| Textual Information(1) |
Notes to Consolidated Financial Result: 1 The aforesaid financial results of Gujarat Energy Limited GEL or the Company for the quarter ended on 30th June 2026 were reviewed and recommended by the Audit Committee and approved by the Board of Directors at its meeting held on 11th August, 2026 at Gandhinagar, Gujarat. 2 These financial results have been prepared in accordance with the Indian Accounting Standards Ind AS notified under section 133 of the Companies Act, 2013, read together with the Companies Indian Accounting Standards - Ind AS Rules issued thereafter and the provisions of the Companies Act 2013, as applicable and guidelines issued by the Securities and Exchange Board of India SEBI and other recognised accounting principles and policies generally accepted in India to the extent possible. These financial results are presented in accordance with the requirements of Regulation 33 of the SEBI Listing Obligations and Disclosure Requirements Regulations, 2015 read with other relevant rules and circulars issued thereunder. The statutory auditors of the Company have carried out limited review of the financial results for the quarter ended on 30th June 2026 in pursuance to regulation 33ci of the SEBI Listing obligations and Disclosure Requirements Regulations, 2015 read with other relevant rules and circulars issued thereunder. The statutory auditors have issued an unmodified review report. 3 The Honble Ministry of Corporate Affairs, New Delhi Honble MCA vide final order dated 8th April 2026 Order or Honble MCA Order received by the Company on 17th April, 2026 sanctioned the Composite Scheme of Amalgamation and Arrangement the Scheme, as approved by the Board of Directors of the Company at its meeting held on 30th August 2024, among Gujarat State Petroleum Corporation Limited GSPC Transferor Company 1, Gujarat State Petronet Limited GSPL Transferor Company 2, GSPC Energy Limited GEL Transferor Company 3, Gujarat Energy Limited formerly known as Gujarat Gas Limited CompanyGGLTransferee CompanyDemerged Company and GSPL Transmission Limited GTLResulting Company and their respective Shareholders under Sections 230 to 232 and other applicable provisions of the Companies Act, 2013 and rules made thereunder the Scheme. The Scheme inter alia provides for i amalgamation of GSPC, GSPL and GEL with GGL with appointed date as 1st April, 2024 and ii post amalgamation, demerger of Gas Transmission Business Undertaking - GTBU into GTL with appointed date as 1st April, 2025. The Effective Date of the Scheme is 1st May 2026 i.e. the date of filing of certified copy of aforesaid Honble MCA Order, along with a copy of the Scheme, with the Registrar of Companies, Ahmedabad. As per the Scheme of Amalgamation and Arrangement, the Companys name has been changed from Gujarat Gas Limited formerly known as GSPC Distribution Networks Limited-GDNL to Gujarat Energy Limited Gujarat Energy from 14th May, 2026 on receipt of approval from Registrar of Companies RoC. The amalgamation, being common control business combination, had been accounted using pooling of interest method as prescribed in Appendix C ‘Business combinations of entities under common control’ of Ind AS 103 Business Combination in the Consolidated financial results for the quarter and year ended 31 March 2026 and the comparative financial information for the quarter had been restated with effect from first day of earlier period presented i.e. 1st April 2024. The Company had recorded all the asset, liabilities and reserves, as appeared in the books of all the Transferor Companies GSPC, GSPL and GEL, at their respective carrying amounts book value as appearing in the books of the Transferor Companies. All inter company balances including value of investments had been cancelled. Considering the above, the Company had recognised capital reserve on business combination in Other Equity as on Appointed date i.e. 1st April 2024. The resultant difference amounting to Rs. 2,427.68 Crores between the book value of assets, liabilities and reserves taken-over as on the appointed date and new shares to be issued to the shareholders of the the Transferor Companies is transferred debited to Capital Reserve on Business Combination in accordance with the Scheme and Ind AS 103 - Business Combination. Pursuant to the Scheme, 62,27,14,719 equity shares of Rs 2 each shall be issued at face value to the shareholders of Transferor Companies for transfer of the assets and liabilities as on the appointed date. The Board of Directors of Gujarat Energy Limited, on 16th May, 2026, have approved the allotment of 62,27,14,719 Equity Shares of Rs 2- each of the Company to the shareholders of GSPC Transferor Company 1 i.e. 35,20,17,714 Equity Shares and GSPL Transferor Company 2 i.e. 27,06,97,005 Equity Shares whose names were recorded in the Register of Members as on the Record Date i.e. 12th May, 2026. 4 Furtherance to Note 3, as per the Scheme, as on Demerger Appointed Date i.e. 1st April 2025, the Company has transferred assets, liabilities and reserves pertaining to GTBU to Resulting Company at their respective book values and hence, the Company derecognised the carrying value of the assets, liabilities and reserves pertaining to GTBU as on Demerger Appointed Date i.e. 1 April 2025. The resulting difference amounting to Rs 6,399.98 Crores arising between the carrying value of assets, liabilities and reserves is recognised in the retained earnings of the Company as on Demerger Appointed Date i.e. 1st April, 2025 as set out in the Scheme. Pursuant to the Scheme, inter-alia, provided for demerger, transfer and vesting of the Gas Transmission Business Undertaking - GTBU from the Company into the Resulting company i.e. GSPL Transmission Limited GTL on a going concern basis from 1st April 2025, the appointed date. Subsequently on 8th July 2026, the Board of Directors of GTL have approved the allotment of 31,27,43,617 equity shares of the Resulting Company GTL of Rs 10- each fully paid up to shareholders of the Company GGL as on the Record Date i.e., 2nd July, 2026, in the ratio of 1 One equity shares of Resulting Company GTL of Rs 10 each fully paid up for every 3 Three equity shares of the Company GGL of Rs 2 each fully paid up, pursuant to the Scheme. 5 The Group operates in the business of Exploration & production of Oil & Gas E&P, Gas trading, Power generation and City Gas Distribution and Regasification Business and the same are reportable business segments as per Ind AS 108 Segment Reporting. 6 The Financial results of the joint operations unincorporated joint ventures are prepared in accordance with the requirements prescribed by the respective Production Sharing Contracts or Joint Operating Agreement of the joint operations unincorporated joint ventures. In view of the same, certain adjustmentsdisclosures required under the mandatory Indian Accounting Standards and the provisions of the Companies Act, 2013 have been made in the Consolidated Financial Results to the extent information available with the Company as on the date. 7 The Company erstwhile Gujarat State Petroleum Corporation Limited – erstwhile GSPC has issued forfeiture notice to Jubilant Offshore Drilling Pvt Ltd JODPL against the capital contribution of Rs 494.81 crore made on behalf of JODPL in KG-OSN-20013 until 4th August, 2017. Based on the relevant clauses of the Profit-Sharing Contract PSC and Joint Operating Agreement JOA, it is reasonably expected by the Management that the forfeiture notice will be enforced and the Gujarat Energy Ltd. pertaining to erstwhile Gujarat State Petroleum Corporation Limited – erstwhile GSPC will be assigned a commensurate Participating Interest PI against the capital contribution. Further, both JOA & PSC provide that such contractual rights of erstwhile GSPC have primacy over the right of other lenders of JODPL. JODPL has filed for CIRP and basis the same, NCLT had passed the order for liquidation. In January 2018, the Company intimated to the Liquidator that the entire PI of JODPL cannot form part of liquidation estate of JODPL in the light of superior contractual rights having already been exercised by the Company. While, in June 2019, Liquidator had challenged the Company’s letter of forfeiture of JODPL’s PI, NCLT has dismissed such challenge of the Liquidator. The Liquidator has preferred an appeal before NCLAT against Order of NCLT. Additionally, the assignment of JODPLs PI is pending with the Management Committee MC of the Government of India and as the non-defaulting partner with a 10 PI in the block, the Company will be required to contribute against the cash call receivables from JODPL in future as well, as per the terms of the JOA. JODPL has also defaulted on cash calls raised by Oil & Natural Gas Corporation Ltd. ONGC after August 4, 2017. As per the JOA, the Company being the non-defaulting partner is required to contribute to the defaulted cash calls of JODPL. Such contribution made by GSPC on behalf of JODPL is secured by various provisions of the JOA and PSC for the KG Block which provide that GSPC has right of lien as well as forfeiture over JODPL’s share of revenues and PI. The Company had decided to provide for the entire amount of cash calls of Rs 527.00 Crores receivable from Jubilant Offshore Drilling Pvt. Ltd. JODPL as their is no future certainty of any receipt from the same. Accordingly, the Company had provided for Rs 527.00 crores considering the impairment carried out with respect to the Company’s own share of the KG Block assets till the financial year 2025-26 and there is no additional impairment provision required to be created in Quarter ended 30th June 2026. 8 The Company has considered the following major items as contingent liabilities as on 30th June 2026: 1 Disputed Income Tax demandsclaims by the Income Tax Authority amounting to Rs 1686.91 Crores and 2 In relation to a Request for Proposal for Supply of Natural Gas from its RJ-ON-901 Field for the period of April 1 2023 to March 31, 2024, Vedanta Limited had provisionally allocated certain quantities of natural gas to the Company erstwhile Gujarat State Petroleum Corporation Limited in response to bids submitted by the Company erstwhile Gujarat State Petroleum Corporation Limited. While the RFP required execution of a definitive Gas Sales Agreement, the Company erstwhile Gujarat State Petroleum Corporation Limited has not executed the definitive GSA. The Company erstwhile Gujarat State Petroleum Corporation Limited has also denied any obligation to offtake gas pursuant to the RFPDraft GSA. Vedanta Limited invoked Arbitration Proceedings against the Company erstwhile Gujarat State Petroleum Corporation Limited in August 2023 in response to which the Company erstwhile Gujarat State Petroleum Corporation Limited has disputed existence of Arbitration Agreement between the Parties. The matter is pending before Delhi HC on the issue of appointment of a substitute arbitrator on behalf of the Company erstwhile Gujarat State Petroleum Corporation Limited. As per statement made by Vedanta before Supreme Court in an SLP filed by it, Vedanta has averred claims of over Rs 1200 Crores against the Company erstwhile Gujarat State Petroleum Corporation Limited in arbitration proceedings which are yet to be commenced. The Company erstwhile Gujarat State Petroleum Corporation Limited has denied the claims as well as existence of arbitration agreement itself. 9 1 Subsidiary GSPC LNG Limited GLL has not provided for the interest for Rs 89.66 Crores on the delayed payments to EPC Contractor. As per the terms of Contract with EPC Contractor, there is a provision for payment of Interest on delayed payment to EPC Contractor and also a provision for set off against early payments to them. This amount shall be finalized on final settlement of accounts with these parties after negotiation. Hence, no provision for interest of approx. Rs 89.66 Crores on delayed payments has been made in this regard. 2 Subsidiary GSPC LNG Limited GLL has developed the LNG terminal at Mundra Port where Adani Ports and Special Economic Zone Limited APSEZL is Concessionaire. APSEZL has developed the Marine infrastructure as Shore Protection, Land Reclamation, Jetty and other infrastructure as Power and Water infrastructure and also provides port services for operation of the LNG Terminal under a Sub Concession structure. A preliminary agreement was executed between GLL and APSEZ in September, 2014 which provided that the parties shall enter into Sub Concession Agreement SCA and other related agreements called Project Agreements and an amount of Rs 50.00 Crores was paid to APSEZL. The Project Agreements are yet to be signed due to dispute between the parties on commercial charges thereunder and hence for commencement and continued peaceful operation of LNG terminal, interim settlement & arbitration agreement has been executed on 24.12.2019 between GSPC LNG and APSEZL. Accordingly, GLL has also paid Rs 666.00 Crores in FY2019-20 as adhoc on account payment for right to use as above facilities which amount shall be adjusted as per the Final Award. The Final Award has been received on 30.08.2025. As per the final award, the balance amount of Rs 157.22 Crores was paid to APSEZL and considered Rs 112.32 Crores towards capex and Rs 44.90 Crores towards opex as reported in the financials statement for 2025-26. The said arbitration award is further challenged by APSEZL us 34 of Arbitration and Conciliation Act,1996 in Bombay High Court. 10 In respect of subsidiary GSPC JPDA Ltd, the Board of Directors of the GSPC JPDA Ltd, in their meeting held on 19th February 2026, passed a resolution approving the Voluntary Liquidation of the GSPC JPDA Ltd and for placing the proposal for approval of the Shareholders of the Company. Subsequently, the Shareholders, in the Extraordinary General Meeting of the GSPC JPDA Ltd held on 24th February 2026, accorded approval to voluntarily liquidate the affairs of the Company through a Special Resolution, and the liquidation process has since commenced. The holding Company has provided 100 provision for impairment of investment made in GSPC JPDA Ltd. 11 The Company is in the process of harmonizing employee compensation, leave, retirement benefits and other HR policies following the merger. The financial impact, if any, arising on account of such compensation structure and policy alignment is being evaluated and the same will be recognized in accordance with applicable India Accounting Standards as and when the obligations become measurable and ascertainable. 12 During the current quarter, pursuant to the Amalgamation Order passed by the Office of the Charity Commissioner, Gujarat, Social Welfare Trust SWT has merged with SETU Society with effect from 1st May, 2026. Hence, with effect from 1st May, 2026, this entity ceases to be a subsidiary 100 Controlled Entity of the Group. Accordingly, the assets and liabilities pertaining to this entity as included Consolidated Financial Result of the group have been derecognized as on 30th April, 2026, and the resulting loss of Rs 4.82 crore is accounted as Other Expenses in the Statement of Profit and Loss for the quarter ended 30th June, 2026. 13 The Consolidated Financial Results of the Group includes the results of the following entities for the quarter ended on 30th June 2026: - Name of Entity Relationship as at 30th June, 2026 Gujarat Energy Limited formerly known as Gujarat Gas Limited Holding Company Gujarat State Energy Generation Limited Subsidiary Guj Info Petro Limited GIPL Subsidiary GSPC Pipavav Power Company Limited GPPC Subsidiary GSPC LNG Limited Subsidiary GSPC JPDA Limited in liquidation Subsidiary Sabarmati Gas Ltd Joint venture JV Alcock Ashdown Gujarat Limited in liquidation Associate 14 The figure for quarter ended 30th June, 2026 have been restated pursuant to the approval of Honble MCA of the Scheme of Amalgamation and Arrangement and comparison with previously reported figures is as under: Rs in Crores Sr. No. Particulars Quarter ended Reported Restated a Total Income 4,124.77 6,174.12 b Total Expenses 3,684.90 5,487.44 c Profit Before Tax 440.74 728.26 d Tax Expenses 113.10 181.31 e Profit After Tax 327.64 546.95 f Total Comprehensive Income after tax 328.99 560.52 g Earning Per Share 4.76 6.28 |