Torrent Gas Limited

This section provides an overview of the industry context, referencing an industry report commissioned for the purpose of confirming understanding in connection with the Offer. It discusses the global macroeconomic environment, noting trends in real GDP growth, trade dynamics, and the divergence between advanced economies and emerging markets. The text then shifts to the Indian macroeconomic overview, highlighting robust GDP growth, structural normalization, and factors supporting industrial activity and energy demand. Finally, it details the role of natural gas in the Indian energy ecosystem, its market structure, and the government's policy objective to increase its share.

This section details various aspects related to energy efficiency comparisons, the growth of natural gas demand globally and domestically, and the structure of India's natural gas sector. It compares crude oil and LNG energy content, discusses the growth drivers for natural gas demand, and outlines how policy and infrastructure development have shaped the city gas distribution (CGD) sector. Furthermore, it covers the impact of geopolitical events on gas supply and the evolution of the CGD sector into a self-reinforcing ecosystem.

The City Gas Distribution (CGD) segment in India is undergoing a significant transformation, driven by government policies promoting natural gas as a cleaner fuel source. Demand is expanding across various segments, including private CNG vehicles, logistics fleets, domestic PNG households, commercial establishments, MSMEs, and large industries. The sector has evolved from isolated areas to a contiguous national framework, with investment shifting towards a balanced participation from private companies and Oil Marketing Companies (OMCs). Furthermore, the gas sourcing ecosystem has expanded to include international LNG markets, and infrastructure development is connecting various parts of India into a unified gas market.

The text details various regulatory developments and guidelines concerning the natural gas sector, including bidding rounds for Geographical Areas (GAs), various regulatory orders, and guidelines for infrastructure and connectivity. It covers aspects such as market expansion, regulatory certainty for gas allocation during disruptions, technical standards for LNG fuelling stations, and provisions for transitioning consumers from LPG to PNG. Furthermore, it discusses pipeline connectivity, tariff revisions, and guidelines aimed at accelerating PNG penetration and infrastructure expansion.

The regulatory landscape for city gas distribution (CGD) in India has seen significant reforms aimed at accelerating infrastructure development and promoting cleaner fuels. Various state governments have introduced single-window systems, digital platforms, and streamlined approvals to reduce bureaucratic hurdles for pipeline laying and station setup. These reforms aim to enhance transparency, speed up project timelines, and create a more predictable environment for investors. Furthermore, there is a trend towards supportive taxation, with various states reducing Value Added Tax (VAT) on natural gas to improve affordability and support the growth of the sector.

The CGD sector benefits from various government initiatives and market dynamics, including tax reforms and incentives, which are crucial for growth. The sector sources gas from a diversified portfolio, including administered pricing mechanisms, high-pressure/high-temperature gas, and other domestic sources. Furthermore, the sector is seeing growth driven by the emergence of Compressed Bio Gas (CBG) and increasing reliance on LNG imports. India's natural gas consumption is projected to grow significantly, making the CGD sector a key driver for incremental demand. Integrated players with established LNG sourcing and regasification capabilities are well-positioned to support long-term growth in this market.

This section discusses various aspects of natural gas (PNG) utilization, including commercial and industrial applications, market dynamics, and fuel comparison against alternate fuels. Commercial PNG offers benefits by eliminating cylinder handling and reducing inventory costs compared to LPG. Industrial PNG provides a scalable, high-volume supply for industries, offering advantages like continuous pipeline supply, reduced downtime, and compliance with environmental regulations. The text also details the market for CNG vehicles, noting strong growth in the sector, and analyzes the economic viability of Industrial PNG versus alternative fuels like furnace oil, coal, pet coke, and propane.

The sector benefits from strong policy support, which creates a moat through guaranteed supply and accelerated network commissioning. Key benefits include reduced cash-flow friction for consumers by shifting from upfront refills to metered, post-paid supply, improved continuity of supply, and lower logistics intensity. Furthermore, the sector enjoys a policy-backed moat due to guaranteed supply, fast-track approvals, and mandated transitions, which create a multi-year volume conversion opportunity. The market is characterized by high utilization of installed infrastructure and increasing pressure for customer conversion.

The text details various policy initiatives related to natural gas, including tariff rationalization, blending mandates, and infrastructure support, which are designed to underpin the growth of the Compressed Bio Gas (CBG) sector. It also discusses the global LNG market, noting an expected supply glut and the resulting competitive advantages for City Gas Distribution (CGD) operators. Furthermore, the text covers the expansion of pipeline infrastructure, the growth of road networks, and the creation of new economic corridors that create opportunities for PNG-Domestic demand.

The text discusses the role of tourism in driving growth for City Gas Distribution (CGD) businesses by generating significant traffic across various travel circuits. It details how positioning CNG stations near tourist hubs and along high-traffic corridors can boost seasonal volumes and optimize network expansion. Furthermore, the text analyzes the economics of CNG compared to other fuels, showing that CNG offers a favorable Total Cost of Ownership (TCO) for mass-market consumers by balancing upfront costs and operating expenses. It highlights that CNG provides convenience, reduced refuelling anxiety, and environmental benefits, while also noting the evolution of CNG vehicle technology from single-cylinder to dual-cylinder systems, which has improved safety and consumer confidence.

The passenger CNG vehicle market is growing rapidly, driven by favorable fuel economics, with CNG offering significantly lower running costs than petrol. This growth is supported by expanding infrastructure, such as national highways and CNG stations, and OEM innovation. Conversely, the adoption of Electric Vehicles (EVs) faces challenges related to charging infrastructure and upfront costs, though they are expected to gain traction in short-distance transport. The natural gas distribution ecosystem offers advantages over petroleum products through a streamlined, safe, and low-emission underground pipeline network.

The section details the growth trajectory of city gas distribution networks in Mumbai, noting a consistent acceleration driven by metropolitan advantages like high population density and a strong economic base. It also discusses the introduction of CNG operations in Chennai and the expansion of CNG infrastructure in other cities like Pune and Jaipur. Furthermore, the text covers government actions regarding natural gas allocation, which prioritize supply for CNG and domestic PNG, and the impact of geopolitical scenarios on gas supply logistics. It contrasts the reliance on physical cylinder logistics with the pipeline-based delivery model for PNG and highlights the sector's resilience against global energy shocks.

This section provides financial benchmarking data for the issuer against other City Gas Distribution (CGD) companies, including Torrent Gas Limited, Indraprastha Gas Limited, and Adani Total Gas Limited, across different fiscal years. The data includes comparisons of sales, revenue growth rates, and various financial metrics. Torrent Gas Limited showed significant gas volumetric growth, outperforming peers, and has demonstrated a steady ramp-up in gas sales volume over a short period. Furthermore, the text details the geographical reach of Torrent Gas Limited and its natural gas per capita consumption compared to the national average for CGD companies.

Torrent Gas Limited demonstrated superior revenue growth compared to benchmarked CGD entities, showing a ~37.17% CAGR over FY24–FY26 and ~28.01% year-on-year growth for Q1-FY27 vs Q1-FY26. This strong growth reflects the rapid scaling of operations across its authorized geographical areas. Furthermore, Torrent Gas was the only player to show a sharp and sustained improvement in EBITDA, increasing by ~65.64% year-on-year for Q1-FY27 vs Q1-FY26, indicating operating leverage from volume scale-up. The company holds the largest ready-to-use asset base among private sector companies and operates the largest private sector CGD infrastructure network in India by capitalized asset base as of March 31, 2026.

This section details various aspects related to the City Gas Distribution (CGD) business, including geographical data, risk assessment, and competitive positioning. It discusses the physical geography of several districts, outlines risks such as gas sourcing, pipeline infrastructure, currency fluctuations, and demand for alternative fuels like EVs and LPG. Furthermore, it covers risks related to slow PNG adoption and competition from propane/LPG in industrial segments. The text also provides mitigation strategies, such as multi-indexed sourcing, pass-through pricing, and strategic market diversification to manage various risks.

The company operates as an integrated city gas distribution (CGD) company in India, connecting natural gas producers and suppliers to end-users such as domestic households, commercial establishments, industrial consumers, and vehicles. The company has licenses granted by the Petroleum and Natural Gas Regulatory Board (PNGRB) and is present across 17 authorized Geographical Areas, 34 districts, seven states, and one union territory. The company has achieved significant growth in peak gas sales, demonstrating benefits from infrastructure expansion and a growing consumer base. Furthermore, the company ranks highly against benchmarked CGD entities in several aspects, including coverage area density and revenue growth.

The company operates infrastructure including pipelines and CNG stations, with a network designed to accommodate incremental gas volumes. They have faced challenges during the COVID-19 period by scaling infrastructure using natural gas as an essential commodity. The company has a significant market position, being one of the largest ready-to-use asset bases among private sector companies, and consistently ranks among the top companies in maintaining a healthy gross margin per SCM compared to benchmarks. The business model involves a diversified operating mix of company-owned, dealer-owned, and oil marketing company formats for distribution. The company benefits from long-term exclusivity periods granted by PNGRB, which provide rights to market CNG and PNG and develop infrastructure.

The company employs a consumer-focused approach to demand creation across both CNG and PNG segments. For CNG, demand is captured through an expansive station network, consistent service standards, and reliable fuel availability, including leveraging through-traffic and intercity movement. In the PNG segment, demand is driven by infrastructure-led, location-focused onboarding where household connections are prioritized in areas with available pipeline infrastructure. For industrial and commercial consumers, network expansion into industrial clusters and commercial hubs, combined with competitive pricing, supports recurring demand growth. The business framework embeds safety, environmental, and social governance (ESG) considerations, ensuring compliance with technical standards and community engagement. The company facilitates the adoption of cleaner gaseous fuels to reduce local air pollutants and support the transition to lower-carbon energy pathways.

The company operates within the natural gas and city gas distribution sector, which has undergone a structural transformation supported by government policies aimed at cleaner fuel transition. The sector has evolved from city-specific models to a contiguous, pan-India ecosystem, with investment shifting towards private players. The company claims to operate the largest private sector CGD infrastructure network in India by capitalized asset base as of March 31, 2026. The infrastructure is built through a disciplined bidding process focused on long-term operational viability rather than pure expansion, resulting in a portfolio of large, multi-district Geographical Areas. The network includes various pipeline infrastructure and city gas stations designed to support multi-segment demand.

The company demonstrates a strong ability to create and scale demand across both CNG and PNG segments by employing disciplined execution, market seeding, and phased infrastructure rollout across its Geographical Areas. The company shows a track record of rapidly scaling gas sales volumes, with significant growth rates compared to industry benchmarks. Demand creation is achieved through a micro-market-led approach, identifying priority corridors, and utilizing early availability of infrastructure, including the use of interim solutions to accelerate market entry. The company also shows expertise in deploying flexible, interim infrastructure solutions to convert demand in the industrial PNG segment and in aggregating policy-backed transport demand for CNG. Furthermore, the company has a diversified gas sourcing portfolio and a disciplined financial and capital allocation framework that supports modular infrastructure development and inorganic growth.

The company benefits from the operational capabilities of the Torrent Group, including expertise in gas sourcing, energy retailing, technology deployment, and risk management. This includes securing natural gas supply through long-standing relationships and agreements with global suppliers. The senior management team possesses deep sectoral expertise across the natural gas and city gas distribution value chain. The company maintains robust internal control systems, compliance teams, and regular engagement with regulatory authorities like the PNGRB to ensure safety and ethical operations. The company's strategies focus on expanding last-mile infrastructure, increasing consumption through targeted consumer engagement, and participating in the LNG ecosystem.

The company serves a diversified consumer base across transportation, domestic, commercial, and industrial segments through 17 authorized Geographical Areas, leveraging exclusive marketing rights and infrastructure deployment to manage demand and revenue mix. The consumer portfolio includes CNG users, domestic PNG consumers, and industrial PNG consumers, each with distinct demand drivers and pricing structures. The company operates across a diverse mix of geographical areas, including metropolitan areas and state capitals, to access various urban centers, industrial clusters, and transport corridors. Gas procurement involves a combination of domestic allocations and market-linked sourcing, including various gas types and trading platforms, to ensure supply stability and cost optimization.

The company operates a diversified infrastructure and distribution network across authorized Geographical Areas to supply natural gas to various consumers. The core network includes high-pressure underground steel pipelines and medium-density polyethylene (MDPE) pipelines for last-mile connectivity. The infrastructure planning involves deploying various formats such as CNG stations (COCO, DODO, OMC), alongside pipeline connectivity, and utilizing interim solutions like daughter booster stations to seed demand before full infrastructure rollout. The company adheres to strict regulatory standards and has implemented an integrated management system covering quality, environment, and occupational health and safety.

The company emphasizes robust safety protocols, including near-miss reporting, safety audits, mock drills, and emergency response plans to ensure preparedness. Environmental monitoring covers emissions, waste, and water usage, with initiatives focused on conservation and responsible resource use. Safety culture is reinforced through structured governance, and the company has recorded two fatalities among third-party contractors in FY 2026, though no fatalities were recorded among permanent employees during the same period. The company operates in strict compliance with technical and safety standards prescribed by PNGRB and other authorities. Detailed standard operating procedures cover the construction, commissioning, operation, and maintenance of various infrastructure, including pipelines and stations. Operations involve preventive and routine maintenance across the city gas distribution network, and daily gas management is coordinated to balance supply and demand.

This section details the company's registered and corporate office locations, as well as the operational footprint of its city gate stations. The company operates 18 city gate stations as of March 31, 2026, with two operating on a leasehold basis, and its subsidiaries operate seven city gate stations, three of which are leasehold. On a consolidated basis, the company manages 40 COCO Stations, with 15 being operated on a leasehold basis. The text also extensively outlines various key statutes, rules, and regulations applicable to its business operations in India, including those related to petroleum, natural gas, and city gas distribution networks.

This section details various regulations, guidelines, and policies related to the handling, distribution, and infrastructure of natural gas and petroleum products in India. It covers emergency response plans, standards for retail outlets, regulations for LNG terminals, guidelines for commissioning and supply of natural gas networks, and policies concerning pipeline laying across various infrastructure like National Highways. Furthermore, it outlines rules for handling explosives, pressure vessels, and legal aspects related to weights and measures.

The provided text details a comprehensive framework of various Indian laws and standards applicable to the company's operations, covering environmental protection, industrial safety, labor relations, and securities market regulations. It references numerous rules and acts concerning chemical accidents, pollution control, hazardous waste management, fire safety, and various aspects of labor laws. Furthermore, it outlines the regulatory oversight by the Securities and Exchange Board of India (SEBI) concerning securities markets, including regulations for insider trading, fraudulent practices, and the issuance of capital.

The company is governed by various regulations concerning the acquisition of shares and takeovers, specifically the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, which apply to listed companies. Furthermore, the company must comply with other applicable Indian laws, including those related to building and fire safety, contract law, foreign trade laws, and regulations imposed by Central and State Governments and other authorities.

The company's history began with its incorporation as 'Torrent Gas Private Limited' in Ahmedabad, Gujarat, on May 28, 2018, as a private limited company. This was followed by a conversion to a public limited company and a name change to 'Torrent Gas Limited' on October 19, 2023. The company's Memorandum of Association has undergone several amendments regarding its authorized share capital over the preceding ten years. Key operational milestones include various authorizations for city gas distribution networks, acquisitions of geographical areas, commissioning of various gas stations, and significant pipeline laying achievements. The company is currently held by Torrent Investments Limited, and it has subsidiaries including Torrent Gas Chennai Private Limited, Torrent Gas Jaipur Private Limited, and Dholpur CGD Private Limited.

This section details the shareholding structure, lack of associates or joint ventures, and recent corporate actions. It notes that the company has not made material acquisitions or divestments in the last ten years. A significant event is the amalgamation scheme approved by the National Company Law Tribunal, which involved consolidating activities across different regions. Furthermore, the company details the acquisition of Dholpur CGD Private Limited, which resulted in Dholpur CGD becoming a subsidiary. The text also covers investments in the Indian Gas Exchange Limited and details various agreements, including guarantees provided by the holding company to the Petroleum and Natural Gas Regulatory Board, and a business transfer agreement for Torrent Gas Jaipur Private Limited.

This section provides various definitions and abbreviations used within the Updated Draft Red Herring Prospectus-I. It defines terms related to the company, such as the legal name, incorporated status, and registered office. It also outlines various terms concerning the offer process, including different types of bidders, the process for bid submission, and the roles of various intermediaries and committees. Specific definitions are provided for terms related to the offer price, allotment, and the parties involved in the bidding process.

This section defines various terms related to the issuance process under the Draft Red Herring Prospectus, including different types of bidders, intermediaries, and relevant documentation. It specifies various categories of bidders such as Designated Intermediaries based on the type of ASBA form used, different types of investors like Eligible Employees and FPIs, and various aspects of the offer such as the Offer, Offer Price, and the Employee Discount. It also details the process for UPI Bidders, including the mechanism and the required components for their bids.

This section primarily lists various conventional and general terms and abbreviations used within the prospectus. It defines numerous financial, legal, and regulatory terms such as different types of Investment Funds (AIFs, FPIs, FVCIs), various Acts and rules, financial metrics, and specific gas/energy related terms. It also details geographical areas authorized for the company's operations and lists various financial calculations like Gross Margin, Return on Capital Employed, and various growth rates.

This section primarily outlines conventions regarding the use of financial information, currency, and time references within the Draft Red Herring Prospectus. It specifies that financial data is derived from Restated Consolidated Financial Information and details various limitations and disclaimers related to accounting standards (Ind AS, GAAP, IFRS). Furthermore, it covers the sourcing of industry and market data, including reliance on a report commissioned by the company. The text also includes specific notices regarding the offering of equity shares in various jurisdictions like the US, EEA, and UK, detailing restrictions on who can invest.

The provided text outlines various regulatory requirements and risk factors related to the offering of Equity Shares. It specifies that the prospectus is directed only to relevant persons and details conditions related to product governance, including the target market assessment. It also discusses various risks, such as potential losses, inability to meet financial obligations, reliance on third-party suppliers, and exposure to market and economic uncertainties.

The company faces various risks related to its financing arrangements, including restrictions on transferring assets and potential issues with debt servicing, which could negatively impact its business and financial condition. The company relies heavily on the Torrent Group for operational and strategic aspects, including joint gas procurement and group-level relationships with lenders and investors. Furthermore, the company has contingent liabilities, such as disputed tax and income tax matters, and lease arrangements for its properties, which expose it to risks concerning renewals and regulatory changes. The company's revenue is heavily dependent on CNG sales, which are vulnerable to shifts towards electric vehicles and competition from alternative mobility solutions. Gas procurement involves numerous suppliers, and disruptions from key suppliers, such as GAIL (India) Limited, could affect gas availability and cost.

This section details various financial metrics and operational risks related to gas costs, revenue, and sales segments. It discusses potential increases in gas costs due to government allocations, market dynamics for LNG, and geopolitical conflicts affecting natural gas supply. Furthermore, it outlines risks related to CNG vehicle sales, such as OEM production cycles and consumer preferences, and the dependence on third-party operators for CNG station networks.

The company faces various risks related to gas procurement, including potential adverse effects from government allocation policies, fluctuating gas prices, and sourcing mix volatility. The company is exposed to counterparty credit risk from consumers, which can impact cash flows through delayed or non-receipt of payments. Furthermore, the company is subject to risks from re-instatement charges for infrastructure work and potential delays in meeting Minimum Work Program commitments set by the Petroleum and Natural Gas Regulatory Board (PNGRB).

The provided text discusses various risks related to insurance coverage, promoter influence, market competition, and dependence on third-party pipeline infrastructure. It details that insurance policies are subject to annual renewal and that losses exceeding coverage could adversely affect the business. Furthermore, the company's ability to expand is dependent on acquiring other entities or assets, and there are risks associated with third-party pipeline disruptions and changes in tariff structures.

This section details various risks associated with the company's operations, primarily focusing on safety incidents, supply chain disruptions, and market dynamics. Risks include breakdowns at supplier networks, third-party pipeline incidents, and the potential for negative publicity regarding safety. The text also outlines dependencies on various logistics and infrastructure, the sensitivity of CNG and CBG sales to urban mobility and economic conditions, and exposure to competition from alternative fuels based on crude oil price fluctuations.

The provided text details various operational and legal aspects of the company's business, including gas volume contributions, labour practices, and pending legal proceedings. The company faces competition from CBG producers and the impact of marketing exclusivity expiration on sales. Furthermore, the text outlines risks related to labour availability, contractual manpower, and potential regulatory actions. It also mentions outstanding criminal proceedings against company promoters and directors, as well as business transfer transactions.

The provided text details various aspects related to the company's legal and operational risks, including litigation, capital requirements, credit ratings, currency exposure, and dependency on key personnel. It mentions outstanding criminal complaints against Torrent Pharmaceuticals Limited directors, potential adverse effects from various legal actions, and the company's capital-intensive nature for network expansion. Furthermore, it outlines dependencies on steady fuel offtake, the sensitivity of demand to economic cycles, and risks associated with delays in commissioning new infrastructure.

The provided text discusses various operational and financial risks related to the company's business, including infrastructure utilization, market fluctuations, and regulatory environments. Key concerns include the potential for low utilization of compression and pipeline infrastructure due to demand variations, the impact of market conditions on key performance indicators, and risks associated with customer complaints and IT system failures. Furthermore, the text highlights risks from the natural gas industry itself, such as sourcing risks, currency exposure, and competition from alternative fuels. Liquidity risks are also noted due to unsecured loans, and the business is susceptible to adverse weather and seasonal variations affecting demand and supply planning.

The section discusses various risks related to fraud, misconduct, and delays in paying statutory dues. It notes that while internal controls exist, they may not always prevent all instances of fraud, and such incidents could lead to financial losses or regulatory scrutiny. Furthermore, there have been instances of delays in paying statutory dues, which could result in penalties. The text also details the nature of statutory dues, including employee provident fund contributions, ESIC, professional taxes, and TDS on salary, and provides tables detailing instances of non-payment across different financial years. The section also covers issues related to related party transactions involving land acquisitions and the reliance on third-party research reports for industry information.

The provided text discusses various risks related to the business operations, the regulatory environment in India, and macroeconomic factors that could adversely affect the company's business, results of operations, financial condition, cash flows, and prospects. Risks include changes in accounting standards, political and economic instability, changes in laws and regulations, and potential disruptions from natural disasters or civil unrest. Furthermore, the text addresses the potential impact of competition laws, the uncertainty of tax laws, and the ability to attract foreign investment.

The provided text discusses various legal and regulatory risks and considerations related to the company's operations and equity shares. It covers issues such as restrictions on foreign ownership, difficulties in enforcing foreign judgments against the company, potential impacts of inflation on costs, and fluctuations in exchange rates affecting equity share value. Furthermore, the text details risks associated with the offer and equity shares, including potential market fluctuations, surveillance measures by stock exchanges, and the possibility of future dilution due to new equity issuances.

The provided text discusses restrictions on the withdrawal of bids by different investor categories and the potential impact of various economic and business events on bidders' decisions. It details that Qualified Institutional Buyers (QIBs) and Non-Institutional Investors are restricted from withdrawing bids after submission, whereas Retail Individual Investors can revise their bids during the offer period but must withdraw by the closing date. Furthermore, it warns that adverse changes in monetary policy, financial, political, or economic conditions may arise between bid submission and allotment, potentially affecting bidders' ability to sell allotted shares or causing the trading price to decline post-listing.

This section presents various financial statements, including the restated consolidated statement of profit and loss, cash flows, and a summary of contingent liabilities. The profit and loss statement details revenues, expenses, and resulting profits over different periods. The cash flow statement shows the movement of cash from operating, investing, and financing activities. Finally, the contingent liabilities section outlines disputes related to tax matters, boundary claims, and bank guarantees concerning gas supply.

This section details various related party transactions categorized by the nature of the transaction, the related party, and the time period for which the data is reported. The transactions involve entities such as Torrent Power Limited Enterprises, Dholpur CGD Private Limited Subsidiary, and various financial activities. The data is presented across different timeframes, including three-month and yearly periods ending in June 2026, June 2025, and the years ending in March 2026, 2025, and 2024.

This section details various transactions and relationships with related parties, including revenue percentages and contributions to employee benefit plans for different subsidiaries. The data covers periods spanning from the three months ended June 30, 2025, to June 30, 2026, and for the years ended March 31, 2024, 2025, and 2026. Specific transactions involve loans, interest income, and contributions to various employee benefit trusts across different entities like Torrent Gas Private Limited.

This section presents various financial metrics related to transactions and guarantees, categorized by time periods and related parties. It details percentages of revenue from operations for different periods, as well as various guarantees given to bankers. The data includes comparisons between different timeframes and involves entities such as Torrent Investments Limited and Dholpur CGD Private Limited.

This section details the various corporate and professional relationships associated with the Draft Red Herring Prospectus. It lists the registered and corporate offices of the company, the details of the Board of Directors, the contact information for the Company Secretary and Compliance Officer, and the various entities involved in the offering process such as Book Running Lead Managers, the Registrar, and the legal and statutory auditors. Furthermore, it outlines the various roles and responsibilities allocated among the Book Running Lead Managers for different activities related to the prospectus and the post-issue process.

This section details various procedures and lists related to how investors can participate in the public issue, including different methods for submitting bids and the lists of eligible intermediaries. It specifies requirements for Syndicate Banks, Registered Brokers, Registrar and Share Transfer Agents, and Collecting Depository Participants. Furthermore, it clarifies that no credit rating, debenture trustee, or monitoring agency is required for this offer, and outlines restrictions on bid withdrawals based on the type of bidder. The book-building process involves determining a price band in consultation with Book Running Lead Managers.

The company's authorized share capital is detailed, showing a total of 2,17,44,00,000 Equity Shares and 2,41,60,00,000 preference shares. The prospectus outlines an offer for the sale of up to 33,50,00,000 Equity Shares by the Promoter Selling Shareholder. The documentation also provides a history of equity share allotments, detailing various transactions with Torrent Investments Limited over several years. Furthermore, the section clarifies the shareholding structure, indicating that the Promoters collectively hold 100.00% of the issued equity share capital.

This section details the history of the build-up of promoter shareholding in the company, including various allotments and rights issues over several years. It also outlines provisions regarding the locking-in of promoter contributions and the restrictions on pledging of equity shares. The text confirms that all equity shares held by promoters are fully paid-up and that no such shares are currently pledged or otherwise encumbered.

The section discusses various aspects related to the terms of a loan, including lock-in periods for equity shares allotted to Anchor Investors, which are set for 90 days and 30 days respectively from the allotment date. The text then details the shareholding pattern of the company as of the Updated Draft Red Herring Prospectus – I, including definitions for various categories of shareholders and different metrics for shareholding percentages. It also specifies the ownership structure, noting that Torrent Investments Limited holds 100.00% of the issued equity shares, with a small portion held by various nominees. Furthermore, the section outlines restrictions on future equity share issuance and transactions by promoters and members of the promoter group.

The objects of the offer are primarily to achieve the benefits of listing the Equity Shares on Stock Exchanges and to carry out an Offer for Sale of up to 33,50,00,000 Equity Shares by the Promoter Selling Shareholder. The company expects that the listing will enhance its visibility and brand image and provide a public market for the Equity Shares in India. The section details the authorization by the Promoter Selling Shareholder and outlines the utilization of the offer proceeds, noting that the proceeds will be received by the Promoter Selling Shareholder after deductions of offer-related expenses and taxes.

The section details several aspects of the company's performance, including its ability to drive demand across CNG and PNG segments, its cost-effective gas sourcing portfolio, and financial discipline in capital allocation. The text provides metrics on scaling gas sales volumes over time, compares gross margins against industry benchmarks, and outlines various financial ratios and key performance indicators.

This section presents various financial and operational Key Performance Indicators (KPIs) for the company across different periods, including fiscal years and three-month periods. The data includes metrics such as revenue, margins, earnings before interest tax depreciation and amortization (EBITDA), profit/loss, working capital cycle, debt-to-equity ratio, return on capital employed (RoCE), and various volume and connection metrics. The data is also compared against listed peers.

The provided text discusses various aspects related to the offer documentation, including definitions for growth in volume, types of connections, and limitations on comparisons of Key Performance Indicators (KPIs) due to the absence of material acquisitions or dispositions. Furthermore, it details the lack of primary or secondary issuances of shares within specified timeframes. The text also includes a statement regarding special tax benefits available to the company and its shareholders under various Indian tax laws, along with disclaimers about the scope of the statement and the advice to consult tax consultants.

This section details the statement of possible special direct tax benefits available to the company and its material subsidiaries and shareholders under Indian tax laws. It outlines various provisions related to corporate tax rates, deductions for employee costs, inter-corporate dividends, and tax treatment for capital gains. The statement clarifies that the availability of these benefits depends on the fulfillment of specific conditions prescribed by the relevant sections of the Income-tax Act, 1961. Furthermore, it provides notes regarding the interpretation of these laws and the dependency of the benefits on the choices made by the company or its shareholders.

This section addresses the statement of possible special indirect tax benefits available to the company, its material subsidiaries, and its shareholders under various Indian tax laws. It clarifies that the statement is limited to specific indirect tax laws and does not cover income tax law benefits or benefits under any other law. Furthermore, the statement is intended only for general information to investors and is not a substitute for professional tax advice. The benefits discussed are not exhaustive and are subject to changes in law.

This section primarily details the scope and responsibilities of the Independent Auditor's Examination Report on Restated Consolidated Financial Information related to the Proposed Initial Public Offering of Torrent Gas Limited. It outlines which financial statements (including interim and consolidated statements) were examined, the periods covered, and the standards under which they were prepared. The report confirms that the financial information was prepared in accordance with various regulations and guidance notes, and the Board of Directors' responsibility includes designing and maintaining internal controls.

This section provides various financial statements for Torrent Gas Limited, including the Restated Consolidated Statement of Assets and Liabilities, Profit and Loss, and Changes in Equity. The data is presented for different periods, including three-month periods ending June 30, 2026, June 30, 2025, and annual periods ending March 31, 2026, March 31, 2025, and March 31, 2024. The data includes details on assets, liabilities, income, expenses, profit/loss, tax, and various components of equity.

This section details the restated consolidated financial information for Torrent Gas Limited, including the statement of changes in equity and cash flows across different periods. The data covers three-month periods ending June 30, 2026 and June 30, 2025, as well as full years ending March 31, 2026, March 31, 2025, and March 31, 2024. The cash flow statement includes various adjustments and movements in working capital components, resulting in net cash flows from operating, investing, and financing activities.

This section details various accounting policies and critical estimates related to the financial statements, primarily concerning Property, Plant and Equipment (PPE). It outlines management's judgment in determining the useful life of assets, which is influenced by factors like license agreements. It also discusses contingent liabilities, the valuation of defined benefit plans, and the recognition of deferred tax assets. The text provides extensive tabular data showing the movement in carrying amounts, depreciation, and disposals for different asset classes across various reporting dates.

This section details various financial line items related to Capital Work-in-Progress (CWIP), Right-of-Use assets, and Other Intangible Assets, presenting balances as of June 30, 2026, June 30, 2025, and March 31, 2026, March 31, 2025, and March 31, 2024. It includes information on additions, disposals, depreciation, and amortization for these assets across different periods. Specific notes clarify the accounting policies, such as the recognition of borrowing costs related to CWIP and the amortization schedules for intangible assets.

This section details various accounting treatments and balances for Torrent Gas Limited across different reporting periods, including goodwill, investments, loans, inventories, trade receivables, and cash. It provides historical data for these items, showing changes from March 31, 2024, to June 30, 2026. Specific details are provided regarding the accounting policies for these assets and liabilities, such as the classification of investments and trade receivables.

This section details various financial and equity components of Torrent Gas Limited, including current assets, equity structure, and various long-term borrowings. It provides historical data for receivables, advances, prepaid expenses, and various financial instruments. Furthermore, it outlines the details of equity share capital, including authorized, issued, and paid-up shares, along with reconciliations of outstanding shares. The text also extensively covers different types of borrowings, such as secured loans, term loans from banks, and various facilities availed by the company and its merged entities for infrastructure development.

This section details various financial liabilities, including non-current and current borrowings, along with detailed breakdowns of revenue from operations. The data covers different time periods, showing fluctuations in loans, trade payables, and various revenue streams such as the sale of natural gas and services. The text also provides context on how revenue is recognized based on the nature of the gas sold and the business models employed.

This section details various financial line items for Torrent Gas Limited across different periods, including income, expenses, and balance sheet components. It presents data for three-month periods and full years ending on specific dates. The data includes details on interest income, various costs, financial liabilities, depreciation, and other operating expenses.

This section details the composition of the group, showing the percentage of consolidated net assets and profit/loss for the parent company and its subsidiaries, including adjustments for consolidation. It also presents various financial disclosures related to income tax expense, including current tax, deferred tax balances, and movements in deferred tax assets and liabilities across different periods.

This section details various financial and contingent liabilities for Torrent Gas Limited, including deferred tax assets and liabilities, contingent liabilities, and commitments related to gas supply contracts. The data is presented across different reporting periods, showing movements in these items. Furthermore, it outlines disputes with another company regarding boundaries and damages, and details bank guarantees provided for gas supply claims. The company also discusses the status of agreements for the purchase of natural gas and the potential for future shortfalls in supply commitments.

This section details various accounting policies and financial information related to leases, employee benefit plans, and auditor remuneration for Torrent Gas Limited. It outlines the accounting treatment for different types of leases, the components of defined contribution and defined benefit plans, and the costs associated with statutory audits. The text also provides details on the revenue from operations across different periods and information regarding operating segments and geographical scope.

This section details various related party transactions between Torrent Gas Limited and its various associated entities, including joint ventures and subsidiaries, across different time periods. The data covers transfers of various liabilities, rent and hire charges, contract and assignment expenses, and financial transactions such as loans, interest income, and contributions to employee benefit plans. Specific attention is given to transactions involving entities like Torrent Power Limited, Torrent Pharmaceuticals Limited, UNM Foundation, and Dholpur CGD Private Limited.

This section details various related party transactions between Torrent Gas Limited and its subsidiaries and other entities, including purchases, sales, reimbursements, and intercompany loans. The data is presented across different time periods, including three-month periods and full years, showing fluctuations in these transactions. Specific attention is given to the movement of assets, liabilities, and receivables/payables related to gratuity/leave liabilities and intercompany balances.

This section details various related party balances, financial instruments, and risk reviews for Torrent Gas Limited across different reporting periods. It includes data on inter-company loans, trade payables and receivables, and loan commitments. Furthermore, it outlines the gearing ratio, financial instrument breakdowns, and various risk sensitivities related to financial instruments and interest rates.

This section details various financial instrument and risk reviews, primarily focusing on credit risk related to trade receivables and the movement in financial liabilities over different time horizons. The text outlines the application of an Expected Credit Loss (ECL) model for trade receivables, the management of commodity price and foreign exchange risks, and the structure of financial liabilities including borrowings, lease liabilities, trade payables, and other financial liabilities. It also provides information on the ageing schedule for Capital Work in Progress (CWIP).

This section details the ageing schedules for Trade Receivables and Trade Payables as of different dates. For Trade Receivables, data is presented for June 30, 2026, June 30, 2025, and March 31, 2026, showing breakdowns for undisputed and disputed receivables across various ageing buckets. Trade Payables are similarly detailed for the same periods, categorized by Micro and Small enterprises and Others, with corresponding ageing buckets.

This section details various accounting policies and schedules related to the financial statements, including ageing schedules for trade payables, utilization of borrowed funds, and summary of accounting policies. It outlines how different asset classes, such as Property, Plant and Equipment and Intangible Assets, are accounted for, including subsequent costs and impairment considerations. Furthermore, it specifies policies for cash, foreign currency transactions, and employee benefits, such as short-term and long-term obligations.

This section details various accounting policies related to different financial statement line items and instruments. It covers accounting for defined benefit plans, provisions, contingent liabilities and assets, leases, segment reporting, and financial instruments. Specific rules are provided for the initial recognition and subsequent measurement of various assets and liabilities, including different classifications for financial assets and liabilities based on the entity's business model and contractual cash flow characteristics.

This section details accounting policies related to business combinations, consolidation of subsidiaries, and regulatory disclosures. It outlines the accounting treatment for acquisitions, the process for combining financial information of the company, its subsidiaries, and joint ventures, and various compliance statements regarding related party transactions and borrowings.

This section details various aspects of the financial reporting, including the approval of restated consolidated financial information, details about the company's accounting software and audit trails, and disclosures regarding statutory dues and title deeds for various properties. It also mentions the impact of a Middle East conflict on natural gas shipments and regulatory orders issued by the Ministry of Petroleum and Natural Gas.

This section details various aspects of Torrent Gas Limited's financial statements, including property holdings, cash loss information for subsidiaries, and accounting ratios. It also discusses the market context, noting that the city gas distribution sector faces risks related to natural gas availability and pricing volatility. The text highlights growth in peak gas sales and recent increases in sales volumes for CNG and PNG, which have positively impacted revenue from operations.

The company's results of operations are significantly influenced by the dynamics of natural gas pricing, as they have pricing flexibility to align selling prices with market conditions. Revenue from operations showed substantial growth over the periods reviewed, driven by sustained demand for CNG and PNG. The company utilizes a cash-and-carry structure for CNG sales, which helps in managing liquidity and working capital efficiency. Furthermore, the company manages various risks related to gas sourcing, including commodity price movements and supply disruptions, through diversified contracts and operational frameworks.

This section details various financial metrics for the company across different periods, including net working capital, revenue, cash flow, and detailed income and expense components. Revenue from operations showed significant growth, driven by increased sales volumes across various natural gas segments. The analysis also covers the breakdown of revenue by product type and the changes in various costs and expenses, noting factors like changes in gas procurement mix and operational adjustments.

This section details various financial performance metrics for the company across different periods, including comparisons between Financial Years and quarterly performance. Key profitability metrics show an increase in profit, while revenue from operations grew significantly, driven by increased sales volumes. The text also provides detailed breakdowns of expenses, income, and cash flow movements, highlighting trends in cost of goods, working capital changes, and financing activities.

This section details various financial metrics, including profit/loss figures, cash flows, and capital structure components for different financial years and periods. It provides breakdowns of revenue, costs, EBITDA calculations, return metrics, and details on borrowings, investments, and contingent liabilities. The data spans across different timeframes, showing trends in profitability and cash generation across FY2024, FY2025, and FY2026.

This section details various contractual obligations, primarily related to natural gas purchase commitments with different vendors, which involve 'Take or Pay' clauses and liquidated damages. It also covers off-balance sheet arrangements, related party transactions, and the nature of financial liabilities and assets. The company asserts that its principal financial liabilities are used to finance operations, and it manages credit risk by applying an Expected Credit Loss (ECL) model for trade receivables. The section also discusses liquidity risk, interest rate risk related to floating rate borrowings, and commodity price risk, which is managed through pricing mechanisms.

This section details the capitalization and financial indebtedness of the company as of June 30, 2026, derived from restated consolidated financial information. The total adjusted borrowings were calculated, and various components of borrowings, including fund-based and non-fund-based amounts, were itemized. Furthermore, the section outlines the structure of various loans and financing facilities availed by the company and its subsidiaries, including details on interest rates, tenor, pre-payment penalties, and security arrangements.

The section outlines the company's policy for identifying material litigation, which involves various criteria such as the monetary amount exceeding 5.00% of the average profit or loss, or the potential for an adverse outcome to materially affect the company's business. The text details several pending legal proceedings involving the company, its subsidiaries, and its promoters across criminal, statutory, and tax domains. Specific pending matters include disputes with gas companies, regulatory actions by the PNGRB, and tax disputes with the GST Intelligence Directorate.

The section details a past litigation involving Torrent Investment Limited (TIL) seeking a refund of dividend distribution tax (DDT) related to a merger, which was initially rejected by the Assessing Officer and later by the Commissioner of Income Tax. TIL subsequently challenged this order in the High Court, which resulted in a direction for a refund. A subsequent attempt by the CIT to appeal this order was filed before the Supreme Court, and a pending matter exists regarding the potential repayment amount if an adverse order is received against TIL. The section also confirms the absence of other pending proceedings involving the Promoters and details various governmental and statutory approvals obtained by the Company and its subsidiaries for business operations.

The section details various material approvals required for the operation of the Company's city gate stations, including licenses for gas cylinder handling, no objection certificates, and factory licenses, depending on whether the stations operate under Company-Owned or Dealer-Owned models. It also outlines pending status regarding material approvals, noting that no such approvals have been applied for, expired, or are currently required but unobtained. Furthermore, the section identifies the ownership of intellectual property related to the 'Torrent' trademark and lists several companies identified as Group Companies, including Torrent Power Limited, Torrent Pharmaceuticals Limited, UNM Foundation, Torrent Solar Power Private Limited, and Torrent Hospitals Private Limited.

The provided section primarily lists various ISINs and security details for the company and its related instruments, rather than detailing specific litigation or regulatory proceedings. It mentions that the Group Companies have not made any public, rights, or composite issue in the last three years preceding the date of the Updated Draft Red Herring Prospectus.

This section details various regulatory approvals and compliance confirmations related to the company's offer process. The Board has authorized the Offer and the participation of a Promoter Selling Shareholder. The company has received in-principle approvals from the BSE and NSE for listing the equity shares. Furthermore, the company confirms compliance with the Companies (Significant Beneficial Ownership) Rules, 2018, and various regulations concerning the offer eligibility and transfer restrictions.

The section primarily discusses the requirements for listing the equity shares on the BSE and NSE, including the process for obtaining necessary permissions. It outlines obligations for the company to complete listing formalities within a specified timeframe and details penalties for failure to allot equity shares. Furthermore, the text details various consents obtained from different parties and lists expert opinions received for the Draft Red Herring Prospectus.

This section details various aspects related to the handling of past and current issues by different Book Running Lead Managers (BRLMs) and provides information on the mechanism for resolving investor grievances. It lists the BRLMs involved, including Axis Capital Limited, Citigroup Global Markets India Private Limited, and Kotak Mahindra Capital Company Limited, along with their respective websites. Furthermore, it outlines the agreement for record retention and the procedures for bidders to approach the Registrar to the Offer for grievances related to allotment letters, fund credit, or other offer-related problems.

This section details various compensation mechanisms and liability provisions related to investor grievances and fund blocking, particularly concerning bids made through the UPI Mechanism. It outlines specific compensation rates for delayed unblocking of applications, such as for cancelled/withdrawn applications, multiple blocked amounts, or amounts exceeding the bid amount. Furthermore, it specifies liability for delays in resolving investor grievances and clarifies that processing fees may only be released after confirmation of compliance with the SEBI ICDR Master Circular. The text also discusses the process for addressing investor complaints and the role of various parties in the redressal process.

This section details various timelines and conditions related to the listing and trading of equity shares, including procedures for processing fees and compliance with SEBI circulars. It outlines that the company must complete necessary formalities within three working days of the Bid/Offer Closing Date, with potential extensions depending on various factors. Furthermore, it specifies reporting requirements for Bid/Offer timelines to the BRLMs and mentions that subsequent SEBI circulars may alter listing timelines. The text also details specific time windows for the submission of different types of bids and clarifies that bids not uploaded may be rejected.

This section details the various categories of bidders eligible for equity shares, including Qualified Institutional Buyers (QIBs), Retail Individual Bidders, and Eligible Employees. It outlines specific rules regarding the allocation of shares based on the size of the bid, including provisions for different tiers of Non-Institutional Bidders and the reservation of portions for various investor types. The text also specifies procedures for payment, including the use of ASBA and UPI mechanisms, and clarifies rules for joint bids and the handling of under-subscription across different categories.

This section details various regulatory requirements and procedures related to the public offering, including provisions for updates to the Draft Red Herring Prospectus and the book-building process. It outlines specific rules regarding the allocation of equity shares to different bidder categories, such as QIBs, Mutual Funds, Non-Institutional Bidders, and Retail Individual Bidders, including various reservation percentages. Furthermore, the text discusses procedures for electronic bid registration, the requirements for UPI bidders, and the process for blocking funds in investor accounts.

This section details various restrictions and requirements concerning different categories of bidders, including NRIs, FPIs, HUFs, AIFs, VCFs, FVCIs, limited liability partnerships, banking companies, SCSBs, insurance companies, NBFC-SI, and various funds. It specifies documentation required for bids from these entities, such as registration certificates, financial statements, and investment committee approvals. Furthermore, it outlines investment limits and rules for various investor groups, including limits on equity share holdings and derivative instruments, and procedures for handling multiple bids from certain FPIs.

This section details various rules and conditions related to bidding, particularly concerning Anchor Investors, Qualified Institutional Buyers (QIBs), and other bidders, as stipulated by SEBI ICDR Regulations. It outlines requirements for bid amounts, allocation procedures, locking periods for allotted shares, and instructions for various bidder types including UPI bidders. Furthermore, it specifies requirements for submitting bid forms, ensuring correct details, and adherence to various regulatory mandates.

This section outlines various restrictions and instructions for bidders concerning the submission of bids, including limits on bid amounts, methods of payment, and forms to be used. It details specific prohibitions against certain bidders (like HUFs or OCBs) and requirements for submitting correct details. Furthermore, it specifies various technical grounds for the rejection of bids, such as submitting forms on plain paper or using incorrect identification numbers.

This section discusses various regulations concerning foreign investment in Indian securities, including the framework provided by the Industrial Policy, 1991, and FEMA. It details that while foreign investment is generally permitted without prior approvals in certain sectors, the RBI and relevant ministries are responsible for granting approval. It also outlines specific rules regarding the transfer of shares between Indian residents and Non-Residents, depending on whether the activities fall under the automatic route and sectoral limits. Furthermore, it mentions that certain investments may require prior approval from the Government of India based on specific press notes and rules, and it addresses restrictions on investments by entities from countries sharing land borders with India. Finally, it specifies that FDI in the manufacturing sector is permitted up to 100% under the automatic route.

This section details various aspects concerning the share capital, rights, and the company's powers regarding securities. It outlines the company's authority to issue different types of capital, such as equity and preference shares, and the conditions under which these shares can be issued. Furthermore, the text covers procedures for handling fractional shares, the issuance of certificates, and the company's rights concerning liens on shares. It also addresses the treatment of premium received on securities and the company's ability to issue securities in various forms.

This section primarily details the procedures related to the call on shares, the handling of payments, and the process for forfeiture of shares. It outlines various provisions concerning when calls are made, how payments are due, and the consequences of non-payment, including interest accrual and the Board's discretion to waive interest. Furthermore, the text covers the process for the Board to serve notices for non-payment, the subsequent ability to forfeit shares, and the procedures for dealing with the transfer and registration of shares, including conditions for recognizing or declining transfers.

This section primarily details the provisions related to the transfer and transmission of shares, including rules concerning the death, lunacy, liquidation, or insolvency of a member. It outlines procedures for the Board to manage the Register of Members and transfer books, and establishes rules for how such transmissions must be verified. Furthermore, the text covers various aspects of capital alteration, such as increasing share capital and the provisions for capitalizing profits, as well as rules regarding joint holders and the conduct of General Meetings.

This section primarily outlines procedural rules regarding the minutes of General Meetings, the conduct of meetings, voting rights, and the powers of the Board of Directors. It details requirements for keeping and inspecting minutes, the process for members to obtain copies of minutes, and rules concerning the conduct of meetings, including adjournments. Furthermore, it specifies various rules related to voting, including the handling of votes by different members, the role of proxies, and provisions concerning the appointment and tenure of Directors.

This section details the broad powers vested in the Board of Directors, including the authority to acquire various assets, such as lands, machinery, and goodwill, and to enter into contracts. The Board is also empowered to manage financial transactions, including making advances, loans, and investments, and securing such transactions through various forms of security. Furthermore, the provisions outline the Board's authority in legal proceedings, such as instituting or defending lawsuits, and the power to deal with bankrupts and insolvents. The text also covers various procedural aspects, such as the power to appoint and remove officers, and the establishment of local boards for managing company affairs in specified localities.

This section primarily outlines procedural rules regarding the functioning of the Board and Committees, including rules on participation in meetings, the election of a Chairperson, and how questions arising in meetings shall be decided. It details the validity of acts done by Directors, even if there are subsequent defects in their appointment. Furthermore, the text covers the proper recording of minutes, the appointment and delegation of officers like the Chief Executive Officer and Manager, and the powers they may be entrusted with. It also specifies the authority of Managing Directors and Whole-time Directors to conduct business and the power to sub-delegate certain powers. Finally, the section details various rules concerning the service of notices and documents on members, the handling of dividends, and the conditions under which dividends can be paid or retained.

The section details various provisions related to company accounts, financial statements, winding up procedures, and the documentation supporting an offer. It outlines requirements for the Board to keep books of accounts, the rights of members to inspect such records, and the process for laying financial statements before the company. Furthermore, it lists numerous material contracts and documents, including various resolutions, certificates, and reports, which are attached to the Draft Red Herring Prospectus for inspection.

This section details various agreements, reports, and approvals related to the company's operations and regulatory filings. It includes composite schemes for amalgamation, investment agreements with other companies, press releases concerning supply agreements, annual reports, and various consent documents for directors and bankers. Furthermore, it mentions in-principle listing approvals and an observation letter from SEBI.

The provided section consists entirely of declarations from various directors and the Chief Financial Officer affirming compliance with relevant laws and regulations. These declarations certify that all statements and disclosures made in the Updated Draft Red Herring Prospectus are true and correct and comply with provisions of the Companies Act, 2013, SEBI regulations, and other applicable rules. Furthermore, some declarations specifically confirm the accuracy of statements made by the company as a Promoter Selling Shareholder.

The company's Board of Directors comprises six members, including one Executive Director and five Non-Executive Directors, with three being Independent Directors. The Board structure is governed by Articles of Association which mandate a minimum of three and a maximum of fifteen Directors, with provisions for shareholder appointments. Key personnel details include the appointment terms and remuneration for the Managing Director and the sitting fees for the Non-Executive and Independent Directors.

The management section details various aspects related to the company's directors, including remuneration, compensation, and shareholding. It confirms that no remuneration has been paid to the directors by subsidiaries in Fiscal 2026, and there is no contingent or deferred compensation payable to the directors that is not part of their regular remuneration. Furthermore, the company does not have any performance-linked bonus or profit-sharing plan involving the directors. The section also addresses interest in transactions, noting that certain directors may be deemed interested in equity shares or transactions with entities where the company has related party transactions. It also specifies that certain directors are not on the board of subsidiaries, except for those associated with Torrent Gas entities.

The provided text details various committees constituted by the Board, including the Audit Committee, Nomination and Remuneration Committee, Stakeholders’ Relationship Committee, Corporate Social Responsibility and Sustainability Committee, and the Risk Management Committee. It outlines the scope and functions of these committees, which are governed by various sections of the Companies Act and SEBI Listing Regulations. The text also specifies the composition and quorum requirements for these committees, along with the powers they possess.

This section details the key managerial personnel and senior management of the company, including the Key Managerial Personnel (KMP) and Senior Management. It lists specific roles, responsibilities, experience, and prior associations for several key individuals. The text also clarifies relationships, changes in personnel within the last three years, and provisions regarding compensation, benefits, and shareholding.

The company's promoters include TIL, Mehta Family Trust 1, Mehta Family Trust 2, Mehta Family Trust 3, and Mehta Family Trust 4, along with several individuals such as Sudhir Uttamlal Mehta, Samir Uttamlal Mehta, Jinal Sudhirbhai Mehta, and Varun Sudhir Mehta. The Promoters collectively hold 1,67,50,00,000 Equity Shares, representing 100.00% of the issued capital. Torrent Investments Limited (TIL) is described as a core investment company providing strategic inputs to enhance the Torrent Group's position in various sectors. The shareholding pattern details the distribution of shares among the various family trusts and a few individuals.

The section identifies several individuals as Promoters, including Sudhir Uttamlal Mehta and Samir Uttamlal Mehta, who are designated as trustees for Mehta Family Trust 4. Sudhir Uttamlal Mehta has extensive experience in the pharmaceutical, power, and city gas distribution sectors and has served on the boards of several Torrent group entities. Samir Uttamlal Mehta is also associated with the Torrent group and has directorial roles in various related companies. The section also lists Jinal Sudhirbhai Mehta and Varun Sudhir Mehta as Promoters and Non-Executive Directors. It details various relationships within the Promoter Group and lists numerous entities that fall under the Promoter Group classification based on shareholding or control.

This section outlines various entities classified as part of the Promoter Group, detailing their relationship with the corporate Promoter (Torrent Investments Limited) through various subsidiaries or direct control. Many entities are subsidiaries of Torrent Investments Limited, while others are related through other entities like Torrent Power Limited or Torrent Pharmaceuticals Limited. The text also specifies various entities where promoters hold a significant portion of fixed capital or equity share capital, including details about specific individuals and their connections.

The section details various entities that fall under the Promoter Group classification, including several subsidiaries and LLPs, which are related to the corporate promoter through various indirect subsidiaries. It also outlines the company's dividend policy, stating that the Board recommends dividend payments based on various factors, including growth opportunities and liquidity, and that the distribution will be approximately 50.00% of the annual consolidated net profit after tax. The text further specifies that a dividend of ₹142.38 Crore was declared for Fiscal 2026, though the payment occurred in Fiscal 2027.