Indraprastha Gas Ltd
Directors Reports
To
The Members
Your Directors have pleasure in presenting the Twenty-fourth Annual Report and the
Company's audited financial statements for the Financial Year ended March 31, 2023
Physical Performance
During the year, the Company recorded sales as under:
Figures in Million Standard Cubic Meters (mmscm)
|
For the Year |
For the Year |
% Change |
| Product |
31 March 2023 |
31 March 2022 |
(YoY) |
| Compressed Natural Gas (CNG) |
2208.92 |
1846.83 |
19.61 |
| Piped Natural Gas (PNG) |
743.04 |
703.97 |
5.55 |
| Total |
2951.96 |
2550.80 |
15.73 |
| Average Sales / per day (mmscmd) |
8.09 |
6.99 |
|
Financial Results
The Company's financial performance for the year ended March 31, 2023 is summarised
below:
(in crores)
|
For the Year |
For the Year |
| Items |
31 March 2023 |
31 March 2022 |
| Net Sales & Other Income |
14,407.76 |
7925.00 |
| Profit before Depreciation & Tax |
2,291.10 |
2082.94 |
| Depreciation |
363.36 |
317.06 |
| Profit before |
1927.74 |
1765.88 |
| Provision for tax |
482.72 |
450.93 |
| Profit after tax |
1445.02 |
1314.95 |
| Other comprehensive income |
0.39 |
1.35 |
| Total comprehensive income |
1445.41 |
1316.30 |
| Retained Earnings – opening balance |
6492.65 |
5428.35 |
| Add : Profit for the period |
1445.02 |
1314.95 |
| Profit available for appropriations |
7937.67 |
6743.30 |
| Appropriations: |
|
|
| Dividends |
1295.00 |
252.00 |
| Corporate dividend tax |
- |
- |
| Transferred to general reserve |
- |
- |
| Other comprehensive income recognised directly in retained earnings |
0.39 |
1.35 |
| Retained Earnings – closing balance |
6643.06 |
6492.65 |
Financial Reviews
During the year, the gross turnover of the Company has increased from Rs. 8442.83
Crores in FY 2021-22 to Rs. 15542.67 Crores in FY 2022-23 showing an increase of 84.09%.
The Profit After Tax (PAT) increased by 9.89% from Rs. 1314.95 Crores in FY 2021-22 to
Rs. 1445.02 Crores in FY 2022-23.
The Company has prepared the Consolidated Financial Statements also which includes the
Company's share of profit in its Associates combined on an equity method in accordance
with Ind AS 28 - "Investment in Associates and Joint Ventures". The consolidated
PAT during FY 2022-23 is Rs. 1639.65 Crores against Rs. 1502.27 Crores in the previous
year.
Dividend
The Board of Directors has not recommended final dividend for FY 2022-23 as during the
financial year, the Company has declared two interim dividends of `210 crores (`3 per
share) & `700 crores (`10 per share) in the months of January & March,
respectively.
The Company has Dividend Distribution Policy in terms of the requirement of SEBI
(Listing Obligations Disclosure Requirements) Regulations, 2015. The Policy is available
on the website of the Company under the web-link: https://www.
iglonline.net/uploads/files/Dividend-Distribution-Policy.pdf
Performance Highlights
Compressed Natural Gas Business
During the year, your Company augmented CNG infrastructure in its Geographical Areas.
The Company achieved a new milestone by setting up 792th CNG station in FY 2022-23. In FY
22-23, 81 new CNG stations were commissioned and capacity enhancement/upgradation was done
at 26 numbers CNG stations, the highest ever in a financial year. With these achievements,
the Company has achieved total compression capacity of 97 lacs kgs per day and is catering
to around 17 Lacs vehicles.
The Company provides prepaid card facility for its CNG customers in order to promote
digital payments. Till now more than 175000 prepaid cards are under circulation catering
to approx. 1.9 lacs vehicles. Company has taken more initiatives in Digital Payments at
CNG stations for the benefit of customers, wherein UPI payment can be made at CNG stations
through wallet payments mode. The Company has also tied up with Bhim UPI for enabling UPI
payments collection from all modes of payment. The combined effort towards digital payment
collection has helped in a growth of 25% in digital payment collection this year
vis-?-vis last year.
Company has conducted joint promotion activities with Maruti, Bajaj, Mahindra, Ford and
Hyundai at the CNG stations. Due to constant interactions with the car manufacturers, they
have launched company fitted CNG variants, which are becoming popular among the customers
and thus boosting the sales of CNG.
The Company has conducted pilot project in FY 22-23 with one of the aggregator to
integrate our CNG dispensers with the POS machines through which customers are getting
automated receipt after refuelling. This has increased the customer convenience at large.
Piped Natural Gas Business
PNG - Domestic Connections
PNG continued to be focus area of the Company during FY 2021-22. The Company provided
more than 3.10 Lacs new connections during the year 2022-23. In order to create the PNG
awareness further amongst target customers, a successful campaign was run during the year.
Your Company increased its steel pipeline network from 1,571 kms in FY 2021-22 to 1,868
kms in FY 2022-23 and its MDPE network from 17,240 kms in FY 2021-22 to 20,632 kms in FY
2022-23.
Your Company has taken many innovative initiatives like low cost promotional campaigns,
promotions through e-rickshaw especially targeting urban villages/ rural areas, women's
meet, display of IGL promotional boards with QR codes across residential societies, bulk
messaging to potential customers, circulation of advertisement banners & messages on
RWA WhatsApp group, promoting registration through IGL website & call- centres and
launching of customer-centric attractive registration schemes to motivate customers to opt
PNG.
While continuing with its mission to enhance customer experience, Your Company achieved
significant milestones by leveraging technology and embracing digital innovations. OTP and
e-POD based bill delivery has been implemented for secure and efficient communication. The
bilingual new PNG bill form caters to diverse language preferences, ensuring effective
communication with the customers. Your company surpassed the milestone of 1 million
electronic bill delivery subscribers, demonstrating the commitment to embracing modern
platforms. Online payments reached an impressive 97% adoption rate, highlighting the
convenience and ease of Company's digital payment options. Furthermore, self-billing
option was promoted through digital awareness camps, empowering customers to generate
accurate bills at their convenience. These accomplishments exemplify your company's
dedication to leveraging technology and customer-centric solutions, driving an exceptional
experience for the valued customers.
The Company had total 23.70 Lakh connections in Delhi & other geographical areas as
on March 31, 2023.
PNG – Commercial & Industrial
During the year, your Company continued its thrust on the Commercial & Industrial
segment which is one of the potential growth areas in the upcoming years. Your Company
achieved sales volume of 292 MMSCM in Industrial Segment in FY 2022-23. In Commercial
segment your company achieved a growth of around 30% in sales volume i.e. from 50.81 MMSCM
in FY 2021-22 to 72.25 MMSCM in FY 2022-23. In terms of number of customers, the
industrial customer base increased from 3358 in March 2022 to 3,913 in March, 2023 and
commercial customer base increased from 4357 in March, 2022 to 5,108 in March 2023.
In Delhi, Delhi Pollution Control Committee (DPCC) has banned all other industrial
fuels except PNG and has advised all industrial customers (wherever PNG is available) to
switchover to PNG. The Commission for Air Quality Management (CAQM) has also directed
switching over of DG sets to PNG and Dual fuel (PNG+Diesel) mode in Delhi and NCR. Your
Company has efficiently co-ordinated to implement the mandate given by DPCC and the CAQM
by facilitating industrial customers for smooth switchover to PNG supply. In this regard,
your Company has been able to convert all polluting industries located in NCT of Delhi to
PNG supply. In order to curb down air-pollution levels and to increase natural gas
volumes, your Company has targeted diesel genset segment, wherein PNG is replacing usage
of diesel in gensets. IGL's PNG network is widely available among various Industrial &
Commercial clusters of Delhi and NCR towns of Ghaziabad, Gautam Budh Nagar,Hapur,
Muzaffarnagar, Gurugram, Rewari & Karnal. Your Company is working with a focused
approach to further expand/ strengthen pipeline network by providing last mile
connectivity to the Industrial &
Commercial establishments in existing areas where pipeline grid is available and expand
pipeline network to cater to other industrial areas.
11
In industrial & commercial segment 2110 new registrations were completed during the
FY 2022-23 and pipeline laying was started in new areas like Hapur in Uttar Pradesh,
Mahipalpur, & Paharganj in Delhi. Your Company is also expanding its network to new
Geographical Areas (GAs) like
Muzzaffarnagar, Meerut & Shamli, Kanpur (other than area already authorized),
Fatehpur & Hamirpur, Ajmer, Rajsamand
& Pali,and Banda & Chitrakoot to cater the demand of Industrial &
Commercial segment.
Your Company is also working in a collaborative and participatory approach with state
Pollution Control Boards, so as to work out an action plan to convert all industrial and
commercial units to PNG (wherever IGL's PNG network is available). To further expand its
footprint, your Company has been able to execute Gas Sale Agreements (GSA) with
Industrial & Commercial Customers in Karnal, Gurugram, Rewari & Ajmer
Geographical Areas (GAs) and also started supplying PNG which would facilitate increase in
consumption of Natural Gas (NG) volumes.
Associate Companies
Central U. P. Gas Limited (CUGL)
CUGL is engaged in City Gas Distribution in the cities of Kanpur, Bareilly, Jhansi and
Unnao in Uttar Pradesh. Your Company holds 50% of the paid-up equity share capital of
CUGL.
CUGL achieved a gross turnover of Rs. 746.71 Crores and
Profit After Tax of Rs. 85.36 Crores for the financial year ended March 31, 2023.
Maharashtra Natural Gas Limited (MNGL)
MNGL is in City Gas Distribution business in Pune, Pimpri, Chinchwad, Chakan, Talegaon
and Hinjewadi, Nasik GA (Nasik, Dhule & part of Valsad), Sindhudurg GA in the state of
Maharashtra and Ramanagara GA in the state of Karnataka. Your Company holds 50% of paid-up
equity share capital of MNGL. MNGL achieved a gross turnover of Rs. 2700.19 Crores and
Profit After Tax of Rs. 421.91 Crores for the financial year ended March 31, 2023.
The statement containing the salient features of the financial statements of Company's
Associates pursuant to the first proviso to sub-section (3) of Section 129, is appended as
Annexure 1 to this Report.
Future Outlook
In line with Company's mission and vision, your Company has been working on various new
strategic and business opportunities to secure its position in dynamic and competitive
environment and is looking for organic as well as inorganic growth as part of its
corporate strategy. Further, in line with government's mission to achieve net zero, your
company has been working on various projects aiming to reduce carbon emissions.
EV Infrastructure & EV landscape:
As per Company's diversification strategy, your company is looking forward to setup EV
Charging facilities at various sites (including IGL CNG Stations); your company has
already commissioned 4 fixed EV Charging stations in NCT of Delhi which are operational.
More number of fixed EV Chargers for various vehicle segments are under installation at
several sites in Delhi.
Your Company has already rolled out its battery swapping facility for 2 Wheeler segment
in collaboration with leading EV OEM under the name "Energy Caf?". 2 Nos. of
Battery swapping facilities have been installed and commissioned. It is planned to
commission more battery swapping facilities in near future.
Besides above, in order to explore the investment opportunities in EV value chain viz.
EV Charging Infrastructure, EV – 2W/3W manufacturing, EV Components, Battery
Manufacturing/Assembling Manufacturing of EV Chargers etc., your company is in discussion
with reputed parties for possible collaborations.
Apart from above, your Company has tied-up with United Nations Development Programme
(UNDP) for setting up EV chargers at IGL CNG stations.
Your Company has also been appointed as a Nodal agency by Delhi Government to develop
EV Charging infrastructure in two districts of Delhi and Govt. Lands are being allocated
to IGL for setting up of EV charging stations.
Renewable Space:
Your Company is also exploring usage of renewable energy source in place of
conventional grid power, which will be a step towards carbon emission reduction and net
zero. In addition, IGL has installed and commissioned rooftop solar power plant of 500 KW
at one of the Gaushalas in Delhi and on similar lines few more rooftop solar power
facilities of up to total 5 MW would be installed at suitable identified sites in Delhi.
IGL has also installed a 21 KW solar power plant at IGL
Bhawan rooftop. Your company is also exploring investment opportunities in renewable
energy projects like solar power generation plants.
Long-Haul Transportation:
Your Company is actively exploring conversion of Long
Haul Transport from pollutant fuel (Diesel) to cleaner fuel (CNG) of various State
Transport Undertaking (STU's) towards conversion of their vehicles on CNG. A diesel bus of
Rajasthan State Road Transport Corporation (RSRTC) has been converted on CNG as Proof of
Concept. IGL is also in discussion with possible stakeholders like private owners of
tractors, CNG kit retro-fitters, CNG Kit manufacturers for conversion of Diesel tractors
onto CNG. With the recent easing of CNG prices, it is envisaged that this activity of
conversion will pick up pace.
Green Hydrogen:
Your Company is also exploring the possibilities of putting up
Green Hydrogen generation plant for blending with natural gas for which a detailed
feasibility study has been carried out by a leading consultant and a detailed assessment
of green hydrogen project is being carried out with subject matter experts (SME). A pilot
project on production of Green
Hydrogen and blending of hydrogen in IGL gas network is planned at Dasna, Ghaziabad.
Your Company has entered into an MOU with ACME Group to jointly explore the potential
business opportunities of green hydrogen. The companies will work jointly to promote the
adoption by customers and create demand for green hydrogen in the Country.
LNG/LCNG:
To develop LNG/LCNG eco system, your company has setup one LNG/LCNG station at Ajmer
and commercial operations have also started. In addition, 5 more locations on Golden
Quadrilateral (GQ) Highway are being identified towards setting up of LNG/LCNG stations.
DIMTS has added 242 new CNG buses in FY 22-23 in their fleet which helps to increase
CNG sales of the Company. Maruti Suzuki, Hundai, Tata Motors & Toyota introduced new
variants of CNG vehicle in FY 22-23 which has increased the
CNG sales from private passenger vehicles and it expected to grow further in coming
Financial Years.
Compressed Biogas (CBG):
Your Company is actively participating under SATAT (Sustainable Alternative towards
Affordable Transportation) initiative of MoPNG & issued Letter of Intent(s) to
facilitate waste management and promote use of Bio-Gas. The Company is pleased to mention
that CBG offtake has been started from 3 Nos. of the CBG plants during last fiscal year
under SATAT & CBG-CGD synchronization scheme. The company is also working on opening
of new avenues by setting up of its own Compressed Biogas Plants under GOBAR-DHAN scheme
& Waste to Energy initiatives of the government. Project activities for establishing
of a 100
Tonnes Per Day, Waste to Energy plant has been initiated at one of the sites in Delhi
under MoU with MCD.
Allied equipment manufacturing:
As, CGD sector is fast emerging and number of players are setting up CGD network in
various parts of the country, there would be a good demand of CGD related equipment.
Hence, as part of backward integration, IGL is exploring to setup manufacturing units of
allied equipment. Manufacturing facilities for other equipment like compressors, type 4
cylinders etc. are also being explored keeping in view the sectoral as well as captive
demand.
IGL has entered into an MOU with Bharat Heavy Electricals
Limited (BHEL) for exploring setting up of manufacturing facility of Type IV light
weight cylinders for CNG &/or Hydrogen use.
Joint Venture
Indraprastha Gas Limited (IGL) and Genesis Gas Solutions Private Limited (Genesis) have
entered into Joint Venture Agreement to set up Integrated Smart Meter Manufacturing
Plant with Capital Expenditure of Rs. 1100 millions. Joint
Venture between IGL and Genesis have equity participation from both the partners in the
ratio of 51:49, respectively. Initially, the Smart Meter Manufacturing Plant shall have
installed capacity to manufacture 1 Million Meters annually, and is planned to be
operational by April 2024.
A Joint Venture Company between IGL and Genesis named as IGL Genesis Technologies
Limited has been incorporated on June 15, 2023.
Acquisition and Investment in other companies:
Your Company is actively considering acquisition of other CGD companies as and when any
such opportunity is there in the market.
Your Company also intends to invest in budding Start-Ups to give a boost to the
Government's Start-Up India flagship initiative and to derive long term benefits.
In order to have substantial footprints outside the core business, many other avenues
like ethanol production facility, Green third party logistics, acquisition of Project
Management Consultant Company, etc. are also being explored.
Information Technology
Your Company has already laid a robust and advanced technology foundation to keep pace
with the business needs amid continuous expansion in geographical areas and a growing
customer base. The technology foundation based on SAP ERP as a business application and
supported by a plethora of various employees and customer-centric portals, continue to
support the mission and vision of IGL along with ensuring operational efficiency and
customer delight.
Your Company has always appreciated the significance of effectively connecting with the
customers for which there is no better way than having an updated, user-friendly and
interactive website. IGL's website was re-designed, redeveloped and enhanced with the
latest web technology to render enriching user interface, optimized content and
incorporating best practices and performance parameters.
Your Company has also focussed on upgrading other modes of customer interaction through
IGL connect mobile app and customer portal to include new functionalities viz. improved
user interface, digitalization of Gas sales agreement for Industrial and commercial
customers, secure OTP-based user authentication etc. Various optimizations in CRM
processes were also performed resulting 70% reduction in ticket-saving time to improve
call centre Average Handling Time (AHT) etc
Your Company has also considered the upgradation of our Enterprise Content Management
solution comprising of efficient business document storage and archival system, which has
also enabled achieving generation and delivery of customer invoices at a record pace
through various channels viz. email, SMS and WhatsApp.
The core infrastructure supporting the business applications was also upgraded and
strengthened by the installation of the most advanced flash system-based Storage Area
Network having very high throughput/performance and extremely low latency for enabling
extremely fast reading and writing of data.
With an objective to achieve operational excellence and improve work efficiency, the
existing Bill watch system and
File tracking system were upgraded using open source technology and also integrated
with SAP for enhanced track-ability, transparency and visibility of vendor invoices and
file approval.
Your Company has been realizing the risk associated with the growing cyber security
threats, which is currently the top concern of organizations globally. Various steps to
enhance the security posture of your company have been taken including completion of the
Vulnerability and Penetration
Testing exercise, Cyber security Assessment, revamping of physical security in the data
centre, Cyber security awareness training along with regular sharing of guidelines,
updates, dos and don'ts on various communication channels.
Human Resources
Your Company realizes that the challenges of the future can be best met with competent
and motivated human resources.
The Company is taking various HR initiatives to add value to its pool of human talent
and integration of individual goals with that of Company. Company is reviewing HR and
Employee related Policies /benefits for its employees to make them more competitive and
aligned with industry practices.
Learning and Development of employees forms an integral part of the Company's Policy
towards accomplishing organizational goal. The continual imparting of training, both
technical and non-technical, is necessary for the growth of employees. During the year,
employees were provided with the best of trainings viz. Nayi Urja, Nayi Disha, Cathodic
Protection, HSE, Management Development Program (MDPs) LNG/ EV / Hydrogen etc.
During the year, employees were encouraged to participate in various events like
Cyclothon, IGL Cricket Tournament, Delhi Half Marathon, Preventive Health Check-ups etc.
to take care of employee's health & fitness.
The Company also inducted various young professionals at entry level to infuse talent
in the professional arena. The comprehensive class room as well as on-site induction
training has also been imparted to new GETs prior to their deployment. Your Company has
maintained harmonious cordial and healthy relations among employees.
Your Company recognizes and appreciates the contribution of its employees in its growth
path.
Health Safety and Environment (HSE)
Your Company emphasizes creating safety awareness among consumers by organizing safety
awareness camps at PNG customer doorsteps and safety camps at CNG stations to sensitize
CNG consumers. To educate the community and society at large, your company also broadcasts
safety messages from time to time through FM radio, print media, digital media, and social
media.
Safety is a line responsibility, so all employees of your organization are responsible
and accountable for safety, health, and environmental protection. They demonstrate strict
adherence to the HSE policy.
The Company has stressed the importance of implementing the Nine Life Saving Rules to
further strengthen site safety requirements. It has been continually improving to create a
healthy and safe working environment across all installations.
For all newly allocated geographical areas and for the NCT of Delhi & NCR
Geographical Area, your company has had its Emergency Response and Disaster Management
Plan (ERDMP) approved by a PNGRB-approved third-party inspection agency. Emergency
response and preparedness are frequently assessed by conducting mock drills at regular
intervals.
Being one of the largest and most matured CGD companies, your company has also
participated in various conferences and workshops to make the new City Gas Distribution
companies, especially the ones promoted by OMCs, aware about the challenges and best
safety practices involved in the City gas distribution sector.
In recognition of its efforts towards Health, Safety, and Environment, your company was
awarded the Safety Innovation Award from the prestigious Institute of Engineers (IOE) and
the Certificate of Appreciation from the National Safety Council (NSC) in 2022.
Your Company is an ISO 45001:2018, ISO 9001:2015, ISO 14001:2015, and ISO 50001:2018
certified company. This demonstrates the highest level of structure and commitment from
all levels of the organization to keep safety, quality, environment, and energy management
systems as its top priority and value.
The company adheres to all legal and statutory requirements applicable to its business
operations as a minimum standard and aspires to achieve recognized world-class
performance.
Corporate Social Responsibility
Your Company is abundantly cognisant of its Corporate
Social Responsibility (CSR) that explores ethical and social aspects of its action and
impact that it would make on the society. For your company, CSR aims to contribute to
societal goals by engaging in primary focus areas such as health, education, empowerment
of women and underprivileged, skill development on which most of the CSR programmes were
focussed during the FY 2022-23.
Your Company undertook flagship project "IGL Swastha Saarthi" wherein the
preventive healthcare program was conducted for auto and taxi drivers in Delhi and NCR
region involving medical check-up camps at various CNG stations. Your company also reached
out to various communities and villages through healthcare CSR programmes like "Jan
Aarogyam" and "Nayan Hans". Through "Project Roshni", IGL
contributed towards preventive eye care and health checkup for students of government
schools in Karnal district. In addition, healthcare initiatives for communities have been
taken in various new geographical areas where IGL has started its operations. The company
has also focused on empowerment of specially abled across its geographical areas of
operation by providing them artificial limbs and special skills.
Considering the need to empower women, IGL contributed in imparting Self Defence
training program for school girls and also providing them various skills to enhance
employability. Your company has special focus on employment enhancing skill development
programmes for underprivileged sections of the society, wherein skills relating to gas
plumbing, fitter, tailoring etc. were provided. In addition, your company has also been
supporting meritorious students from underprivileged strata of society for specialized
coaching for entrance examinations for engineering and civil services examinations.
The annual report on CSR activities in accordance with the Companies (Corporate Social
Responsibility Policy) Rules,
2014, is appended as Annexure 2 to this report.
Directors Responsibility Statement
Pursuant to the provisions of Section 134 (5) of the Companies Act, 2013, your
Directors hereby confirm that:
i. In the preparation of Annual Accounts for the financial year ended March 31, 2023,
the applicable accounting standards have been followed;
ii. They have selected such accounting policies and applied them consistently except
where otherwise stated in the
Notes to Accounts and made judgments and estimates that are reasonable and prudent so
as to give a true and fair view of the state of affairs of the Company at the end of the
financial year and of the profit of the Company for that period;
iii. They have taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of the Companies Act, 2013 for
safeguarding the assets of the Company and for preventing and detecting fraud and other
irregularities; iv. They have prepared the Annual Accounts for the Financial Year ended
March 31, 2023 on a going concern basis;
v. They have laid down internal financial controls to be followed by the Company and
that such internal financial controls are adequate and were operating effectively; and
vi. They had devised proper systems to ensure compliance with the provisions of all
applicable laws and that such systems were adequate and operating effectively.
Directors
Shri R.K. Jain nominee of GAIL (India) Limited (GAIL) was appointed as Chairman of the
Company w.e.f. January 14, 2023. Shri Kamal Kishore Chatiwal, nominee of GAIL, was
appointed as Managing Director of the Company w.e.f. June 15, 2023, Shri N. Ramakrishnan,
nominee of BPCL, was appointed as Director w.e.f. March 30, 2023 and Shri Shyam Agrawal
was appointed as an Independent Director of the Company w.e.f. December 6, 2022.
Shareholders of the Company have also approved the appointments through Postal Ballot of
Shri N. Ramakrishnan & Shri Shyam Agrawal as Director and Independent Director of the
Company, respectively.
Shri Arun Kumar Singh ceased as Chairman and Director of the Company w.e.f. October 23,
2022. Shri Sukhmal Jain was appointed as Chairman of the Company w.e.f. October 23, 2022
and ceased as Chairman w.e.f. January 14, 2023 and Director w.e.f. January 19, 2023. Shri
Sanjay Kumar ceased to be Managing Director of the Company w.e.f. June 15, 2023.
The Board takes this opportunity to place on record its appreciation for valuable
contribution made by Shri Arun Kumar Singh, Shri Sukhmal Jain and Shri Sanjay Kumar during
their tenure as the Directors of the Company
The Company has received declarations from all the Independent Directors of the Company
confirming that they meet the criteria of independence as provided under section 149(6) of
the Companies Act, 2013 and SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015, (hereinafter referred to as the "Listing Regulations").
The details of programmes for familiarization of Independent Directors with the Company
are put up on the website of the Company, i.e., http://www.iglonline.net//english/5000_
media/Investor_Relations/Familiarization-Programmes-for-Independent-Directors.pdf
The Nomination & Remuneration Committee considers various criteria such as
Knowledge/skill required, experience,
Minimum educational qualification, age, role in this company, gender, other
requirements as per Companies Act, 2013 and SEBI LODR while recommending the name of the
Independent Directors.
The Board of Directors carried out the evaluation of every Director, Committees of
Board and the Board as a whole, based on the laid down criteria of performance evaluation.
In the opinion of the Board of Directors, independent directors have required
integrity, expertise and experience.
Corporate Governance
As per the requirement of the Listing Regulations, a detailed Report on Corporate
Governance and certificate regarding compliance of conditions of Corporate Governance are
annexed as part of the Annual Report.
The Auditors' Certificate on Corporate Governance for FY 2022-23 of M/s P.P. Agarwal
& Co., Practicing Company
Secretaries is self-explanatory and does not call for any further comments.
Business Responsibility and Sustainability Report
Detailed Report on Business Responsibility and Sustainability
Report is annexed as part of the Annual Report.
Deposits
During the financial year 2022-23, your Company has not accepted any deposit within the
meaning of Sections 73 and 74 of the Companies Act, 2013 read together with the Companies
(Acceptance of Deposits) Rules, 2014.
Particulars of Loans, Guarantees or Investments
During the financial year 2022-23, your Company has not granted loans nor given
guarantee nor made any investments.
Amount which the Company proposes to carry to any Reserves, if any
For the financial year 2022-23, your Company has not transferred any amount to the
general reserve of the Company.
Number of Meetings of the Board and Audit Committee
The details of the number of meetings of the Board and Audit Committee held during the
financial year ended March 31, 2023 and composition of Audit Committee are given in
Corporate Governance Report.
Related Party Transactions
Policy on materiality of Related Party Transactions and on dealing with Related Party
Transactions has been disclosed on the website of the Company at: - https://www.iglonline.
net/uploads/files/Related_Party_Policy.pdf
Details of transactions with related parties are being disclosed separately in the
Annual Report. As per Regulation 23 of Listing Regulations, prior approval of Shareholders
has been taken for Material Related Party Transactions and subsequent material
modifications, if any, for the Financial Year 2023-24.
Prevention of Sexual Harassment at Workplace
As per the requirement of The Sexual Harassment of Women at Workplace (Prevention,
Prohibition & Redressal) Act, 2013 and Rules made thereunder, your Company has
constituted Internal Complaints Committee (ICC). During the FY 2022-
23, no complaint with allegation of sexual harassment was received by the Company.
Risk Management and Internal Financial Control Adequacy
Your Company has Risk Management System in place including the Risk Policy &
identification of the Risks which are reviewed periodically. The Company has also Risk
Management Committee as per the requirement of the Listing Regulations.
Your Company has laid down a set of standards, processes and structure for internal
financial control across the organization and ensures that the same are adequate and
operating effectively.
Vigil Mechanism
The Company has a well-defined Vigilance framework which provides a platform to the
employees, directors, vendors, suppliers and other stakeholders of the Company to come
forward and raise their genuine concerns without any fear of retaliation and
victimization. The Company has engaged an independent third party service provider for
complaint management under the whistle-blower platform. The details of the Whistle Blower
Policy are available on the website of the Company: www.iglonline.net. Besides Whistle
Blower Policy, the Company has also framed Vigil Mechanism policy under which the
stakeholders can lodge their complaint(s) to Chief Ethics & Vigilance Officer of the
Company.
Cost Auditors
Your Company had appointed M/s Chandra Wadhwa & Co, New Delhi as Cost Auditors for
the FY 2022-23.
As per Section 148 read with Companies (Audit & Auditors) Rules, 2014 and other
applicable provisions, if any, of the Companies Act, 2013, the Board of Directors of your
Company has re-appointed M/s Chandra Wadhwa & Co, New Delhi, Cost Accountants, as the
Cost Auditors of the Company for the FY 2023-24. The remuneration proposed to be paid to
the
Cost Auditors is subject to the ratification by the members at the ensuing Annual
General Meeting of the Company.
Your Company is maintaining cost records as specified by the Central Government under
Section 148 of the Companies Act, 2013.
Secretarial Auditors and Secretarial Audit Report
Pursuant to Section 204 of the Companies Act, 2013, your Company had appointed M/s P.P.
Agarwal & Co., Practicing Company Secretaries, New Delhi, as its Secretarial Auditors
to conduct the Secretarial Audit of the Company for the FY 2022-23. The Report of
Secretarial Auditor for the FY 2022-23 is appended as Annexure 3 to this report.
Remarks referred to in the Secretarial Auditors' Report for FY 2022-23 of M/s P.P.
Agarwal & Co., Practicing Company
Secretaries are self-explanatory and do not call for any further comments.
Disclosures Regarding Remuneration
Disclosures pertaining to remuneration and other details as required under Section
197(12) of the Companies Act, 2013 read with Rule 5(1) and 5(2) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 is appended as Annexure
4 to this report.
Extract of Annual Return
The Annual Return of the Company as on March 31, 2023, in Form MGT 7, in accordance
with the Section 92 (3) of the Companies Act, 2013 read with Companies (Management and
Administration) Rules, 2014 is available on the website of the Company.
Statutory Auditors
In exercise of powers conferred by Section 139 of the
Companies Act, 2013, the Comptroller and Auditor General of India (CAG) has to appoint
Statutory Auditors of the Company for the FY 2023-24.
The Notes on financial statements referred to in the Auditors' Report for FY 2022-23 of
M/s Datta Singla & Co., Chartered
Accountants are self-explanatory and do not call for any further comments.
Review and Comments of CAG, on Standalone and Consolidated financial statements for the
FY 2022-23 form part of financial statements of the Company.
Conservation of Energy and Technology Absorption, Foreign
Exchange Earnings and Outgo
The information in accordance with the provisions of Section 134 (3) (m) of the
Companies Act, 2013 read with Rule (8) of the Companies (Accounts) Rules, 2014 is appended
as
Annexure 5 to this report.
Acknowledgements
Your Directors express their gratitude to the Central
Government, State Governments of NCT of Delhi, Uttar Pradesh, Haryana & Rajasthan,
Ministry of Petroleum & Natural Gas, Petroleum and Natural Gas Regulatory Board and
Promoter Companies (GAIL & BPCL) for their continuous guidance & support
throughout the year.
The Directors also acknowledge the support of all Statutory & Local Authorities,
Bankers, Media, Station Operators & their employees, contractors, vendors and
suppliers.
The Directors place on record their deep appreciation towards IGL's valued customers
for their continued patronage support and look forward to the continuance of this
relationship in future also.
The Directors wish to express their gratitude to all the shareholders for their
continued trust and support.
The Directors also sincerely acknowledge the contributions made by all the employees of
IGL for their dedicated services to the Company.
For and on behalf of Board of Directors
| Sd/- |
Sd/- |
| KAMAL KISHORE CHATIWAL |
PAWAN KUMAR |
| MANAGING DIRECTOR |
DIRECTOR (COMMERCIAL) |
Place: New Delhi Date: August 22, 2023
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