Hindustan Oil Exploration Company Ltd

Leadership changes

• Debabrata Das appointed Chief Financial Officer w.e.f October 16, 2026, based in Chennai.
• Allen Joseph Andrade resigns as CFO effective close of business hours October 15, 2026.
• Allen will continue as Financial Advisor to HOEC, working remotely from Mumbai.
• Debabrata Das is not related to any Director.

Regulatory disclosures

• Resignation due to personal reasons; cessation date Oct 15, 2026.
• Appointment approved as CFO effective Oct 16, 2026.
• Based on recommendations of Nomination and Remuneration Committee and Audit Committee.

Hindustan Oil Exploration Company Limited — Trading Window closed from October 01, 2026 till 48 hours after the declaration of the unaudited financial results for the quarter and half year ending September 30, 2026

AGM Details

• Date of AGM: September 25, 2026; mode: online with remote and AGM e-voting.

Key Resolutions

• Adopt audited standalone and consolidated financial statements for the year ended March 31, 2026.
• Re-appoint Ashok Kumar Goel as director, retiring by rotation.
• Increase borrowing limits from ₹750 crore to ₹1,000 crore.
• Approve creation of charges on assets for borrowings.
• Investments, loans, guarantees and security beyond Section 186 limits.
• Ratify remuneration to Cost Auditor for FY 2026-27.

Voting Results

• Resolution 1 passed with 90.25% in favour.
• Resolution 2 passed; 99.98% in favour.
• Resolution 3 passed; 89.96% in favour.
• Resolution 4 passed; 96.04% in favour.
• Resolution 5 passed; 93.85% in favour.
• Resolution 6 passed; 99.99% in favour.

Dividend

• No dividend proposed or declared.

Director Changes

• Re-appointment of Ashok Kumar Goel approved.

Auditor Appointments

• Cost Auditor remuneration for FY 2026-27 ratified.

Material Related Party Transactions

• No material related party transactions approved.

Other Material Approvals

• Borrowing limit increased; asset charges created; investments beyond Section 186 approved.

AGM Details

• AGM held on 25 September 2026 via VC/OAVM.
• Meeting duration 11:00 a.m. to 12:30 p.m.
• Total shareholders cut-off: 89,954; attendees via VC: 57.

Key Resolutions

• Resolution 1: Adopt standalone and consolidated financial statements for FY 2025-26; voting results to be declared separately.
• Resolution 2: Re-appoint Ashok Kumar Goel by rotation; voting results to be declared separately.
• Resolution 3: Increase borrowing limits from ₹750 crores to ₹1,000 crores; voting results to be declared separately.
• Resolution 4: Approve creation of charges on movable/immovable property for borrowings; voting results to be declared separately.
• Resolution 5: Approve investments, loans, guarantees and security beyond Section 186 limits; voting results to be declared separately.
• Resolution 6: Ratify remuneration to Cost Auditor for FY 2025-26; voting results to be declared separately.

Financial performance

• Standalone revenue from operations: 24,986.28 lakhs; total income: 27,462.17.
• Standalone profit after tax: 10,961.06 lakhs.
• Consolidated revenue from operations: 26,315.45 lakhs; consolidated PAT: 6,274.53 lakhs.
• Consolidated cash and cash equivalents: 2,017.96 lakhs.
• Earnings per share: standalone 8.29; consolidated 4.74.
• Average production dashboard: gross 5,251 BOPD; HOEC net 2,329 BOPD.
• Average realized price for crude oil: US$75.97 per barrel.
• Dividend: directors do not recommend any dividend.

Operations & assets

• North-East growth platform includes Dirok, Kharsang, Block AA-ONHP-2017/19, and Umatara assets.
• Dirok expansion targets gas processing up to 70 MMSCFD; ownership of HMGPP gas processing plant north of Dirok.
• North Dirok-1: civil works complete; ND-1 drilling planned; environmental approvals in place.
• Kharsang: 9-well program; HOEC 35% PI; production expected to double after program.
• Block MB/OSDSF/B15: awarded Apr 2025; 332.4 sq km; shallow-water, potential cost-effective development.
• PY-1: one well producing; FDP extended to Oct 2030; expectations of additional wells.
• Cambay - North Balol/Asjol/Palej: drilling and workovers to improve recovery; new PSCs under final approvals.

Capital structure & liquidity

• Debt-to-equity (Standalone) 0.02x; (Consolidated) modest leverage considerations discussed.
• Share capital unchanged at ₹13,225.93 lakh; no differential voting rights issued.
• Consolidated cash reserves reported; liquidity position supported by internally generated funds.

Governance & board

• Baroruchi Mishra appointed Managing Director & CEO from 1 April 2026.
• Dr. Jagadip Narayan Singh appointed Non-Executive Independent Director & Chairman, effective Jan 23, 2026.
• Ms. Preeti Grover appointed Additional Director (Non-Executive Independent Woman Director) from May 12, 2026.
• Resignations: Vivek Rae (Apr 17, 2025); Bhavani Balasubramanian (Feb 22, 2026); Ramasamy Jeevanandam (Mar 31, 2026).
• Board committees active; independent directors appointed and declared independence per law.

Dividends & capital allocation

• Dividend policy aligned with growth; the year saw no dividend declared or recommended.
• Strategic capital deployment prioritized to fund exploration, appraisal and development in HOEC's core blocks.

CSR & sustainability

• CSR policy emphasizes local content, infrastructure, education, safety, and culture.
• CSR spend 11.04 lakhs; average net profit 14,120.57 lakhs; two percent obligation 282.41 lakhs.
• 67 lakhs transferred to unspent CSR account; impact assessment by Samvriddhi Foundation available on HOEC site.
• CSR committee meets regularly; 5 themes and several projects in Assam and other regions.

Audit, risk and controls

• Internal financial controls: material weaknesses identified; board actions include system upgrades and process improvements.
• Secretarial audit: no qualifications; internal audit conducted by Guru & Ram LLP; IT and process controls strengthened.
• Risks include geopolitical, price, currency and project execution; mitigated by diversification, governance and disciplined capex.

Risks & outlook

• Global energy dynamics: Russia-Ukraine context and Hormuz disruptions underscore domestic production importance.
• HOEC strategy: convert discovered resources to reserves and production; accelerate execution, digitalize, and manage capital discipline.
• North-East monetisation and Samudra Manthan initiatives to unlock smaller discoveries and shared infrastructure.

Overview

• BRSR for FY 2025-26 submitted to NSE and BSE, forming part of the annual report.

AGM and book closure details

• AGM date/time: 42nd AGM on Friday, 25 September 2026 at 11:00 A.M. via VC/OAVM.
• Annual Report FY2025-26 and AGM Notice sent electronically to members with registered emails; link on hoec.com.
• Register of Members and Share Transfer Books will remain closed 19-25 Sept 2026 (inclusive).
• Cut-off date for voting: 18 Sep 2026 to determine members eligible to vote/attend AGM.
• E-voting by CDSL; remote period from 20 Sep 2026 9:00 A.M. to 24 Sep 2026 5:00 P.M. IST.
• Meeting will be conducted through VC/OAVM per MCA/SEBI circulars.

Financial performance

• Standalone revenue from operations: 24,986.28 lakhs; down from 30,606.91 in the prior year.
• Standalone total income: 27,462.17 lakhs; down from 38,498.00.
• Standalone PAT: 10,961.06 lakhs; prior-year PAT was 14,747.29.
• Consolidated revenue from operations: 26,315.45 lakhs; PAT: 6,274.53.
• Consolidated EPS: 4.74; Standalone EPS: 8.29.
• Total comprehensive income: Standalone 11,028.89; Consolidated 6,344.71.
• Cash and cash equivalents: Standalone 2,017.96 lakhs; Consolidated cash position not stated here.
• Dividends: Board did not declare any dividend for FY2025-26.
• Major related-party loans: Stand-alone loans to HOEC group entities totalling 13,215.99 lakhs.

Capital structure & liquidity

• Proposed borrowing limit increase from USD 750 crore to USD 1,000 crore; special resolutions required.
• Board authorized to create charges on assets to secure borrowings.
• Consolidated borrowings: 4,976.71 lakhs; Standalone borrowings: 2,643.38 lakhs.
• Adjusted net debt to equity ratio: 0.55x; indicates modest leverage.
• Ongoing capital deployment: acquisitions in NE and Mumbai offshore expansions.

dividend & capital allocation

• No dividend declared for FY2025-26; focus on growth and capital allocation to assets.
• Strategic investments planned in upstream assets, including NE assets and Mumbai offshore.
• Acquisitions completed/underway: 40% PI in B-80 acquired; pursuing other expansion in the portfolio.

Governance & leadership changes

• Baroruchi Mishra appointed MD & CEO effective 1 April 2026.
• Dr. Jagadip Narayan Singh appointed Non-Executive Independent Director & Chairman from Jan 23, 2026.
• Ms. Preeti Grover appointed Additional Director (Non-Executive Independent Woman Director) from May 12, 2026.
• Resignations: Vivek Rae (Independent) on Apr 17, 2025; Bhavani Balasubramanian (Independent) on Feb 22, 2026; CFO Sivalai Senthilnathan on Mar 28, 2026.
• Board met eight times during the year; governance framework detailed in Corporate Governance section.

Strategic developments & growth initiatives

• North-East portfolio focus: Dirok, Kharsang, Block AA-ONHP-2017/19, Umatara with broader resource upside.
• B-80 development: 100% PI post-acquisition; plan workovers and three new wells; capex around USD 30.5 million in FY2026-27.
• B-15 offshore block MB/OSDSF/B15/2024 awarded; field development planning underway with potential synergies.
• PY-1 redevelopment: two infill/appraisal wells; seismic reprocessing informs drilling strategy for 2027-28.
• Cambay basin program: North Balol, Asjol, Palej improvements and potential well workovers.

Audit, risk management & controls

• Statutory internal controls weaknesses identified in IFCoFR; management actions include ERP upgrade and enhanced payroll controls.
• Secretarial audit report: no material qualifications; governance processes reviewed; SS-2 compliance maintained.
• Risk management: Board-approved risk management framework; ongoing mitigation for price, FX, and operational risks.

ESG, CSR & sustainability

• CSR policy aligned to five themes; CSR spend FY2025-26 was 11.04 lakhs; CSR obligation 282.41 lakhs; unspent 272.67.
• CSR balance carried to unspent CSR account; spend to be utilized within three years as per CSR rules.
• Energy efficiency: LED conversion, solar street lights (355 units) installed in Assam; reductions in energy consumption.
• Health, safety & environment: HSE policy, audits, risk assessments; ongoing community welfare programs.

Subsidiaries & corporate structure

• Wholly owned subsidiaries: Hindage Oilfield Services Limited; Geopetrol International Inc.
• Step-down subsidiaries: Geopetrol Mauritius Limited; GeoEnpro Petroleum Limited.
• HOEC operates as operator in multiple JVs; independent director representation on material subsidiaries.

Key governance flags & disclosures

• 8 board meetings held; information flows disclosed to board; commitment to SEBI/LODR compliance.
• Auditors: Statutory and internal auditors appointed; external assurance ongoing; ongoing disclosure in annual report.
• Management’s discussion and analysis and governance reports provide context for risk and strategic direction.