The Board of Directors is pleased to present the 62nd Annual Report on
the performance of Bharat Petroleum Corporation Limited (BPCL) for the
year ended 31st March, 2015.
BPCL's Refineries at Mumbai and Kochi, together with its subsidiary
company, Numaligarh Refinery Limited (NRL) and including 50% throughput
of Joint Venture Company, Bharat Oman Refineries Limited (BORL),
aggregated a throughput of 29.27 Million Metric Tonnes (MMT) in
2014-15, in comparison to 28.69 MMT in 2013-14. The BPCL Group
generated market sales of 34.95 MMT during 2014-15, as compared to
34.31 MMT in the previous year. The group's exports of petroleum
products in 2014-15 stood at 2.22 MMT as against 3.06 MMT in 2013-14.
The group recorded a Gross Revenue from Operations of Rs. 2,58,731.09
crores in 2014-15, as compared to Rs. 2,76,019.55 crores achieved in
2013-14. The Profit after Tax for 2014-15 was Rs. 5,082.01 crores, as
against Rs. 4,052.98 crores in the previous year. After setting off the
minority interest, the Group earnings per share stood at Rs. 66.47 in
the current year, up from Rs. 54.08 in 2013-14.
CONSOLIDATED GROUP RESULTS
Crude Throughput (MMT) 29.27 28.69
Market Sales (MMT) 34.95 34.31
Financial Performance Rs. Crores
Gross Revenue from Operations 2,58,731.09 2,76,019.55
Less: Excise Duty (16,132.59) (11,598.49)
Net Revenue from Operations 2,42,598.50 2,64,421.06
Profit before Depreciation, 11,897.62 10,758.74
Finance Costs and Tax
Finance Cost 1,180.47 1,982.14
Depreciation & amortization expense 3,026.68 2,610.92
Profit before tax 7,690.47 6,165.68
Provision for taxation - Current 2,522.44 2,554.43
(Net of MAT Credit Entitlement)
Profit after Current Tax 5,168.03 3,611.25
Provision for taxation - 95.55 (355.31)
Short /(Excess) provision for (9.53) (86.42)
Taxation in earlier years provided for
Net Profit 5,082.01 4,052.98
Minority Interest 275.44 142.30
Net Income of the group 4,806.57 3,910.68
attributable to BPCL
Group Earnings per share 66.47 54.08
attributable to BPCL (Rs.)
Crude Throughput (MMT) 23.36 23.35
Market Sales (MMT) 34.45 34.00
Gross Revenue from Operations 2,53,254.86 2,71,051.81
Less: Excise Duty (15,167.96) (10,976.82)
Net Revenue from Operations 2,38,086.90 2,60,074.99
Profit before Depreciation, 10,514.63 9,554.88
Finance Costs and Tax
Finance Cost 583.10 1,359.08
Depreciation & amortization expense 2,516.02 2,246.82
Profit before tax 7,415.51 5,948.98
Provision for Taxation - Current 2,010.00 2,275.00
(Net of MAT Credit Entitlement)
Provision for Taxation - Deferred 347.36 (294.82)
Short/(Excess) provision for (26.36) (92.08)
taxation in earlier years provided for
Net Profit 5,084.51 4,060.88
Balance brought forward 500.00 500.00
Amount available for disposal 5,584.51 4,560.88
The Directors propose to appropriate
this amount as under:
Final (proposed) Dividend 1,626.94 1,229.24
Towards Corporate Dividend Tax 294.27 196.58
For transfer to Debenture
Redemption Reserve 194.35 196.84
For transfer to General Reserve 2,968.95 2,438.22
Balance carried to Balance Sheet 500.00 500.00
Summarized Cash Flow Statement :
Inflow/(Outflow) from operations 18,194.41 8,404.10
Inflow/(Outflow) from investing
activities (7,909.12) (4,285.89)
Inflow/(Outflow) from financing
activities (9,132.26) (6,243.73)
Net increase/(decrease) in cash &
cash equivalents 1,153.03 (2,125.52)
During the year 2014-15, the crude throughput achieved by BPCLs
refineries at Mumbai and Kochi was 23.36 MMT, as against 23.35 MMT
recorded in 2013-14. The market sales of the Company increased to 34.45
MMT in 2014-15, from 34.00 MMT in 2013-14, thus registering a growth of
BPCLs Gross Revenue from Operations for 2014-15 was Rs. 2,53,254.86
crores, 6.57% lower than the previous year's revenues of Rs.
2,71,051.81 crores. The Profit before Tax generated for the year was
Rs. 7,415.51 crores, as against Rs. 5,948.98 crores in 2013-14. The
Profit after Tax for the year stood at Rs. 5,084.51 crores, as against
Rs. 4,060.88 crores recorded in 2013-14, after providing for tax,
(including deferred tax) of Rs. 2,331.00 crores, as compared to Rs.
1,888.10 crores during the last year. This is the first time in the
history of the Company that the net profit has exceeded Rs. 5,000
crores in a single financial year.
The earnings per share achieved in 2014-15 was Rs. 70.32, as compared
to Rs. 56.16 in 2013-14. Internal cash generation during the year was
higher at Rs. 5,989.18 crores, 30% more than the level of Rs. 4,585.64
crores in 2013-14. BPCLs contribution to the exchequer by way of taxes
and duties during 2014-15 stood at Rs. 51,121.77 crores, as against Rs.
43,602.22 crores in the previous financial year.
BPCLs net worth as on 31st March, 2015 was Rs. 22,467.48 crores, as
compared to Rs. 19,458.76 crores at the end of the previous year.
The Board of Directors has recommended a dividend of 225% ( Rs. 22.50
per share) for the year on the paid- up share capital of Rs. 723.08
crores. The amount of dividend totaling to Rs. 1,921.21 crores,
inclusive of Rs. 294.27 crores for Corporate Dividend Tax on
distributed profits, shall be dispensed from the profit after tax for
Transfer to Reserves
The Company proposes to transfer Rs. 2,968.95 crores to the General
Reserve out of the amount available for appropriation and an amount of
Rs. 500.00 crores is proposed to be retained as Surplus in the
Statement of Profit and Loss.
Borrowings from banks decreased by almost 50% to Rs. 6,925.26 crores as
at 31st March 2015, from Rs. 13,843.68 crores as at 31st March, 2014.
Loans from Oil Industry Development Board have increased to Rs.
1,049.50 crores as at 31st March, 2015, as compared to Rs. 321.25
crores at the end of the previous year. Debentures worth Rs. 700
crores issued during the year 2012-13 continue to remain outstanding
as on 31st March, 2015. 4.625% US Dollar International Bonds issued
during 2012- 13 of USD 500 Million (equivalentto Rs.3,129.54 crores)
and 3% Swiss Franc International Bonds issued during 2013- 14 of CHF
200 Million (equivalent to Rs. 1,293.30 crores) remained outstanding
as on 31st March, 2015.
During the year 2014-15, the Company set up a Medium Term Note (MTN)
Program to facilitate the raising of funds on a regular basis from the
international debt capital markets, with the aggregate nominal amount
of Notes outstanding under the program not exceeding USD 2 billion (or
its equivalent in other currencies).
Deposits from Public
During the year, the Company has not accepted any deposits from the
public. However, unclaimed matured deposits of Rs. 0.08 crores as at
the end of the year, pertaining to 21 depositors in the books, are
being transferred to the Investor Education and Protection Fund after
The total Capital Expenditure incurred during the year 2014- 15
amounted to Rs. 8,494.40 crores, as compared to Rs. 5,560.39
crores during the year 2013-14.
C& AG Audit
The Comptroller and Auditor General of India (C&AG) has no comment upon
or supplement to the Statutory Auditors' Report on the Accounts for the
year ended 31st March 2015. The letter from C&AG is annexed as Annexure
During the year 2014-15, Mumbai Refinery achieved throughput of 12.96
MMT of feedstock (crude oil and other feedstock), as against 13.03 MMT
achieved in 2013-14. Mumbai Refinery has achieved this level of
throughput, despite having planned shutdown of one of the crude
processing units and associated secondary facility during the year.
This represents a capacity utilization of 108.0%, as compared to 108.6%
in the previous year. The reduction in crude throughput is basically
due to the higher captive production of Reformate, which has been,
hitherto imported to meet Motor Spirit (MS) demand during 2013-14.
During the year, the refinery achieved its highest ever production of
MS, High Speed Diesel (HSD) and Lube Base Oils, meeting the demand for
MS and HSD complying with Euro-IV quality norms.
The Gross Refining Margin (GRM) for the year stood at USD 3.97 per
barrel, as compared to USD 3.95 per barrel realized in 2013-14. The
overall gross margin for the refinery in 2014-15 amounted to Rs. 2,363
crores, as compared to Rs. 2,340 crores in 2013-14. The higher GRM in
Mumbai Refinery for the year 2014-15 is attributable to higher
distillate yield, better product mix pursuant to commissioning of the
Continuous Catalytic Reformer (CCR) Unit and reduction in octroi
incurrence partially offset by the impact of the crude-product price
Kochi Refinery achieved the highest ever crude throughput of 10.40 MMT
in 2014-15, as compared to 10.32 MMT in 2013-14. This is the third year
in succession that the throughput at the refinery has crossed the 10
MMT mark. The capacity utilization of the refinery during the year was
109.46%, as against 108.65% in the previous year. During the year,
Kochi Refinery recorded its best ever production of LPG, Propylene,
Euro-III MS, Euro-III HSD and Euro-IV HSD.
The GRM for the year was USD 3.17 per barrel amounting to Rs. 1,514
crores. The refinery had earned a GRM of USD 4.80 per barrel in
2013-14, amounting to Rs. 2,249 crores. The major reasons for lower
margin during 2014-15 are lower product cracks and higher inventory
The details of the performance of the Refineries, their activities and
future plans are discussed in the Management Discussion and Analysis
During the year 2014-15, BPCLs market sales volume rose to 34.45 MMT,
as compared to 34.00 MMT in the previous year. This represented a
growth rate of 1.32% over the previous year. BPCL's market share
amongst the public sector oil companies stood at 23.29% as at 31st
March, 2015, as compared to 23.50% as at the end of the previous year.
A detailed discussion of the performance of the Marketing function is
given in the MD&A.
Integrated Refinery Expansion Project (IREP) at Kochi
The project envisages capacity expansion of Kochi Refinery by 6 Million
Metric Tonnes Per Annum (MMTPA) taking it to 15.5 MMTPA and
modernisation of processing facilities to produce auto-fuels conforming
to Euro-IV/ V specifications. It also envisages refinery residue stream
upgradation to value added products.
The project involves a capital outlay of Rs. 16,504 crores with
expected completion in May, 2016. The project has achieved an overall
physical progress of 83.55% with cumulative expenditure of Rs. 7,147
crores as on 30th June 2015.
Civil, structural and UG piping jobs of units and offsites are nearing
completion. The foundations of all major equipments have been completed
and all major tenders and orders have been placed. More than 75% of the
equipment has been received at site. Mechanical jobs like piping,
fabrication, erection and equipment erection are in progress at units
and offsites. About 1,000 equipment out of a total of 2,060 have been
erected on foundations, which include all three gas turbine generators,
crude and vacuum columns, DHDT reactors, VGO and DHDT recycle gas
compressors. Electrical and instrumentation jobs have commenced.
Package jobs like reactor-regenerator package of FCCU, coke drum
structure and coke handling packages, heaters, water packages, utility
boilers are progressing at site and a few are nearing completion. The
hydrotesting of one out of the two utility boilers has been completed.
Two raw water quarries for storage of water from the Periyar River have
A workforce of more than 14,000 labourers has been engaged on a daily
basis and works at site progress on a 24x7 basis. Monthly meetings of
unions, contractors, and Project Management Consultant (PMC) with the
Regional Labour Commissioner help maintain a healthy labour climate.
The Government of Kerala continues to provide proactive support to the
project and reviews are being held even at the level of the Chief
The Board has given approval for diversification into Petrochemicals at
an estimated capital cost of Rs. 4,588 crores. BPCL plans to produce
niche petrochemicals such as Acrylic Acid, Acrylates and Oxo Alcohols,
that are predominantly being imported into the country. Such niche
products will be produced using Polymer Grade Propylene that will be
available on the completion of the IREP project. The major end uses of
these chemicals are in paints and coatings, adhesives, plasticisers,
solvents and water treatment. The unit is expected to come on stream
during the year 2018-19.
Replacement of CDU /VDU at Mumbai Refinery
The project envisages installation of a state-of-the-art integrated
Crude and Vacuum Distillation Unit (CDU-4) of 6 MMTPA capacity to
improve mechanical integrity, enhance safety and meet environment
norms. The approved cost of the project is Rs. 1,419 crores.
The overall physical progress of project is 97.2% with cumulative
expenditure of Rs. 1,171 crores as on 30th June 2015. Pre-commissioning
and commissioning activities at site are in progress.
Kota Jobner Pipeline Project:
The project involved laying a 210 km long and 14 dia cross-country
pipeline from Kota to Jobner (near Jaipur) for economic transportation
of MS/SKO/HSD from BPCL's Mumbai Refinery as well as BORLs refinery at
Bina. Petroleum and Explosives Safety Organisation (PESO) license has
been obtained and the pipeline has been commissioned on 31st March,
2015 with an expenditure of Rs. 230 crores as on 30th June, 2015.
Pipeline for Transfer of LPG from BPCR / HPCR Mumbai to Uran
The project envisaged laying a 28 km pipeline (12 km offshore and 16 km
onshore) and provision of three 900 MT Mounded Storage Vessels (MSVs)
at BPCL's Uran LPG Plant. The pipeline is being laid to transfer LPG
from BPCL's Mumbai Refinery and the Mumbai Refinery of Hindustan
Petroleum Corporation Limited (HPCL) at a project cost of Rs. 276.84
crores. The pipeline portion of the project, costing Rs. 229.6 crores,
will be shared equally with HPCL. The MSVs cost around Rs. 47.24 crores
and are on BPCLs account. The pipeline was commissioned on 31st
October, 2014. The cumulative expenditure of the project as on 30th
June, 2015 is Rs. 269 crores.
RESEARCH & DEVELOPMENT (R&D)
In line with constantly changing business needs, the Research and
Development Centres of BPCL are focusing on development of niche and
innovative products and process technologies and providing advanced
technical support for refinery processes, lubricant formulations and
product / process development. These centres have achieved significant
breakthroughs in the past few years. They boast of producing more than
20 patents in the last 5 years and the aspiration is to emerge as a
world class technology solution provider in the near future.
BPCL has R&D facilities at three locations - the Corporate R&D Centre
at Greater Noida, Uttar Pradesh, R&D Product & Application Development
Centre at Sewree, Mumbai and the in-plant R&D Centre at Kochi Refinery.
All three centres provide the Company an edge over competitors
and technological breakthroughs for future business developments.
The core research areas of the R&D centres are broadly divided into
four categories, namely (a) development of energy efficient
technologies for fuel and chemical production (b) technical support to
refining processes (c) new product and additive development and (d)
alternate fuels and energy.
The R&D programs have been discussed separately in the MD&A. Further,
the areas covered under R&D and the benefits derived from R&D
activities are detailed in Annexure A to the Directors' Report.
NON-CONVENTIONAL ENERGY INITIATIVES
BPCL has undertaken initiatives in tapping non-conventional energy
sources like wind energy, solar energy and fuel cells, in order to
develop such alternate sources of energy.
The improved economics for investment in solar and wind energy and
favourable Government policy for renewable energy has prompted the
Company to develop a Renewable Energy Policy which was approved by the
BPCL has installed 5 MW capacity windmills in the hilly range of
Kappatguda in Chitradurga District, Karnataka and a 0.5 MW wind farm in
Tamil Nadu. The windmills are currently working satisfactorily and
power produced is sold to the State electricity grid. In addition to
the above, BPCL has commissioned smaller KW scale solar plants for a
total capacity of about 1500 KW for lighting and admin office building
electrical loads at Kochi and Mumbai Refineries, 205 retail outlets,
along the Mumbai-Manmad pipeline, some LPG bottling plants and Lube
Under the renewable energy policy, a 4 MW solar plant at Bina Despatch
Terminal and a 6 MW grid connected wind power project are being put up.
BPCL is currently evaluating the option of setting up more solar farms
and windmills in various states, depending on availability of land and
other commercial considerations.
The overall industrial relations climate remained peaceful and cordial
throughout the year. All organizational and employee related issues
were handled with a collaborative approach and regular communication
was ensured to all employees on all important issues affecting them and
CORPORATE SOCIAL RESPONSIBILITY (CSR)
Through its CSR initiatives, BPCL has widespread impact throughout the
country, in and around our business locations as well as in rural /
tribal communities. Every year brings new learning and using these
inputs, we have scaled up various projects, taken up new projects and
exited from certain projects that have attained sustainability. Our
core thrust areas for CSR are education, water conservation, skill
development, health and hygiene and community development.
Improving quality education, which is one of our core thrust areas
under CSR, is also the biggest equalizer in today's world. Education
contributes to individual well being as well as overall development of
the country. It enhances the standard of living, helps in overcoming
the problems of poverty and unemployment and brings in social equality.
Therefore, the projects supported by us under education are primarily
focused on improving the 'quality of learning' and bridging the gap
that comes in the way of the learning process and inclusivity.
The Computer Assisted Learning Project (CAL), our flagship project, is
for the children of primary and secondary grades studying in Government
schools and low income private schools. It aims at improving the
learning levels of children and making them digitally enabled through a
technology interface. In the year 2014-15, the project was scaled up to
45 new centres in Jaipur (Rajasthan), Mumbai and Solapur (Maharashtra).
The earlier centres in Uran and Lucknow continue to benefit children
year after year. Thus, BPCL reached out to 38,000 new children during
Capacity building sessions were organised with the School Management
Committees of the above schools, so that the committee members are
empowered on the rules under the Right to Education Act and also take
more interest and ownership in the education process and learning
levels of their children.
The project also resulted in indirectly generating local level
employment, by way of the Sancharikas (teacher facilitators) for
imparting computer education. Every school has one or two sancharikas
(depending on the enrolment of children in the school) adding to a
total of around 100. They are trained in both, technical as well as
soft skills, thereby making them thorough professionals.
Our one-of-a-kind Science Education Project, which provides
experiential science learning to children, is executed in collaboration
with the NGO, 'Agastya International Foundation.' The project is for
children from 90 Government schools near Solur, Bangalore (Karnataka)
and in the year 2014-15, it has been scaled up to 25 Government schools
in and around Chembur, near Mumbai Refinery.
There were about 300 students who have been groomed during the year
2014-15 as Young Instructor Leaders. They act as peer leaders and help
in teaching Science through experiments to their fellow mates. In the
same year, 105 Government school teachers were trained on the above
themes. The training not only composed of clarifying their doubts, but
also on how to use creativity in teaching methods and other activities.
Another flagship project i.e. District-wide Education Project - Akshar'
(Read India) for impacting the learning levels of children through
learning camps, was being supported by BPCL in the Districts of Sagar
(MP) and Nandurbar (Maharashtra). This project in 2014-15 was scaled up
to cover Dausa and Jaipur (Rajasthan). In Nandurbar and Sagar, 30 days
of learning camps were conducted in Maths and Language to improve the
learning levels of Government school children. 210 schools in Sagar and
180 schools in Nandurbar encompassing 25,343 students from Class I - V
were covered in these camps. After BPCL intervention, there was a 24%
improvement in children's Reading and Maths levels in Sagar, while
Nandurbar saw a similar 18% improvement in Reading levels.
Along similar lines, our project for educating tribal students in
Mayurbhanj and Sundergarh districts of Odisha has been continued. 4,453
children now have access to school education. In the coming years, we
are now changing the focus of the project to improving the quality of
education, rather than solely complying with the provisions of the
Right to Education Act, the mantra being, Attending school & learning
In 2014-15, we have successfully completed the second batch of our
unique in-house pilot project for professional development of primary
teachers, upper primary school teachers and principals from schools run
by the Municipal Corporation of Greater Mumbai and other low income
schools. This program aimed at encouraging teachers to use new
techniques for teaching and classroom management and develop new
teaching materials according to the needs of the class. By working with
the teachers and school management, we are effecting a sustainable
change in the existing education system. Additionally, our employee
volunteers too added value in the classroom by telling stories with
Last year, we had taken up a new library project aimed at impacting
literacy and reading skills and therefore, increasing creative thinking
and supplementing learning on the whole. In the year 2014-15, we have
continued supporting 20 libraries in Mumbai and Delhi and have
increased the reach by an additional 5 libraries in Mumbai, where over
3,700 children are benefitted. In addition, these libraries have a
special Teachers' section and can be used by the community around the
schools as well.
Project BalaJanaagraha was scaled up to include new schools in Kochi,
in addition to those in Bangalore. The project aimed at instilling good
citizenry in children as the key to building good and vibrant nations.
This unique civic education project targeted at creating responsible
and proactive citizens through conducting civic sessions in schools,
gave 2,862 children know-how about their rights and duties. Civic fests
at the local, city and national level were held in which the children
participated in nationwide competitions. Citizenship surveys were
conducted before and after the program to gauge the increase in
awareness levels of the children.
Our education system often turns out students who are not employable,
even after completing years of studies. With an objective to empower
unemployed youth, women and persons with disabilities near our
businesses and also equip them with skills, we have several NGO
partners in different parts of the country. Placement linked vocational
training of 1,000 youth was supported by BPCL near Kochi Refinery, to
increase the skills of the local youth and the economic level of the
surrounding community. Training was done in construction and
fabrication related trades as well as hospitality, retail management,
computer accounting and office automation for the youth, women &
differently-abled. Over 70% of these youth have been placed and are
being tracked to ensure job retention.
Through training in zardosi and Aari work, about 130 women in Loni earn
and save enough to send their children to school. On an average, each
woman adds around Rs. 3,000 per month to the family income. The women
are provided inputs on financial management through self-help groups
and forward and backward market linkages, so that they can earn
independently on completion of the project.
Towards inclusion and giving the differently-abled a chance to become
economically contributing members of society, we have several projects
for skill training of disabled persons. The LABS project for Persons
with Disabilities in Mumbai and Noida saw 200 youth who were trained
and then placed with various companies. Along similar lines in Kolkata,
we trained 80 disabled and underprivileged youth from economically
backward families in Desktop publishing. Our BPCL volunteers also gave
these youth sessions on personality development to help them get better
placement. In various other projects, persons with hearing, visual and
physical disability were given training in skills that would make them
employable or enable them to start their own businesses like weaving,
candle making, massage therapy etc.
Our water project, 'Boond' has covered 40 villages during the year, in
Tamil Nadu, Karnataka, Maharashtra and Rajasthan. 'Boond' now spans
across India in Tamil Nadu, Andhra Pradesh, Rajasthan, Maharashtra and
Karnataka. Through community based organizations like village water
committees, the community that is benefitted by the water structures
built or repaired plays an active role in building and maintaining the
structure that contributes to their various daily needs. In 2014-15,
over 5,500 families have benefitted and over 7 crore liters of water
storage capacity was created. Our project also supports sustainable
employment through improved agricultural practices, newer crops,
innovative methods of irrigation etc. Unseen benefits include
recharge of ground water, drinking water for cattle, decrease in
migration and a positive effect on the environment, in addition to
In Mokhada Taluka, which is a completely impoverished and tribal
predominated block in Maharashtra, BPCL has been supporting Project
'Boond' for the third consecutive year. In 2014-15, we supported a
small initiative of 'Group Farming and Collective Marketing model.'
Therefore in Mokhada, apart from water conservation, through
agriculture alone, we covered 7 villages under our agriculture
development program. This included 298 families who benefitted through
vegetable farming and floriculture, while 115 farmers enjoyed the
benefits of tree plantation.
Project 'Boond' is completing its full cycle from transforming the
villages to water positive and also playing an important role in
socio-economic development by drudgery reduction, checking migration,
enhancement in income and other important social indicators.
With an objective to improve and encourage institutional care and safe
delivery of babies under supervised medical attention, we work in HD
Kote taluka, Mysore District of Karnataka by supporting reproductive
and child healthcare of the tribals. Over 60,000 villagers and
specifically 8,975 tribals from 56 tribal colonies are being benefitted
from this project, where there has been a steady increase in
institutional deliveries, linkage to Government healthcare schemes,
essential ID documents like Aadhar card, 100% primary immunization,
awareness raised in the community on nutrition, infant mortality etc.
through regular meetings.
BPCL has around 15,000 retail outlets and LPG Distributorships which
employ Driveway Salesmen (DSMs) and LPG Delivery boys. Most of them,
who are critical stakeholders in our value chain, do not have any
protection for themselves or their families against major expenses
arising from unforeseen health issues. During the year 2014-15, we have
launched a health insurance scheme, through which 8,713 DSMs and
delivery boys in 24 states have been given coverage of Rs. 1,00,000 for
themselves and their families for one year.
We also wholeheartedly plunged into the national mission of 'Swachh
Bharat - Swachh Vidyalaya,' by committing towards supporting
/constructing 1,864 toilets across 7 states in India (Bihar, Odisha,
Chattisgarh, Madhya Pradesh, West Bengal, Telangana and Andhra
Pradesh). Not only will we support construction, but post construction,
we'll assist in maintaining them for a minimum period of three years.
Towards this, we are closely co-ordinating with the respective State
Governments, MOP&NG and also MOHRD. In 2014-15, we initiated work in
238 schools and we endeavour to complete all the schools shortly.
In the years to come, we will continue to focus our efforts on
initiatives that strengthen our communities, protect our environment
and will lead to an advancement of India as a nation. We will lead by
The Annual Report on CSR activities of the Company containing
composition of committee members, brief outline of the CSR policy,
overview of the projects undertaken, prescribed expenditure, amount
spent etc. are set out in the specified format forming part of this
Report in Annexure B.
The CSR Policy may be accessed on the Company's website at the link:
PROMOTION OF SPORTS
BPCL sportspersons continued to excel in the national as well as
international sports arena in the disciplines of Cricket, Hockey,
Badminton, Chess, Table Tennis, Kabaddi, Volleyball, Bridge and
Our sportspersons have won several distinctions and plaudits. Saina
Nehwal continued to grab media attention as she won the China Open
Badminton tournament. Saina reached the finals of the All England
Championships and later, won the India Open, which catapulted her to
the top of the World rankings. PV. Sindhu, our promising badminton
star, who is ranked No. 9 in the World, won the Taiwan Open Super
Series and was also conferred with the Padmashree Award.
Our Hockey team did extremely well in domestic events and four of our
hockey players have been regular members on the Indian Hockey team. S.
V. Sunil, Manpreet Singh and Birendra Lakra were members of the Indian
team which won the Gold Medal in the Asian Games.
Chess wizard P Harikrishna is currently the second highest ranked
Indian Chess player after Vishwanathan Anand in the World.
Our Kabaddi and Volleyball teams performed exceedingly well in most of
the prestigious tournaments they participated in.
Individual sportspersons from BPCL continued to represent the country
in various international events viz. Guru Sai Dutt, Jwala Gutta in
Badminton, Poulomi Ghatak, Soumyajit Ghosh, Sanil Shetty in Table
tennis, Devendra Joshi, Manan Chandra in Billiards and Snooker, Atanu
Das in Archery, Abhijit Gupta, G. N. Gopal in Chess, Marianne Karmarkar
in Bridge etc. In the Physically Challenged Category, Joby Mathew won
several Gold/ Silver medals in the World Arm Wrestling Championship.
Our young Scholarship players excelled at national and international
events in the open and junior categories. BPCL also bagged the Second
Runners-up President's Trophy of Petroleum Sports Promotion Board
(PSPB) during the year.
Our endeavours continue in the various avenues of Sports development
through varied support mechanisms extended to our players for excelling
in sports in India and abroad, such as coaching, skill development,
orientation programmes, performance feedback etc.
RESERVATION AND OTHER WELFARE MEASURES FOR SCHEDULED CASTES/SCHEDULED
TRIBES/ OTHER BACKWARD CLASSES AND PERSONS WITH DISABILITIES
BPCL has been following in letter and spirit, the Presidential
Directives and other guidelines issued from time to time by Ministry of
Petroleum & Natural Gas, Ministry of Social Justice and Empowerment and
the Department of Public Enterprises relating to reservations /
concessions for Scheduled Castes / Scheduled Tribes / Other Backward
Classes. An adequate monitoring mechanism has been put in place for
sustained and effective compliance uniformly across the Corporation.
Rosters are maintained as per the Directives and are regularly
inspected by the Liaison Officer of the Corporation as well as the
Liaison Officer of MOP&NG to ensure proper compliance of the
SC/ST and economically backward students are encouraged by awarding
scholarships for pursuing courses at ITIs and secondary school
education up to graduation level.
BPCL also complies with provisions under The Persons with Disabilities
(Equal Opportunities, Protection of Rights and Full Participation), Act
1995 relating to providing employment opportunities for Persons with
Details relating to representation/appointment of SC/ ST/OBC candidates
and Persons with Disabilities are enclosed as Annexure C.
IMPLEMENTATION OF OFFICIAL LANGUAGE POLICY
The Official Language Implementation Committees continued to function
at the Corporate, Regional, Refinery, Area offices and major location
levels, to take decisions based on the annual program issued by
Ministry of Home Affairs, besides the provisions of the Official
Language Act and Rules. These Committees perform the task of reviewing
the progress made in Official Language Implementation on a quarterly
During the year, the First Sub-Committee of the Parliamentary Committee
on Official Language inspected the offices situated at Goa, Draft &
Evidence Committee at ECE House, New Delhi and Udaipur. Officials from
the Department of Official Languages, Ministry of Petroleum & Natural
Gas visited Varanasi, Allahabad, Meerut, Piyala, Bijwasan and Bangalore
offices. The Rajbhasha Vibhag of Ministry of Home Affairs inspected
nine locations on an all India basis. All committees expressed their
appreciation for the efforts taken by BPCL for promotion of Hindi.
Various Hindi competitions were organized during Hindi fortnight, which
was celebrated with enthusiasm at all major locations in September,
2014. As per the directives from MOP&NG, a certificate was given to
staff, who had done an excellent job in Hindi implementation from all
Regions/Refineries as Rajbhasha Gourav Puraskar. Similarly, World
Hindi Day was organized on 10th January, 2015 at all Regions and
User friendly Hindi Unicode supported Software Indic Language was
loaded at all BPCL Offices. A web page was created for help online for
training of Hindi ISM V6 software/ Indic Language Software. BPCL bagged
the third prize from MOP&NG for the Best Hindi Implementation among
PSUs. Hindi Cell, CO was awarded the third prize from Town Official
Language Implementation Committee (TOLIC) (Mumbai) for Best
Implementation of Hindi. Eastern Region bagged the second prize for
Best Implementation of Hindi from TOLIC (Kolkata). Kochi Refinery was
awarded the first prize from Deputy Director, Hindi, Ministry of Home
Affairs (South - West Zone) Rajbhasha Rolling Trophy, Overall Champions
Trophy and award for Best Hindi House Magazine from TOLIC (Kochi).
Our C&MD issued annual check points under the Annual Program of
Official Languages Implementation for the year 2015-16. During the year
on an all India basis additional 15 offices have been notified under
sub-rule 10(4) of OL Rules, 1976. All the Regional/Refinery Hindi Cells
have supported the activities of Town Official Language Implementation
CITIZEN'S CHARTER AND PUBLIC GRIEVANCES REDRESSAL
At BPCL, we are sensitive to the service levels offered across every
customer interface, in constant pursuit of excellence. Our various
initiatives are driven by our commitment and desire to enhance customer
experience. The Citizen's Charter published on our website provides
details of a range of services offered to our customers, with an
overview of the marketing activities of the Corporation, policy
guidelines and processes on marketing of petroleum products; it covers
the mandate of the Corporation, customer rights with respect to
standards, quality, time-frame for service delivery, the grievance
redressal mechanism etc. These service levels are revisited from time
to time and updated in line with the changing business environment /
BPCL has a well established Grievance Redressal framework in place. The
Nodal Officers for grievance redressal have been designated right from
the Corporate Office to the State and Territory Offices in States,
Union Territories and their details are available in the Citizen's
Charter. In order to proactively reach out to the customers, BPCL has
launched Smart-Line, a centralized Customer Care System (CCS) portal
where customers can log complaints, suggestions and feedback. The CCS
provides an interactive platform to customers through dedicated
toll-free numbers, as well as web-based access to connect with BPCL,
and has been designed to track every interaction with an inbuilt
escalation matrix. In addition, an internet-based Grievance Redressal
Mechanism (Centralized Public Grievance Redressal & Monitoring System)
of Government of India helps BPCL in speedy redressal of public
The Right to Information (RTI) Act, 2005 was implemented in BPCL since
its inception. In order to have effective monitoring and to improve
resolution time, BPCL has developed an in-house RTI package, where all
RTI applications are logged, tracked and replied.
BPCL has a decentralized structure with 85 Central Public Information
Officers (CPIOs) and 11 Appellate Authority (AAs) for providing speedy
information to applicants. Through continuous learning programs and
workshops for CPIOs / AAs, officials across the organization have been
familiarized, sensitized and updated with every aspect of the Act.
As a knowledge management initiative, a RTI Journal is issued every
quarter, which covers various aspects of the RTI Act, learnings from
key CIC decisions and case studies, with the objective of enhancing
knowledge and improvising on deliverables. During the period ending
31st March 2015, we have responded to 3,771 RTI Applicants providing
information and redressed 1,510 complaints on the PG portal.
MICRO & SMALL ENTERPRISES
The Public Procurement Policy for Micro & Small Enterprises (MSEs)
Order, 2012 came into effect from 1st April, 2012. BpCl is fully
complying with this policy for MSEs and a Purchase Preference Clause
for them has been incorporated in the General Purchase Conditions of
all tenders. As per this clause, in any tender, a participating MSE who
is within a price band of L1+15 % will get a portion of the order,
provided they match the L1 price. This out-of-turn allocation is not
more than 20% and this includes 4% reserved for SC/ST entrepreneurs in
The MSE procurement plan for 2014-15 was put up on the BPCL website
www.bharatpetroleum.in. BpCl has been participating in various MSE
vendor interaction programs organized by the Department of MSME at
various locations. Premier vendor workshops were held during November
2014, which were attended by MSE vendors and special sessions on MSE
policies/ guidelines were taken. BPCL continues to organize MSE vendor
registration drives across all the four regions. For the year 2014-15,
the total procurement value, where MSEs could have participated was Rs.
6,551.37 crores and the actual procurement value from MSEs was Rs.
1,524.80 crores i.e. an achievement of 23.27%, as against the target of
Vigilance in BPCL is committed to nurture and facilitate the highest
level of ethical standards in the Organization. As an important
catalyst in its Corporate Governance structure, Team Vigilance focuses
on proactive and preventive efforts to promote and further good
governance and ethical standards in all business processes in the
Vigilance helps the Business identify susceptible areas in existing
procedures and processes like tendering processes, vendor bill
payments, channel partner selections and matters related to
reconstitution of Dealership/Distributorship etc. Information
technology is being extensively utilized to effectively institute more
transparent processes like e-tendering, e-payments, e-receipts etc.,
thereby instilling confidence of being a just and fair organization
amongst our vendors, channel partners and customers.
'Face to Face' was an initiative spearheaded by CVO to interact with
business and regional heads and field staff across the country,
including our refineries at Mumbai, Kochi and Numaligarh. This
interaction was shared with presentations, case studies, prevalent
guidelines and clarifications on the issues raised.
With the purpose of regularly upgrading business knowledge through the
learning process, CVO initiated meetings with different business
CVO also initiated a process and kickstarted a brainstorming workshop
on Procurement and Contracting Procedures' at Mumbai Refinery to
discuss the process in line with the National Power Training
Institutions' (NPTI) comprehensive manual. Along with Director
(Refineries), the concerned officials from Mumbai Refinery, Kochi
Refinery, Central Procurement Organizations (CPOs) of Refinery and
Marketing, Finance and Vigilance participated in the workshop.
A series of training programs and conferences were organized during the
year which enabled Team Vigilance officers to develop a comprehensive
understanding of various business guidelines and processes. Special
Vigilance Awareness sessions were conducted for our employees working
at operating locations and commercial offices by Team Vigilance
officers during their visits, to enhance knowledge and awareness on the
operational aspects of various circulars and guidelines issued by the
Central Vigilance Commission (CVC) and the Ministry.
It was ensured that all tenders are being published on the Central
Public Procurement (CPP) portal of the Government of India website to
increase visibility and transparency in our interactions with vendors,
contractors, suppliers and other service providers. The Integrity Pact
was adopted and made compulsory for all tenders with a contract value
of Rs.1 crore or more.
With an objective to keep a check on the implementation of prescribed
procedures and practices, surprise inspections were conducted at few of
the operating locations, retail outlets, LPG distributorships etc. It
also involved inspections of major projects/works/procurements to
observe and recommend areas of improvement to concerned departments.
Comprehensive System Studies were conducted in critical areas in the
Organization and observations, analysis, inferences and recommendations
were discussed with business role holders to bring about the suggested
Corporate Vigilance also carried out thorough investigations into the
Complaints and Source Information. Complaints, including those received
online, were investigated both directly by Team Vigilance and through
Businesses / Entities. The references received from CVC and MOP&NG,
were always investigated and required recommendations were made within
the prescribed timeline.
Team Vigilance keeps track of all complaints through a web-based
Vigilance Complaint Handling System - an online portal based workflow
application, that enables recording, processing and maintaining of all
complaints received by the Vigilance team. Timely email alerts and
user friendly reports from the program ensure that the team is always
focused on expeditious and timely resolution of all complaints.
There is a regular interaction with the employees of BPCL through
BPCL's internal website, Intralink as well as with the
customers/others concerned through the Vigilance portal available on
BPCL's corporate website.
The Vigilance portal has the objective of creating awareness on good
governance, sharing knowledge on ethical practices and proactive
vigilance and connecting with all the employees. This website has
useful links of the Central Vigilance Commission, Department of
Personnel & Training, Government of India etc. To enhance knowledge of
staff and employees' policies and guidelines, articles and case studies
To reach out to everyone and make a difference, an in- house E-magazine
Soch was launched. Soch is an important step towards participative
vigilance in BPCL and would be published on a quarterly basis.
In order to hone their skills, Vigilance Officers were deputed for
Training Programs conducted by the Central Bureau of Investigation's
Training Academy and other Training Institutions.
Vigilance Awareness Week 2014 (from 27.10.2014 to 1.11.2014) was
launched at BPCL Corporate Office in Mumbai on 27th October,2014 with
the administering of pledge by CVO & and Director (Finance) in the
presence of Director (Human Resources) and other senior BPCL officials.
Mr. Praveen Dixit, Director General, Anti-Corruption Bureau,
Maharashtra State was the Chief Guest. Similarly, in all the four
Regions and two Refineries (Mumbai and Kochi), subsidiary Bharat
PetroResources Limited and Joint Venture, Petronet CCK Limited,
Vigilance Awareness Week was launched with administering of the pledge
by Chief Guests in the presence of senior BPCL officials. During this
period, various activities such as awareness sessions, essay contests,
question answer sessions, vigilance quiz, debate competition, painting
contest and skit program (topic: Fighting Corruption) were conducted
for employees and school children.
In September 2014, we have launched an Integrity Club (IC) at a school
in Chembur, Mumbai for propagating ethical values in school children so
that they become vehicles to carry these values to their families,
friends and society. The members of the club are called Young Champions
of Ethics (YCEs). By inculcating values, students are slowly made aware
of their immense power to make the right choices and their ability to
use the power to bring about changes in the society at large. We have
commenced Integrity Club activity in the year 2010 in 8 schools in
Kochi as part of a Vigilance initiative of BPCL. The activities of the
Club have reached new horizons with active participation of various
Value based teachings titled Choti Choti Batein, an initiative to
rekindle the values amongst school children, were conducted by
Vigilance officers. Through this initiative, we have covered 10 schools
in Mumbai and touched around 2,000 students from various strata of
The fifth edition of the vigilance journal, Vigilance Plus was
released and received excellent feedback. To commemorate the activities
carried out during VAW 2014 and other events conducted by Vigilance
department, a special Journal, Vigilance Plus was released by CVO in
January 2015. The theme of the Journal was 'Young Champion of Ethics'
dedicated to the school children who would be the next generation of
this country. The articles in this magazine were contributed by staff
members across the country, narrating their experiences, to making the
journal more informative.
In a nutshell, BPCL Vigilance is continuously on a progressive journey,
from punitive to participative to preventive to proactive vigilance.
SUBSIDIARY, JOINT VENTURES AND ASSOCIATE COMPANIES
The Group consists of 3 Indian subsidiaries and 4 foreign subsidiaries
as on 31st March, 2015. Further, the Company has 19 associate companies
including joint venture companies within the meaning of Section 2 (6)
of the Companies Act 2013 ('the Act').
Details of company that : Nil has become/ceased to be a Subsidiary
during the financial year 2014-15
Details of company : Kochi Salem Pipeline that has become a joint
Private Limited venture/associate during Mumbai Aviation Fuel Farm
the financial year 2014-15 Facility Private Limited
Details of company that : BPCL has filed a winding has ceased to be a
joint up petition under Section venture/associate during 433 (f)/439
(1) (c) of the the financial year 2014-15 Companies Act, 1956 in
the Hon'ble High Court of Judicature at Allahabad, Lucknow Bench, to
pass an order for winding up of Bharat Renewable Energy Ltd.
Pursuant to provisions of Section 129 (3) of the Act, a separate
statement containing the salient features of the financial statement of
subsidiaries/associates/joint venture companies in Form AOC-1 is
attached along with the financial statement.
As per Section 136 (3) of the Act, the Company has placed its financial
statements, including consolidated financial statements and all other
documents required to be attached thereto, on its website
www.bharatpetroleum.in. Further, the Company has also placed separate
Annual Reports / audited accounts in respect of each of its
subsidiaries on its above website. A copy of the said documents will be
available for inspection and provided to any Member of the Company who
asks for it.
The policy for determining material subsidiaries is posted on the
Company's website at the link:
Numaligarh Refinery Limited (NRL)
NRL was incorporated with an authorized share capital of Rs. 1,000
crores in 1993. As on 31st March 2015, the paid up share capital of NRL
was Rs. 735.63 crores, of which BPCL holds 61.65%. NRL is a Category-I
Miniratna PSU and operates a 3 MMTPA refinery at Numaligarh in Assam.
Besides the refinery, NRL has two marketing terminals, one at
Numaligarh and the other at Siliguri, for evacuation of products. NRL
also has a 10 TMTPA LPG Bottling Plant at Numaligarh.
During 2014-15, NRLs crude throughput was 2.78 MMT, as compared to 2.61
MMT in the previous year. Thus, capacity utilization improved to 92.5%
from 87.1% in 2013- 14. In 2014-15, NRLs distillate yield at 90.69% was
the highest among PSU oil refineries in the country. This is the fourth
consecutive year of such an achievement recorded by NRL. Specific
Energy Consumption during 2014- 15 at 51.6 MBN was among the best in the
industry. In terms of safety management, as on 31st March, 2015
cumulative Loss Time Accident (LTA) free man-hours at the refinery
reached 24.5 million (13 years, 1 month).
During the year, NRL had commissioned the Wax project within the
approved project cost of Rs. 676 crores. NRL now has the largest Wax
producing unit in the country and is expected to contribute
significantly towards import substitution of the product.
NRLs GRM for 2014-15, the highest among Indian refineries, was USD
16.67 per barrel, as against USD 12.09 per barrel in the previous year.
Such a high GRM contributed in achievement of record profitability.
Profit before tax for 2014-15 increased by 101% to reach Rs. 1,134.25
crores, as compared to Rs. 562.66 crores in the previous year.
NRLs Gross Revenue from Operations for the financial year ended 31st
March, 2015 was Rs. 10,827.05 crores, as against Rs. 9,876.76 crores in
the previous year, marking an increase of 6.56%. The Company's profit
after tax for the year was Rs. 718.31 crores, as compared to Rs. 371.09
crores in 2013-14. Earnings per share increased to Rs. 9.76 from Rs.
5.04 in the previous year. The Board of Directors of NRL has
recommended a dividend of Rs. 4.00 per fully paid share of Rs.10 each
for 2014-15. NRLs net worth as on 31st March, 2015 reached the level of
Rs. 3,354.98 crores and book value per share increased to Rs. 45.61
from Rs. 40.66 in the previous year.
Bharat Petro Resources Limited (BPRL)
Bharat PetroResources Ltd (BPRL) was incorporated in the year 2006 as a
wholly owned subsidiary company of BPCL with the objective of
implementing BPCLs plans in the upstream exploration and production
sector. Presently, the authorized capital of BPRL is Rs. 3,000 crores
and the subscribed and paid up share capital of BPRL is Rs. 2,620
crores as on 31st March, 2015. BPRL has Participating Interest (PI) in
17 exploration blocks, in consortium with other partners. Out of these
blocks, seven blocks are in India and six in Brazil, and one each in
Mozambique, Indonesia, Australia and East Timor. The total area of
these 17 blocks (where BPRL/its subsidiaries have PI) is around 24,375
sq.km, of which approximately 88% is offshore acreage.
BPRL looks after many of its overseas projects through subsidiary
companies. BPRL has a wholly owned subsidiary company, Bharat
PetroResources JPDA Limited in India, through which it holds a PI of
20% in Block-JPDA 06-103, in East Timor in the Joint Petroleum
Development Area (between Australia and East Timor). Further, BPRL has
a wholly owned subsidiary company, BPRL International BV, in the
Netherlands which in turn, has three wholly owned subsidiary companies
viz. BPRL Ventures BV, BPRL Ventures Mozambique BV and BPRL Ventures
Indonesia BV. BPRL Ventures BV has a 50% stake in IBV Brasil Petroleo
Limitada, which currently holds PI ranging from 20% to 40% in 6 blocks
in offshore Brazil. BPRL Ventures Mozambique BV has PI of 10% in a
block in Mozambique, and BPRL Ventures Indonesia BV holds PI of 12.5%
in a block in Indonesia.
All the blocks of BPRL are under various stages of
exploration/appraisal. BPRL has recorded consolidated income of Rs.
27.02 crores and a consolidated loss of Rs. 386.68 crore for the
financial year ending 31st March, 2015. In the corresponding year
2013-14, BPRL earned consolidated income of Rs. 9.76 crores and a
consolidated loss of Rs. 531.10 crores. This was due to relinquishment
of our participating interest in few blocks, in view of poor
prospectivity assessed based on drilling results.
Petronet CCK Limited (PCCKL)
BPCL had invested a sum of Rs. 49 crores for a 49% stake in the equity
capital of PCCKL, a Joint Venture Company promoted with Petronet India
Ltd., with an authorised capital of Rs.135 crores and paid up share
capital of Rs. 100 crores. The Company owns and operates the 292 km
long multi-product Kochi-Karur pipeline from BPCLs installation of
Irimpanam to Karur for transportation of MS, HSD and SKO. The pipeline
commenced commercial operations from September, 2002.
The pumping volume during the year 2014-15 amounted to 2.46 MMT, as
against 2.44 MMT in the previous year. PCCKL registered a turnover of
Rs. 98.27 crores and net profit of Rs. 42.96 crores for the financial
year ending 31st March, 2015 as compared to a turnover of Rs. 92.91
crores and net profit of Rs. 44.54 crores in the previous year.
BPCL has acquired additional 19,973,332 equity shares of Rs. 10 each of
PCCKL (constituting 19.97% of the paid up equity share capital of
PCCKL) from a financial investor of PCCKL on 29.5.2015. With this
acquisition, PCCKL has become a subsidiary of BPCL, with BPCL holding
68.97% of the paid up share capital of PCCKL w.e.f 29.5.2015.
JOINT VENTURE COMPANIES
Bharat Oman Refineries Limited (BORL)
Bharat Oman Refineries Ltd. (BORL), is a Joint Venture Company between
BPCL and Oman Oil Company S.A.O.C. (OOC). As on 31.3.2015, both BPCL
and OOC have an equity stake of 50% each in BORLs paid up share capital
of Rs. 1,777.23 crores. Besides this, BPCL has subscribed to Share
Warrants of Rs. 1,585.68 crores. Also, the State of Madhya Pradesh has
subscribed to Rs. 26.90 crores of Share Warrants.
BORL has undertaken various initiatives to maximize crude processing.
During the year 2014-15, Bina Refinery processed 6.20 MMT of crude,
achieving a capacity utilization of 103%, as compared to 91% in the
previous year. This is the highest capacity utilization achieved since
commencement of operations in June 2011.
BORL recorded Gross Revenue from Operations of Rs. 29,331.07 crores in
the year 2014-15, as compared to Rs. 31,161.04 crores in the previous
year. The financial performance was impacted during the year 2014-15,
due to a steep fall in prices of crude oil and petroleum products. The
Refinery's GRM for the year 2014-15 stood at USD 6.10 per barrel with
an overall gross margin of Rs. 1,681 crores against the previous year's
GRM of USD 9.30 per barrel with an overall gross margin of Rs. 2,217
crores. The net loss for the year stood at v 790.17 crores, as compared
to Rs. 296.51 crores in the previous year.
The Company has undertaken a project to increase the refinery capacity
from 6 MMTPA to 7.8 MMTPA and also to meet product quality
specifications as stipulated in the Auto Fuel Vision and Policy 2025
guidelines. Environmental Clearance for this project has been received
from Ministry of Environment, Forest and Climate Change. M/s Engineers
India Ltd. (EIL) has been engaged for process design work of open-art
units including Utilities, Offsites, COT, VBPL and BDT, to facilitate
BEDP of licensed units and procurement of long lead and priority items.
Preparation of the process design package for licensed units is under
Petronet LNG Limited (PLL)
PLL was formed in April,1998 for importing LNG and setting up LNG
terminals with facilities like jetty, storage, regasification etc. to
supply Natural Gas to various industries in the country. The Company
has an authorised capital of Rs. 1,200 crores and paid up share capital
of Rs. 750 crores. PLL was promoted by four public sector companies
viz. BPCL, Indian Oil Corporation Limited (IOC), Oil and Natural Gas
Limited (ONGC) and Gas Authority of India Limited (GAIL). Each of the
promoters holds 12.5% of the equity capital of PLL. PLL is a listed
Company with the public holding 34.80% of the paid up share capital of
the Company. BPCLs equity investment in PLL currently stands at Rs.
98.75 crores. As at 31st March, 2015, PLL had net worth of Rs. 5,688.63
crores with a book value of Rs. 75.85 per share.
PLL recorded a Gross Revenue from Operations of Rs. 39,500.95 crores in
the financial year ended as on 31st March, 2015 as compared to Rs.
37,747.58 crores recorded in 2013-14. The net profit for the year stood
at Rs. 882.52 crores, as compared to Rs. 711.92 crores in the previous
year. The EPS for the year 2014-15 amounted to Rs. 11.77, as compared
to Rs. 9.49 in 2013-14. PLL has declared a dividend of Rs. 2.00 per
share for the financial year 2014-15, which was the same as the
Indraprastha Gas Limited (IGL)
IGL, a Joint Venture Company with GAIL as the other co-promoter, was
set up in December, 1998 with an authorised capital of Rs. 220 crores
for implementing the project for supply of Compressed Natural Gas (CNG)
to the household and automobile sectors in Delhi. The paid up share
capital of the Company is Rs. 140 crores. BPCL invested Rs. 31.50
crores in IGL for 22.5% stake in its equity. IGL is a listed Company
with the public holding 55% of the paid up share capital of the
Company. IGL has commissioned 326 CNG stations which supply environment
friendly fuel to more than 7,73,400 vehicles. IGL has more than
5,60,000 domestic PNG customers in Delhi. The Company is also extending
its business to the towns of Greater Noida and Ghaziabad. IGL has
acquired 50% of the equity held by the financial institutions in
Central UP Gas Limited, and is also in the process to acquire 50% of
the equity held by the financial institutions in Maharashtra Natural
Gas Limited. Both these companies are JVCs promoted by BPCL and GAIL.
IGL has registered a Gross Revenue from Operations of Rs. 4,058.24
crores and a profit after tax of Rs. 437.73 crores for the financial
year ending as on 31st March, 2015 as compared to a turnover of Rs.
4,324.16 crores and a profit after tax of Rs. 360.26 crores in the
previous year. IGL has declared a dividend of Rs. 6.00 per share, as
against a dividend of Rs. 5.50 per share in the previous year. IGLs net
worth was Rs. 2,098.13 with a book value of Rs. 149.87 per share as at
31st March, 2015.
Sabarmati Gas Limited (SGL)
SGL, a Joint Venture Company promoted by BPCL and Gujarat State
Petroleum Corporation (GSPC) was incorporated on 6th June 2006 with an
authorized capital of Rs. 100 crores for implementing the City Gas
Distribution project for supply of CNG to the household and automobile
sectors in the city of Gandhinagar, Mehsana and Sabarkantha Districts
of Gujarat. The paid up share capital of the Company is Rs. 20 crores.
Both the promoters have a stake of 25% each in the equity capital of
SGL and the balance has been subscribed to by financial institutions.
SGL has set up 38 CNG stations. SGL has achieved a Gross Revenue from
Operations of Rs. 939.77 crores and net profit of Rs. 110.84 crores for
the financial year ending 31st March, 2015 against a turnover of Rs.
975.72 crores and profit of Rs. 31.15 crores in the previous year. The
Company has proposed a dividend of Rs. 2.50 per equity share for the
financial year ending 31st March, 2015 against Rs. 2.00 per equity
share for the last financial year ending 31st March, 2014.
Central UP Gas Limited (CUGL)
CUGL is a Joint Venture Company set up in March, 2005 with GAIL as the
other partner, for implementing the project for supply of CNG to the
household, industrial and automobile sectors in Kanpur and Bareilly in
Uttar Pradesh. The Company was incorporated with an authorised share
capital of Rs. 60 crores. The joint venture partners have each
invested Rs. 15 crores for an equity stake of 25% each in the Company.
Indraprastha Gas Ltd., our Joint Venture is holding the balance 50%.
CUGL has set up 16 CNG stations and is carrying on PNG operations.
CUGL has achieved a Gross Revenue from Operations of Rs. 205.88 crores
and net profit of Rs. 27.69 crores for the financial year ending 31st
March, 2015 as compared to a Gross Revenue from Operations of Rs.
215.32 crores and a net profit of Rs. 25.07 crores in the previous
year. The EPS for the year stood at Rs. 4.61 as against Rs. 4.18 in
2013-14. The Board of Directors has recommended the payment of
dividend at Rs. 1.40 per share for the current year, as against Rs.
1.25 per share for the previous year.
Maharashtra Natural Gas Limited (MNGL)
MNGL was set up in January 2006 as a Joint Venture Company with GAIL
for implementing the project for supply of Natural Gas to the
household, industrial and automobile sectors in Pune and its nearby
areas. The Company was incorporated with an authorised share capital of
Rs. 100 crores. The paid up share capital of the Company is Rs. 95
crores. BPCL and GAIL have invested Rs. 22.50 crores each in MNGLs
equity capital. MIDC, as a nominee of the Maharashtra Govt., has taken
5% equity in June, 2015. The balance 50% is being acquired by IGL, our
Joint Venture Company from financial institutions. The Company has set
up 30 CNG stations so far.
MNGL has achieved a gross turnover of Rs. 499.57 crores for the
financial year ending 31st March, 2015 and profit of Rs. 51.99 crores
for the year, as against a turnover of Rs. 396.17 crores and profit of
Rs. 54.10 crores in the previous year. The MNGL Board has declared Rs.
0.75 per share of interim dividend during the year 2014-15 as against
Rs. 1.12 per share declared in the previous year.
Bharat Stars Services Private Limited (BSSPL)
BSSPL, a Joint Venture Company promoted by BPCL and ST Airport Pte
Limited, Singapore was incorporated in September, 2007 for providing
into-plane fuelling services at the new Bengaluru International
Airport. The authorised and paid up share capital of BSSPL is Rs. 20
The two promoters have each subscribed to 50% of the equity share
capital of BSSPL and BPCLs present investment stands at Rs. 10 crores.
The Company commenced its operations at the new international airport
in Bengaluru from May, 2008 and has also incorporated a wholly owned
subsidiary, Bharat Stars Services Pvt. (Delhi) Ltd. for implementing
into-plane fuelling services exclusively at the new T3 Terminal of
Delhi International Airport.
BSSPL is presently providing into-plane services at 4 airports
including Bengaluru, Mumbai and Delhi T1 Airport. It has also taken
over the operatorship of 2 AFS' of BPCL.
BSSPL has achieved a turnover of Rs. 17.15 crores for the financial
year ending 31st March, 2015 and profit of Rs. 2.01 crores, as against
a turnover of Rs. 12.99 crores and profit of Rs. 2.22 crores in the
previous year. The Board has recommended a dividend of Rs. 0.25 per
equity share for the financial year ending 31st March, 2015 which is
the same as the previous year.
Bharat Renewable Energy Limited (BREL)
BREL was incorporated on 17th June, 2008 for undertaking the
production, procurement, cultivation and plantation of horticulture
crops such as Karanj, Jathropha and Pongamia, trading, research and
development and management of all crops and plantation including
Biofuels in the State of Uttar Pradesh. The Company has been promoted
by BPCL with Nandan Cleantech Limited (erstwhile Nandan Biomatrix
Limited), Hyderabad and the Shapoorji Pallonji group, through their
affiliate, S.P Agri Management Services Pvt.Ltd.
Due to non-viability, the operations of this Company have been closed
down from September 2014 and BPCL has filed a winding up petition in
Matrix Bharat Pte Limited (MBPL)
MBPL is a Joint Venture Company incorporated in Singapore on 20th May,
2008 for carrying on the bunkering business and supply of marine
lubricants in the Singapore market, as well as international bunkering,
including expanding into Asian and Middle East markets. The Company has
been promoted by BPCL and Matrix Marine Fuels LP USA, an affiliate of
the Mabanaft group of companies, Hamburg, Germany. The authorised
capital of the Company is USD 4 million. The Company has subscribed 20
lakh shares for an equivalent sum of Rs. 8.41 crores. Both the partners
have contributed equally to the share capital. Matrix Marine Fuels LP
USA has subsequently transferred their share and interest in the joint
venture in favour of Matrix Marine Fuels Pte Limited, Singapore,
another affiliate of the Mabanaft group. The name of the Company has
been changed to Matrix Bharat Pte Ltd.
MBPL has achieved revenue of USD 636.38 million and earned a profit of
USD 1.62 million for the year ending 31.12.2014, as compared to a
turnover of USD 837.82 million and a profit of USD 1.05 million in the
Petronet India Limited (PIL)
BPCL has 16% equity participation with an investment of Rs.16 crores in
PIL, which was formed as a non- government financial holding company to
give impetus to the development of a pipeline network throughout the
country. PIL has facilitated pipeline access on a common carrier
principle through joint ventures for pipelines put up by them viz.
Vadinar-Kandla, Kochi-Coimbatore-Karur and Mangalore-Hassan-Bangalore.
PIL registered other income of Rs. 1.54 crores and a net profit of Rs.
1.14 crores for the financial year ending 31st March, 2015 as against
other income of Rs. 0.19 crores and a net loss of Rs. 0.06 crores in
the previous year.
The new pipeline policy announced by the Government of India some time
back has affected the future of the Company, as interested companies
are permitted to undertake pipeline projects and PIL does not have any
new projects in hand. As such, promoters and other investors in PIL
have reached a conclusion that continuation of PIL would not be viable.
Accordingly, the process of divesting PILs 26% equity in the 3 joint
venture companies promoted by it is in progress. The Company would be
wound up thereafter.
Delhi Aviation Fuel Facility Private Limited (DAFFPL)
A Joint Venture Company, DAFFPL has been promoted by BPCL, IOC and
Delhi International Airport Limited (DIAL) for implementing Aviation
Fuel facility for the new T3 terminal at Delhi International Airport.
The authorized and paid up share capital of the Company is Rs. 170
crores and Rs. 164 crores respectively. BPCL and IOC each have
subscribed to 37% of the share capital of the joint venture, while the
balance has been taken by DIAL.
DAFFPL has registered a turnover of Rs. 96.04 crores and net profit of
Rs. 26.58 crores for the financial year ending 31st March, 2015 as
against a turnover of Rs. 99.01 crores and net profit of Rs. 30.10
crores in the previous year. The Company has proposed dividend of Rs.
1.25 per share for the financial year ending 31st March 2015, which is
the same as last year.
Kannur International Airport Limited (KIAL)
The Government of Kerala has promoted KIAL as a public limited company
to establish and operate airports and allied infrastructure facilities
at Kannur and other parts of India. KIAL would initially set up an
Airport at Kannur in the state of Kerala at an estimated project cost
of Rs. 1,892 crores, of which Rs. 1,000 crores will be financed through
equity and the balance will be financed by way of borrowings. The paid
up share capital of the Company as at 31.3.2015 is Rs. 431.15 crores.
The BPCL Board has approved an equity stake of 21.68%. Out of the total
contribution sanctioned by the Board amounting to Rs. 216.80 crores,
BPCL has so far paid Rs. 120 crores. The Shareholders Agreement has
been signed with KIAL for this purpose. Construction of the airport is
in progress and it is expected that it will be commissioned by May,
In May, 2015 BPCL has also formed a subsidiary company, BPCL-KIAL Fuel
Farm Pvt. Ltd. with KIAL for setting up a Fuel Farm at Kannur Airport
with 74:26 equity ratio. The authorised capital of this Company is Rs.
GSPL India Transco Limited
BPCL has signed a Joint Venture Agreement in April, 2012 with Gujarat
State Petronet Ltd., IOC and HPCL for laying of a gas pipeline,
Mallavaram-Bhopal-Bhilwara-Vijaipur (MBBVPL). BPCL's equity
contribution to this project will be 11% of the total equity capital.
The other JV partners are GSPL (52%), IOC (26%) and HPCL (11%). BPCL
has made an initial equity contribution of Rs. 15.40 crores so far. The
Company is in the process of acquiring the Right of Way.
The Company had miscellaneous income of Rs. 2.17 crores and net profit
of Rs. 1.47 crores during the financial year 2014-15, as compared to
income of Rs. 2.43 crores and net profit of Rs. 1.64 crores in the
GSPL India Gasnet Limited
BPCL has signed a Joint Venture Agreement on 30th April, 2012 with
Gujarat State Petronet Ltd., IOC and HPCL for laying of gas pipelines
to Mehsana-Bhatinda (MBPL) and Bhatinda-Jammu-Srinagar (BJSPL). BPCLs
equity contribution to this project will be 11% of the total equity
capital. The other JV partners are GSPL (52%), IOC (26%) and HPCL
(11%). BPCL has made an equity contribution of Rs. 20.57 crores so far.
The Company had miscellaneous income of Rs. 1.89 crores and net profit
of Rs. 1.28 crores during the financial year 2014-15 and income of Rs.
2.34 crores and profit of Rs. 1.58 crores during the previous year.
Mumbai Aviation Fuel Farm Facility Private Limited (MAFFFPL)
BPCL has signed a Joint Venture Agreement with IOC, HPCL and Mumbai
International Airport Limited (MIAL) for implementing and managing fuel
farm facilities at Mumbai Airport and formed MAFFFPL, a Joint Venture
Company with equal participation of 25% each. BPCL has invested an
amount of Rs. 36.47 crores towards equity so far. MAFFPL has registered
a turnover of Rs. 19.77 crores and net loss of Rs. 11.01 crores for the
financial year ending 31st March, 2015.
Kochi Salem Pipeline Private Limited (KSPPL)
BPCL has signed a Joint Venture Agreement with IOC for implementation
of the Kochi-Coimbatore-Salem LPG pipelines project and formed a Joint
Venture Company, KSPPL in January 2015 on a 50:50 basis. Presently,
BPCL has paid an amount of Rs. 6.75 crores as advance against equity to
the Joint Venture Company.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
The Management Discussion and Analysis Report for the year under
review, as stipulated under Clause 49 of the Listing Agreement with the
Stock Exchanges in India, is presented in a separate section forming
part of the Annual Report.
The forward looking statements made in the Management Discussion and
Analysis Report are based on certain assumptions and expectations of
future events. The Directors cannot guarantee that these assumptions
are accurate or these expectations will materialize.
CONSERVATION OF ENERGY, RESEARCH AND
DEVELOPMENT, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND
The particulars as prescribed under Sub-Section (3)(m) of Section 134
of the Companies Act, 2013 read with the Companies (Accounts) Rules,
2014, are enclosed as Annexure A to the Director's Report.
MEMORANDUM OF UNDERSTANDING WITH MINISTRY OF PETROLEUM & NATURAL GAS
BPCL, for the 26th successive year, has entered into a Memorandum of
Understanding (MOU) for the year 2015-16 with the Ministry of Petroleum
& Natural Gas. BPCL has been achieving an Excellent performance
rating since 1990-91.
BPCL also has the distinction of winning the 'MOU Excellence Award' in
the petroleum sector for 1998-99, 2000-01, 2002-03 and 2006-07. In
2013-14, BPCL has achieved an 'Excellent' score of 1.178, which is the
highest in the petroleum sector.
As per MCA Notification dated 5th June, 2015, provisions of Section 134
(3) (p) shall not apply, in case the Directors are evaluated by the
Ministry, which is administratively in charge of the Company as per its
own evaluation methodology. As Bharat Petroleum Corporation Ltd. is a
Government Company, the above provisions are not applicable.
PARTICULARS OF EMPLOYEES AND RELATED DISCLOSURES
As per MCA Notification dated 5th June, 2015, provisions of Section 134
(3) (e) are not applicable to a Government Company; consequently,
details on Company's policy on Directors' appointment and other matters
are not provided under Section 178 (3).
Similarly, as Section 197 does not apply to a Government Company,
disclosure of the ratio of the remuneration of each Director to the
median employee's remuneration and other such details as may be
prescribed, including the statement showing the name of every employee
of the Company, who if employed throughout / part of the financial
year, was in receipt of remuneration not less than Rs. 60 lakhs /
Rs. 5 lakhs per month etc., are not provided in terms of Section 197
(12) read with Rule 5 (1) /(2) of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014.
The Chairman & Managing Director and the Whole-time Directors of the
Company did not receive any remuneration or commission from any of its
BPCL being a Government Company, its Directors are appointed /
nominated by the Government of India as per the Government / DPE
Guidelines which specify fixation of pay, criteria for determining
qualifications and other matters as the case may be.
As required under Clause 49 of the Listing Agreement and Department of
Public Enterprises (DPE) Guidelines, the Report on Corporate
Governance, together with the Auditors' Certificate on compliance of
Corporate Governance, is annexed as Annexure D.
SOCIAL, ENVIRONMENTAL AND ECONOMIC RESPONSIBILITIES
BPCL is committed to be a responsible corporate citizen in society,
which leads to sustainable growth and economic development for the
nation as well as all stakeholders. In order to be a responsible
business to meet its commitment, the Board of Directors of the Company
has adopted and delegated to the Sustainability Committee the
implementation of Business Responsibility Policies based on the
principles of National Voluntary Guidelines on Social, Environmental
and Economic Responsibilities of Business as issued by the Ministry of
Corporate Affairs, Government of India. BPCL's Sustainability Report is
in accordance with the Global Reporting Initiative (GRI).
BUSINESS RESPONSIBILITY REPORT
As stipulated under the Listing Agreement, the Business Responsibility
Report describing the initiatives taken by the Company from the
environmental, social and governance perspective is attached as part of
the Annual Report.
TRANSACTIONS WITH RELATED PARTIES
All contracts or arrangements entered by the Company during the
financial year with related parties were in the ordinary course of
business and on an arm's length basis. Hence, none of these
transactions falls under the scope of Section 188 (1) of the Act.
Pursuant to Clause (h) of sub-section (3)of Section 134 of the Act and
Rule 8(2) of the Companies (Accounts) Rules, 2014), information on
transactions with related parties are provided in Form AOC-2 in
The Company has entered into a transaction with BORL, a Joint Venture
Company and a related party which could be considered material in
accordance with the policy of the Company on materiality of related
party transactions in terms of Clause 49 (VII) of the listing
agreement. This transaction is being placed for approval of the
The Policy on materiality of related party transactions and dealing
with related party transactions are available on the Company's website
at the link: http://www. bharatpetroleum.com/pdf/RPT%20Policy_BPCL.pdf
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
Loans, Guarantees and Investments covered under Section 186 (4) of the
Companies Act 2013 form part of the notes to the financial statements
provided in this Annual Report and the same were provided for capital
expenditure and business operation purposes (Refer to Note No. 49 to
the Standalone Financial Statement).
During the year, the Board has constituted a Risk Management Committee
and defined the roles and responsibilities of the Committee, which
includes reviewing and recommending of the risk management plan and
reviewing and recommending the risk management report for approval of
the Board with the recommendation by the Audit Committee. The Audit
Committee evaluates internal financial controls and risk management
DIRECTORS' RESPONSIBILITY STATEMENT
Pursuant to Section 134 (3) (c) / (5) of the Companies Act, 2013, the
Directors of the Company confirm that:
a. In the preparation of the Annual Accounts for the year ended 31st
March, 2015, the applicable Accounting Standards have been followed and
there are no material departures;
b. The Directors have selected such accounting policies and applied
them consistently and made judgments and estimates that are reasonable
and prudent so as to give a true and fair view of the state of affairs
of the Company as at 31st March, 2015 and of the profit and loss of the
Company for the year ended on that date;
c. The Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with the
provisions of the Act for safeguarding the assets of the Company
and for preventing and detecting fraud and other irregularities;
d. The Directors have prepared the annual accounts on a 'going
e. The Directors have laid down internal financial controls to be
followed by the Company and such internal financial controls are
adequate and operating effectively; and
f. The Directors have devised proper systems to ensure compliance with
the provisions of all applicable laws and such systems are adequate and
DIRECTORS AND KEY MANAGERIAL PERSONNEL
During the year, the Board designated Chairman & Managing Director and
Director (Finance) as CEO and CFO respectively for the purpose of the
Companies Act 2013 ('the Act') and Listing Agreement. The Chairman &
Managing Director, other whole-time Directors and Company Secretary are
the Key Managerial Personnel for the purpose of the Act.
Shri PH. Kurian, Principal Secretary (Industries & IT), Government of
Kerala was appointed as Additional Director with effect from
25.11.2013. The Members have appointed him as Director of the Company
at the Annual General Meeting held on 18.9.2014.
Shri P Balasubramanian, Executive Director (Corporate Finance) was
appointed as Additional Director with effect from 1.4.2014. The Members
have appointed him as Director - Finance of the Company at the Annual
General Meeting held on 18.9.2014.
Smt. Sushma Taishete, Director (D&MC), Ministry of Petroleum & Natural
Gas was appointed as Additional Director with effect from 19.05.2015.
As she has been appointed as Additional Director, she will hold office
till the ensuing Annual General Meeting. Notice under Section 160 of
the Act has been received from a Member proposing her name for
appointment as Director at the ensuing Annual General Meeting.
Shri K. K. Gupta, Director (Marketing) and Shri B. K. Datta, Director
(Refineries) will retire by rotation at the ensuing Annual General
Meeting as per the provisions of Section 152 of the Act, and being
eligible, have offered themselves for re-appointment as Directors at
the said Meeting.
As required under the Corporate Governance Clause, brief bio-data of
the above Directors who are appointed/ re-appointed at the Annual
General Meeting are provided in the AGM Notice.
DECLARATION OF INDEPENDENCE
The Company has received declarations from the Independent Directors of
the Company confirming that they meet the criteria of independence as
prescribed both under the Act and Clause 49 of the Listing Agreement
with the Stock Exchanges.
The Company has adopted a policy for the training requirements of Board
Members. The details thereof with the programmes sponsored for
familiarisation of Independent Directors with the Company are available
on the Company's web link: http://www.bharatpetroleum.
The details of the composition of the Audit Committee are provided in
the Corporate Governance Report which forms part of this Report.
There exists a vigil mechanism to report genuine concerns in the
Organisation. In terms of the Listing Agreement, the Company has
implemented the Whistle Blower Policy to ensure greater transparency in
all aspects of the Corporation's functioning. The objective of the
policy is to build and strengthen a culture of transparency and to
provide employees with a framework for responsible and secure reporting
of improper activities.
The vigil mechanism provides for adequate safeguards against
victimisation of persons who use such a mechanism and has provision for
direct access to the chairperson of the Audit Committee in appropriate
or exceptional cases. The details of establishment of such a mechanism
are disclosed on the Company's web link: http://www.bharatpetroleum.
NUMBER OF MEETINGS OF THE BOARD
Twelve meetings of the Board of Directors were held during the year,
the details of which are given in the Corporate Governance Report that
forms part of this Report.
EXTRACT OF ANNUAL RETURN
As required under Section 92 (3) of the Act, the extract of Annual
Return of the Company is annexed herewith in specified Form MGT-9 as
Annexure G to this Report.
ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO THE FINANCIAL
The details are included in the Management, Discussion & Analysis
Report which forms part of this Report.
M/s. CNK & Associates LLP Chartered Accountants, Mumbai and M/s.
Haribhakti & Co. LLP Chartered Accountants, Mumbai, were appointed as
Statutory Auditors for the year 2014-15, by the Comptroller & Auditor
General of India (C&AG), under the provisions of Section 139 (5) of the
Companies Act, 2013. They will hold office till conclusion of the
ensuing Annual General Meeting. The said firms have been appointed as
the Statutory Auditors also for the financial year 2015-16 by the C&AG.
The Auditors' Report does not contain any qualification, reservation or
During the year 2014-15, the Cost Audit Report has been filed with the
Ministry of Corporate Affairs on 26.09.2014 in XBRL Format as per the
requirements of The Companies (Cost Audit Report) Rules, 2011. The due
date for filing the Cost Audit Report was 27.09.2014. This Cost Audit
Report pertains to the year 2013-14 and the Cost Auditors were M/s.
Rohit & Associates, Mumbai and M/s. Musib & Company, Mumbai.
The same Cost Auditors have been appointed for the year 2014-15. The
Cost Auditor, shall within a period of 180 days from the closure of the
financial year, forward the Cost Audit Report and the Company is
required to file the Cost Audit Report within 30 days of receipt of the
same. M/s. Rohit & Associates, Cost Accountants, were nominated as the
Company's Lead Cost Auditor.
The Board has appointed M/s. Ragini Chokshi & Company, Company
Secretaries to conduct the Secretarial Audit for the financial year
2014-15. The Secretarial Audit Report for the financial year ended 31st
March, 2015 is annexed herewith in Annexure H to this Report.
The Secretarial Audit Report does contain observation that during the
year under review, the Company did not have the required number of
Non-Executive Directors, Independent Directors and at least one Woman
Director as on 31st March, 2015 in terms of Section 149 (1)/(4) of
Companies Act 2013 and Clause 49 of the Listing Agreement.
Explanations by the Board to the above observation in the Secretarial
Bharat Petroleum Corporation Ltd. is a Government Company under the
administrative control of Ministry of Petroleum and Natural Gas. The
nomination/appointment of all categories of Directors are done by
Government of India in accordance with the laid down Department of
Public Enterprises Guidelines. The subject matter of nomination/
appointment of adequate number of Independent Directors including
a Woman Director falls under the purview of the Government of India.
We have communicated to the Ministry of Petroleum & Natural Gas with
respect to the requirements and were informed of action initiated to
fulfill the requirements. It may be noted that the Company has since
appointed a Woman Director w.e.f 19.5.2015 and nominations for adequate
number of Independent Directors is awaited.
There were no significant or material orders passed by the Regulators
or Courts or Tribunals impacting the going concern status and Company's
operations in future.
The Company has not issued equity shares with differential rights/sweat
equity shares/Employee Stock Options.
During the year under review, there was one complaint of sexual
harassment, which was resolved and disposed of.
The performance of the Company during the year has surpassed all
previous records. The Directors convey their appreciation for the
excellent performance on all parameters which was possible only due to
the steadfast support and deep sense of commitment demonstrated by each
and every member of the Organisation.
All the Ministries of the Government of India, particularly the
Ministry of Petroleum & Natural Gas, and State Governments have
supported BPCL's progress as well.
The continued support of all stakeholders, including members,
customers, dealers, distributors, vendors, contractors and other
business partners, provided added impetus to the Corporation's
The Directors affirm to remain persistent in our focus on customer
centric offerings to enhance stakeholders' value.
For and on behalf of the Board of Directors
Place : Mumbai S. Varadarajan
Date : 31st July, 2015 Chairman & Managing Director