liabilities are not recognised if the temporary
difference arises from the initial recognition of
assets and liabilities in a transaction (other than
in a business combination) that affects neither the
taxable profit nor the accounting profit.

The carrying amount of deferred tax assets is
reviewed at each reporting date and reduced to the
extent that it is no longer probable that sufficient
taxable profit will be available to allow all or part of
the deferred tax asset to be utilised. Unrecognised
deferred tax assets are re-assessed at each
reporting date and are recognised to the extent that
it has become probable that future taxable profits
will allow the deferred tax asset to be recovered.
Deferred tax assets and liabilities are measured
at the tax rates that are expected to apply in the

year when the asset is realised or the liability
is settled, based on tax rates (and tax laws) that
have been enacted or substantively enacted at the
reporting date.

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

n. Dividend Payable

The Company recognises a liability to make cash
distributions to equity holders when the distribution
is authorised and the distribution is no longer at the
discretion of the Company. As per the corporate
laws in India, a distribution is authorised when it
is approved by the shareholders. A corresponding
amount is recognised directly in equity.

o. Contingent liabilities

A contingent liability is a possible obligation that
arises from past events whose existence will be
confirmed by the occurrence or non-occurrence
of one or more uncertain future events beyond the
control of the Company or a present obligation that
is not recognised because it is not probable that
an outflow of resources will be required to settle
the obligation. A contingent liability also arises
in extremely rare cases where there is a liability
that cannot be recognised because it cannot
be measured reliably. The Company does not
recognize a contingent liability but discloses its
existence and other required disclosures in notes
to the financial statements, unless the possibility of
any outflow in settlement is remote.

p. Investments in Subsidiaries and Associates

The investments in subsidiary and associates are
carried in the financial statements at historical
cost except when the investment, or a portion
thereof, is classified as held for sale, in which
case measured at lower of carrying amount and
fair value less costs to sell. When the Company

is committed to a sale plan involving disposal of
an investment, or a portion of an investment, in
any subsidiary or associate, the investment or the
portion of the investment that will be disposed
of is classified as held for sale when the criteria
described above are met. Any retained portion of
an investment in a subsidiary or a associate that
has not been classified as held for sale continues
to be accounted for at historical cost.

Investments in subsidiary and associates are carried
at cost are tested for impairment in accordance
with Ind AS 36 Impairment of Assets.

The Company reviews its carrying value of
investments carried at cost annually, or more
frequently when there is indication for impairment.
If the recoverable amount is less than its carrying
amount, the impairment loss is recorded in the
Statement of Profit and Loss.

When an impairment loss subsequently reverses,
the carrying amount of the Investment is increased
to the revised estimate of its recoverable amount,
so that the increased carrying amount does not
exceed the cost of the Investment. A reversal of
an impairment loss is recognised immediately in
Statement of Profit or Loss.

2.6 Other Accounting Policies

a. Cash and cash equivalents

For the purpose of presentation in the statement of
cash flows, cash and cash equivalents includes cash
on hand, deposits held at call with financial institutions,
other short-term, highly liquid investments with original
maturities of three months or less that are readily
convertible to known amounts of cash and which are
subject to an insignificant risk of changes in value, and
bank overdrafts. Bank overdrafts are shown within
borrowings in current liabilities in the balance sheet.

b. Earnings per share

(i) Basic earnings per share

Basic earnings per share is calculated by dividing:

• the profit attributable to owners of the
Company

• by the weighted average number of equity
shares outstanding during the financial
year, adjusted for bonus elements in
equity shares issued during the year.

(ii) Diluted earnings per share

Diluted earnings per share adjusts the figures
used in the determination of basic earnings
per share to take into account:

• the after income tax effect of interest and
other financing costs associated with
dilutive potential equity shares, and

• the weighted average number of
additional equity shares that would
have been outstanding assuming
the conversion of all dilutive
potential equity shares.

c. Segment Reporting

An operating segment is a component of the
Company that engages in business activities from
which it may earn revenues and incur expenses,
whose operating results are regularly reviewed

by the Company Chief Operating Decision Maker
(“CODM”) to make decisions for which discrete
financial information is available. The Company
prepares its segment information in conformity with
the accounting policies adopted for preparing and
presenting the financial statements of the Company
as a whole. The CODM assesses the financial
performance and position of the Company and
makes strategic decisions. Operating segments are
reported in a manner consistent with the internal
reporting provided to the CODM.

The Managing Director & CEO and Chief Financial
Officer (CODM) are responsible for allocating
resources and assessing performance of the
operating segments of the Company.

d. Rounding off amounts

All amounts dosclosed in the financial statements
and notes have been rounded off to the nearest
lakhs as per the requirement of schedule III, unless
otherwise stated.

Nature and purpose of Reserves

1. Securities premium is used to record the premium on issue of shares. The reserve can be utilised in accordance with the
provisions of the Companies Act, 2013

2. The Company has created capital reserve pursuant to the scheme of arrangement between GOCL Corporation Limited
(Formerly known as Gulf Oil Corporation Limited) and the Company.

3. General reserve reflects amount transferred from Statement of profit and loss in accordance with the regulations of the
Companies Act, 2013.

4. As per Companies Act, 2013, capital redemption reserve is created when company purchases its own shares out of free
reserves or securities premium. A sum equal to the nominal value of the shares so purchased is transferred to capital
redemption reserve. The reserve is utilised in accordance with the provisions of section 69 of the Companies Act, 2013.

5. The share based payment account is used to recognize the grant date fair value of options issued to employees under Gulf
Oil Lubricants India Limited - Employees Stock Option Scheme - 2015.

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

7. The Company has elected to recognize changes in the fair value of certain investments in equity securities in other
comprehensive income. These changes are accumulated within the FVOCI equity investments within equity.

8. Refer standalone statement of changes in equity for movements in Other equity.

Note 1 :

Working capital facilities from banks under multiple banking arrangement are secured by hypothecation of all current assets of
the Company including raw materials, finished goods, stock-in-process, stores and spares (not relating to plant & machinery)
and present and future book debts of the Company and also secured by collateral security by way of First Pari-passu charge on
Land & Building, Plant & Machinery at Masat Industrial Estate, Khanvel Road, Masat Village, Silvassa within Union Territory of
Dadra and Nagar Haveli and on all other Plant, property and equipment owned by the Company (excluding Plant, property and
equipment located at Chennai plant). The Company has filed quarterly returns or statements with banks which are in agreement
with books of account of the Company for the borrowings which have been sanctioned on the basis of security of current assets.

Working Capital loan from banks includes Buyers Credit and Suppliers credit from banks which are USD denominated loans
carrying variable rate of interest of 3 to 6 months LIBOR/SOFR plus spread and is repayable within one year from the date of
each disbursement.

Note 36 - Leases (Contd..)

The total cash outflow for leases for the year ended 31 March 2025 was H3,055.78 Lakhs (March 31, 2024 :
H2,662.70 Lakhs).

(iii) Variable lease payments

Some property leases contain variable payment terms that are linked to sales generated from a warehouse. For individual
warehouses, lease payments are on the basis of variable payment terms with percentages on sales quantity. Variable lease
payments that depend on sales are recognised in profit or loss in the period in which the condition that triggers those
payments occurs.

(iv) Extension and termination options

Extension and termination options are included in a number of leases across the Company. These are used to maximise
operational flexibility in terms of managing the assets used in the Company’s operations.

(v) Critical judgements in determining the lease term

In determining the lease term, management considers all facts and circumstances that create an economic incentive to
exercise an extension option, or not exercise a termination option. Extension options (or periods after termination options)
are only included in the lease term if the lease is reasonably certain to be extended (or not terminated).

For leases of warehouses and Office premises, the following factors are normally the most relevant:

• If there are significant penalties to terminate (or not extend), the Company is typically reasonably certain to extend (or
not terminate).

• If any leasehold improvements are expected to have a significant remaining value, the Company is typically reasonably
certain to extend (or not terminate).

• Otherwise, the Company considers other factors including historical lease durations and the costs and business
disruption required to replace the leased asset.

Most extension options in leases have not been included in the lease liability, because the Company could replace the
assets without significant cost or business disruption. The lease term is reassessed if an option is actually exercised (or
not exercised) or the company becomes obliged to exercise (or not exercise) it. The assessment of reasonable certainty is
only revised if a significant event or a significant change in circumstances occurs, which affects this assessment, and that
is within the control of the Company.

Note 37 - Segment Information

(a) Description of segments and principal activities

Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision
Maker (CODM) of the Company. The Managing Director & CEO and Chief Financial Officer (CODM) are responsible for
allocating resources and assessing performance of the operating segments of the Company.

The Company has integrated its organisation structure with respect to its automotive and non-automotive business
considering that the synergies, risks and returns associated with business operations are not predominantly distinct. The
Company has aligned its internal financial reporting system in line with its existing organisation structure. As a result the
Company’s reportable business segment consists of a single segment of “Lubricants” in terms of Ind AS 108.

Note 40 - Employee benefits

Company has classified the various benefits provided as under:-

1) Defined Contribution Plans

The Company has certain defined contribution plans. Contributions are made to Provident Fund in India for employees at the rate of
12% of basic salary as per regulations. The contributions are made to registered provident fund administered by the government. The
obligation of the company is limited to the amount contributed and it has no further contractual nor any constructive obligation.

The Company has the following contribution plans :

a) Provident Fund

b) Employees’ Pension Scheme, 1995

c) Superannuation Fund

During the financial year, the Company has incurred and recognised the following amounts in the Standalone Statement of
Profit and Loss:

2) Defined Benefit Plan:

A) General Description of defined benefit plans

i) Gratuity

The Company operates a gratuity plan wherein every employee is entitled to the benefit equivalent to fifteen days salary
last drawn for each completed year of service depending on the date of joining. The same is payable on termination of
service, retirement or death, whichever is earlier. The benefit vests after five years of continuous service in accordance
with Payment of Gratuity Act, 1972. The Company has a defined benefit gratuity plan in India (funded).

Note 40 - Employee benefits (Contd..)

G. Risk Exposure

Through its defined benefit plans, the company is exposed to number of risks, the most significant of which is asset
volatility. The plan liabilities are calculated using a discount rate set with reference to bond yields: if plan assets
underperform this yield, this will create a deficit. The plan assets are invested by the company in Insurer managed
funds. The Company intends to maintain these investments in the continuing years.

3) Compensated absences

The Company has a policy on compensated absences which is applicable to its executives joined upto a specified period
and all workers. The expected cost of accumulating compensated absences is determined by actuarial valuation performed
by an independent actuary at each Balance Sheet date using projected unit credit method on the additional amount
expected to be paid as a result of the unused entitlement that has accumulated at the Balance Sheet date. The leave
obligations cover the Company’s liability for earned leave which are classified as other long-term benefits.

Note 41 - Share based payments

The Company offers equity based award plan to its employees, officers through Company''s stock option plan. In respect of
those options granted under the Gulf Oil Lubricants India Limited - Employees Stock Option Scheme - 2015, in accordance
with the guidelines issued by Securities and Exchange Board of India [(Share Based Employees Benefits) Regulations, 2014],
the fair value of options is accounted as deferred employee compensation, which is amortized on a straight - line basis over the
vesting period.

The fair values were calculated using Black Scholes Model as permitted by the SEBI Guidelines and also Ind AS 102 in respect
of stock options granted. The inputs to the model include the share price on date of grant, exercise price, expected option life,
expected volatility, expected dividends, expected terms and the risk free rate of interest.

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes
in foreign exchange rates. The Company’s exposure to the risk of changes in foreign exchange rates relates primarily
to the Company’s operating activities (primarily material costs are denominated in a foreign currency). The Company
manages its foreign currency risk by hedging certain material costs that are expected to occur within a range of
2 to 4 months period for hedged purchases of base oil and additives. At March 31, 2025 and March 31,2024 the
Company hedges approximately ~ 85-90% and ~ 55-60% respectively of its expected foreign currency purchases for
2 to 4 months. This foreign currency risk is hedged by using a combination of foreign currency options and forward
contracts. Details are as given below:

A3 Commodity Price Risk

The Company’s exposure to market risk with respect to commodity prices primarily arises from the fact that the company
is a purchaser of base oil. This is a commodity product whose prices can fluctuate sharply over short periods of time.
The prices of base oil generally fluctuate in line with commodity cycles. Material purchase forms the largest portion of the
company''s operating expenses. The Company evaluates and manages commodity price risk exposure through operating
procedures and sourcing policies. The Company has not entered into any commodity derivative contracts.

Sensitivity: 0.1% increase in commodity rates would have led to approximately an decrease in profit by
C 121.23 lakhs (March 31, 2024 C 114.82 lakhs). 0.1% decrease in commodity rate would have led to an equal but
opposite effect.

Credit risk is the risk of financial loss to the Company if a customer or counter-party fails to meet its contractual obligations
thus leading to a financial loss.

Trade Receivables

The Company’s customer mainly consists of its distributors and Original Equipment Manufacturers (OEMs). The Company
has a credit policy, approved by the Management that is designed to ensure that consistent processes are in place to measure
and control credit risk. The Company has trade relationships only with reputed third parties. The receivable balances are
constantly monitored, resulting in an insignificant exposure of the Company to the risk of non-collectible receivables. Credit
risk is managed through credit approvals, establishing credit limits, obtaining collaterals from the customers in the form of
deposits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the
normal course of business. The maximum credit exposure associated with financial assets is equal to the carrying amount.

Concentrations of credit risk with respect to trade receivables are limited, due to the Company''s customer base being
large and diverse. All trade receivables are reviewed and assessed for default on a quarterly basis. Company''s historical
experience of collecting receivables, supported by the level of default, is that credit risk is low. Refer Note 9 for ageing of
trade receivable and Loss Allowance/expected credit loss.

For some trade receivables the Company may obtain security in the form of letter of credit and bank gurantees which called
upon if the the counterparty is in default under the terms of the agreement.

Other financial assets

The Company maintains exposure in cash and cash equivalents, term deposits with banks, investments in mutual funds.
Individual risk limits are set for each counter-party based on financial position, credit rating and past experience. Credit
limits and concentration of exposures are actively monitored by the Company''s Treasury department. The Company’s
maximum exposure to credit risk as at March 31,2025 and March 31,2024 is the carrying value of each class of financial
assets as disclosed in the financial statements.

Level 1

Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments and
mutual funds that have quoted price. The fair values of all equity instruments which are traded in the stock exchanges are valued
using the closing price as at the reporting period.

Level 2

The fair values of financial instruments that are not traded in an active market is determined using valuation techniques which
maximise the use of observable market data and rely as little as possible on entity specific estimates. If all significant inputs
required to fair value an instrument are observable, the instrument is included in level 2.

Level 3

If one or more of the significant inputs are not based on observable market data, the instrument is included in level 3. This is the
case for unlisted equity securities, contingent consideration and indemnification asset in level 3.

Note 45 - Capital Management

A Risk Management

The Company’s objectives when managing capital are to:

- Safeguard their ability to continue as a going concern, so that they can continue to provide returns for shareholder''s
and benefits for other stakeholder''s, and

- Maintain an optimal capital structure to reduce the cost of capital.

In order to maintain or adjust the capital structure, the company may adjust the amount of dividends paid to shareholders,
return capital to shareholders, issue new shares or sell assets to reduce debt.

For the purpose of the Company’s capital management, capital includes issued equity capital and all other equity reserves
attributable to the equity holders of the Company.

Note 51 - Other regulatory information required by Schedule III (Contd..)

(v) Compliance with number of layers of companies

The Company has complied with the number of layers prescribed under the Companies Act, 2013, read with the Companies
(Restriction on no. of layers) Rules, 2017.

(vi) Compliance with approved scheme(s) of arrangements

The Company has not entered into any scheme of arrangement which has an accounting impact on current or previous
financial year.

(vii) Utilisation of funds

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

a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of
the Company (Ultimate Beneficiaries) or

b. provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries

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

a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of
the Funding Party (Ultimate Beneficiaries) or

b. provide any guarantee, security or the like on behalf of the ultimate beneficiaries

(viii) Undisclosed income

There is no income surrendered or disclosed as income during the current or previous year in the tax assessments under
the Income Tax Act, 1961, that has not been recorded in the books of account.

(ix) Details of crypto currency or virtual currency

The Company has not traded or invested in crypto currency or virtual currency during the current or previous year.

(x) Valuation of Property, Plant and Equipment and Intangible asset

The Company has not revalued its property, Plant and Equipment (including right-of-use assets) or intangible assets or both
during the current or previous year

(xi) Title deeds of immovable properties not held in name of the Company

The title deeds of all the immovable properties (other than properties where the Company is the lessee and the lease
agreements are duly executed in favour of the lessee), as disclosed in notes to the financial statements, are held in the name
of the Company.

(xii) Registration of charges or satisfaction with Registrar of Companies

There are no charges or satisfaction which are yet to be registered with the Registrar of Companies beyond the
statutory period.

(xiii) Utilisation of borrowings availed from banks and financial institutions

The borrowings obtained by the Company from banks and financial institutions have been applied for the purposes for
which such loans were taken.

Note 54

The Company has used SAP accounting software for maintaining its books of account which has a feature of recording audit
trail (edit log) facility and the same has operated throughout the year for all relevant transactions recorded in the software except
that the audit trail is not maintained for any direct database changes and for certain specific access rights. There has been no
instance of tampering with the audit trail feature in the accounting software(s) where this functionality is available. Audit trail
records for prior financial years are preserved, in compliance with applicable statutory requirements, to the extent the audit trail
was available and recorded during those periods.

Note 55

Previous period figures have been re-grouped/reclassified wherever necessary, to conform to this period classification.

Note 56

The Board of Directors of the Company, at its meeting held on August 27, 2023, approved the acquisition of 51% controlling stake
in Tirex Transmission Private Limited (Tirex), a manufacturer of DC fast chargers for electric vehicles, for which the Company
entered into share purchase cum share subscription agreement dated August 31,2023. The consideration for acquisition of 51%
stake in Tirex is H10,250.88 Lakhs. As per the agreement, the Company completed the above acquisition on October 30, 2023,
upon fulfillment of conditions precedent to the acquisition. Accordingly, Tirex has become a subsidiary of the Company effective
from October 30, 2023.

In terms of our report attached For and on behalf of the Board of Directors

For S R B C & CO LLP

Chartered Accountants

Firm Registration Number: 324982E/E300003

Manish Kumar Gangwal Ravi Shamlal Chawla Sanjay G. Hinduja

Chief Financial Officer Managing Director & CEO Chairman

DIN: 02808474 DIN: 00291692

per Anil Jobanputra Ashish Pandey

Partner Company Secretary

Membership No. 110759 FCS No.6078

Place: Mumbai Place: Mumbai

Date: May 21,2025 Date: May 21,2025

---

Mar 31, 2024

Rights, preferences and restrictions attached to shares

The Company has only one class of equity share having a par value of H 2 per share (previous year H 2 per share). Each shareholder is eligible to one vote per share held. The dividend proposed by the Board of directors is subject to the approval of shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

f. Shares reserved for issue under options

Information relating to GOLIL Stock Options Plan including details of options issued, exercised and lapsed during the financial year and options outstanding at the end of the reporting period, is set out in Note 41.

1. Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised in accordance with the provisions of the Act.

2. The Company has created capital reserve pursuant to the scheme of arrangement between GOCL Corporation Limited (Formerly known as Gulf Oil Corporation Limited) and the Company.

3. General reserve reflects amount transferred from Statement of profit and loss in accordance with the regulations of the Companies Act, 2013.

4. As per Companies Act, 2013, capital redemption reserve is created when company purchases its own shares out of free reserves or securities premium. A sum equal to the nominal value of the shares so purchased is transferred to capital redemption reserve. The reserve is utilised in accordance with the provisions of section 69 of the Companies Act, 2013.

5. The share options outstanding account is used to recognize the grant date fair value of options issued to employees under Gulf Oil Lubricants India Limited - Employees Stock Option Scheme - 2015.

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

7. The Company has elected to recognize changes in the fair value of certain investments in equity securities in other comprehensive income. These changes are accumulated within the FVOCI equity investments reserve within equity.

8. Refer standalone statement of changes in equity for movements in Other equity.

Note 1 :

Working capital facilities from banks under multiple banking arrangement are secured by hypothecation of all current assets of the Company including raw materials, finished goods, stock-in-process, stores and spares (not relating to plant & machinery) and present and future book debts of the Company and also secured by collateral security by way of First Pari-passu charge on Land & Building, Plant & Machinery at Masat Industrial Estate, Khanvel Road, Masat Village, Silvassa within Union Territory of Dadra and Nagar Haveli and on all other Plant, property and equipment owned by the Company (excluding Plant, property and equipment located at Chennai plant).

Working Capital loan from banks includes Buyers Credit and Suppliers credit from banks which are USD denominated loans carrying variable rate of interest of 3 to 6 months LIBOR/SOFR plus spread and is repayable within one year from the date of each disbursement.

Note 2: Changes in liabilities arising from financing activities

(iii) Variable lease payments

Some property leases contain variable payment terms that are linked to sales generated from a warehouse. For individual warehouses, lease payments are on the basis of variable payment terms with percentages on sales quantity. Variable lease payments that depend on sales are recognised in profit or loss in the period in which the condition that triggers those payments occurs.

(iv) Extension and termination options

Extension and termination options are included in a number of leases across the Company. These are used to maximise operational flexibility in terms of managing the assets used in the Company’s operations.

(v) Critical judgements in determining the lease term

In determining the lease term, management considers all facts and circumstances that create an economic incentive to exercise an extension option, or not exercise a termination option. Extension options (or periods after termination options) are only included in the lease term if the lease is reasonably certain to be extended (or not terminated).

For leases of warehouses and Office premises, the following factors are normally the most relevant:

• If there are significant penalties to terminate (or not extend), the Company is typically reasonably certain to extend (or not terminate).

• If any leasehold improvements are expected to have a significant remaining value, the Company is typically reasonably certain to extend (or not terminate).

• Otherwise, the Company considers other factors including historical lease durations and the costs and business disruption required to replace the leased asset.

Most extension options in leases have not been included in the lease liability, because the Company could replace the assets without significant cost or business disruption. The lease term is reassessed if an option is actually exercised (or not exercised) or the Company becomes obliged to exercise (or not exercise) it. The assessment of reasonable certainty is only revised if a significant event or a significant change in circumstances occurs, which affects this assessment, and that is within the control of the Company.

Note 37- Segment Information

(a) Description of segments and principal activities

Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker (CODM) of the Company. The Managing Director & CEO and Chief Financial Officer (CODM) are responsible for allocating resources and assessing performance of the operating segments of the Company.

The Company has integrated its organisation structure with respect to its automotive and non-automotive business considering that the synergies, risks and returns associated with business operations are not predominantly distinct. The Company has aligned its internal financial reporting system in line with its existing organisation structure. As a result the Company’s reportable business segment consists of a single segment of “Lubricants” in terms of Ind AS 108.

Note 38 - Contingent Liabilities		HLakhs
	As at	As at
	March 31,2024	March 31,2023
Income Tax Matters	158.46	158.46
Sales Tax Matters	2,986.92	3,359.85
Excise and Service Tax Matters	65.26	65.26
Goods and Service Tax Matters	237.02	53.97
Total	3,447.66	3,637.54

(a) It is not practicable for the Company to estimate the timing of cash outflow, if any, in respect of the above pending resolution of the respective proceedings.

(b) The Company does not expect any reimbursement in respect of the above contingent liabilities.

(c) The demand for Income tax and goods and services tax matters relates to certain disallowances by the respective authorities.

Note 39 - Capital and other commitments		HLakhs
	As at	As at
	March 31, 2024	March 31,2023
Capital Commitments
Estimated amount of Contracts remaining to be executed on Capital Account (Net of Advance)	1,139.63	458.54
Total	1,139.63	458.54

Note 40 - Employee benefits

Company has classified the various benefits provided as under:-

1) Defined Contribution Plans

The Company has certain defined contribution plans. Contributions are made to Provident Fund in India for employees at the rate of 12% of basic salary as per regulations. The contributions are made to registered provident fund administered by the government. The obligation of the company is limited to the amount contributed and it has no further contractual nor any constructive obligation.

Company has the following contribution plans :

a) Provident Fund

b) Employee’s Pension Scheme, 1995

c) Superannuation Fund

2) Defined Benefit Plan:

A) General Description of defined benefit plans

i) Gratuity

The Company operates a gratuity plan wherein every employee is entitled to the benefit equivalent to fifteen days salary last drawn for each completed year of service depending on the date of joining. The same is payable on termination of service, retirement or death, whichever is earlier. The benefit vests after five years of continuous service in accordance with Payment of Gratuity Act, 1972. The Company has a defined benefit gratuity plan in India (funded).

The above sensitivity analyses are based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit credit method at the end of the reporting period) has been applied as when calculating the defined benefit liability recognised in the balance sheet.

The method and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.

G. Risk Exposure

Through its defined benefit plans, the company is exposed to number of risks, the most significant of which is asset volatility. The plan liabilities are calculated using a discount rate set with reference to bond yields: if plan assets underperform this yield, this will create a deficit. The plan assets are invested by the company in Insurer managed funds. The Company intends to maintain these investments in the continuing years.

3) Compensated absences

The Company has a policy on compensated absences which is applicable to its executives joined upto a specified period and all workers. The expected cost of accumulating compensated absences is determined by actuarial valuation performed by an independent actuary at each Balance Sheet date using projected unit credit method on the additional amount expected to be paid as a result of the unused entitlement that has accumulated at the Balance Sheet date. The leave obligations cover the Company’s liability for earned leave which are classified as other long-term benefits.

Note 41 - Share based payments

The Company offers equity based award plan to its employees, officers through Company''s stock option plan. In respect of those options granted under the Gulf Oil Lubricants India Limited - Employees Stock Option Scheme - 2015, in accordance with the guidelines issued by Securities and Exchange Board of India [(Share Based Employees Benefits) Regulations, 2014], the fair value of options is accounted as deferred employee compensation, which is amortized on a straight - line basis over the vesting period.

The fair values were calculated using Black Scholes Model as permitted by the SEBI Guidelines and also Ind AS 102 in respect of stock options granted. The inputs to the model include the share price on date of grant, exercise price, expected option life, expected volatility, expected dividends, expected terms and the risk free rate of interest.

Fair value of options granted

The fair value at grant date of options granted during the year ended 31 March 2024 was H 232.27 per option. The fair value at grant date is independently determined using the Black-Scholes Model which takes into account the exercise price, the term of the option, the share price at grant date and expected price volatility of the underlying share and the risk-free interest rate for the term of the option.

The model inputs for options granted during the year ended 31 March 2024 included:

a) exercise price: H 428.16

b) grant date: 30 October 2023

c) expiry date: 29 October 2032

d) share price at grant date: H 609.85

e) expected price volatility of the company’s shares: 30.49%

The expected price volatility is based on the historic volatility (based on the remaining life of the options), adjusted for any expected changes to future volatility due to publicly available information.

Note 42 - Financial risk management

The Company’s activities expose it to market risk, liquidity risk and credit risk. In order to minimise any adverse effects on the financial performance of the company, derivative financial instruments, such as foreign exchange forward contracts & option Contracts are entered to hedge certain foreign currency risk exposures. Derivatives are used exclusively for hedging purpose and not as trading or speculative instruments. This note explains the sources of risk which the company is exposed to and how the company manages the risk.

The Company’s risk management policies are established to identify and analyse the risks faced by the Company, to set and monitor appropriate risk limits and controls, periodically review the changes in market conditions and reflect the changes in the policy accordingly. The key risks and mitigating actions are also placed before the Audit Committee of the Company. The primary market risk to the Company is foreign exchange risk.

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 comprise of three types of risk: foreign currency risk, interest risk, and commodity price risk.

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

A1 Foreign Currency Risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company’s exposure to the risk of changes in foreign exchange rates relates primarily to the Company’s operating activities (primarily material costs are denominated in a foreign currency). The Company manages its foreign currency risk by hedging certain material costs that are expected to occur within a range of 2 to 4 months period for hedged purchases of base oil and additives. At March 31, 2024 and March 31,2023 the Company hedges approximately ~ 55-60% and ~ 70-75% respectively of its expected foreign currency purchases for 2 to 4 months. This foreign currency risk is hedged by using a combination of foreign currency options and forward contracts. Details are as given below:

A3 Commodity Price Risk

The Company’s exposure to market risk with respect to commodity prices primarily arises from the fact that the company is a purchaser of base oil. This is a commodity product whose prices can fluctuate sharply over short periods of time. The prices of base oil generally fluctuate in line with commodity cycles. Material purchase forms the largest portion of the company''s operating expenses. The Company evaluates and manages commodity price risk exposure through operating procedures and sourcing policies. The Company has not entered into any commodity derivative contracts.

Sensitivity: 0.1% increase in commodity rates would have led to approximately an decrease in profit by H114.82 lakhs (March 31,2023 H 101.20 lakhs). 0.1% decrease in commodity rate would have led to an equal but opposite effect.

B Credit Risk

Credit risk is the risk of financial loss to the Company if a customer or counter-party fails to meet its contractual obligations thus leading to a financial loss.

Trade Receivables

The Company’s customer mainly consists of its distributors and Original Equipment Manufacturers (OEMs). The Company has a credit policy, approved by the Management that is designed to ensure that consistent processes are in place to measure and control credit risk. The Company has trade relationships only with reputed third parties. The receivable balances are constantly monitored, resulting in an insignificant exposure of the Company to the risk of non-collectible receivables. Credit risk is managed through credit approvals, establishing credit limits, obtaining collaterals from the customers in the form of deposits and continuously monitoring the creditworthiness of customers to which the Company

grants credit terms in the normal course of business. The maximum credit exposure associated with financial assets is equal to the carrying amount.

Concentrations of credit risk with respect to trade receivables are limited, due to the Company’s customer base being large and diverse. All trade receivables are reviewed and assessed for default on a quarterly basis. Company’s historical experience of collecting receivables, supported by the level of default, is that credit risk is low. Refer Note 9 for ageing of trade receivable and Loss Allowance/expected credit loss.

For some trade receivables the Company may obtain security in the form of letter of credit and bank gurantees which called upon if the the counterparty is in default under the terms of the agreement.

Other financial assets

The Company maintains exposure in cash and cash equivalents, term deposits with banks, investments in mutual funds. Individual risk limits are set for each counter-party based on financial position, credit rating and past experience. Credit limits and concentration of exposures are actively monitored by the Company''s Treasury department. The Company’s maximum exposure to credit risk as at March 31, 2024 and March 31,2023 is the carrying value of each class of financial assets as disclosed in the financial statements.

C Liquidity Risk

The Company’s principal sources of liquidity are cash and cash equivalents and the cash flow that is generated from operations. The company has net positive cash surplus after adjusting its short term bank borrowings. Thus company believes that the working capital is sufficient to meet its current requirements and accordingly, there is no liquidity risk perceived.

Management monitors rolling forecasts of the liquidity position on the basis of expected cash flow. The company has access to the following undrawn current borrowing facilities at the end of reporting period.

Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments and mutual funds that have quoted price. The fair values of all equity instruments which are traded in the stock exchanges are valued using the closing price as at the reporting period.

Level 2

The fair values of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

If one or more of the significant inputs are not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity securities, contingent consideration and indemnification asset in level 3.

Valuation technique, measurements and processes used:

i) Valuation technique used to determine fair value

Specific valuation technique used to value financial instruments include :

- the use of quoted market prices or dealer quotes for similar instruments

- the fair value if the remaining financial instruments is determined using discounted cash flow analysis.

ii) Fair value measurements using significant unobservable inputs (Level 3)

The Following table presents the changes in level 3 items as on March 31,2024 and March 31, 2023

The fair value of above financial assets and liabilities are not materially different from their carrying value.

iii) Valuation processes

The fair value of unlisted equity instruments are determined using discounted cash flow analysis and price of recent investment by independent valuer.

Note 45 - Capital Management

A Risk Management

For the purpose of the Company’s capital management, capital includes issued equity capital and all other equity reserves attributable to the equity holders.

The Company monitors capital using a gearing ratio and is measured by net debt divided by total capital. The Company''s net debt includes short term borrowings less cash and cash equivalents. The Company did not have any long term borrowings at any time during the year.

Note 49

Disclosure as required under section 186(4) of the Companies Act, 2013:

The Company has granted loans to certain parties during the year amounting to H1,41,000 lakhs (March 31,2023- H89,500 lakhs) and has received repayment of those loans given during the year amounting to H 1,41,000 lakhs (March 31,2023: H89,500 lakhs). The outstanding balance of such loans given as at March 31,2024 is Nil (March 31,2023 : NIL)

The above loans were granted for working capital/ general business purposes. For Investments made by the Company, refer note 4 of the Standalone Financial Statements.

Note 51 - Other regulatory information required by Schedule III

(i) Details of Benami property held

No proceedings have been initiated on or are pending against the company for holding Benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder.

(ii) Borrowing secured against current assets

The company has borrowings from banks and financial institutions on the basis of security of current assets. The quarterly returns or statements of current assets filed by the company with banks and financial institutions are in agreement with the books of accounts.

(iii) Wilful defaulter

The company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.

(iv) Relationship with struck off companies

The company has no transactions with the companies struck off under Companies Act, 2013 or Companies Act, 1956.

(v) Compliance with number of layers of companies

The company has complied with the number of layers prescribed under the Companies Act, 2013, read with the Companies (Restriction on no. of layers) Rules, 2017.

(vi) Compliance with approved scheme(s) of arrangements

The company has not entered into any scheme of arrangement which has an accounting impact on current or previous financial year.

(vii) Utilisation of borrowed funds and share premium

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

a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or

b. provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries

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

a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

b. provide any guarantee, security or the like on behalf of the ultimate beneficiaries

(viii) Undisclosed income

There is no income surrendered or disclosed as income during the current or previous year in the tax assessments under the Income Tax Act, 1961, that has not been recorded in the books of account.

(ix) Details of crypto currency or virtual currency

The company has not traded or invested in crypto currency or virtual currency during the current or previous year.

(x) Valuation of Property, Plant and Equipment, Intangible asset and Investment property

The company has not revalued its property, Plant and Equipment (including right-of-use assets) or intangible assets or both during the current or previous year

(xi) Title deeds of immovable properties not held in name of the company

The title deeds of all the immovable properties (other than properties where the company is the lessee and the lease agreements are duly executed in favour of the lessee), as disclosed in notes to the financial statements, are held in the name of the Company.

(xii) Registration of charges or satisfaction with Registrar of Companies

There are no charges or satisfaction which are yet to be registered with the Registrar of Companies beyond the statutory period.

(xiii) Utilisation of borrowings availed from banks and financial institutions

The borrowings obtained by the company from banks and financial institutions have been applied for the purposes for which such loans were taken.

Note 54

The Board of Directors of the Company, at its meeting held on August 27, 2023, approved the acquisition of 51% controlling stake in Tirex Transmission Private Limited (Tirex), a manufacturer of DC fast chargers for electric vehicles, for which the Company entered into share purchase cum share subscription agreement dated August 31,2023. The consideration for acquisition of 51% stake in Tirex is H10,250.88 Lakhs. As per the agreement, the Company completed the above acquisition on October 30, 2023, upon fulfillment of conditions precedent to the acquisition. Accordingly, Tirex has become a subsidiary of the Company effective from October 30, 2023.

---

Mar 31, 2023

The Board of Directors in its meeting held on February 09, 2022, approved the proposal to buy-back upto 14,16,667 fully paid up equity shares of the face value of H2/- at a price of H600/- per fully paid up Equity Share payable in cash (“Buyback Price”) for a maximum amount not exceeding H8,500 lakhs. This amount represents 9.8% of the paid-up equity share capital and free reserves as per audited financial statements of the Company for the financial year ended March 31, 2021. The buy-back process was completed on April 25, 2022 and 14,16,667 shares have been extinguished.

b. Rights, preferences and restrictions attached to shares

The Company has only one class of equity share having a par value of H2 per share (previous year H2 per share). Each shareholder is eligible to one vote per share held. The dividend proposed by the Board of directors is subject to the approval of shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

f. Shares reserved for issue under options

Information relating to GOLIL Stock Options Plan including details of options issued, exercised and lapsed during the financial year and options outstanding at the end of the reporting period, is set out in Note 41.

1. Securities premium reserve is used to record the premium on issue of shares. The reserve is utilised in accordance with the provisions of the Act.

2. The Company has created capital reserve pursuant to the scheme of arrangement between GOCL Corporation Limited (Formerly known as Gulf Oil Corporation Limited) and the Company.

3. General reserve reflects amount transferred from Statement of profit and loss in accordance with the regulations of the Companies Act, 2013.

4. As per Companies Act, 2013, capital redemption reserve is created when company purchases its own shares out of free reserves or securities premium. A sum equal to the nominal value of the shares so purchased is transferred to capital redemption reserve. The reserve is utilised in accordance with the provisions of section 69 of the Companies Act, 2013.

5. The share options outstanding account is used to recognize the grant date fair value of options issued to employees under Gulf Oil Lubricants India Limited - Employees Stock Option Scheme - 2015.

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

7 The Company has elected to recognize changes in the fair value of certain investments in equity securities in other comprehensive income. These changes are accumulated within the FVOCI equity investments reserve within equity.

8. Refer standalone statement of changes in equity for movements in Other equity.

Note 1 :

Working capital facilities from banks under multiple banking arrangement are secured by hypothecation of all current assets of the Company including raw materials, finished goods, stock-in-process, stores and spares (not relating to plant & machinery) and present and future book debts of the Company and also secured by collateral security by way of First Pari-passu charge on Land & Building, Plant & Machinery at Masat Industrial Estate, Khanvel Road, Masat Village, Silvassa within Union Territory of Dadra and Nagar Haveli and on all other Plant, property and equipment owned by the Company (excluding Plant, property and equipment located at Chennai plant).

Working Capital loan from banks includes Buyers Credit and Suppliers credit from banks which are USD denominated loans carrying variable rate of interest of 3 to 6 months LIBOR/SOFR plus spread and is repayable within one year from the date of each disbursement.

The total cash outflow for leases for the year ended 31 March 2023 was '' 1,502.78 Lakhs (March 31, 2022 : '' 1,233.17 Lakhs).

(iii) Variable lease payments

Some property leases contain variable payment terms that are linked to sales generated from a warehouse. For individual warehouses, lease payments are on the basis of variable payment terms with percentages on sales quantity. Variable lease payments that depend on sales are recognised in profit or loss in the period in which the condition that triggers those payments occurs.

(iv) Extension and termination options

Extension and termination options are included in a number of leases across the Company. These are used to maximise operational flexibility in terms of managing the assets used in the Company’s operations.

(v) Crtical judgements in determining the lease term

In determining the lease term, management considers all facts and circumstances that create an economic incentive to exercise an extension option, or not exercise a termination option. Extension options (or periods after termination options) are only included in the lease term if the lease is reasonably certain to be extended (or not terminated).

For leases of warehouses and Office premises, the following factors are normally the most relevant:

• If there are significant penalties to terminate (or not extend), the Company is typically reasonably certain to extend (or not terminate).

• If any leasehold improvements are expected to have a significant remaining value, the Company is typically reasonably certain to extend (or not terminate).

• Otherwise, the Company considers other factors including historical lease durations and the costs and business disruption required to replace the leased asset.

Most extension options in leases have not been included in the lease liability, because the Company could replace the assets without significant cost or business disruption. The lease term is reassessed if an option is actually exercised (or not exercised) or the company becomes obliged to exercise (or not exercise) it. The assessment of reasonable certainty is only revised if a significant event or a significant change in circumstances occurs, which affects this assessment, and that is within the control of the Company.

NOTE 37 - SEGMENT INFORMATION

(a) Description of segments and principal activities

Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker (CODM) of the Company. The Managing Director & CEO and Chief Financial Officer (CODM) are responsible for allocating resources and assessing performance of the operating segments of the Company.

The Company has integrated its organisation structure with respect to its automotive and non-automotive business considering that the synergies, risks and returns associated with business operations are not predominantly distinct. The Company has aligned its internal financial reporting system in line with its existing organisation structure. As a result the Company’s reportable business segment consists of a single segment of “Lubricants” in terms of Ind AS 108.

NOTE 38 - CONTINGENT LIABILITIES		H Lakhs
	As at March 31, 2023	As at March 31, 2022
Income Tax Matters	158.46	158.46
Sales Tax Matters	3,359.85	4,943.75
Excise and Service Tax Matters	65.26	84.32
Goods and Service Tax Matters	53.97	95.54
Total	3,637.54	5,282.07
(a) It is not practicable for the Company to estimate the timing of cash outflow, if any, in respect of the above pending resolution of the respective proceedings.
(b) The Company does not expect any reimbursement in respect of the above contingent liabilities.
NOTE 39 - CAPITAL AND OTHER COMMITMENTS		HLakhs
	As at March 31, 2023	As at March 31, 2022
Capital Commitments
Estimated amount of Contracts remaining to be executed on Capital Account (Net of Advance)	458.54	1,017.84
Total	458.54	1,017.84

NOTE 40 - EMPLOYEE BENEFITS

Company has classified the various benefits provided as under:-

1) Defined Contribution Plans

The Company has certain defined contribution plans. Contributions are made to Provident Fund in India for employees at the rate of 12% of basic salary as per regulations. The contributions are made to registered provident fund administered by the government. The obligation of the company is limited to the amount contributed and it has no further contractual nor any constructive obligation.

Company has the following contribution plans :

a) Provident Fund

b) Employee’s Pension Scheme, 1995

c) Superannuation Fund

During the year, the Company has incurred and recognised the following amounts in the Standalone Statement of Profit and Loss:

2) Defined Benefit Plan:

A) General Description of defined benefit plans

i) Gratuity

The Company operates a gratuity plan wherein every employee is entitled to the benefit equivalent to fifteen days salary last drawn for each completed year of service depending on the date of joining. The same is payable on termination of service, retirement or death, whichever is earlier. The benefit vests after five years of continuous service in accordance with Payment of Gratuity Act, 1972. The Company has a defined benefit gratuity plan in India (funded).

A. The net liability of Gratuity Plan is as follows :

Amounts recognised as a liability (Gratuity)

The above sensitivity analyses are based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit credit method at the end of the reporting period) has been applied as when calculating the defined benefit liability recognised in the balance sheet.

The method and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.

G. Risk Exposure

Through its defined benefit plans, the company is exposed to number of risks, the most significant of which is asset volatility. The plan liabilities are calculated using a discount rate set with reference to bond yields: if plan assets underperform this yield, this will create a deficit. The plan assets are invested by the company in Insurer managed funds. The Company intends to maintain these investments in the continuing years.

3) Compensated absences

The Company has a policy on compensated absences which is applicable to its executives joined upto a specified period and all workers. The expected cost of accumulating compensated absences is determined by actuarial valuation performed by an independent actuary at each Balance Sheet date using projected unit credit method on the additional amount expected to be paid as a result of the unused entitlement that has accumulated at the Balance Sheet date. The leave obligations cover the Company’s liability for earned leave which are classified as other longterm benefits.

NOTE 41 -SHARE BASED PAYMENTS

The Company offers equity based award plan to its employees, officers through Company’s stock option plan. In respect of those options granted under the Gulf Oil Lubricants India Limited - Employees Stock Option Scheme - 2015, in accordance with the guidelines issued by Securities and Exchange Board of India [(Share Based Employees Benefits) Regulations, 2014], the fair value of options is accounted as deferred employee compensation, which is amortized on a straight - line basis over the vesting period.

The fair values were calculated using Black Scholes Model as permitted by the SEBI Guidelines and also Ind AS 102 in respect of stock options granted. The inputs to the model include the share price on date of grant, exercise price, expected option life, expected volatility, expected dividends, expected terms and the risk free rate of interest.

Fair value of options granted

The fair value at grant date of options granted during the previous year ended 31 March 2022 was H195.21 per option. The fair value at grant date is independently determined using the Black-Scholes Model which takes into account the exercise price, the term of the option, the share price at grant date and expected price volatility of the underlying share and the risk-free interest rate for the term of the option.

The model inputs for options granted during the previous year ended 31 March 2022 included:

a) exercise price: H349.93

b) grant date: 09 December 2021

c) expiry date: 08 December 2030

d) share price at grant date: H493

e) expected price volatility of the company’s shares: 32.19%

NOTE 42 - FINANCIAL RISK MANAGEMENT

The Company’s activities expose it to market risk, liquidity risk and credit risk. In order to minimise any adverse effects on the financial performance of the company, derivative financial instruments, such as foreign exchange forward contracts & option Contracts are entered to hedge certain foreign currency risk exposures. Derivatives are used exclusively for hedging purpose and not as trading or speculative instruments. This note explains the sources of risk which the company is exposed to and how the company manages the risk.

The Company’s risk management policies are established to identify and analyse the risks faced by the Company, to set and monitor appropriate risk limits and controls, periodically review the changes in market conditions and reflect the changes in the policy accordingly. The key risks and mitigating actions are also placed before the Audit Committee of the Company. The primary market risk to the Company is foreign exchange risk.

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 comprise of three types of risk: foreign currency risk, interest risk, and commodity price risk. The sensitivity analysis in the following sections relate to the position as at March 31, 2023 and March 31, 2022.

A1 Foreign Currency Risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company’s exposure to the risk of changes in foreign exchange rates relates primarily to the Company’s operating activities (primarily material costs are denominated in a foreign currency). The Company manages its foreign currency risk by hedging certain material costs that are expected to occur within a range of 2 to 4 months period for hedged purchases of base oil and additives. At March 31, 2023 and March 31,2022 the Company hedgedes approximately ~ 70-75% and ~ 70-75% respectively of its expected foreign currency purchases for 2 to 4 months. This foreign currency risk is hedged by using a combination of foreign currency options and forward contracts. Details are as given below:

A3 Commodity Price Risk

The Company’s exposure to market risk with respect to commodity prices primarily arises from the fact that the company is a purchaser of base oil. This is a commodity product whose prices can fluctuate sharply over short periods of time. The prices of base oil generally fluctuate in line with commodity cycles. Material purchase forms the largest portion of the company''s operating expenses. The Company evaluates and manages commodity price risk exposure through operating procedures and sourcing policies. The Company has not entered into any commodity derivative contracts.

Sensitivity: 0.1% increase in commodity rates would have led to approximately an decrease in profit by H101.20 lakhs (March 31, 2022 H76.42 lakhs). 0.1% decrease in commodity rate would have led to an equal but opposite effect.

B Credit Risk

Credit risk is the risk of financial loss to the Company if a customer or counter-party fails to meet its contractual obligations thus leading to a financial loss.

Trade Receivables

The Company’s customer mainly consists of its distributors and Original Equipment Manufacturers (OEMs). The Company has a credit policy, approved by the Management that is designed to ensure that consistent processes are in place to measure and control credit risk. The Company has trade relationships only with reputed third parties. The receivable balances are constantly monitored, resulting in an insignificant exposure of the Company to the risk of non-collectible receivables. Credit risk is managed through credit approvals, establishing credit limits, obtaining collaterals from the customers in the form of deposits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. The maximum credit exposure associated with financial assets is equal to the carrying amount.

Concentrations of credit risk with respect to trade receivables are limited, due to the Company''s customer base being large and diverse. All trade receivables are reviewed and assessed for default on a quarterly basis. Company''s historical experience of collecting receivables, supported by the level of default, is that credit risk is low. Refer Note 9 for ageing of trade receivable and loss allowance / excepted credit loss.

Other financial assets

The Company maintains exposure in cash and cash equivalents, term deposits with banks, investments in mutual funds. Individual risk limits are set for each counter-party based on financial position, credit rating and past experience. Credit limits and concentration of exposures are actively monitored by the Company''s Treasury department. The Company’s maximum exposure to credit risk as at March 31, 2023 and March 31, 2022 is the carrying value of each class of financial assets as disclosed in the financial statements.

C Liquidity Risk

The Company’s principal sources of liquidity are cash and cash equivalents and the cash flow that is generated from operations. The company has net positive cash surplus after adjusting its short term bank borrowings. Thus company believes that the working capital is sufficient to meet its current requirements and accordingly, there is no liquidity risk perceived.

Level 1

Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments and mutual funds that have quoted price. The fair values of all equity instruments which are traded in the stock exchanges are valued using the closing price as at the reporting period.

Level 2

The fair values of financial instruments that are not traded in an active market is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3

If one or more of the significant inputs are not based on observable market data, the instrument is included in level 3.

This is the case for unlisted equity securities, contingent consideration and indemnification asset in level 3.

Valuation technique, measurements and processes used:

i) Valuation technique used to determine fair value

Specific valuation technique used to value financial instruments include :

- the use of quoted market prices or dealer quotes for similar instruments

- the fair value of financial instrument is determined using price of recent investment method (Level 2)

- the fair value if the remaining financial instruments is determined using discounted cash flow analysis.

ii) Fair value measurements using significant unobservable inputs (Level 3)

NOTE 49

Disclosure as required under section 186(4) of the Companies Act, 2013:

The Company has granted loans to certain parties during the year amounting to H89,500 lakhs (March 31, 2022- H51,800 lakhs) and has received repayment of those loans given during the year amounting to H89,500 lakhs (March 31, 2022:

H 51,800 lakhs). The outstanding balance of such loans given as at March 31, 2023 is Nil (March 31, 2022 : NIL)

The above loans were granted for working capital/ general business purposes. For Investments made by the Company, refer note 4 of the Standalone Financial Statements.

Note 1 : Debt Service Coverage ratio has decreased during the year due to increase in Interest expenses in current year as compared to previous year.

Note 2 : Inventory turnover ratio has increased during the year due to better inventory and supply chain management.

NOTE 51 - ADDITIONAL REGULATORY INFORMATION REQUIRED BY SCHEDULE III

(i) Details of benami property held

No proceedings have been initiated on or are pending against the company for holding benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and Rules made thereunder.

(ii) Borrowing secured against current assets

The company has borrowings from banks and financial institutions on the basis of security of current assets. The quarterly returns or statements of current assets filed by the company with banks and financial institutions are in agreement with the books of accounts.

(iii) Wilful defaulter

The company has not been declared wilful defaulter by any bank or financial institution or government or any government authority.

(iv) Relationship with struck off companies

The company has no transactions with the companies struck off under Companies Act, 2013 or Companies Act, 1956.

(v) Compliance with number of layers of companies

The company has complied with the number of layers prescribed under the Companies Act, 2013.

(vi) Compliance with approved scheme(s) of arrangements

The company has not entered into any scheme of arrangement which has an accounting impact on current or previous financial year.

(vii) Utilisation of borrowed funds and share premium

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

a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the company (Ultimate Beneficiaries) or

b. provide any guarantee, security or the like to or on behalf of the ultimate beneficiaries

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

a. directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

b. provide any guarantee, security or the like on behalf of the ultimate beneficiaries

(viii) Undisclosed income

There is no income surrendered or disclosed as income during the current or previous year in the tax assessments under the Income Tax Act, 1961, that has not been recorded in the books of account.

(ix) Details of crypto currency or virtual currency

The company has not traded or invested in crypto currency or virtual currency during the current or previous year.

(x) Valuation of PP&E, intangible asset and investment property

The company has not revalued its property, plant and equipment (including right-of-use assets) or intangible assets or both during the current or previous year.

NOTE 53 - (REFER NOTE 4, 29 AND 46)

During the year, the Company has subscribed for the convertible loan note of Indra Renewable Technology Limited (IRTL) amounting to H1,197.06 lakhs on May 05, 2022 which was converted into equity shares on November 02, 2022. Pursuant to the conversion, the Company was allotted 63,203 fully paid class B equity shares of IRTL. The Company has carried out the fair valuation of existing investment in the equity shares of IRTL and recognised the fair value gain of H3,661.85 lakhs in Other Comprehensive Income for the year ended March 31, 2023. The Company has also recognised the fair value gain of H299.39 lakhs in Other Income on fair valuation of convertible loan note given to IRTL.

NOTE 55

Prior year comparatives have been reclassified to conform with the current year’s presentation, wherever applicable.

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Mar 31, 2018

1. Corporate information

Gulf Oil Lubricants India Limited (the ‘Company’) is a public limited Company incorporated in India with its registered office at IN Centre, 49/50, 12th Road, MIDC , Andheri (East), Mumbai- 400 093

The equity shares of the Company are listed on two recognised stock exchanges in India. The Company is engaged in the business of manufacturing, marketing and trading of automotive and non automotive lubricants.

2. Significant accounting policies

2.1 Basis of preparation

Statement of Compliance with Indian Accounting Standards (Ind AS): The financial statements have been prepared in accordance with Indian Accounting Standard (“Ind AS”) notified under the Companies (Indian Accounting Standards) Rules, 2015 as notified under Section 133 of the Companies Act, 2013 (“the Act”) and other relevant provisions of the Act and other accounting principles generally accepted in India. The date of transition to Ind AS is April 01, 2016. The financial statements have been prepared using the historical cost convention except for certain assets and liabilities that are measured at fair value, defined benefit plans -plan assets measured at fair value and share-based payments.

The Company prepared its financial statements upto March 31, 2017 in accordance with the requirements of the Accounting Standards notified under the Companies (Accounting Standards) Rules, 2006 (as amended) and notified under Section 133 of the Act and other relevant provisions of the Act.

First-time adoption: In accordance with Ind AS 101 on First-time adoption of Indian Accounting Standards, the Company’s first Ind AS financial statements include, three balance sheets viz. the opening balance sheet as at April 01, 2016 and balance sheets as at March 31, 2017 and as at March 31, 2018, and, two statements each of profit and loss, cash flows and changes in equity for the years ended March 31, 2017 and March 31, 2018 together with related notes. The same accounting policies have been used for all periods presented, except where the Company has made use of exceptions or exemptions allowed under Ind AS 101 in the preparation of the opening Ind AS balance sheet which have been disclosed in note 48.

2.2 Use of estimates and judgements

The preparation of financial statements requires management to make judgments, estimates and assumptions in the application of accounting policies that affect the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates. Continuous evaluation is done on the estimation and judgments based on historical experience and other factors, including expectations of future events that are believed to be reasonable. Revisions to accounting estimates are recognised prospectively.

2.3 Critical accounting estimates:

A. Useful lives of property, plant and equipment

Property, plant and equipment represent a material portion of the Company’s asset base. The periodic charge of depreciation is derived after estimating useful life of an asset and expected residual value at the end of its useful life. The useful lives and residual values of assets are estimated by the management at the time the asset is acquired and reviewed periodically, including at each financial year end. The lives are based on various external and internal factors including historical experience, relative efficiency and operating costs and change in technology.

B. Defined benefit obligations

Defined benefit obligations are measured at fair value for financial reporting purposes. Fair value determined by actuary is based on actuarial assumptions. Management judgement is required to determine such actuarial assumptions. Such assumptions are reviewed annually using the best information available with the Management.

C. Contingencies

In the normal course of business, contingent liabilities may arise from litigation and other claims against the Company. Potential liabilities that are possible but not probable of crystalising or are very difficult to quantify reliably are treated as contingent liabilities. Such liabilities are disclosed in the notes but are not recognised.

2.4 New standards/ amendments to existing standard issued but not yet adopted

Following new standards, interpretations and amendments to the existing standards have been published and are not mandatory for March 31, 2018 reporting periods and have not been early adopted by the Company. The Company is currently assessing the impact of these amendments and intends to adopt these standards when they become effective.

a. Ind AS 115 - Revenue from contracts with customers: Ind AS 115, Revenue from contracts with customers deals with revenue recognition and establishes principles for reporting useful information to users of financial statements about the nature, amount, timing and uncertainty of revenue and cash flows arising from an entity’s contracts with customers. Revenue is recognised when a customer obtains control of a promised good or service and thus has the ability to direct the use and obtain the benefits from the good or service in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. The standard replaces Ind AS 18 Revenue and Ind AS 11 Construction contracts and related appendices.

A new five-step process must be applied before revenue can be recognised:

1. identify contracts with customers

2. identify the separate performance obligation

3. determine the transaction price of the contract

4. allocate the transaction price to each of the separate performance obligations, and

5. recognise the revenue as each performance obligation is satisfied.

The new standard is mandatory for financial years commencing on or after 1 April 2018 and early application is not permitted. The standard permits either a full retrospective or a modified retrospective approach for the adoption.

b. Appendix B to Ind AS 21 Foreign currency transactions and advance consideration: The

MCA has notified Appendix B to Ind AS 21, Foreign currency transactions and advance consideration. The appendix clarifies how to determine the date of transaction for the exchange rate to be used on initial recognition of a related asset, expense or income where an entity pays or receives consideration in advance for foreign currency-denominated contracts.

For a single payment or receipt, the date of the transaction should be the date on which the entity initially recognises the non-monetary asset or liability arising from the advance consideration (the prepayment or deferred income/contract liability). If there are multiple payments or receipts for one item, date of transaction should be determined as above for each payment or receipt.

The appendix can be applied:

1. Retrospectively for each period presented applying Ind AS 8;

2. Prospectively to items in scope of the appendix that are initially recognized on or after the beginning of the reporting period in which the appendix is first applied (i.e. 1 April 2018 for entities with March year-end); or from the beginning of a prior reporting period presented as comparative information (i.e. 1 April 2017 for entities with March year-end).

c. Amendments to Ind AS 40 Investment property - Transfers of investment property:

The amendments clarify that transfers to, or from, investment property can only be made if there has been a change in use that is supported by evidence. A change in use occurs when the property meets, or ceases to meet, the definition of investment property. A change in intention alone is not sufficient to support a transfer. The list of evidence for a change of use in the standard was re-characterised as a non- exhaustive list of examples and scope of these examples have been expanded to include assets under construction/ development and not only transfer of completed properties.

The amendment provides two transition options. Entities can choose to apply the amendment:

1. Retrospectively without the use of hindsight; or

2. Prospectively to changes in use that occur on or after the date of initial application (i.e. 1 April 2018 for entities with March year-end). At that date, an entity shall reassess the classification of properties held at that date and, if applicable, reclassify properties to reflect the conditions that exist as at that date.

d. Amendments to Ind AS 12 Income taxes regarding recognition of deferred tax assets on unrealised losses: The amendments clarify the accounting for deferred taxes where an asset is measured at fair value and that fair value is below the asset’s tax base. They also clarify certain other aspects of accounting for deferred tax assets set out below:

1. A temporary difference exists whenever the carrying amount of an asset is less than its tax base at the end of the reporting period.

2. The estimate of future taxable profit may include the recovery of some of an entity’s assets for more than its carrying amount if it is probable that the entity will achieve this. For example, when a fixed-rate debt instrument is measured at fair value, however, the entity expects to hold and collect the contractual cash flows and it is probable that the asset will be recovered for more than its carrying amount.

3. Where the tax law restricts the source of taxable profits against which particular types of deferred tax assets can be recovered, the overability of the deferred tax assets can only be assessed in combination with other deferred tax assets of the same type.

4. Tax deductions resulting from the reversal of deferred tax assets are excluded from the estimated future taxable profit that is used to evaluate the recoverability of those assets. This is to avoid double counting the deductible temporary differences in such assessment.

An entity shall apply the amendments to Ind AS 12 retrospectively in accordance with Ind AS 8. However, on initial application of the amendment, the change in the opening equity of the earliest comparative period may be recognised in opening retained earnings (or in another component of equity, as appropriate), without allocating the change between opening retained earnings and other components of equity.

b. Rights, preferences and restrictions attached to shares

The company has only one class of equity share having a par value of Rs.2 per share (previous year Rs.2 per share). Each shareholder is eligible to one vote per share held. The dividend proposed by the Board of directors is subject to the approval of shareholders in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding.

e. Shares allotted as fully paid up pursuant to scheme of arrangement without payment being received in cash

49,572,490 equity shares of Rs.2 each fully paid were issued on June 12, 2014 to the shareholders of GOCL Corporation Limited pursuant to the scheme of arrangement between the Company, GOCL Corporation Limited & their Shareholders without payment being received in cash.

f. Shares reserved for issue under options

Information relating to GOLIL Stock Options Plan including details of options issued , exercised and lapsed during the financial year and options outstanding at the end of the reporting period, is set out in note 41.

Note 3- Lease

Operating Lease: Where the Company is a Leassee

The Company’s significant leasing arrangements are in respect of operating leases for premises. The leasing arrangements, range generally between 11 months to 5 years and are usually renewable by mutual consent on agreed terms. All the lease agreements can be terminated as per termination clause of each individual lease agreement. The lease rents paid/payable charged to the Statement of Profit and Loss aggregate to Rs.749.13 Lakhs (March 31, 2017 : Rs.659.13 Lakhs).

Note 4- Segment Information

(a) Description of segments and principal activities

Operating segments are reported in a manner consistent with the internal reporting provided to the Chief Operating Decision Maker (CODM) of the Company. The CODM is responsible for allocating resources and assessing performance of the operating segments of the Company.

The Company has integrated its organisation structure with respect to its automotive and non-automotive business considering that the synergies, risks and returns associated with business operations are not predominantly distinct. The Company has aligned its internal financial reporting system in line with its existing organisation structure. As a result the Company’s reportable business segment consists of a single segment of “Lubricants” in terms of Ind AS 108.

Pursuant to the Scheme of arrangement between GOCL, the Company and their respective shareholders and creditors, the “Lubricants Undertaking” of GOCL was demerged and transferred into the Company w.e.f. April 1, 2014 (the Appointed Date under the Scheme). Pursuant to the above scheme, the Company has issued a Deed of Undertaking to make contributions to HGHL for meeting any deficiency in the event of obligors’ inability to service the said facility. However, the Company has received back to back corporate guarantee from Gulf Oil International Limited, Cayman to secure its entire obligations, if any, arising out of the said Deed of Undertaking.

Note 5 -Employee benefits

Company has classified the various benefits provided as under:-1) Defined Contribution Plans

The Company has certain defined contribution plans. Contributions are made to Provident Fund in India for employees at the rate of 12% of basic salary as per regulations. The contributions are made to registered provident fund administered by the government. The obligation of the company is limited to the amount contributed and it has no further contractual nor any constructive obligation.

Company has the following contribution plans :

a) Employers’ Contribution to Provident Fund

b) Employers’ Contribution to Employee’s Pension Scheme, 1995

c) Employers’ Contribution to Superannuation Fund

During the year, the Company has incurred and recognised the following amounts in the Statement of Profit and Loss:

2) Defined Benefit Plan:

A) General Description of defined benefit plans i) Gratuity

The Company operates a gratuity plan wherein every employee is entitled to the benefit equivalent to fifteen days salary last drawn for each completed year of service depending on the date of joining. The same is payable on termination of service, retirement or death, whichever is earlier. The benefit vests after five years of continuous service in accordance with Payment of Gratuity Act, 1972. The Company has a defined benefit gratuity plan in India (funded).

The above sensitivity analysis is based on a change in an assumption while holding another assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit credit method at the end of the reporting period) has been applied as when calculating the defined benefit liability recognised in the balance sheet.

The method and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.

G. Risk Exposure

Through its defined benefit plans, the company is exposed to number of risks, the most important of which is asset volatility. The plan liabilities are calculated using a discount rate set with reference to bond yields: if plan assets underperform this yields, this will create a deficit. The plan assets are invested by the company in Insurer managed funds. The Company intends to maintain these investments in the continuing years.

3) Compensated absences

The Company has a policy on compensated absences which is applicable to its executives joined upto a specified period and all workers. The expected cost of accumulating compensated absences is determined by actuarial valuation performed by an independent actuary at each Balance Sheet date using projected unit credit method on the additional amount expected to be paid as a result of the unused entitlement that has accumulated at the Balance Sheet date.

Liability table as compensated absences is not a defined benefit plan.

Note 6 -Share based payments

The Company offers equity based award plan to its employees, officers through Company’s stock option plan. In respect of those options granted under the Gulf Oil Lubricants India Limited - Employees Stock Option Scheme - 2015, in accordance with the guidelines issued by Securities and Exchange Board of India [(Share Based Employees Benefits) Regulations, 2014], the fair value of options is accounted as deferred employee compensation, which is amortized on a straight - line basis over the vesting period.

The fair values were calculated using Black Scholes Model as permitted by the SEBI Guidelines and also Ind AS 102 issued by the Institute of Chartered Accountants of India in respect of stock options granted. The inputs to the model include the share price on date of grant, exercise price, expected option life, expected volatility, expected dividends, expected terms and the risk free rate of interest.

The assumptions used in the calculations of the charge in respect of ESOP granted are set out below:

Note 7 -Financial risk management

The Company’s activities expose it to market risk, liquidity risk and credit risk. In order to minimise any adverse effects on the financial performance of the company, derivative financial instruments, such as foreign exchange forward contracts are entered to hedge certain foreign currency risk exposures. Derivatives are used exclusively for hedging purpose and not as trading or speculative instruments. This note explains the sources of risk which the company is exposed to and how the company manages the risk.

The Company’s risk management policies are established to identify and analyse the risks faced by the Company, to set and monitor appropriate risk limits and controls, periodically review the changes in market conditions and reflect the changes in the policy accordingly. The key risks and mitigating actions are also placed before the Audit Committee of the Company. The primary market risk to the Company is foreign exchange risk

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 comprise of two types of risk: foreign currency risk, interest risk, and commodity price risk. Financial instruments that are affected by market risk include deposits and foreign exchange forward contracts. The sensitivity analysis in the following sections relate to the position as at March 31, 2018, March 31, 2017 and April 01, 2016.

A1 Foreign Currency Risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company’s exposure to the risk of changes in foreign exchange rates relates primarily to the Company’s operating activities (primarily material costs are denominated in a foreign currency). The Company manages its foreign currency risk by hedging certain material costs that are expected to occur within a range of 2 to 4 months period for hedged purchases of base oil and additives. At March 31, 2018, March 31, 2017 and April 01, 2016 the Company hedged approximately ~ 60-65% of its expected foreign currency purchases for 2 to 4 months. This foreign currency risk is hedged by using foreign currency forward contracts. Details are as given below:

Sensitivity analysis

The Company is mainly exposed to changes in USD and Euro. The sensitivity analysis demonstrate as reasonably possible change in USD and Euro exchange rates with all other variables held constant. 5% appreciation/depreciation of USD and Euro with respect to functional currency of the company will have impact of the following (decrease)/increase in profit before tax.

A2 Interest rate risk

The Company had borrowed funds at floating interest rates. The Company’s interest rate risk arises from short term borrowings with variable rates The exposure of the company’s borrowing to interest rate changes at the end of the reporting period are as follows

A3 Commodity Price Risk

The Company’s exposure to market risk with respect to commodity prices primarily arises from the fact that we are a purchaser of base oil. This is a commodity product whose prices can fluctuate sharply over short periods of time. The prices of base oil generally fluctuate in line with commodity cycles. Material purchase forms the largest portion of our operating expenses. The Company evaluates and manages commodity price risk exposure through operating procedures and sourcing policies. The Company has not entered into any commodity derivative contracts. It may also be noted that there are no direct derivatives available for base oil, but there are derivatives for crude oil.

Sensitivity: 1% increase in commodity rates would have led to approximately an decrease in profit by Rs.34.00 lakhs (March 31, 2017 Rs.24.75 lakhs). 1% decrease in commodity rate would have led to an equal but opposite effect

B Credit Risk

Credit risk is the risk of financial loss to the Company if a customer or counter-party fails to meet its contractual obligations thus leading to a financial loss. The Company is exposed to credit risk from its operating activities (primarily trade receivables) and from its financial activities including deposits with bank, foreign exchange transactions and other financial instruments.

Trade Receivables

The Company’s customer mainly consists of its distributors and Original Equipment Manufacturers (OEMs). The Company has a credit policy, approved by the Management that is designed to ensure that consistent processes are in place to measure and control credit risk. The Company has trade relationships only with reputed third parties. The receivable balances are constantly monitored, resulting in an insignificant exposure of the Company to the risk of non-collectible receivables. Credit risk is managed through credit approvals, establishing credit limits, obtaining collaterals from the customers in the form of deposits and continuously monitoring the creditworthiness of customers to which the Company grants credit terms in the normal course of business. The maximum credit exposure associated with financial assets is equal to the carrying amount.

Concentrations of credit risk with respect to trade receivables are limited, due to the Company’s customer base being large and diverse. All trade receivables are reviewed and assessed for default on a quarterly basis. Our historical experience of collecting receivables, supported by the level of default, is that credit risk is low. Accordingly, our provision for expected credit loss on trade receivables is not material.

Reconciliation of provisions for doubtful debts has been provided as under

Other financial assets

The Company maintains exposure in cash and cash equivalents, term deposits with banks, investments in mutual funds. Individual risk limits are set for each counterparty based on financial position, credit rating and past experience. Credit limits and concentration of exposures are actively monitored by the Company’s Treasury department. The Company’s maximum exposure to credit risk as at March 31, 2018, March 31, 2017, and April 01, 2016 is the carrying value of each class of financial assets as disclosed in the financial statements.

C Liquidity Risk

The Company’s principal sources of liquidity are cash and cash equivalents and the cash flow that is generated from operations. The company has net positive cash surplus after adjusting its short term bank borrowings. Thus company believes that the working capital is sufficient to meet its current requirements and accordingly, there is no liquidity risk perceived.

Management monitors rolling forecasts of the liquidity position on the basis of expected cash flow. The company has access to the following undrawn borrowing facilities at the end of reporting period.

Note 8 -Fair Value Measurement

The carrying value and fair value of financial instruments by categories as on March 31, 2018, March 31,2017 and April 01, 2016 were as follows

The carrying amounts of trade receivables, trade payables and capital creditors are considered to be same as their fair value due to their short term nature. In case of non-current financial assets the difference between amortised cost and fair value is not significant and hence not disclosed.

Level 1

Level 1 hierarchy includes financial instruments measured using quoted prices. This includes listed equity instruments and mutual funds that have quoted price. The fair values of all equity instruments (including mutual funds) which are traded in the stock exchanges are valued using the closing price as at the reporting period.

Level 2

The fair values of financial instruments that are not traded in an active market (mainly derivative forward contracts) is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3

If one or more of the significant inputs are not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity securities, contingent consideration and indemnification asset in level 3.

i) Valuation technique used to determine fair value

Specific valuation technique used to value financial instruments include :

- the use of quoted market prices or dealer quotes for similar instruments

- the fair value if the remaining financial instruments is determined using discounted cash flow analysis.

ii) Fair value measurements using significant unobservable inputs (Level 3)

The Following table presents the changes in level 3 items as on March 31, 2018, March 31, 2017 and April 01, 2016

Note 9-Capital Management A Risk Management

For the purpose of the Company’s capital management, capital includes issued equity capital and all other equity reserves attributable to the equity holders. The primary objective of the Company is capital management is to maximise the shareholder value.

The Company monitors capital using a gearing ratio and is measured by net debt divided by total capital plus net debt. The Company’s net debt includes short term borrowings less cash and bank balances. The Company did not have any long term borrowings at any time during the year.

Note - 10First time adoption of Ind AS

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

The accounting policies set out in note 2 have been applied in preparing the financial statements for the year ended March 31, 2018, the comparative information presented in these financial statements for the year ended March 31, 2017 and in the preparation of an opening Ind AS balance sheet as at April 1, 2016 (the Company’s date of transition). In preparing its opening Ind AS balance sheet, the Company has adjusted the amounts reported previously in the financial statements prepared in accordance with the accounting standards notified under Companies (Accounting Standards) Rules, 2006 (as amended) and other relevant provisions of the Act (Previous GAAP).

An explanation of how the transition from previous GAAP to Ind AS has affected the Company’s financial position, financial performance and cash flows is set out in the following tables and notes.

A. Exemptions and exceptions availed

Set out below are the applicable Ind AS 101 optional exemptions and mandatory exceptions applied in the transition from previous GAAP to Ind AS.

I Deemed cost for property and equipment and intangible assets

Ind AS 101 permits a first-time adopter to elect to continue with the carrying value for all of its property, plant and equipment as recognised in the financial statements as at the date of transition to Ind AS, measured as per previous GAAP and use that as its deemed cost as at the date of transition after making necessary adjustments for de-commissioning liabilities. This exemption can also be used for intangible assets covered by Ind AS 38. Accordingly, the Company has elected to measure all of its property, plant and equipment and intangible assets at their previous GAAP carrying value.

II Designation of previously recognised financial instruments

Ind AS 101 allows an entity to designate investments in equity instruments at FVOCI on the basis of the facts and circumstances at the date of transition to Ind AS. The Company has elected to apply this exemption for its investment in equity investments of Gulf Ashley Motors Limited.

B. Mandatory exceptions

I Estimates

Under Ind AS 101, an entity’s estimates in accordance with Ind AS at ‘the date of transition to Ind AS’ or ‘the end of the comparative period presented in the entity’s first Ind AS financial statements’, as the case may be, should be consistent with estimates made for the same date in accordance with previous GAAP unless there is objective evidence that those estimates were in error. However, the estimates should be adjusted to reflect any differences in accounting policies.

Ind AS estimates as at April 01, 2016 are consistent with the estimates as at the same date made in conformity with previous GAAP. The Company made estimates for following items in accordance with Ind AS at the date transition as these were not required under previous GAAP:

(a) Investment in equity instruments carried at FVPL or FVOCI

(b) Impairment of financial assets based on expected credit loss model.

II Classification and measurement of financial assets

Ind AS 101 provides exemptions to certain classification and measurement requirements of financial assets under Ind AS 109, where these are impracticable to implement and hence, classification and measurement needs to be done on the basis of facts and circumstances existing as on the transition date. Accordingly, the Company has determined the classification of financial assets based on facts and circumstances that exist on the transition date.

III Impairment of financial assets

Ind AS 101 requires an entity to use reasonable and supportable information that is available without undue cost or effort to determine the credit risk at the date that financial instruments were initially recognised and compare that to the credit risk at the date of transition to Ind AS.

IV 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 to financial assets and financial liabilities derecognised 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 of Ind AS.

V Classification and measurement of financial assets

Ind AS 101 requires an entity to assess classification and measurement of financial assets (investment in debt instruments) on the basis of the facts and circumstances that exist at the date of transition to Ind AS.

C. Reconciliations between previous GAAP and Ind AS

Ind AS 101 requires reconciliations of its equity reported in accordance with previous GAAP to its equity in accordance with Ind AS, a reconciliation to its total comprehensive income and cash flow in accordance with Ind AS for the latest period in the entity’s most recent annual financial statements

Notes to first time adoption

Note 1: Fair valuation of investments

Under the previous GAAP, investments were classified as long-term investments or current investments based on the intended holding period and realisability. Long-term investments were carried at cost less provision for other than temporary decline in the value of such investments. Current investments were carried at lower of cost and fair value. Under Ind AS, these investments are required to be measured at fair value. Fair value changes with respect to investments in equity instruments designated as FVOCI have been recognised in FVOCI - Equity investments as at the date of transition and subsequently in the other comprehensive income for the year ended March 31, 2017. This increased FVOCI - Equity investments by Rs.55.63 lakhs as at March 31, 2017 (April 1, 2016 - Rs.30.78 lakhs).

Note 2: Proposed dividend

Under the previous GAAP, dividends proposed by the board of directors after the balance sheet date but before the approval of the financial statements were considered as adjusting events (upto March 31, 2016). Accordingly, provision for proposed dividend was recognised as a liability. Under Ind AS, such dividends are recognised when the same is approved by the shareholders in the general meeting. Accordingly, the liability for proposed dividend of Rs.2,386.57 lakhs as at April 01, 2016 included under provisions has been reversed with corresponding adjustment to retained earnings. Consequently, the total equity increased by an equivalent amount.

Note 3: Excise duty

“Under the previous GAAP, revenue from sale of products was presented exclusive of excise duty. Under Ind AS, revenue from sale of goods is presented inclusive of excise duty. The excise duty paid is presented as part of expenses. This change has resulted in an increase in total revenue and total expenses for the year ended March 31, 2017 by Rs.17,297.07 lakhs. There is no impact on the total equity and profit.

Note 4: Variable Consideration

Under previous GAAP, certain discounts and rebates paid to customers were recorded as part of expenses in the Statement of Profit and Loss. However, under Ind AS, these expenses are netted off against Revenue. This change has resulted in decrease in total revenue and total expenses for the year ended March 31, 2017 by Rs.4,426.40 lakhs. There is no impact on the total equity and profit.

Note 5: Re-measurements of post-employment benefit obligations

Under Ind AS, re-measurements i.e. actuarial gains and losses and the return on plan assets, excluding amounts included in the net interest expense on the net defined benefit liability are recognised in other comprehensive income instead of profit or loss. Under the previous GAAP, these re-measurements were forming part of the profit or loss for the year. As a result of this change, the profit for the year ended March 31, 2017 increased by Rs.34.44 lakhs . There is no impact on the total equity as at March 31, 2017.

Note 6: Employee stock option expense

Under the previous GAAP, the cost of equity-settled employee share-based plan were recognised using the intrinsic value method. Under Ind AS, the cost of equity settled share-based plan is recognised based on the fair value of the options as at the grant date. Consequently, the amount recognised in share option outstanding account increased by Rs.291.31 lakhs as at March 31, 2017 (April 01, 2016: Rs.298.12 lakhs). There is no impact on total equity. Also corresponding increase in employee based payment expense by Rs.291.31 lakhs for the year ended March 31, 2017 and Rs.298.12 lakhs for the year ended March 31, 2016.

Note 7: Financial instruments- derivatives

Under the previous GAAP, forward contracts were accounted for as prescribed under AS 11 “ The Effects of Changes in Foreign Exchange Rates”, under which forward premium was amortised over the period of forward contract and forward contracts were restated at the closing spot exchange rate. Under Ind AS 109, all derivative financial instruments are to be marked to market and any resultant gain or loss is to be charged to the statement of profit and loss. Accordingly, the marked to market has been recognised and forward premium unamortised balance has been derecognised.

As a result of this adjustment, total equity as at March 31, 2017 decreased by Rs.5.72 lakhs (April 01, 2016 increased by Rs.121.85 lakhs). The profit for the year ended March 31, 2017 is lower by Rs.127.59 lakhs.

Note 8: Deferred tax

Deferred taxes impact of the above adjustments, wherever applicable have been recognised on transition to Ind AS.

Note 9: Retained Earning

Retained earnings as at April 1, 2016 has been adjusted consequent to the above Ind AS transition adjustments

Note 10: Other comprehensive income

Under Ind AS, all items of income and expense recognised in a period should be included in profit or loss for the period, unless a standard requires or permits otherwise. Items of income and expense that are not recognised in profit or loss but are shown in the statement of profit and loss as ‘other comprehensive income’ includes re-measurements of defined benefit plans, foreign exchange differences arising on translation of foreign operations or fair value gains/(losses) on FVOCI equity instruments. The concept of other comprehensive income did not exist under previous GAAP.

Note 11: Channel Financing Liabilities

The company offers its distributors a channel financing facility under which customer can discount bills drawn on them by the company using the company’s line of credit. The interest will be borne by the distributors. This facility has 100% recourse to the company. Under previous GAAP, limits utilized against Guarantees issued by the Company to the banks under Channel financing program were disclosed as contingent liability. Under Ind AS, trade receivables should be derecognized only if it meets the de-recognition requirements of Ind AS. Accordingly, trade receivables have been increased by Rs.732.05 lakhs (April 01, 2016: Rs.1,099.70 lakhs) with corresponding increase of equal amount in other financial liabilities as at March 31, 2017.

Note 11 Expenditure towards Corporate Social Responsibility

Gross amount required to be spent by the Company during the year ended March 31, 2018 under section 135 of the Companies Act, 2013 is Rs.303.08 Lakhs (March 31, 2017 Rs.250.36 Lakhs) against which Company has actually spent Rs.158.47 Lakhs during the year (March 31, 2017 Rs.103.83 Lakhs) for purposes other than the construction/acquisition of any asset.

Note 12

Prior year comparatives have been reclassified to conform with the current year’s presentation, wherever applicable.

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Mar 31, 2017

Note:

In December 2012, HGHL Holdings Limited, UK [''HGHL'' (obligor)] wholly owned subsidiary of GOCL Corporation Limited [(''GOCL''(obligor)] acquired Houghton International Inc. in USA and took a loan of USD 300 million (Outstanding as at March 31, 2017: USD 126.60 million: Rs, 82,100 Lakhs; March 31, 2016: USD 153 million: Rs, 101,370 Lakhs) from lenders to part finance the acquisition. The said loan was extended on the basis of Letter of Comfort/Stand-By-Letter of Credit Facility Agreement between GOCL Corporation Limited (GOCL), HGHL and lenders on the strength of guarantee of Gulf Oil International Limited, Cayman and cash deficit undertaking from its specified subsidiaries and also from GOCL, wherein they were obligated to make contribution to HGHL in case of deficiencies in resources for servicing the said facilities. The said facility was also secured by specified assets of GOCL.

Pursuant to the Scheme of arrangement between GOCL, the Company and their respective shareholders and creditors, the "Lubricants Undertaking" of GOCL was demerged and transferred into the Company w.e.f. April 1, 2014 (the Appointed Date under the Scheme). Pursuant to the above scheme the Company has issued a Deed of Undertaking to make contributions to HGHL for meeting any deficiency in the event of obligors'' inability to service the said facility. However, the Company has received back to back corporate guarantee from Gulf Oil International Limited, Cayman to secure its entire obligations, if any, arising out of the said Deed of Undertaking.

Note 1 Related Party Disclosures

(A) Name of the related parties and nature of relationship:

(i) Where control exists:

Ultimate Holding Company Amas Holdings SPF

(Holding Company of Gulf Oil International Limited)

Holding Company Gulf Oil International (Mauritius) Inc.

Gulf Oil Middle East Limited (Cayman)

[Holding Company of Gulf Oil International (Mauritius) Inc.] Gulf Oil International Limited (Cayman)

[Holding Company of Gulf Oil Middle East Limited (Cayman)]

(ii )_Other related parties with whom transactions have taken place during the year:_

_Fellow subsidiaries:_Ashok Leyland Limited_

_D.A.Stuart India Private Limited_

_Gulf Ashley Motor Limited_

_Gulf Oil Bangladesh Limited_

_Gulf Oil China Limited_

_GOCL Corporation Limited_

_Gulf Oil Marine Limited_

_Gulf Oil Philippines Inc._

_HGHL Holdings Limited_

_Gulf Oil Supply Company Limited_

_Houghton Deutschland Gmbh_

_IDL Explosives Limited_

_PT. Gulf Oil Lubricants Indonesia_

(iii )_Key Managerial personnel: _Ravi Chawla - Managing Director_

III Other Employee Benefits

The liability for Compensated absences as at March 31, 2017 is Rs, 310.74 Lakhs (March 31, 2016 : Rs, 292.54 Lakhs).

Note 33 Segment Information for the year ended March 31, 2017

(a) Information about Primary Business Segment

The Company is engaged primarily in the business of manufacturing, marketing and trading in Lubricants and Greases, which in the context of Accounting Standard 17 on Segment Reporting is considered to constitute a single primary segment. Thus, the segment revenue, segment results, total carrying amount of segment assets, total carrying amount of segment liabilities, total cost incurred to acquire segment assets, total amount of charge for depreciation during the year are all as reflected in the financial statements for the year ended March 31, 2017 and as on that date.

Note 2.Lease

Operating Lease: Where the Company is a Lessee

The Company''s significant leasing arrangements are in respect of operating leases for premises. The leasing arrangements, range generally between 11 months to 5 years and are usually renewable by mutual consent on agreed terms. All the lease agreements can be terminated as per termination clause of each individual lease agreement. The lease rents paid/payable charged to the Statement of Profit and Loss aggregate to Rs, 65913 Lakhs (March 31, 2016 : Rs, 563.99 Lakhs).

Note 3. Employee Stock Option Plan (ESOP)

In respect of Options granted under the Gulf Oil Lubricants India Limited-Employees Stock Option Scheme-2015, in accordance with the guidelines issued by Securities and Exchange Board of India [(Share Based Employee Benefits) Regulations, 2014] , the intrinsic value of options is accounted as deferred employee compensation, which is amortized on a straight line basis over the vesting period. Employee benefits expenses include Rs, 290.02 lakhs charged during the year on this account.

The compensation cost of stock options granted to employees are accounted by the Company using the intrinsic value method as permitted by the SEBI Guidelines and the Guidance Note on Accounting for Employee Share Based Payments issued by the Institute of Chartered Accountants of India in respect of stock options granted.

Had the compensation cost of employee stock options been recognized based on the fair value at the date of grant in accordance with Black Scholes model, the Company''s earnings per share would have been as under:

Note 4. Expenditure towards Corporate Social Responsibility

Gross amount required to be spent by the Company during the year ended March 31, 2017 under section 135 of the Companies Act, 2013 is Rs, 250.36 Lakhs (March 31, 2016 Rs, 221.64 Lakhs) against which Company has actually spent Rs, 103.83 Lakhs during the year (March 31, 2016 Rs, 96.20 Lakhs) for purposes other than the construction/acquisition of any asset.

*Specified Bank Notes (SBNs) mean the bank notes of denominations of the existing series of the value of five hundred rupees and one thousand rupees as defined under the notification of the Government of India, in the Ministry of Finance, Department of Economic Affairs No.S.O.3407(E), dated the 8^th November, 2016.

Note 5.

Prior year comparatives have been reclassified to conform with the current year''s presentation, wherever applicable.

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Mar 31, 2016

1 General Information

Gulf Oil Lubricants India Limited is engaged in the business of manufacturing, marketing and trading of automotive and non automotive lubricants. The Company is a public limited company and is listed on the Bombay Stock Exchange (BSE) and the National Stock Exchange (NSE).

A Scheme of Arrangement

During the previous year, the Hon''ble High Court of Andhra Pradesh, vide its Order dated April 16, 2014 had approved the Scheme of Arrangement between GOCL Corporation Limited (formerly Gulf Oil Corporation Limited) ("Transferor Company/GOCL") and the Company and their respective shareholders and creditors. The Scheme provided for demerger and transfer of the "Lubricants Undertaking" of GOCL into the Company w.e.f. April 1, 2014 (the Appointed Date under the Scheme). Upon filing the Order of the High Court with the Registrar of Companies at Hyderabad, the Scheme became effective on May 31, 2014. In accordance with the Scheme, one fully paid-up equity share of face value of Rs.2 each of the Company had been allotted on June 12, 2014, to those eligible shareholders of GOCL whose names were appearing in the Register of Members of GOCL as on the Record Date i.e. June 5, 2014, in lieu of every two equity shares of Face Value of Rs.2 each held by them in GOCL prior to giving effect to reduction of capital in GOCL as envisaged in the Scheme. Accordingly, 49,572,490 Shares of Gulf Oil Lubricants India Limited had been issued to shareholders of GOCL Corporation Limited (formerly Gulf Oil Corporation Limited) and the existing equity share capital (50,000 equity share of Rs.10 each) held by GOCL Corporation Limited (formerly Gulf Oil Corporation Limited) had been cancelled.

NOTE 2 : Employee Benefits

Company has classified the various benefits provided as under:-

I Defined Contribution Plans

a. Employers'' Contribution to Provident Fund

b. Employers'' Contribution to Employee''s Pension Scheme, 1995

c. Employers'' Contribution to Superannuation Fund

During the year, the Company has incurred and recognised the following amounts in the Statement of Profit and Loss:

NOTE 3 : Segment Information for the year ended March 31, 2016

(a) Information about Primary Business Segment

The Company is engaged primarily in the business of manufacturing, marketing and trading in Lubricants and Greases, which in the context of Accounting Standard 17 on Segment Reporting is considered to constitute a single primary segment. Thus, the segment revenue, segment results, total carrying amount of segment assets, total carrying amount of segment liabilities, total cost incurred to acquire segment assets, total amount of charge for depreciation during the year are all as reflected in the financial statements for the year ended March 31, 2016 and as on that date.

NOTE 4 : Lease

Operating Lease: Where the Company is a Lessee

The Company''s significant leasing arrangements are in respect of operating leases for premises . The leasing arrangements, range generally between 11 months to 5 years and are usually renewable by mutual consent on agreed terms. These lease agreements can be terminated as per termination clause of each individual lease agreement. The lease rents paid/payable charged to the Statement of Profit and Loss aggregate to Rs.563.99 lakhs (March 31, 2015 : Rs.502.13 lakhs)

NOTE 5 : Employee Stock Option Plan (ESOP)

In respect of Options granted under the Gulf Oil Lubricants India Limited-Employees Stock Option Scheme-2015, in accordance with the guidelines issued by Securities and Exchange Board of India [(Share Based Employee Benefits) Regulations, 2014] , the intrinsic value of options is accounted as deferred employee compensation, which is amortized on a straight line basis over the vesting period. Employee benefits expenses include Rs.287.99 lakhs charged during the year on this account.

The compensation cost of stock options granted to employees are accounted by the Company using the intrinsic value method as permitted by the SEBI Guidelines and the Guidance Note on Accounting for Employee Share Based Payments issued by the Institute of Chartered Accountants of India in respect of stock options granted.

Had the compensation cost of employee stock options been recognized based on the fair value at the date of grant in accordance with Black Scholes model, the Company''s earning per share would have been as under

NOTE 6: Expenditure towards Corporate Social Responsibility

Gross amount required to be spent by the Company during the year ended March 31, 2016 under section 135 of the Companies Act, 2013 is Rs.221.64 lakhs (March 31, 2015 Rs.208.25 lakhs) against which Company has actually spent Rs.96.20 lakhs during the year (March 31, 2015 Rs.50.00 lakhs) for purposes other than the construction/acquisition of any asset.

NOTE 7:

Prior year comparatives have been reclassified to conform with the current year''s presentation, wherever applicable.

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Mar 31, 2015

A. Corporate Information

Gulf Oil Lubricants India Limited (Formerly known as Hinduja Infrastructure Limited) (''Company'') is engaged in the business of manufacturing, marketing and trading of automotive and non automotive lubricants.

Scheme of Arrangement a) The Hon''ble High Court of Andhra Pradesh, vide its Order dated April 16, 2014 has approved the Scheme of Arrangement between Gulf Oil Corporation Limited ("Transferor Company/GOCL") and the Company and their respective shareholders and creditors. The Scheme provided for demerger and transfer of the "Lubricants Undertaking" of GOCL into the Company w.e.f. April 1, 2014 (the Appointed Date under the Scheme). Upon f ling the Order of the High Court with the Registrar of Companies at Hyderabad, the Scheme became effective on May 31, 2014. In accordance with the Scheme, one fully paid-up equity share of face value of Rs. 2 each of the Company has been allotted on June 12, 2014, to those eligible shareholders of GOCL whose names were appearing in the Register of Members of GOCL as on the Record Date i.e. June 5, 2014, in lieu of every two equity shares of Face Value of Rs. 2 each held by them in GOCL prior to giving effect to reduction of capital in GOCL as envisaged in the Scheme. As per this Scheme 49,572,490 Share of Gulf Oil Lubricants India Limited has been issued to shareholders of Gulf Oil Corporation Limited and the existing equity share capital (50,000 equity share of Rs. 10 each) held by Gulf Oil Corporation Limited has been cancelled.

NOTE 1: Contingent Liabilities

As at As at March 31, 2015 March 31, 2014 Rs. Lakhs Rs. Lakhs

Income Tax Matters 144.67

Sales Tax Matters 2,214.50

Excise Matters 221.02

TOTAL 2,580.19

(a) It is not practicable for the Company to estimate the timing of cash outflow, if any, in respect of the above pending resolution of the respective proceedings.

(b) The Company does not expect any reimbursement in respect of the above contingent liabilities.

NOTE 2 : Capital and other commitments

As at As at March 31, 2015 March 31, 2014 Rs Lakhs Rs. Lakhs

Capital Commitments

Estimated amount of Contracts remaining to be executed on Capital Account 952.18 (Net of Advance)

Other Commitments (Refer Note below)

Guarantees issued to Bank 1,506.83

TOTAL 2,459.01

Note:

In December 2012, HGHL Holdings Limited, UK [''HGHL'' (obligor)] wholly owned subsidiary of Gulf Oil Corporation Limited [(''GOCL''(obligor)] acquired Houghton International Inc. in USA and took a loan of USD 300 million (Outstanding as at March 31, 2015: USD 177 million: f 110,625 Lakhs) from lenders to part finance the acquisition. The said loan was extended on the basis of Letter of Comfort/Stand-By-Letter of Credit Facility Agreement between Gulf Oil Corporation Limited (GOCL), HGHL and lenders on the strength of guarantee of Gulf Oil International Limited, Cayman and cash def cit undertaking from its specified subsidiaries and also from GOCL, wherein they were obligated to make contribution to HGHL in case of deficiencies in resources for servicing the said facilities. The said facility was also secured by specified assets of GOCL.

Pursuant to the Scheme of arrangement between GOCL, the Company and their respective shareholders and creditors, (Refer note 1A), the "Lubricants Undertaking" of GOCL was demerged and transferred into the Company w.e.f. April 1, 2014 (the Appointed Date under the Scheme). Pursuant to the above scheme the Company has issued Deed of Undertaking to make contributions to HGHL for meeting any deficiency in the event of obligors'' inability to service the said facility. However, the Company has received back to back corporate guarantee from Gulf Oil International Limited, Cayman to secure its entire obligations, if any, arising out of the said Deed of Undertaking.

NOTE 3 : Employee Benefits

Company has classified the various benefits provided as under:- I Defend Contribution Plans

a. Employers'' Contribution to Provident Fund

b. Employers'' Contribution to Employee''s Pension Scheme, 1995

c. Employers'' Contribution to Superannuation Fund

NOTE 4 : Segment Information for the year ended March 31, 2015

(a) Information about Primary Business Segment

The Company is engaged primarily in the business of manufacturing, marketing and trading in Lubricants and Greases, which in the context of Accounting Standard 17 on Segment Reporting is considered to constitute a single primary segment. Thus, the segment revenue, segment results, total carrying amount of segment assets, total carrying amount of segment liabilities, total cost incurred to acquire segment assets, total amount of charge for depreciation during the year are all as reflected in the financial statements for the year ended March 31, 2015 and as on that date.

NOTE 5 : Lease

Operating Lease: Where the Company is a Lessee

The Company''s significant leasing arrangements are in respect of operating leases for premises. The leasing arrangements, range generally between 11 months to 5 years and are usually renewable by mutual consent on agreed terms. These lease agreements can be terminated as per termination clause of each individual lease agreement. The aggregate lease rents paid / payable are charged as rent in the Statement of Prof t and Loss amounting to Rs. 502.13 lakhs (March 31, 2014 : Nil).

NOTE 6

Subsequent to the year end, the Company has introduced Employee Stock Option Scheme namely ''Gulf Oil Lubricants India Limited - Employees Stock Option Scheme-2015'' (''the Employees Stock Option Scheme'') for granting stock options not exceeding 2,478,624 equity shares of Rs. 2 each of the Company to the eligible employees as per the above Scheme. The said Employees Stock Option Scheme has been approved by the shareholders vide their resolution dated May 13, 2015.

NOTE 7 :

Gross amount required to be spent by the Company towards Corporate Social Responsibility (CSR) during the year ended March 31, 2015 under 135 of the Companies Act, 2013 is Rs. 208.25 Lakhs against which Company has actually spent Rs. 50.00 Lakhs during the year on purposes other than construction/acquisition of any asset.

NOTE 8 :

Prior year comparatives have been reclassified to conform with current year''s presentation, wherever applicable. Due to the transfer of Lubricants Undertaking pursuant to the Scheme of Arrangement, the current year''s amounts are not comparable with those of the prior year.