The Board of Directors is delighted to present its Report on the
performance of Bharat Petroleum Corporation Limited (BPCL) for the year
ended 31st March, 2016.
During 2015-16, the combined Refinery throughput of BPCL''s Refineries
at Mumbai and Kochi, along with its Subsidiary Company Numaligarh
Refinery Limited (NRL) and considering 50% throughput of Joint Venture
Company, Bharat Oman Refineries Limited, was 29.82 Million Metric
Tonnes (MMT) as compared to 29.27 MMT during 2014-15. The BPCL Group
ended the year with market sales of 36.83 MMT, as compared to 34.95 MMT
in the previous year. During the year, the BPCL Group exported 1.90 MMT
of petroleum products as against 2.22 MMT in 2014-15.
The Financial Year saw the Group achieve a Gross Revenue from
Operations of Rs. 2,19,253.07 crores, as compared toRs. 2,58,731.09
crores recorded in 2014-15. The Profit after Tax stood atRs. 8,463.98
crores in 2015-16, as against Rs. 5,082.01 crores in the previous year.
The Group recorded earnings per share of Rs. 110.38 in the current year
against Rs. 66.47 in 2014-15, after setting off the minority interest.
CONSOLIDATED GROUP RESULTS
Crude Throughput (MMT) 29.82 29.27
Market Sales (MMT) 36.83 34.95
Financial Performance Rs. Crores
Gross Revenue from Operations 2,19,253.07 2,58,731.09
Less: Excise Duty (30,601.71) (16,132.59)
Net Revenue from Operations 1,88,651.36 2,42,598.50
Profit before Depreciation, Finance
Costs and Tax 16,154.61 11,897.62
Finance Costs 1,132.07 1,180.47
Depreciation & amortization expense 2,428.63 3,026.68
Profit before tax 12,593.91 7,690.47
Provision for taxation - Current
(Net of MAT Credit Entitlement) 3,495.20 2,522.44
Profit after Current Tax 9,098.71 5,168.03
Provision for taxation - Deferred
(Asset )/Liability 626.13 95.55
Short/(Excess) provision for Taxation
in earlier years provided for 8.60 (9.53)
Net Profit 8,463.98 5,082.01
Share in profit of associates 2.49 -
Minority Interest 484.96 275.44
Net Income of the group attributable
to BPCL 7,981.51 4,806.57
Group Earnings per share attributable
to BPCL (Rs.) 110.38 66.47
Crude Throughput (MMT) 24.12 23.36
Market Sales (MMT) 36.53 34.45
Gross Revenue from Operations 2,18,011.04 2,53,254.86
Less: Excise Duty (28,707.71) (15,167.96)
Net Revenue from Operations 1,89,303.33 2,38,086.90
Profit before Depreciation, Finance
Costs and Tax 13,068.42 10,514.63
Finance Costs 562.94 583.10
Depreciation & amortization expense 1,854.30 2,516.02
Profit before tax 10,651.18 7,415.51
Provision for Taxation - Current
(Net of MAT Credit Entitlement) 2,684.00 2,010.00
Provision for Taxation - Deferred 520.64 347.36
Short/(Excess) provision for taxation
in earlier years'' provided for 14.66 (26.36)
Net Profit for the year 7,431.88 5,084.51
Balance brought forward 500.00 500.00
Amount available for disposal 7,931.88 5,584.51
The Directors propose to appropriate
this amount as under:
Final (proposed) Dividend 1,084.63 1,626.94
Towards Corporate Dividend Tax on
final (proposed) dividend 188.48 294.27
Interim Dividend 1,156.93 -
Towards Corporate Dividend Tax on
interim dividend 202.51 -
For transfer to Debenture Redemption
Reserve 243.75 194.35
For transfer to General Reserve 4,555.58 2,968.95
Balance carried to Balance Sheet 500.00 500.00
Summarized Cash Flow Statement:
Inflow/(Outflow) from operations 10,233.90 18,183.34
Inflow/(Outflow) from investing
activities (7,855.68) (7,909.12)
Inflow/(Outflow) from financing
activities (2,012.35) (9,121.19)
Net increase/(decrease) in cash &
cash equivalents 365.87 1,153.03
BPCL''s Refineries at Mumbai and Kochi recorded a crude throughput of
24.12 MMT during 2015-16, as compared to 23.36 MMT achieved in 2014-15.
The Company''s market sales grew by 6% to 36.53 MMT in 2015-16 from
34.45 MMT in 2014-15.
During 2015-16, the Gross Revenue from Operations was Rs. 2,18,011.04
crores, lower by 13.92% over the previous year''s revenues of Rs.
2,53,254.86 crores. The Profit before Tax for the year was Rs.
10,651.18 crores as compared to Rs. 7,415.51 crores in 2014-15. The
year 2015-16 has been an unprecedented year for BPCL with a Profit
after Tax of Rs. 7,431.88 crores, as against the previous year best of
Rs. 5,084.51 crores. This is after providing for tax (including
deferred tax) of Rs. 3,219.30 crores, as against Rs. 2,331.00 crores
during the last year.
The earnings per share crossed the Rs. 100 mark at Rs. 102.78 in
2015-16, as against Rs. 70.32 in 2014-15. Internal cash generation
increased by almost 20% to Rs. 7,167.13 crores during 2015-16, as
against Rs. 5,989.18 crores in 2014-15. During 2015-16, the Company has
contributed to the exchequer by way of taxes and duties to the extent
of Rs. 67,719.17, crores as compared to Rs. 51,121.77 crores in the
previous Financial Year.
As on 31st March, 2016, BPCL''s Shareholders'' funds stand at Rs.
27,158.69 crores, as against the previous year''s figure of Rs.
The Board of Directors recommended a final dividend of 150% (Rs. 15.00
per share) for the year on the paid-up share capital of Rs. 723.08
crores. This will absorb a sum of Rs. 1,273.11 crores inclusive of Rs.
188.48 crores for
Corporate Dividend Tax on distributed profits out of the profit after
tax. In addition, two interim dividends of 125% (Rs. 12.50 per share)
and 35% (Rs. 3.50 per share) totaling to Rs. 1,359.44 crores inclusive
of Rs. 202.51 crores for Corporate Dividend Tax on distributed profits
were distributed during the year.
The Company, being a Central Public Sector Enterprise (CPSE), follows
the Government guidelines for payment of dividend. Accordingly, the
Company has been implementing minimum dividend pay-out of 30% of
post-tax profits. As per revised Government guidelines effective from
27th May, 2016, the CPSEs are required to pay a minimum annual dividend
of 30% of profit after tax or 5% of the net-worth, whichever is higher,
subject to the maximum dividend permitted under the extant legal
Transfer to Reserves
It is proposed to transfer Rs. 4,555.58 crores to the General Reserve
out of the amount available for appropriation and a sum of Rs. 500.00
crores is to be retained as Surplus in the Statement of Profit and
The year saw a decrease in borrowings from banks from Rs. 6,925.26
crores as at 31st March, 2015 to Rs. 6,243.92 crores at the close of
the current Financial Year. The Company had availed a loan from Oil
Industr y Development Board of which the balance outstanding as on 31st
March 2016 is Rs. 1,725.24 crores against Rs. 1,049.50 crores at the
end of the previous year. Debentures worth Rs. 700 crores issued in
2012-13 were redeemed during the year 2015-16. 4.625% US Dollar
International Bonds issued during 2012-13 of USD 500 Million
(equivalent to Rs. 3,316.65 crores), 3% Swiss Franc International Bonds
issued during 2013-14 of CHF 200 Million (equivalent to Rs. 1,373.30
crores), and 4% US Dollar International bonds issued during 2015-16 of
USD 500 Million (equivalent to Rs. 3,316.65 crores) continued to remain
outstanding as on 31st March, 2016.
Deposits from Public
The Company has not accepted any deposit from the public during the
year. The amount of deposits, matured but unclaimed, at the end of the
year was Rs. 0.02 crores, which pertains to 7 depositors. The unclaimed
amount is being transferred to the Investors Education and Protection
Fund after the respective due dates.
The total Capital Expenditure during the year 2015-16 amounted to Rs.
9,692.72 crores, as compared to Rs. 8,494.40 crores during the year
C& AG Audit
The Comptroller and Auditor General of India''s (C&AG) comment upon or
supplement to the Statutory Auditors'' Report on the Accounts for the
year ended 31st March, 2016 is annexed as Annexure E.
Mumbai Refinery registered a throughput of 13.41 MMT of feedstock
(crude oil and other feedstocks) during the year 2015-16 in comparison
to 12.96 MMT achieved in 2014-15. This is the highest throughput ever
achieved in Mumbai Refinery. Mumbai Refinery has also achieved 84.3% of
distillate yield as against 81.8% in the previous year, which again is
the highest ever achieved. The Refinery posted a capacity utilization
of 111.7% during the year against 108.0% in the last year.
The Refinery recorded its highest ever production during the year
2015-16 in Motor Spirit (MS), High Speed Diesel (HSD), Propylene and
Lube Oil Base Stock (LOBS). Mumbai Refinery has again demonstrated its
ability to meet the increasing demand for MS and HSD conforming to Euro
IV quality norms.
The Gross Refining Margin (GRM) of USD 6.37 per barrel for the year is
higher than the USD 3.97 per barrel realized in 2014-15. The overall
gross margin for the Refinery in 2015-16 totaled to Rs. 4,198 crores,
as compared to Rs. 2,363 crores in 2014-15. The higher GRM in Mumbai
Refinery for the year 2015-16 is primarily a result of higher
distillate yield, better cracks, higher production of transportation
fuels and reduction in octroi cost.
Kochi Refinery reported a crude throughput of 10.71 MMT in 2015-16
against 10.40 MMT in 2014-15. During the year, the Refinery''s capacity
utilization was at 112.7%, as compared to the 109.5% registered in the
previous year. Kochi Refinery recorded its best ever production of LPG,
BS-III MS, BS-IV MS, ATF and BS-IV HSD in 2015-16. Further, Kochi
Refinery commenced increased supply of BS IV grade auto fuels effective
15th February, 2016, thereby meeting the demand of Southern India as
per the directive of the Government of India. Kochi Refinery recorded
a GRM of USD 6.87 per barrel totaling to Rs. 3,610 crores for the year
2015-16. This is against the previous year achievement of USD 3.17 per
barrel and Rs. 1,514 crores. The increase in GRM during 2015-16 over
the previous year is mainly due to better product cracks, higher
distillate yield, efficient fuel and loss and better crude mix.
The GRM of BPCL''s Kochi Refinery during Financial Year 2015-16 is the
highest ever in total rupee crores terms and one of the best in PSU
refineries in USD per barrel terms.
The details of the performance of the Refineries, their activities and
future plans are discussed in the Management Discussion and Analysis
BPCL''s market sales volumes increased by 6.00% to 36.53 MMT in the year
2015-16 from 34.45 MMT in the last year. The market share of BPCL
amongst the Public Sector Oil Companies stood at 22.94% as at 31st
March, 2016 as compared to 23.29% 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 Company''s Integrated Refinery Expansion Project (IREP) at Kochi
Refinery will increase the Refinery capacity to 15.5 MMTPA from its
present level of 9.5 MMTPA. The modernization of the Refinery
facilities envisages production of auto fuels conforming to BS-IV/VI
specifications and upgradation of the residue streams to distillates
and Petcoke. The approved cost of the project is Rs. 16,504 crores.
The Crude Distillation Unit (CDU)/Vacuum Distillation Unit (VDU) and
first Gas Turbine Generator (GTG) are mechanically completed and
pre-commissioning activities are in progress. Raw water quarry & Raw
water treatment plant have been commissioned. Other major units such as
Diesel Hydro Treater (DHDT), two GTG, two utility Boilers, Vacuum Gas
Oil Hydro Treater, Sulphur Recovery Unit, Delayed Coker Unit and Fluid
Catalytic Cracking Unit are planned for completion sequentially as per
commissioning requirements. The project has achieved an overall
physical progress of 96.42% with cumulative expenditure of Rs. 11,626
crores as on 30th June, 2016. The project is expected to be operational
and stabilized during the third quarter of the current Financial Year.
Propylene Derivative Petrochemical Project (PDPP) at Kochi Refinery
The project envisages production of niche Petrochemicals utilizing
Polymer Grade Propylene produced from the Petro Fluid Catalytic
Cracking Unit (FCCU) being set up as a part of IREP. The PDPP project
envisages production of Acrylic Acid, Oxo Alcohols and Acrylates,
utilizing approximately 250,000 MT per annum of Polymer Grade
The approved cost of the project is Rs. 4,588 crores with scheduled
completion in May, 2018. The cumulative expenditure on the project is
Rs. 324 crores as on 30th June, 2016.
Conversion of CRU to Isomerization (ISOM) Unit at Mumbai Refinery
The project envisages conversion of Catalytic Reformer Unit (CRU) to
Isomerization Unit (ISOM) along with associated facilities. This would
enable Mumbai Refinery to meet 100% Euro IV MS production. The
approved cost of the project is Rs. 725 crores with scheduled
completion in December, 2016. The project has achieved an overall
physical progress of 83.2% as on 30th June, 2016 with a cumulative
expenditure of Rs. 276 crores. The project shall be completed by 31st
December, 2016 well in time to meet the requirement of 100% BS IV auto
fuels by April, 2017.
Installation of Diesel Hydrotreatment Unit (DHT) at Mumbai Refinery
The project envisages installation of 2.6 MMTPA capacity DHT to meet
the Government mandate of producing 100% BS-IV HSD with effect from
April, 2017. The project also involves setting up of associated
facilities such as new Amine Regeneration Unit (ARU) and revamp of
existing Sour Water Stripped Unit (SWS) to maximize capacity of Sulphur
Recovery Unit trains C & D. The approved cost of the project is Rs.
2,443 crores with scheduled completion in December, 2017. The project
has achieved an overall physical progress of 51.2% and incurred
cumulative expenditure of Rs. 228 crores as on 30th June, 2016. As per
Auto Fuel Policy, the BS IV fuels should be made available by April,
2017. All efforts are being taken to complete the DHT part of project
by then and other facilities included in the project shall be completed
in December, 2017 as scheduled.
Ennore Coastal Terminal Project
The project envisages construction of Petroleum, Oils & Lubricants
(POL) Terminal at Ennore with tankage of 117,035 Kl (gross) for storing
MS and HSD, receipt through tanker from Ennore Tank Terminal Pvt. Ltd.
(ETTPL) and product dispatch by road (16 bay gantry). The approved
cost of the project is Rs. 393 crores with scheduled completion in
Palakkad LPG Terminal Project
The project envisages construction of 3 X 1450 MT Mounded Storage
Vessels, 8 bays Tank Lorry Decantation Gantry, LPG Pump House (20M X
8M) and associated facilities. The approved cost of the project is Rs.
184 crores with scheduled completion in December, 2017.
LPG Import Facility at Haldia
The project envisages construction of 2 X 15000 MT refrigerated storage
tanks for Propane & Butane, facilities for Ocean tanker unloading,
Propane and Butane heating, Ethyl Mercaptan Dosing, and bulk
despatches. This also entails laying of a twin pipeline (one for
Propane and the other for Butane) from the jetty to the terminal.
The approved cost of the project is Rs. 694 crores with scheduled
completion in October, 2018.
BS VI MS Block Project at Kochi Refinery
As per the directives of Ministry of Petroleum and Natural Gas and the
Auto Fuel Policy guidelines, Kochi Refinery plans to implement a BS VI
MS Block Project. Thereafter, the Refinery will be able to produce
Petrol and Diesel complying with BS VI specifications. The estimated
cost of the project is Rs. 3,313 Crores and it is expected to produce
BS VI compliant auto fuels by April, 2020. The Project Management
Contract has been awarded and application has been made for
Environmental Clearance. Licensor selection is in progress.
Gasoline Hydro Treatment Project at Mumbai Refinery
Mumbai Refinery is implementing a Gasoline Hydro Treatment Project to
produce 100% BS VI MS. The estimated cost of the project is Rs. 554
Crores and with completion of this project it is expected to produce
100% BS VI auto fuels by April, 2020 to meet the Auto Fuel Vision &
Policy 2025 requirements. The Project Management Contract has been
awarded and application has been made for Environmental Clearance.
Licensor selection is in progress.
RESEARCH & DEVELOPMENT (R&D)
The current marketplace is moving towards a sustainable development
framework without which our future would be at risk. To keep pace with
current market trends and demands, the Research and Development Centres
of BPCL are proactively engaged in the development of cleaner
fuels/fuel additives and innovative products/ process technologies to
reduce environmental footprints while improving the Company''s
profitability. The Company''s Corporate R&D Centre is at Greater Noida,
Uttar Pradesh, Product & Application Development Centre is at Sewree,
Mumbai and the in-plant R&D Centre is located at Kochi Refinery. The
Research and Development Centres of BPCL are also providing advanced
technical support for Refinery processes, lubricant formulations and
improved product/process developments. The R&D centers are broadly
divided into four categories, as per core research areas: (a) Technical
support to SBUs (b) Development of energy efficient technologies for
fuel and chemical production, (c) New product and additive development
and (d) Alternative fuels and energy. R & D areas and its benefits are
summarized in Annexure A to the Directors'' Report.
NON-CONVENTIONAL ENERGY INITIATIVES
BPCL is pursuing non-conventional energy initiatives with great zeal so
as to contribute meaningfully towards mitigating the risks of climate
During the year, BPCL has commissioned 6.3 MW capacity Windmills at
Hanumanthappa in Devangere District in Karnataka,4 MW capacity Solar
Power Plant at Bina, MP and 1.05 MW capacity solar power plant at
Corporate R&D Centre at Noida in line with its Renewable Energy policy.
Under the wind energy project, BPCL has installed 3 Wind Turbine
Generators (WTGs) with a capacity of 2.1 MW each. The machines are of
the latest technology with a hub height of 120 meters which is the
highest in India at present. The power generation potential is also
higher at this hub height. The machines are performing extremely well.
The 4 MW Solar Power plant is supplying High Tension power to Bina
Despatch terminal and Bina Kota Pipeline Pumping Station.
Further, smaller KW scale Solar Plants with total capacity of 1,500 KW
have been installed in 353 Retail Outlets. Currently, BPCL is
assessing the feasibility of setting up rooftop Solar Plants at its
various POL installations and LPG plants. Developing more grid
connected wind power plants is also being explored.
Healthy Industrial Relations practices were observed throughout the
year, which ensured higher productivity and a harmonious IR climate
across the Organization. The efforts to promote employees''
participation continued during the year, with focus on productivity
enhancement and employee well-being. There were no cases of any
CORPORATE SOCIAL RESPONSIBILITY (CSR)
At BPCL, energizing lives through Corporate Social Responsibility (CSR)
initiatives is a commitment we have pledged to fulfill as a Corporate
Citizen. CSR being ingrained in our DNA, we constantly endeavor to
maximize the positive impacts of our activities and ensure the benefits
reach all our stakeholders. We have made significant progress over the
years in our core thrust areas of Education, Water Conservation, Skill
Development, Health & Hygiene and Community Development. Through our
CSR initiatives, we have strived to improve the livelihood
opportunities and achieve sustainable changes in the communities
neighboring our businesses across the country as well as in rural and
tribal areas. In our constant endeavour to build a sustainable
partnership with society, we have scaled up existing projects, taken up
newer initiatives and exited from those that have been taken over by
the stakeholders involved. Quality education is one of our core thrust
areas under CSR. It is an important medium to address the issue of
inequality in the country. Education contributes to an individual''s
well-being as well as the overall development of society. Hence, the
projects supported by us under education are primarily focused on
improving the learning levels of students, capacity building of
teachers and creating facilities to minimize hurdles in the learning
process. In our efforts to contribute to the above, we have reached out
to over 6.5 lac children since 2010. BPCL had started the project
Computer Assisted Learning (CAL) in 2009-10, with 11 Zilla Parishad
schools in Uran. Subsequently we have scaled up to over a 100 schools
in Mumbai, Uran, Panvel (Maharashtra) and Lucknow (UP). Currently, we
are present in 20 centres in Jaipur (Rajasthan), 31 centres in Mumbai
and 26 centres in Solapur (Maharashtra) in addition to 42 centres in
Uran and 15 centres in Lucknow, thus taking computer education to
37,326 students in 169 schools. We are steadily working towards
empowering the School Management Committees as well as local Government
bodies to take over the project ownership for achieving sustainability.
In 2009-10, when we started in Uran there was no computer education in
any Zilla Parishad school. BPCL took the challenge of reaching out to
each and every Zilla Parishad school in the Uran block. By the year
2015-16, we covered all Zilla Parishad schools in the entire block of
Uran. We have faced several challenges like accessing remote villages
where enrolments were low, electricity was an issue, classrooms were
not available and other such concerns. But we have come up with
innovative solutions to address these problems in order to take
computer education to every Government school in Uran.
The Science Education Project for students of Government schools near
Solur, Bangalore (Karnataka) has been extended to Government schools in
Mumbai. The project focuses on experiential learning models based on
science concepts. It reaches the students through a mobile science lab.
This project has made hands-on science education available among poor
rural children and teachers. The project in Bangalore consists of a
Science Centre hub, mobile science lab, lab-in-a-box activities and a
Young Instructor Leader (YIL) program. This YIL program is focused
on democratizing leadership development and unlocking human potential
through the ''students-teach-students'' model. So far, we have reached
out to over 8,500 children in the last one year. Our mega scale
District-wide Project Akshar (Read India) for impacting learning levels
of children through learning camps with NGO partner Pratham Education
Foundation, was supported by BPCL in 19 blocks for primary students in
District Nandurbar (Maharashtra), Sagar (Madhya Pradesh), Jaipur and
Dausa (Rajasthan). We have ensured the improvement in learning level
in Language and Mathematics through learning camps. At many locations,
we have implemented the Read India plus model where focus has been on
higher competencies like comprehension and application of knowledge. We
have also reached out to upper primary students in 6 blocks of
Nandurbar and Sagar. 1,160 schools, 7,970 students from Standard I-II,
20,865 students from Standard III-V, 15,844 students from Standard
VI-VIII have been covered. We continue supporting the education of
tribal students in Sundergarh districts of Odisha. Around 2,550 primary
students from tribal villages from 31 schools in 7 Gram Panchyats from
Kuarmunda block of Sundargarh district were given access to quality
education through remedial classes. Similarly, we worked with 14
Government rural schools in Coimbatore District. In this project, 372
academically low performing students from Standard VI-IX were given
remedial classes to enhance their learning levels in Tamil, Mathematics
and English. We have also successfully completed the third batch of
our in-house project Saksham for professional development of primary
teachers and principals from low income schools. This project aimed at
encouraging teachers to use new techniques for teaching, classroom
management as well as developing new teaching materials according to
the requirement of the class. By working with the teachers and school
management, we are effecting a sustainable change in the existing
education system. During the year, this project reached out to 122
teachers from primary and upper primary classes from 50 schools.
In order to encourage students from Government schools to read from an
early age and try to inculcate the habit of reading, we continued to
support 25 libraries in Mumbai and Delhi, reaching out to 7,040
students. Library books are classified as per the difficulty level so
that students can choose a book as per their reading ability. With an
objective to empower underprivileged 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 in Warangal and Nalagonda districts from Telangana and Krishna
district of Andhra Pradesh. Training was given in hospitality
services, tailoring, retail supervisory, and computer fundamentals with
computer accounting for the youth and women. Over 70% of these
beneficiaries have been placed or are gainfully self-employed.
Along similar lines, in Kolkata, we supported the vocational skill
training of 80 disabled and underprivileged youth from economically
backward families in Desktop Publishing. We also supported the skill
building of the workforce in caring for the elderly. This project
addresses two critical needs, adequately improving the quality of life
of the elderly and providing employment opportunities for the
unemployed youth. In our innovative program named Sanket, we have
completed one year of vocational training for persons with autism. The
training is given through computers and iPad for 30 adolescent autistic
During the year, our water project, ''Boond'' has covered 36 villages
from Tamil Nadu, Karnataka, Maharashtra and Rajasthan. Boond, which is
a water conservation project through rainwater harvesting, now spans
across the States of Tamil Nadu, Andhra Pradesh, Rajasthan,
Maharashtra, Karnataka and Uttar Pradesh. Leveraging the strengths of
the local population, we have formed Village Water Committees that have
taken over the governance and maintenance of the various water
structures we have built. The water needs of over 7,000 families have
been met and over 10 crore litres of water storage capacity have been
created through construction/renovation of tanks, ponds, sub-surface
dams, wells, check dams and cordons. In addition to this, our project
also supports sustainable employment through new and improved
agricultural practices like crop rotation, mulching, newer crops,
innovative methods of irrigation and horticulture, thereby increasing
the availability and storage of surface water and ground water,
increasing availability of drinking water for cattle, decreasing levels
of migration, improving the quality of life of villagers and positively
affecting the environment.
The Driveway Salesmen (DSMs) and LPG Delivery boys in our Marketing
networks are critical players in our value chain. These people and
their families are not protected against major expenses arising from
unforeseen health issues. The Company had initiated a health insurance
scheme in 2014-15 through which an additional 19,000 DSMs, LPG delivery
boys and PCVO crew in 24 states have been covered to the extent of Rs.
1 lac for self and their families for one year. This decreases their
financial burden especially in cases of recurring illness and major
With an objective to improve and encourage institutional care and safe
delivery of babies under supervised medical attention for tribals, we
work in HD Kote Taluka, Mysore District of Karnataka by supporting
''Reproductive and Child Healthcare''. Over 60,000 villagers and
specifically 9,183 tribals from 57 Tribal hamlets are benefitted from
this project, where there has been a steady increase in institutional
deliveries. We were successful in ensuring 89% institutional deliveries
and 99% birth dose immunizations. Awareness of Government Health
Schemes including lectures on community topics like nutrition and
infant mortality are being promoted through regular meetings with
community members. In response to the Hon''ble Prime Minister''s call to
the Nation to give priority under CSR for construction of toilets as
part of the ''Swachh Vidyalaya Campaign'' under the ''Swachh Bharat
Abhiyan'', BPCL had undertaken construction/repairs of dysfunctional
toilets totaling to 1,910 toilet blocks in Government schools in the
states of West Bengal, Andhra Pradesh, Telangana, Bihar, Odisha, Madhya
Pradesh and Chhattisgarh, spread across 26 districts.
BPCL deputed 40 officers in the field at respective locations to ensure
quality of construction and timely completion of the project. This
project was implemented overcoming several obstacles pertaining to
logistics, power and manpower availability at many remote and
inhospitable terrains within the scheduled deadlines through extensive
monitoring and continuous follow-up with all stakeholders and agencies
involved. We have also endeavoured to provide for water in the toilet
blocks so as to ensure cleanliness and hygiene. The Annual Report on
CSR activities in the specified format is provided in Annexure B. The
CSR Policy may be accessed on the Company''s website at the link
PROMOTION OF SPORTS
Our sportspersons continued to excel in the national as well as
international sports arena in the fields of Cricket, Hockey, Badminton,
Chess, Table Tennis, Bridge, Kabaddi and Volleyball. BPCL sportspersons
won several distinctions and applause. Our Hockey and Volleyball teams
won most of the major All India tournaments. Six of our Hockey players
namely S. V. Sunil, Manpreet Singh, Md. Amir, Birendra Lakra, Devinder
Walmiki and Harmanpreet Singh were part of the Indian team which won
the Bronze Medal at the Hockey World League. Tushar Khandker,
ex-Olympian is the Assistant Coach of the Indian Hockey team.
Our Kabaddi team excelled once again, winning a number of open
tournaments. Most of our Kabaddi players, which include leading
performers - Rishank Devadiga, Nilesh Shinde, Vishal Mane were part of
the successful Pro-Kabaddi League 2016.
In Cricket, Manish Pandey and Dhawal Kulkarni have been selected in the
Indian team. In individual sports, Saina Nehwal led the Indian team -
Jwala Gutta, P.V. Sindhu and Ruthvika Shivani Gadde to win the Bronze
medal at the Uber World Cup 2015-16. Our latest recruit, badminton
player Ruthvika Shivani Gadde bagged the Gold Medal at the South Asian
Games held during the month of February, 2016 at Guwahati defeating
P.V. Sindhu in the finals. Our leading Chess player, P. Harikrishna
continued to be the second highest Indian in the World Chess rankings,
behind the legendary chess player, Vishwanathan Anand. At one point of
time during the year, Harikrishna even upstaged Anand to be the highest
ranked Indian in the World.
In Archery, Atanu Das has been performing exceptionally well and was
even ranked No 1 in the country. Individual sportspersons from BPCL who
have already qualified for the Rio Olympics are Saina Nehwal, Jwala
Gutta and P. V. Sindhu in Badminton and Soumyajit Ghosh in Table
Tennis. Our young Scholarship players excelled in 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 2015-16. We continue to support
sportspersons through various support mechanisms such as providing
financial assistance for International events, assistance towards
coaching, encouraging their performances through defined Cash Awards
and supporting young and promising players by providing scholarships.
It has been our endeavour to promote sports and sportspersons and be a
facilitator for enabling them to excel at National and International
RESERVATION AND OTHER WELFARE MEASURES FOR SCHEDULED CASTES/SCHEDULED
TRIBES/ OTHER BACKWARD CLASSES AND PERSONS WITH DISABILITIES
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 are being followed meticulously in letter and spirit.
We have put in place a robust monitoring mechanism for sustained and
effective compliance uniformly across the Organisation. As per the
Directives, the Company maintains Rosters which are regularly inspected
by the Liaison Officer of the Corporation as well as the Liaison
Officer of MoP&NG to ensure proper compliance.
The Company encourages SC/ST and economically backward students by
awarding scholarships to pursue courses at the Industrial Training
Institute and secondary school education up to graduation level. The
provisions under The Persons with Disabilities (Equal Opportunities,
Protection of Rights and Full Participation), Act, 1995 relating to
providing employment opportunities for Persons with Disabilities (PWDs)
are fully complied 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 perform the task of
reviewing the progress made in Official Language Implementation on a
quarterly basis. The Committees take decisions based on the annual
programme issued by Ministry of Home Affairs, besides the provision of
the Official Language Act and Rules. They functions at the Corporate,
Regional, Refinery, Area Level and major location levels.
The First Sub-Committee of the Parliamentary Committee on Official
Language inspected the offices situated at Meerut, Kolkata, Lucknow,
Hyderabad, Guwahati and Jodhpur, whereas the Draft & Evidence Committee
visited Kochi on 11.01.2016. The Committees appreciated the overall
work done so far with regard to Official Language Implementation.
Officials from Department of Official Languages, Ministry of Petroleum
& Natural Gas visited Roorkee LPG Plant, Hyderabad LPG Plant, Jaipur
LPG Plant, Patna, Loni Dispatch Unit, Chennai, Udaipur LPG Plant,
Chandigarh, Rajkot and Ahmedabad Territory and our Head Office at
Rajbhasha Vibhag of Ministry of Home Affairs inspected 11 locations on
an all India basis. The efforts taken by BPCL for promotion of Hindi
were appreciated by the committees. Hindi fortnight was celebrated at
all major locations during the month of September 2015, various Hindi
competitions wing organized. In line with the directives of MoP&NG, a
certificate was given to such staff who had done excellent job in Hindi
Implementation from all Regions/Refineries as Rajbhasha Gourav
Puraskar. World Hindi Day was celebrated on 10th January 2016 across
all Regions and Refineries. At all BPCL Offices, Hindi Unicode
supported Software Indic Language was loaded. Besides, for on-line
training of Hindi ISM V6 software/Indic Language Software, a web page
has also been developed. BPCL bagged the 1st Rajbhasha Protsahan Cup
prize from MoP&NG for best Hindi Implementation among PSUs. The Annual
Program of Official Language implementation for the year 2015-16 was
conducted with our C&MD issuing annual check points. Our 72 offices
have been notified under sub-rule 10(4) of Official Language Rules,
1976 during the year on an All India basis. The total number of offices
notified till date is 114. All the Regional/Refinery Hindi Cells have
supported the activities of the Town Official Language Implementation
Committees. A tribute was paid to Dr. APJ Abdul Kalam on 15th August,
2015 through a short Hindi film.
A total of 231 children of our employees were give Rajbhasha Awards for
securing more than 60% in Hindi in the 10th/12th standard 24 Hindi
workshop and 76 Hindi Indic software training programs were organized
during the year. Hindi Co-ordinators Conferences were organized by all
Regions/Refineries during the year.
Swachh Bharat Abhiyan Month was organized in Hindi. ''Gandhi Ek Andhi''
was also enacted in-house.
CITIZEN''S CHARTER AND PUBLIC GRIEVANCES REDRESSAL
BPCL has constantly endeavoured to set new benchmarks in customer
service standards, thereby meeting customer expectations. The Citizen''s
Charter published by BPCL, which is available on our Corporate Website
in both Hindi and English versions, specifies the customer rights with
respect to standards, quality and time-frame for service delivery,
provides insights into the range of products and services offered to
our customers and gives an overview of the marketing activities of the
Corporation, highlighting the policy guidelines and processes on
marketing of petroleum products. The Citizen''s Charter extensively
covers the Grievance Redressal Structure set-up in BPCL with details of
Nodal Officers spread across States/UTs to help in speedy resolution of
customer complaints. It is updated periodically to be in consonance
with the customer expectations, business requirements and policy
changes. The Citizen''s Charter can be accessed at our website
www.bharatpetroleum.in. The Grievance Redressal framework in BPCL
transcends across business units and complaints resolution is
continuously monitored from the Corporate Office. The grievances
received on the web-based Public Grievances Portal, Centralized Public
Grievance and Monitoring System (CPGRAMS) of Government of India
(under the Department of Administrative Reforms & Public Grievances for
all Government offices and PSUs), are attended to and
resolved/redressed by the Nodal Officers for Grievance Redressal in
States/UTs. During the year, we received 4,323 grievances on this
portal. Timely resolution of these cases was possible due to a robust
redressal framework and monitoring system. BPCL has its own
centralized Customer Care System (CCS) - SmartLine, a web-based
platform that has made it possible for customers to connect directly to
Bharat Petroleum and its network. The SmartLine, where customers can
log complaints, suggestions and feedback, either through BPCL website
or by calling up a toll-free number, is designed to track all
interactions with the customer and facilitates complaints redressal
well within the stipulated time frame. The built-in escalation matrix
in the system helps timely redressal of complaints.
The Right to Information, is an extremely important authority for any
citizen of a democratic Nation. The RTI Act came into force effective
2005 and BPCL has effectively implemented the same from the beginning.
In order to effectively respond to the RTI queries and appeals
addressed to BPCL, we have 88 Central Public Information Officers
(CPIO) and 11 Appellate Authorities (AA) spread across the country.
BPCL has developed an in-house RTI package where all the applications
are logged, monitored and replied within the stipulated time.
Continuous training programmes and workshops for CPIOs/AAs, Officials
across the Organisation are being carried out and they are
sensitized/updated on all aspects of the Act. Regular circulars,
newsletters, guidelines, case studies and Central Information
Commission (CIC) Judgements are communicated from the Corporate Office
to the field. We also ensure that CIC Decisions are fully complied
with. In our corporate website, we have a separate section dedicated
for RTI. During the year 2015-16, we have received 3,896 RTI queries
and responded to all in time. BPCL has organized 6 RTI
Workshops/training programmes for the new/ existing CPIOs and AAs to
stress on the importance of RTI and equip them to handle RTI in true
MICRO & SMALL ENTERPRISES
BPCL has been fully abiding with the Public Procurement Policy for
Micro and Small Enterprises (MSEs) Order and 20% of our annual goods
and service procurements are done through MSEs. The Purchase
Preference Clause for MSEs has been incorporated in the General
Purchase Conditions of all the tenders. As per the existing Purchase
Preference Policy of the Government of India, the job is awarded to MSE
vendors, provided they quote within a price band of L1 15 % and bring
down the price to L1 price. In such a case, MSE vendors are allowed to
supply a total of at least 20% of the tendered value and in case there
is more than one such MSE, the supply is shared proportionately.
Additionally, 20% of this 20% portion i.e. 4% of the total tender
quantity is reserved for SC/ST entrepreneurs in the MSE category. BPCL
had put up a MSE procurement plan for 2015-16 on its website. It can be
viewed at https://bharatpetroleum.com/Bharat-Petroleum-For/
Business-Associates/Vendors.aspx BPCL actively participated in the
National Vendor Development Programme cum Exhibition conducted by MSE
Consortium at Thane, Maharashtra. BPCL also promoted the MSE
procurement during Make In India week held in Mumbai. We have organized
and attended around 15 programs across India to promote the Public
Procurement Policy for MSEs. All India Premier Vendor Workshop was
held during November, 2015 in Mumbai which was attended by MSE vendors
with special sessions on MSE policies/guidelines being conducted.
BPCL has achieved 23.06% procurement through MSEs for the year 2015-16
as against the target of 20%. The total procurement value for BPCL
where MSEs could have participated is Rs. 5,434.08 crores and the
actual value procured from MSEs is Rs. 1,253.30 crores.
Vigilance is an integral part of good governance in any organisation.
Preventive Vigilance - a step ahead, is a proactive and continuously
evolving process that utilises global historical wisdom to anticipate
vulnerabilities and recommends systemic measures to ensure minimum
possibilities of their occurrence under all possible circumstances.
This also involves outlining of factors like susceptibility,
sensitivity and visibility of all involved processes and subject these
to a system of continuous and consistent online appraisal, thereby
throwing up regular alarms and cautions for any abnormal indications to
alert system operators, while maintaining an indelible and easily
traceable log of all activities and interventions for future studies.
Vigilance assists in identification of susceptible areas in existing
procedures and processes by carrying out system studies, Chief
Technical Examiner type inspections for high value projects, scrutiny
of tender files and inspections of operating locations, retail outlets
and LPG distributorships.
In order to have all the CVC circulars and guidelines readily available
for all the stakeholders of the Company for their ready reference, a
Compendium of CVC circulars and guidelines was compiled and distributed
to all stakeholders within the Corporation. Due to the consistent
efforts of CVO, comprehensive guidelines for procurement and
contracting procedures were compiled and drafted by the stakeholders
after detailed deliberations. The team comprised officials from Mumbai
and Kochi Refinery, Chief Procurement Officer - Marketing and Refinery
and Finance Department under the leadership of Director (Refineries).
These comprehensive guidelines cover the procedures to be followed by
the Businesses and Entities for their requirement of procurement of
goods, contracts and services. In a nutshell, a common comprehensive
guideline has been institutionalized.
Vigilance Officers have conducted Vigilance Awareness sessions for our
employees working at operating locations and regional offices during
their visits, aimed at enhancing knowledge and awareness on the
operational aspects of various guidelines and standard operating
procedures in vogue.
In order to increase visibility and transparency in our interactions
with vendors, contractors, suppliers and other service providers, it
was ensured that all tenders are being published on the Central Public
Procurement (CPP) portal of the Government of India website. Corporate
Vigilance also carried out thorough investigations into complaints and
source information. Complaints, including those received online, were
investigated, both directly by Team Vigilance and through
Businesses/Entities within the stipulated time frame. BPCL''s internal
website Intralink, as well as Vigilance portal available on BPCL''s
corporate website, has the provision to lodge complaints as well as
provide a platform for regular interaction with employees, customers
and others concerned.
The Vigilance portal creates awareness on good governance, shares
knowledge on ethical practices and proactive vigilance and acts as a
powerful tool to connect all the employees. This website also provides
useful links of Central Vigilance Commission, Department of Personnel &
Training Government of India. As a part of capacity building,
Vigilance Officers have undergone a training programme conducted by
Gujarat Forensic Sciences University at Gandhinagar near Ahmedabad.
Team Vigilance studied subjects like Role of Forensic Psychology in
Investigation & Prevention of Corruption and Forensic Investigative
Techniques. Gujarat Forensic Sciences University is the only
university of forensic sciences in the world as on date for research
and development of forensic sciences. C&MD and GM (Vigilance) in the
presence of Director (Human Resources), Director (Finance) and other
senior BPCL officials and staff, administered pledge at BPCL Corporate
Office in Mumbai on 26th October, 2015 at at the launch of the
Vigilance Awareness Week 2015 from 26.10.2015 to 31.10.2015. Shri
Keshav Kumar, IPS, Joint Director, Central Bureau of Investigation,
Mumbai Zone was the Chief Guest, who dwelled upon the latest
developments in forensic sciences. Similarly, Vigilance Awareness Week
was launched with administering of the pledge by the Chief Guest in the
presence of senior BPCL Officials in all the four Regions and Mumbai
and Kochi Refineries, Bharat PetroResources Limited and Petronet CCK
Limited. 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.
Integrity Clubs (IC) were launched in schools in Mumbai and Chennai for
propagating ethical values in school children so that they, in turn
carry these values to their families, friends and society. The members
of the club are called Young Champions of Ethics (YCEs). Imparting
ethical values shapes the child''s attitude towards people and society
and helps in mental growth in the child and supports his ambitions and
values. Choti Choti Batein is a value based teachings initiative to
rekindle values amongst school children. They were conducted by
Vigilance Officers and through this initiative, we have covered 10
schools in Mumbai and touched around 2,000 students from various strata
of society. It was a landmark achievement for BPCL Vigilance to
implement Six Sigma. With active support from Total Quality Management
Department, Mumbai Refinery, has started the journey of Lean Six Sigma.
The Corporate team underwent the training and the process helped them
to standardise the formats for scrutiny of tenders and Annual Property
Returns. With this, BPCL Vigilance becomes the first department amongst
Public Sector Undertakings to implement Lean Six Sigma. A special
Journal Vigilance Plus was released to all stakeholders to
commemorate the activities carried out during Vigilance Awareness Week
2015 and other events conducted by Vigilance department. Staff members
across the country contributed articles in this magazine by narrating
their experiences. Vigilance is an important instrument available to
the management for improving the overall performance of the
organization as it promotes transparent business transactions,
professionalism, productivity, promptness and ethical practices. It
also assists in systemic improvements, curbing possibilities for
corruption. Therefore, Preventive Vigilance helps in improving
efficiency and effectiveness of the personnel as well as the
SUBSIDIARY, JOINT VENTURES AND ASSOCIATE COMPANIES
The Group consists of 5 Indian Subsidiaries and 4 Foreign Subsidiaries
as on 31st March, 2016. 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'').
A separate statement containing the salient features of the financial
statement of Subsidiaries/Associates/Joint Venture Companies in Form
AOC-1 pursuant to provisions of Section 129(3) of the Act, is attached
along with the financial statement.
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 as per Section 136(1) of
the Act. Further, the Company has also placed separate annual
reports/audited accounts in respect of each of its subsidiaries in its
above website. A copy of the said documents will be available for
inspection and provided to any shareholder of the Company who asks for
it. The policy for determining material subsidiaries is posted on the
Company''s website at the link
The performance of Subsidiaries/Associates/Joint Ventures and their
contribution to overall performance of the Company and financial
position are provided in Note No. 50 of the Consolidated Financial
Statements forming part of this Annual Report.
Numaligarh Refinery Limited (NRL)
NRL was incorporated in the year 1993 with an authorised share capital
of Rs. 1,000 crores. The paid up share capital of NRL as on 31st March,
2016 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. NRL''s crude
throughput during 2015-16 was 2.52 MMT against 2.78 MMT in the last
year. Capacity utilization was restricted to 84.0% compared to 92.5% in
the previous year. In 2015-16, NRL''s distillate yield at 90.4% was the
highest among PSU oil refineries in the country. This has been the
fifth consecutive year of such an achievement recorded by NRL. During
2015-16, Specific Energy Consumption was at 50.4 MBN, among the best in
the industry. Energy Intensity Index (EII) during the year was recorded
at 96.6, marking an improvement over previous year''s EII of 97.2.
During the year, NRL added two new products to its portfolio, viz.,
paraffin wax and nitrogen and exported HSD to Bangladesh and paraffin
wax to Nepal. The Financial Year ended 31st March, 2016 saw NRL''s
Revenue from Operations reaching Rs. 10,031.44 crores in comparison to
Rs. 9,862.42 crores in the previous year, marking an increase of 1.7%.
NRL''s profit before tax for the year 2015-16 increased by 66% to reach
Rs. 1,882.38 crores, as compared to Rs. 1,133.94 crores in the previous
year. The Company''s profit after tax for the year was Rs. 1,224.35
crores against Rs. 719.74 crores in 2014-15. The increase in profits is
mainly attributable to high distillate yield, lower energy consumption
and enhanced operational efficiency. Earnings per share increased to
Rs. 16.64 from Rs. 9.76 in the previous year. The Company paid an
interim dividend @ Rs. 3.50 per fully paid equity share of Rs. 10/-
each. The Board also recommended a final dividend of Rs. 3.50 per share
for the Financial Year 2015-16. NRL paid dividend of Rs. 4.00 per share
in the previous year.
As on 31st March 2016, NRL shareholders'' funds was recorded at Rs.
3,963.87 crores as against Rs. 3,354.98 crores in the previous year and
its book value per share increased to Rs. 53.88 from Rs. 45.67 in the
Bharat PetroResources Limited (BPRL)
BPRL was incorporated in the year 2006 as a wholly owned Subsidiary
Company of BPCL with the objective of implementing BPCL''s plans in the
upstream exploration and production sector.
As on 31st March, 2016, BPRL has an authorized share capital of Rs.
3,000 crore and paid up share capital of Rs. 2,920 crore which is
entirely held by BPCL, the Holding Company. BPRL has incurred a
consolidated loss of Rs. 248.31 crore for the Financial Year ending
31st March, 2016. The consolidated loss was due to relinquishment of
participating interest (PI) in few blocks, as prospectively assessed
based on drilling results in these blocks was very poor.
The operations of BPRL are carried out through Subsidiaries and Joint
Ventures, both incorporated and unincorporated, in India and abroad.
BPRL currently has PI in seventeen blocks spread across six countries.
Out of these blocks, seven blocks are located in India, which were
acquired under different rounds of New Exploration Licensing Policy
(NELP) and ten blocks are located overseas. Most of the blocks are in
advanced stages of exploration, appraisal and pre-development. The
total area of these seventeen blocks is around 24,375 sq km, of which
approximately 88% is offshore acreage. 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 six 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. Further, BPRL has a wholly owned Subsidiary Company,
Bharat PetroResources JPDA Limited in India which holds a PI of 20% in
Block-JPDA 06-103, in Timor Leste. The PIs in blocks in Brazil,
Mozambique, Indonesia and Timor Leste are held through these
Subsidiaries. Further, the PI in respect of blocks in India and
Australia are held by BPRL along with other consortium members. BPRL
and its consortia have a total of 22 discoveries in respect of blocks
held in five countries i.e. Brazil, Mozambique, Indonesia, Australia
and India. Recently, as concrete steps towards fulfillment of its
aspiration for revenue generation, BPRL has signed definitive
agreements to acquire stakes in Companies in Russia which have oil &
gas producing assets in their portfolio. Subsequently, in May, 2016,
BPRL has formed another wholly owned Subsidiary Company i.e. BPRL
International Singapore Pte Ltd in Singapore for enabling the
acquisition of stakes in the Companies in Russia. Further, BPRL
International Singapore Pte Ltd has formed two Joint Venture Companies
as Special Purpose Vehicles (SPV) i.e. Taas India Pte Ltd and Vankor
India Pte Ltd in May, 2016 along with Oil India Ltd and Indian Oil
Corporation Ltd with BPRL International Singapore Pte Ltd holding 33%
stake in each of the two SPVs to hold stakes in the Companies in
Petronet CCK Limited (PCCKL)
BPCL had a 73.96% stake in the equity capital of PCCKL, a Joint Venture
Company promoted with Petronet India Limited with a paid up share
capital of Rs. 100 crores. PCCKL has become a subsidiary in May, 2015
and later in July, 2016 it has become a wholly owned Subsidiary Company
of BPCL. The Company owns and operates the 292 km long multi-product
Kochi-Karur pipeline from BPCL''s installation of Irimpanam to Karur for
transportation of MS, HSD and SKO. The pipeline commenced commercial
operations from September, 2002. During the year 2015-16, the pumping
volume amounted to 2.72 MMT in comparison to the 2.46 MMT of the
previous year. PCCKL recorded revenue from operations of Rs. 107.78
crores and net profit of Rs. 59.41 crores for the Financial Year ending
31st March, 2016 corresponding to Rs. 98.27 crores and Rs. 42.96 crores
respectively in the previous year.
BPCL-KIAL Fuel Farm Private Limited (BKFFPL)
BPCL has signed a Joint Venture Agreement with KIAL (Kannur
International Airport Ltd) for implementation of a Fuel Farm at the
newly developed Kannur International Airport at Kannur on a 74:26
equity basis. The Company has been incorporated on 18th May, 2015 and
the authorized capital of the Company is Rs. 18 Crores. As of now BPCL
has made a contribution of Rs. 4.44 crores to BPCL-KIAL.
JOINT VENTURE COMPANIES
Bharat Oman Refineries Limited (BORL)
Bharat Oman Refineries Limited is a Joint Venture Company of BPCL with
Oman Oil Company S.A.O.C. (OOC). BPCL and OOC have an equity stake of
50% each in BORL''s paid up share capital of Rs. 1,777.23 crores as on
31st March, 2016. BPCL has also subscribed to Share Warrants of BORL of
Rs. 1,585.68 crores. Further, the State of Madhya Pradesh has also
subscribed to Rs. 26.90 crores of Share Warrants in BORL. During the
year 2015-16, Bina Refinery processed 6.40 MMT of crude oil, achieving
a capacity utilization of 107%, as compared to 103% in the previous
year. This is the highest capacity utilization achieved since
commencement of operations in June, 2011. During the year 2015-16,
BORL has achieved sales of 6.13 TMT, as against 5.59 TMT in the
previous year. The Company has reported Gross Revenue from Operations
of Rs. 26,028 crores in the year 2015-16, as compared to Rs. 29,331
crores in the corresponding year. The decrease in revenue is on account
of the fall in prices of petroleum products.
The GRM for the year 2015-16 stood at USD 11.7 per barrel with an
overall gross margin of Rs. 3,526 crores. The previous year''s GRM was
of USD 6.1 per barrel with an overall gross margin of Rs. 1,681 crores.
The net profit after tax was registered at Rs. 366 crores during the
year 2015-16, as compared to a net loss of Rs. 790 crores in the
previous year. This is the first time that BORL has recorded a profit.
The Company has launched a project for low cost de-bottlenecking of its
existing facilities to enhance its current capacity to 7.8 MMTPA in the
next 3 years and also to meet product quality specifications as
stipulated in the Auto Fuel Vision and Policy 2025 guidelines. Basic
engineering and design work for the process units has been completed
and detailed engineering of open-art as well as licensed units has
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 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 GAIL (India) Limited (GAIL). Each of the promoters holds
12.5% of the equity capital of PLL. PLL is a listed Company. BPCL''s
equity investment in PLL currently stands at Rs. 98.75 crores. As at
31st March, 2016, PLL had a consolidated net worth of Rs. 6,424.47
During the year 2015-16, PLL registered a consolidated Revenue from
Operations of Rs. 27,222.95 crores as against Rs. 39,626.97 crores
reported in 2014-15. The Company''s net profit for the year is at Rs.
928.53 crores against Rs. 904.80 crores in the last year. It recorded
an EPS of Rs. 12.39 during the year under review as against EPS of Rs.
12.06 in 2014-15. The PLL Board has recommended dividend of Rs. 2.50
per share for the Financial Year 2015-16 against Rs. 2.00 per share
paid last year.
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 over 340 CNG stations which supply
environment friendly fuel to more than 8,00,000 vehicles. IGL has more
than 6,36,618 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 Maharashtra Natural Gas Limited, Joint
Venture Companies promoted by BPCL and GAIL.
During the year 2015-16, IGL has posted Revenue from Operations of Rs.
4,064.21 crores and a profit after tax of Rs. 416.20 crore as against
the figure of Rs. 4,059.64 crores and Rs. 437.73 crores respectively in
the corresponding previous year. IGL has maintained a dividend of Rs.
6.00 per share for the year as was paid in the previous year. IGL''s
shareholders'' funds were Rs. 2,413.23 crores as at 31st March, 2016.
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.
As at 31.3.2016, BPCL has a stake of 49.94% in the equity capital of
SGL. SGL has set up 38 CNG stations. Revenue from Operations of SGL for
the Financial Year ending 31st March, 2016 was Rs. 720.08 crores and
net profit was Rs. 0.97 crores, against the previous year''s figure of
Rs. 905.71 crores and Rs. 110.84 crores respectively. The proposed
dividend on equity shares by the Company was at the rate of Rs. 1.00
per share for the Financial Year ending 31st March, 2016 against the
dividend of Rs. 2.50 per share for the Financial Year ending 31st
March, 2015. To compete with alternate fuel and retain customers, the
Company had introduced a Minimum Guarantee Offtake (MGO) contract at
reduced Retail Selling Price (RSP) to Industrial customers from April,
2015 onwards. Major Industrial Volume is under the MGO contract and RSP
of the same is reduced as compared to the previous year, thereby
adversely impacting the Sales value and also profit.
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.
Revenue from Operations of CUGL was Rs. 200.61 crores and net profit
was Rs. 32.61 crores for the Financial Year ending 31st March, 2016. In
the previous year its Revenue from Operations was Rs. 186.81 crores and
net profit was Rs. 27.52 crores. The EPS for the year was at Rs. 5.44
as against Rs. 4.59 in 2014-15. The Board of Directors has recommended
payment of dividend at Rs. 1.40 per share for the current year, which
is the same as that of 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 capital of the Company is Rs. 100 crores.
BPCL and GAIL have invested Rs. 22.50 crores each in MNGL''s equity
capital. MIDC, as a nominee of the Maharashtra Government has taken 5%
equity in the month of June, 2015. Balance 50% is being acquired by
IGL, our Joint Venture Company from financial institutions. The Company
has set up 30 CNG stations so far.
During the year 2015-16, MNGL reported net revenue of Rs. 464.78 crores
and profit of Rs. 75.20 crores as against the revenue of Rs. 458.52
crores and profit of Rs. 50.58 crore in the last year. The MNGL Board
has recommended a dividend of Rs. 1.50 per equity share for the
Financial Year ending 31st March, 2016 as against Rs. 1.02 per share
declared in the last 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 fueling services at the new Bengaluru International Airport.
The authorised and paid up share capital of BSSPL is Rs. 20 crores.
The two promoters have each subscribed to 50% of the equity share
capital of BSSPL and BPCL''s 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 ser vices exclusively at the new T3 Terminal of
Delhi International Airport.
BSSPL provides Into Plane (ITP) Services at three Open Access
airports-Bengaluru, Mumbai and Delhi T3. BSSPL has taken over the
complete Operatorship of 2 AFS''s of BPCL - Jaipur and Durgapur. It
also provides ITP services to BPCL at Calicut, Chennai and Delhi T-1
During the year 2015-16, BSSPL has posted a revenue of Rs. 29.53 crores
and profit of Rs. 2.89 crores in comparison to a revenue of Rs. 17.15
crores and profit of Rs. 2.01 crores in the last year. The Board has
recommended a dividend of Rs. 0.25 per equity share for the Financial
Year ending 31st March, 2016, which was 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, with an authorized capital of
Rs. 30 crores. 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 Company Petition No 5 of 2014 was filed
before the Hon''ble High Court of Allahabad (Lucknow Bench) for winding
up of BREL. By Order dated 21.12.2015, Mr. Justice Devendra Kumar
Upadhyaya ordered that the Company be wound up and instructed the
Official Liquidator to proceed in accordance with the provisions of the
Matrix Bharat Pte. Limited (MXB)
MXB is a Joint Venture Company incorporated in Singapore in the year
2008 for carrying on the bunkering business and supply of marine
lubricants in the Singapore market as well as international bunkering.
The Company has been promoted by BPCL and Matrix Marine Fuels L.P.
USA, an affiliate of the Mabanaft group of Companies, Hamburg, Germany.
BPCL has subscribed 20 lakh shares for an equivalent sum of Rs. 8.41
crores. The other partner has 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.
MXB has posted a revenue of USD 221.82 million and earned a profit of
USD 1.47 million for the year ending 31.12.2015, as compared to a
revenue of USD 636.38 million and a profit of USD 1.62 million in the
previous year. Turnover has dropped by 65% in 2015 mainly due to the
steep drop in fuel oil price in the international market coupled with
lower volume during the year.
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. 14.08 crores and a net
profit of Rs. 13.72 crores for the Financial Year ending 31st March,
2016 as against other income of Rs. 1.54 crores and a net profit of Rs.
1.14 crores in the previous year.
The changes in pipeline policy have affected the future of the Company
as interested Companies are permitted to undertake pipeline projects.
PIL does not have any new projects in hand and is considered not
viable. PIL has recently sold its 26% share in Petronet CCK Ltd to
BPCL. Accordingly, the process of divesting PIL''s 26% equity in the
balance two Joint Venture Companies promoted by it is in progress. The
Company would be wound up thereafter.
Delhi Aviation Fuel Facility Private Limited (DAFFPL) DAFFPL has been
promoted by BPCL, IOCL and Delhi International Airport Limited (DIAL)
in the year 2009 for implementing Aviation Fuel facility for the new T3
terminal at Delhi International Airport. The paid up share capital of
the Company is Rs. 164 crores. BPCL and IOCL each have subscribed to
37% of the share capital of the Company, while the balance is held by
DIAL. DAFFPL has posted a revenue of Rs. 110.85 crores and net profit
of Rs. 37.55 crores for the Financial Year ending 31st March, 2016 in
comparison to the revenue of Rs. 96.04 crores and net profit of Rs.
26.58 respectively in the last year. The Board has recommended a
dividend of Rs. 1.80 per share for the Financial Year ending 31st
March, 2016 as against Rs. 1.25 per equity share declared in the
Kannur International Airport Limited (KIAL)
Kannur International Airport Ltd (KIAL) was promoted by the Government
of Kerala 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 sum of Rs. 892 crores will be financed
by borrowings. The paid up share capital of the Company as at
31.03.2016 is Rs. 864.76 crores.
BPCL has made a contribution of Rs. 170 crores out of the total
contribution committed, amounting to Rs. 216.80 crores for 21.68%
equity stake in the Company.
GSPL India Transco Limted
BPCL has signed a Joint Venture Agreement in 30th April, 2012 with
Gujarat State Petronet Ltd., IOCL and HPCL for laying of 1,747 km for
the Mallavaram-Bhopal-Bhilwara- Vijaipur (MBBVPL) gas pipeline. BPCL''s
equity contribution to this project will be 11% of the total equity
capital. The other Joint Venture (JV) partners will contribute GSPL
52%, IOCL 26% and HPCL 11%. BPCL has made an initial contribution of
Rs. 18.15 crores so far. The Company is in the process of acquiring the
Right of Way. The Company had reported a miscellaneous income of Rs.
1.30 crores and net profit of Rs. 0.87 crores during the Financial Year
2015-16. The previous year income was Rs. 2.17 crores and net profit
was Rs. 1.47 crores.
GSPL India Gasnet Limited
BPCL has signed a Joint Venture Agreement on 30th April, 2012 with
Gujarat State Petronet Ltd., IOCL and HPCL for laying of the gas
Pipeline Mehsana-Bhatinda (MBPL) (Pipeline length 1654 km) and
Bhatinda-Jammu-Srinagar (BJSPL) (Pipeline length 460 kms). BPCL''s
equity contribution to this project will be 11% of the total equity
capital. The other JV partners will contribute GSPL 52%, IOCL 26% and
HPCL 11%. BPCL has made an equity contribution of Rs. 23.32 crores so
far. During the Financial Year 2015-16, the Company had reported a
miscellaneous income of Rs. 1.74 crores and net profit of Rs. 1.16
crores against the income of Rs. 1.89 crores and profit of Rs. 1.28
crores for the previous year.
Mumbai Aviation Fuel Farm Facility Private Limited (MAFFFPL)
BPCL with IOCL, HPCL and Mumbai International Airport Ltd. (MIAL)
entered into a Joint Venture for implementing and managing fuel farm
facilities at Mumbai Airport and formed Mumbai Airport Fuel Farm
Facility Pvt. Ltd. (MAFFFPL) with equal participation of 25% each.
Presently, BPCL has invested an amount of Rs. 38.27 crores towards
equity. The Company has started its operations from 1st February, 2015.
MAFFPL recorded a turnover of Rs. 112.12 crores and net profit of Rs.
17.94 crores for the year ending 31.03.2016 in comparison to Rs. 19.77
crores and net loss of Rs. 11.01 crores for the previous Financial Year
ending 31st March, 2015.
Kochi Salem Pipeline Private Limited (KSPPL)
BPCL has signed a Joint Venture Agreement with IOCL for implementation
of the Kochi-Coimbatore-Salem LPG pipelines project and formed a Joint
Venture Company viz., KSPPL in January, 2015 on a 50:50 basis. BPCL''s
equity investment in the Company currently stands at Rs. 40 crores.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Management Discussion and Analysis Report for the year under Regulation
34(2)(e) of SEBI (Listing Obligations and Disclosures Requirement)
Regulations, 2015 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
CONSERVATION OF ENERGY, RESEARCH AND DEVELOPMENT, TECHNOLOGICAL
ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO
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 Directors'' Report.
MEMORANDUM OF UNDERSTANDING WITH MINISTRY OF PETROLEUM & NATURAL GAS
BPCL has been entering into a Memorandum of Understanding (MOU) with
the Ministry of Petroleum & Natural Gas every year since 1990-91. BPCL
has also been achieving an Excellent performance rating every year
BPCL has won the MOU Excellence Award'' for the best MoU score in the
Petroleum sector in 1998-99, 2000-01, 2002-03 and 2006-07. During
2013-14 and 2014-15 also, BPCL got the highest MoU score in the
As per Ministry of Corporate Affairs 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. Bharat Petroleum
Corporation Ltd. being a Government Company, the performance evaluation
of the Directors is carried out by the Administrative Ministry
(MoP&NG), Government of India, as per applicable Government guidelines.
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, Section 197 shall not apply to a Government Company.
Consequently, disclosure of the ratio of the remuneration of each
Director to the median employee''s remuneration and other such details
including the statement showing the names and other particulars of
every employee of the Company, who if employed throughout/part of the
Financial Year, was in receipt of remuneration in excess of the limits
set out in the Rules, 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 Subsidiaries. BPCL being a
Government Company, its Directors are appointed/nominated by the
Government of India as per the Government/DPE Guidelines which also
include fixation of pay criteria for determining qualifications and
During the year, SEBI notified SEBI (Listing Obligations and
Disclosures Requirement) Regulations, 2015 (Listing Regulations)
effective December 1, 2015. In terms of the Listing Regulations, all
listed entities were required to enter into a new listing agreement
with the Stock Exchanges. Accordingly, the Company has executed new
listing agreements with BSE Limited and National Stock Exchange of
The Report on Corporate Governance, together with the Auditors''
Certificate on compliance of Corporate Governance, is annexed as
Annexure D as required under Listing Regulations and Department of
Public Enterprises Guidelines of Corporate Governance for Central
Public Sector Enterprises.
SOCIAL, ENVIRONMENTAL AND ECONOMIC RESPONSIBILITIES AND BUSINESS
We always strive to improve our disclosures regarding our social and
environmental per formance and the consequent impact on all our
stakeholder groups. The Board of Directors of the Company has adopted
and delegated the implementation of Business Responsibility Policy
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 to the
Sustainability Committee. Our Sustainability Report is made in
accordance with the Global Reporting Initiative (GRI). As stipulated
under the Listing Regulations, 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
TRANSACTIONS WITH RELATED PARTIES
The Company, during the Financial Year, entered into contracts or
arrangements with related parties, which were in the ordinary course of
business and on an arm''s length basis. These transactions are not
falling under the provisions of Section 188(1) of the Act. Information
on transactions with related parties are provided in Annexure F in Form
AOC-2 in accordance with Section 134(3) of the Act and Rule 8(2) of the
Companies (Accounts) Rules, 2014).
In terms of Listing Regulations and Policy of the Company on
materiality of related party transactions, transaction entered into
with Bharat Oman Refineries Limited, a Joint Venture Company could be
considered material. This transaction is being placed for approval of
The Policy on materiality of related party transactions and dealing
with related party transactions are available on the Company''s website
at the link https://bharatpetroleum.com/images/files/RPTPolicy_
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
The Company has provided Loans/Guarantees to its Subsidiaries/Joint
Ventures and has made Investments in compliance with the provisions of
the Companies Act, 2013. The details of such investments made and
loans/guarantees provided as on 31st March, 2016, are given in the
standalone financial statements under Notes 16, 48 & 49.
The Risk Management Committee of the Board has a defined roles and
responsibilities, 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 Company''s internal financial controls and risk
management systems are assessed by the Audit Committee. The Company has
adopted a Risk Management Charter and Policy for self-regulatory
processes and procedures for ensuring the conduct of the business in a
risk conscious manner.
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, 2016, the applicable Accounting Standards have been followed
along with proper explanation relating to 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, 2016 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
Smt. Sushma Taishete, Director (D&MC), Ministry of Petroleum & Natural
Gas was appointed as Director effective from 19.05.2015 and she has
ceased to be Director on Board from 02.01.2016.
Prof J.R.Varma and Shri B. Chakrabarti, Independent Director ceased to
be Directors on the Board from 10.08.2015.
Shri Rajesh Kumar Mangal, Shri Deepak Bhojwani and Shri Gopal Chandra
Nanda were appointed as Additional Directors with effect from
01.12.2015. As they have been appointed as Additional Directors, they
will hold office till the ensuing Annual General Meeting. Notices under
Section 160 of the Act have been received proposing their names for
appointment as Directors at the ensuing Annual General Meeting.
Dr. Neeraj Mittal, Joint Secretary (Marketing), Directorate General of
Hydrocarbons, Ministry of Petroleum & Natural Gas ceased to be a
Director on the Board from 11.12.2015.
Shri Anant Kumar Singh, Director, Additional Secretary & Financial
Advisor, Ministry of Petroleum & Natural Gas was appointed as
Additional Director from 02.01.2016.
As he has been appointed as Additional Director, he will hold office
till the ensuing Annual General Meeting. Notice under Section 160 of
the Act has been received proposing his name for appointment as
Director at the ensuing Annual General Meeting.
Shri K. K. Gupta, Director (Marketing) superannuated at the close of
office hours on 29.02.2016.
Shri S. Ramesh was appointed as Additional Director and as Director
(Marketing) with effect from 01.03.2016.
As he has been appointed as Additional Director, he will hold office
till the ensuing Annual General Meeting.
Notice under Section 160 of the Act has been received proposing his
name for appointment as Director at the ensuing Annual General Meeting.
Shri B.K Datta, Director (Refineries) superannuated on 31.07.2016.
Shri R. Ramachandran was appointed as Additional Director and as
Director (Refineries) with effect from 01.08.2016. As he has been
appointed as Additional Director, he will hold office till the ensuing
Annual General Meeting. Notice under Section 160 of the Act has been
received proposing his name for appointment as Director at the ensuing
Annual General Meeting.
Shri S. P. Gathoo, Director (Human Resources) will retire by rotation
at the ensuing Annual General Meeting as per the provisions of Section
152 of the Act, and being eligible, has offered himself for
re-appointment as Director at the said Meeting.
The Board has placed on record their appreciation of the Directors who
have ceased to be Members of the Board for the valuable contributions
made and guidance given for the development and progress of the
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
Independent Directors of the Company have provided declarations
confirming that they meet the criteria of independence as prescribed
under the Act.
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
The details of the composition of the Audit Committee, terms of
reference and meetings held are provided in the Corporate Governance
Report which forms part of this Report.
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 trust in the Corporation and to provide employees with
a framework/procedure for responsible and secure reporting of improper
activities (whistle blowing) and to protect employees wishing to raise
a concern about improper activity/serious irregularities within the
The vigil mechanism provides for adequate safeguards against
victimisation of persons who use such a mechanism. An employee desirous
of making protected disclosures in respect of any of the improper
activities may send a communication to the Competent Authority/
Chairperson of the Audit Committee in appropriate or exceptional cases.
The Company''s web link given below contains details of the
establishment of such a mechanism
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. The intervening gap between the meetings was
within the period prescribed under the Companies Act, 2013 and the
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 2015-16 by the Comptroller & Auditor
General of India (C&AG), under the provisions of Section 139(5) of the
Companies Act, 2013. The said firms have been appointed as the
Statutory Auditors also for the Financial Year 2016-17 by the C&AG.
The Auditors'' Report does not contain any qualification, reservation or
During the year 2015-16, the Cost Audit Report has been filed with the
Ministry of Corporate Affairs on 05.10.2015. The due date for filing
the Cost Audit Report was 08.10.2015. This Cost Audit Report pertains
to the year 2014-15 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 Financial Year
2015-16. 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 Secretarial Audit for the Financial Year
2015-16. The Secretarial Audit Report for the Financial Year ended 31st
March, 2016 is annexed herewith in Annexure H to this Report. The
Secretarial Audit Report does contain an observation that The Company
has complied with the provisions of the Act, Rules, Regulations,
Guidelines, Standards mentioned therein except for non-compliance under
49(II)(A)(1)/(2) of the erstwhile equity Listing Agreement/Regulations
17(1)(a)/(b) of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 and further in terms of Clause 2.2 and 3.1.4 of the
Guidelines issued by DPE relating to the condition of having at least
one Woman Director as on 31st March, 2016 and half of the Board of
Directors shall comprise of Independent Directors and consequently the
Committee constitution requirement not met with during the period when
Independent Directors were not on the Board.
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
Government of India makes nomination/appointment of all categories of
Directors in accordance with the laid down Department of Public
Enterprises Guidelines. The subject matter of nomination/appointment of
adequate number of Independent Directors including Woman Director falls
under the purview of the Government of India. We have taken up the
matter with the Ministry of Petroleum & Natural Gas and necessary
actions are being initiated to fulfill the requirements and nominations
for adequate number of Independent Directors. It may be noted that the
Company was having a Woman Director from 19.05.2015 till 01.01.2016.
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
from an employee of a Contractor, which is currently under
investigation by the Internal Complaints Committee.
The Directors thank our customers, vendors, investors and bankers for
their continued support during the year. We place on record our
appreciation of the contribution made by employees at all levels.
BPCL''s consistent growth has been possible only due to their hard work,
solidarity, cooperation and support. We thank the Government of India,
Government of Maharashtra, Government of Kerala and all State
Governments, other Government agencies and Ministry of Petroleum &
Natural Gas for their guidance and support, and look forward to their
continued participation in BPCL''s growth.
For and on behalf of the Board of Directors
Place : Mumbai S. Varadarajan
Date : 11th August, 2016 Chairman & Managing Director