Rating Rationale

September 23, 2024 | Mumbai

Bharat Petroleum Corporation Limited

'CRISIL AAA/Stable' assigned to Non Convertible Debentures; Rated amount enhanced for Bank Debt

Rating Action
Total Bank Loan Facilities Rated Rs.105000 Crore (Enhanced from Rs.85000 Crore)
Long Term Rating CRISIL AAA/Stable (Reaffirmed)
Short Term Rating CRISIL A1+ (Reaffirmed)

Rs.1440 Crore Non Convertible Debentures CRISIL AAA/Stable (Assigned)

Rs.560 Crore Non Convertible Debentures CRISIL AAA/Stable (Reaffirmed)
Rs.450 Crore (Reduced from Rs.1000 Crore) Non Convertible
CRISIL AAA/Stable (Reaffirmed)
Debentures
Rs.1500 Crore Non Convertible Debentures CRISIL AAA/Stable (Reaffirmed)
Rs.1000 Crore Non Convertible Debentures CRISIL AAA/Stable (Reaffirmed)
Rs.550 Crore Non Convertible Debentures CRISIL AAA/Stable (Reaffirmed)
Rs.450 Crore Non Convertible Debentures Withdrawn (CRISIL AAA/Stable)
Rs.3500 Crore Non Convertible Debentures CRISIL AAA/Stable (Reaffirmed)
Rs.10000 Crore Commercial Paper CRISIL A1+ (Reaffirmed)
Note: None of the Directors on CRISIL Ratings Limited’s Board are members of rating committee and thus do not participate in discussion or assignment of any ratings. The Board of Directors also
does not discuss any ratings at its meetings.
1 crore = 10 million
Refer to Annexure for Details of Instruments & Bank Facilities

Detailed Rationale
CRISIL Ratings has assigned its ‘CRISIL AAA/Stable’ rating to the Rs.1440 crore non-convertible debentures of Bharat Petroleum Corporation Ltd
(BPCL) while reaffirming its ‘CRISIL AAA/Stable/CRISIL A1+’ ratings on the bank loan facilities and existing debt instruments. Also, the rating on Rs
1000 crore of NCDs is withdrawn (see 'Annexure - Details of Rating Withdrawn') on receipt of redemption confirmation from debenture trustee. The
rating withdrawal is in line with the policy of CRISIL Ratings.

The ratings continue to reflect BPCL’s established market position in the oil refining and marketing sector in India, its branding initiatives and strong
operating efficiency. The ratings also factor in the company's strategic importance to the Government of India (GoI) and expectation of continued
support from it. These strengths are partially offset by exposure to project implementation risk and inherent volatility in operating profitability owing
to fluctuations in input prices.

Operating performance of BPCL had improved sharply in fiscal 2024, with operating margin of ~7% on the back of lower crude oil procurement price
and no corresponding change in the prices of key petroleum products – high-speed diesel and motor spirit - resulting in healthy marketing margins.
While gross refining margin (GRM) remained healthy at $14.1 per bbl (barrel) in fiscal 2024, it has normalised to $7.86 per bbl in the first quarter of
fiscal 2025, led by moderation in diesel cracks as well as lower discounts on crude imported from Russia relative to the previous fiscal. GRM for the
year is expected at $7-9 per bbl.

Financial risk profile improved in fiscal 2024 with healthy accretion to networth and lower debt levels given moderate operating cashflows; adjusted
gearing (excluding lease liabilities) stood at 0.73 time as on March 31, 2024 and is likely to remain less than 1 time going forward.

Amongst the planned capital expenditure (capex) plans of the company, a significant investment of Rs 49,000 crore is towards setting up an
ethylene cracker plant and brownfield expansion of the Bina (Madhya Pradesh) refinery, wherein capacity is to increase from 7.8 MMTPA to 11
MMTPA, which would primarily cater to the feed requirements of petrochemical plants. The main output from this facility will be polypropylene, which
will be sold majorly in the domestic market. This project which is expected to be completed by fiscal 2029 will be funded in a debt: equity mix of
63:37. While the company has an established track record in the oil refining space, timely implementation of this schedule within the budgeted time
and cost as well as the return on these investments would be a key monitorable.

Analytical Approach
CRISIL Ratings has combined the business and financial risk profiles of BPCL and its subsidiaries and joint ventures (JVs) - the subsidiaries have
been fully consolidated and the JVs have been proportionately consolidated. CRISIL Ratings believes these entities are strategically important to,
and have considerable operational linkages with, BPCL. The ratings also factor in government support.

Please refer Annexure - List of entities consolidated, which captures the list of entities considered and their analytical treatment of consolidation.

Key Rating Drivers & Detailed Description

Strengths:
Strategic importance to, and continued support from, GoI
The oil refining and marketing activity is strategic for India's economic development. Oil marketing companies (OMCs) dominate the domestic

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 market for key petroleum products such as motor spirit, high-speed diesel, jet fuel and liquefied petroleum gas (LPG). Uninterrupted supply of these
products is contingent on the smooth operations of OMCs, such as BPCL. The company remains strategically important to GoI and continues to
play a key role in implementing the government's socio-economic policies. GoI also holds 52.98% stake in BPCL and exerts management control.
Any diminution in the company's strategic importance or in GoI’s shareholding will remain key monitorable.

Established market position in the oil refining and marketing sector and branding initiatives support revenue growth
BPCL accounts for nearly 14% of the country's refining capacity and holds ~20% share in the domestic petroleum products market. The company
commands a higher retail market share in key products such as motor spirit and high-speed diesel. The market position is underpinned by the
company's entrenched marketing and distribution infrastructure with 22,011 retail outlets as of June 2024. BPCL also has an active domestic LPG
distributor base of 6,255 crore as of June 2024 and has undertaken aggressive branding and marketing exercises.

Strong operating efficiency

High-capacity utilisation of refineries ensure strong operating efficiency. Furthermore, proximity of refineries to the coast ensures logistical benefit
and helps control the cost of transportation in procuring crude. The modernisation and expansion of capacities undertaken at the refineries in Kochi,
Kerala, and Bina over the past few years should support the GRMs.

Weaknesses:
Moderate financial risk profile
The balance sheet position of BPCL has improved in fiscal 2024, led by a one-off steep rise seen in operating profit. This led to outstanding debt
(excluding lease liabilities) reducing to Rs 45,485 crore as on March 31, 2024 (against Rs 69,376 crore as on March 31, 2023) due to lower working
capital borrowings and repayment/prepayment of long-term debt. Overall gearing thus improved to 0.73 times as on March 31, 2024 from 1.7
timesin the previous fiscal. Gearing is expected to remain at less than 1 time going forward. The company has sizeable capex plans over the
medium term, wherein its implementation within the budgeted time and costs as well as the returns earned on the added capacities would be close
monitorables.

Exposed to project implementation and stabilisation risks

BPCL is in the process of undertaking a brownfield expansion at Bina refinery with an expected capital outlay of Rs 49,000 crore, which is a
sizeable expansion comprising of nearly 50% of the company’s networth. While execution is at the initial stage, the company has experience of
undertaking sizeable refinery capex and operates a petrochemical facility at its Kochi unit. The project is overseen by a team of experienced
personnel, contractors and external consultants who have expertise in handling similar projects. However, there are technical complexities in setting
up the petrochemical unit and the performance of the petrochemical sector remains volatile. With around 60% of the capex expected to be debt-
funded, any significant time and cost overruns could impact the leverage metrics of the company. Once commissioned, the ability to ramp-up and
achieve optimum capacity utilisation and operating efficiency will be critical.

Susceptibility to volatility in crude oil prices

Crude oil prices have been volatile over the past few years. Prices of crude oil for the Indian basket fell sharply to a low of around $20 per bbl in
April 2020 before rising significantly to over $110 per bbl in March 2022; average procurement price stood around $93 per bbl in fiscal 2023, around
$83 per bbl in fiscal 2024 and currently averages at 81.95 per bbl as of year-to-date fiscal 2025. Average inventory of crude oil and finished goods
of 40-50 days make the operating performance of BPCL vulnerable to fluctuations in valuations of inventory. BPCL imports ~80% of its crude oil
requirement and, thus, remains susceptible to volatility in the rupee-dollar exchange rate and a corresponding increase in the value of imports.
BPCL compensates these volatilities through the marketing margin, and the company’s ability to continue to do so will remain a key monitorable.

Liquidity: Superior
BPCL, a Maharatna company, enjoys strong financial flexibility, driven by support from GoI and access to low-cost funds from domestic and
overseas markets. As of March 2024, the company’s cash and equivalents (including oil bonds) increased to around Rs 10,636 crore against Rs
6,860 crore as of March 2023. Healthy cash accrual and available liquidity should be sufficient to meet scheduled debt repayment obligations of Rs
11,000-13,000 crore each in fiscals 2025 and 2026.

Environment, social, and governance (ESG) profile

CRISIL Ratings believes that the company’s Environment, Social, and Governance (ESG) profile backs its already strong credit risk profile, which
even benefits from the support received from GoI.

The oil and gas sector has a significant impact on the environment due to the high carbon emissions released from the refineries and petrochemical
plants. In line with this, BPCL has been continuously focusing on mitigating its environmental and social risks to ensure minimal impact.

Key ESG highlights:

BPCL has undertaken efforts towards reducing its greenhouse gas (GHG) emissions. Total GHG emissions have come down by 8.64
MMTCO2e in fiscal 2024 over the previous fiscal. BPCL has set a target to become Net Zero for its Scope 1 and Scope 2 GHG emissions by
2040.
To increase consumption of renewable energy, during fiscal 2023, BPCL has increased the capacity of renewable energy production from 62.3
megawatt (MW) to 94.89 MW in fiscal 2024, while Mumbai refinery, Bina refinery, pipelines, retail, LPG and aviation locations have implemented
100% energy efficient lights and other locations have planned to achieve this target by 2025.
BPCL disposes its hazardous waste in a responsible manner, as per guidelines of the Central Pollution Control Board.
The company has a good track record of customer grievance redressal and resolution of sexual harassment cases. Gender diversity, however,
remained marginally lower than industry peers with women employees forming ~7% of the total workforce in fiscal 2024.

There is growing importance of ESG among investors and lenders. BPCL’s continued commitment to ESG principles will play a key role in
enhancing stakeholder confidence and ensure ease of raising capital from markets where ESG compliance is a key factor.

Outlook: Stable
CRISIL Ratings believes BPCL will continue to benefit from the management control and majority ownership of GoI.

Rating Sensitivity Factors

Downward Factors
Higher-than-expected and sustained deterioration in BPCL’s standalone performance
Change in GoI’s support philosophy or reduction in stake below 51%

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 About the Company
BPCL, a government undertaking (52.98% ownership as on June 30, 2024), is an integrated refining and marketing company. It is India's second-
largest oil marketing and third-largest refining company, with consolidated refining capacity of 35.3 MTPA, representing 14% of India's total installed
capacity. The company operates two refineries along the west coast: a 12-MTPA refinery in Mumbai and a 15.5-MTPA refinery in Kochi. Additionally,
Bharat Oman Refineries Ltd (BORL) which operated a 7.8-MTPA refinery in Bina was merged with BPCL in July 2022. Retail operations are
supported by a nation-wide marketing network comprising 22011 retail outlets and 2,600 km product pipeline.

For the first quarter ended June 30, 2024, BPCL reported net profit of Rs 3,015 crore on revenue of Rs 1,13,095 crore as against Rs 4,224 crore
and Rs 1,12,985 crore, respectively, for the corresponding period of the previous fiscal.

Key Financial Indicators (Consolidated)*

Particulars Unit 2024 2023
Revenue Rs crore 448,725 473,749
Profit after tax (PAT) Rs crore 26,859 2,131
PAT margin % 6.0% 0.4
Adjusted debt**/adjusted networth Times 0.73 1.7
Adjusted interest coverage Times 11.7 3.3
*Above numbers reflect analytical adjustments made by CRISIL Ratings
**excludes lease liabilities of Rs 9,114 crore as of March 2024 and Rs 8,921 as of March 2023

Any other information: Not Applicable

Note on complexity levels of the rated instrument:

CRISIL Ratings` complexity levels are assigned to various types of financial instruments and are included (where applicable) in the 'Annexure -
Details of Instrument' in this Rating Rationale.

CRISIL Ratings will disclose complexity level for all securities - including those that are yet to be placed - based on available information. The
complexity level for instruments may be updated, where required, in the rating rationale published subsequent to the issuance of the instrument
when details on such features are available.

For more details on the CRISIL Ratings` complexity levels please visit [Link]. Users may also call the Customer Service Helpdesk
with queries on specific instruments.

Annexure - Details of Instrument(s)

Issue size Complexity Rating assigned

ISIN Name of instrument Date of allotment Coupon rate (%) Maturity date
([Link]) level with outlook
INE322J08040 Non-convertible debenture 26-Oct-21 6.27% 26-Oct-26 1000 Complex CRISIL AAA/Stable
NA Non-convertible debentures## NA NA NA 1160 Simple CRISIL AAA/Stable
INE029A08065 Non-convertible debentures 6-Jul-20 6.11% 6-Jul-25 1995.2 Complex CRISIL AAA/Stable
INE029A08073 Non-convertible debenture 17-Mar-23 7.58% 17-Mar-26 935.61 Simple CRISIL AAA/Stable
NA Non-convertible debentures## NA NA NA 109.19 Simple CRISIL AAA/Stable
NA Non-convertible debentures## NA NA NA 1810 Simple CRISIL AAA/Stable
NA Non-convertible debentures## NA NA NA 550 Simple CRISIL AAA/Stable
NA Non-convertible debentures## NA NA NA 1440 Simple CRISIL AAA/Stable
NA Commercial paper NA NA 7-365 days 10000 Simple CRISIL A1+
NA Fund-based facilities NA NA NA 24076.75 NA CRISIL AAA/Stable
NA Proposed Fund-Based Bank Limits NA NA NA 19623.25 NA CRISIL AAA/Stable
NA Proposed Long Term Bank Loan Facility NA NA NA 20000 NA CRISIL AAA/Stable
NA Non-fund based limit NA NA NA 27345 NA CRISIL A1+
NA Term Loan NA NA 23-Sep-27 1355 NA CRISIL AAA/Stable
NA Short term bank facility^ NA NA NA 12600 NA CRISIL A1+

##Yet to be placed
^Facilities sanctioned in Million USD, Considering exchange rate of USD 1 = Rs 84

Annexure - Details of Rating Withdrawn

Name Of Date Of Coupon Maturity Issue Size (Rs. Complexity Rating Outstanding
ISIN
Instrument Allotment Rate (%) Date Crore) Levels with Outlook
Non-Convertible 11-Mar-
INE029A08057 11-Mar-19 8.02% 1000.00 Simple Withdrawn
Debenture 24

Annexure - List of Entities Consolidated

Names of entities consolidated % Extent of consolidation Rationale for consolidation

Bharat PetroResources Ltd 100.00 Full Subsidiary

Bharat PetroResources JPDA Ltd 100.00 Full Subsidiary

BPCL-KIAL Fuel Farm Pvt Ltd 74.00 Proportionate JV

BPRL International BV 100.00 Full Subsidiary

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 BPRL International Singapore Pte Ltd 100.00 Full Subsidiary
BPRL International Ventures BV 100.00 Full Subsidiary

BPRL Ventures BV 100.00 Full Subsidiary

BPRL Ventures Indonesia BV 100.00 Full Subsidiary

BPRL Ventures Mozambique BV 100.00 Full Subsidiary

Bharat Renewable Energy Ltd 33.33 Proportionate JV

Bharat Stars Services Pvt Ltd 50.00 Proportionate JV

Central UP Gas Ltd 25.00 Proportionate JV

Delhi Aviation Fuel Facility Pvt Ltd 37.00 Proportionate JV

FINO Paytech Ltd 21.10 Financial investment Financial linkages

Goa Natural Gas Pvt Ltd 50.00 Proportionate JV

GSPL India Gasnet Ltd 11.00 Financial investment Financial linkages

GSPL India Transco Ltd 11.00 Financial investment Financial linkages

Haridwar Natural Gas Pvt Ltd 50.00 Proportionate JV

IHB Pvt Ltd 25.00 Proportionate JV

Indraprastha Gas Ltd 22.50 Financial investment Financial linkages

Kannur International Airport Ltd 16.20 Financial investment Financial linkages

Kochi Salem Pipeline Pvt Ltd 50.00 Proportionate JV

BPCL-KIAL Fuel Farm Pvt Ltd 74.00 Proportionate JV

Maharashtra Natural Gas Ltd 22.50 Proportionate JV

Matrix Bharat Pte Ltd 50.00 Proportionate JV

Mumbai Aviation Fuel Farm Facility Pvt Ltd 25.00 Proportionate JV

Petronet CI Ltd 11.00 Financial investment Financial linkages

Petronet India Ltd 16.00 Financial investment Financial linkages

Petronet LNG Ltd 12.50 Financial investment Financial linkages

Ratnagiri Refinery & Petrochemicals Ltd 25.00 Proportionate JV

Sabarmati Gas Ltd 49.94 Proportionate JV

Falcon Oil & Gas BV 30.00 Proportionate JV

IBV (Brasil) Petroleo Ltda 61.36 Proportionate JV

JSC Vankorneft 7.89 Financial investment Financial linkages

LLC TYNGD 9.87 Financial investment Financial linkages

Mozambique LNG 1 Company Pte Ltd 10.00 Financial investment Financial linkages

Moz LNG1 Holding Co Ltd 10.00 Financial investment Financial linkages

Moz LNG1 Financing Company Ltd 10.00 Financial investment Financial linkages

Mozambique LNG1 Co Financing LDA 10.00 Financial investment Financial linkages

Taas India Pte Ltd 33.00 Proportionate JV

Urja Bharat Pte Ltd 50.00 Proportionate JV

Vankor India Pte Ltd 33.00 Proportionate JV

Annexure - Rating History for last 3 Years

Current 2024 (History) 2023 2022 2021 Start of 2021

Outstanding
Instrument Type Rating Date Rating Date Rating Date Rating Date Rating Rating
Amount

CRISIL A1+
CRISIL A1+ CRISIL A1+ CRISIL A1+ CRISIL A1+ CRISIL
/ CRISIL
Fund Based Facilities LT/ST 77655.0 / CRISIL 28-02-24 / CRISIL 01-03-23 / CRISIL 05-09-22 / CRISIL 08-12-21 AAA/Watch
AAA/Watch
AAA/Stable AAA/Stable AAA/Stable AAA/Stable Developing
Developing

CRISIL A1+ CRISIL A1+

/ CRISIL

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 -- -- -- 05-07-22 / CRISIL 09-09-21 AAA/Watch --
AAA/Stable Developing

CRISIL A1+
CRISIL A1+
/ CRISIL
-- -- -- 06-06-22 / CRISIL 14-06-21 --
AAA/Watch
AAA/Stable
Developing

CRISIL A1+ CRISIL A1+

/ CRISIL / CRISIL
-- -- -- 08-03-22 12-01-21 --
AAA/Watch AAA/Watch
Developing Developing

Non-Fund Based
ST 27345.0 CRISIL A1+ 28-02-24 CRISIL A1+ 01-03-23 CRISIL A1+ 05-09-22 CRISIL A1+ 08-12-21 CRISIL A1+ CRISIL A1+
Facilities

-- -- -- 05-07-22 CRISIL A1+ 09-09-21 CRISIL A1+ --

-- -- -- 06-06-22 CRISIL A1+ 14-06-21 CRISIL A1+ --

-- -- -- 08-03-22 CRISIL A1+ 12-01-21 CRISIL A1+ --

Commercial Paper ST 10000.0 CRISIL A1+ 28-02-24 CRISIL A1+ 01-03-23 CRISIL A1+ 05-09-22 CRISIL A1+ 08-12-21 CRISIL A1+ CRISIL A1+

-- -- -- 05-07-22 CRISIL A1+ 09-09-21 CRISIL A1+ --

-- -- -- 06-06-22 CRISIL A1+ 14-06-21 CRISIL A1+ --

-- -- -- 08-03-22 CRISIL A1+ 12-01-21 CRISIL A1+ --

CRISIL CRISIL
Non Convertible CRISIL CRISIL CRISIL CRISIL
LT 9000.0 28-02-24 01-03-23 05-09-22 08-12-21 AAA/Watch AAA/Watch
Debentures AAA/Stable AAA/Stable AAA/Stable AAA/Stable
Developing Developing

CRISIL
CRISIL
-- -- -- 05-07-22 09-09-21 AAA/Watch --
AAA/Stable
Developing

CRISIL
CRISIL
-- -- -- 06-06-22 14-06-21 AAA/Watch --
AAA/Stable
Developing

CRISIL CRISIL
-- -- -- 08-03-22 AAA/Watch 12-01-21 AAA/Watch --
Developing Developing

Short Term Debt ST -- -- -- -- -- Withdrawn

All amounts are in [Link].

Annexure - Details of Bank Lenders & Facilities

Facility Amount ([Link]) Name of Lender Rating
Fund-Based Facilities 140 BNP Paribas CRISIL AAA/Stable
Fund-Based Facilities 2000 IDBI Bank Limited CRISIL AAA/Stable
Fund-Based Facilities 60 Deutsche Bank CRISIL AAA/Stable
Fund-Based Facilities 1 RBL Bank Limited CRISIL AAA/Stable
Fund-Based Facilities 5 IDFC FIRST Bank Limited CRISIL AAA/Stable
Fund-Based Facilities 3000 YES Bank Limited CRISIL AAA/Stable
Fund-Based Facilities 10 The Federal Bank Limited CRISIL AAA/Stable
Fund-Based Facilities 3050 Canara Bank CRISIL AAA/Stable
Fund-Based Facilities 1200 ICICI Bank Limited CRISIL AAA/Stable
Fund-Based Facilities 600 Kotak Mahindra Bank Limited CRISIL AAA/Stable
Fund-Based Facilities 4100 Punjab National Bank CRISIL AAA/Stable
Fund-Based Facilities 51 Axis Bank Limited CRISIL AAA/Stable
Fund-Based Facilities 522.75 HDFC Bank Limited CRISIL AAA/Stable
Fund-Based Facilities 1032 Union Bank of India CRISIL AAA/Stable
Fund-Based Facilities 6500 State Bank of India CRISIL AAA/Stable
Standard Chartered Bank
Fund-Based Facilities 50 CRISIL AAA/Stable
Limited
Fund-Based Facilities 1700 Bank of India CRISIL AAA/Stable
Fund-Based Facilities 50 IndusInd Bank Limited CRISIL AAA/Stable
Fund-Based Facilities 5 UCO Bank CRISIL AAA/Stable
Non-Fund Based Limit 5000 HDFC Bank Limited CRISIL A1+
Non-Fund Based Limit 2000 Axis Bank Limited CRISIL A1+
Non-Fund Based Limit 1500 Bank of Baroda CRISIL A1+
Non-Fund Based Limit 50 Kotak Mahindra Bank Limited CRISIL A1+

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 Non-Fund Based Limit 10860 State Bank of India CRISIL A1+
Non-Fund Based Limit 6700 ICICI Bank Limited CRISIL A1+
Non-Fund Based Limit 1235 IndusInd Bank Limited CRISIL A1+
Proposed Fund-Based Bank
19623.25 Not Applicable CRISIL AAA/Stable
Limits
Proposed Long Term Bank Loan
20000 Not Applicable CRISIL AAA/Stable
Facility

Short Term Bank Facility^ 2100 Punjab National Bank CRISIL A1+

Short Term Bank Facility^ 4200 Bank of India CRISIL A1+

Short Term Bank Facility^ 6300 State Bank of India CRISIL A1+
Term Loan 1355 State Bank of India CRISIL AAA/Stable
^Facilities sanctioned in Million USD, Considering exchange rate of USD 1 = Rs 84

Criteria Details

Links to related criteria

CRISILs Approach to Financial Ratios
Rating criteria for manufaturing and service sector companies
CRISILs Bank Loan Ratings - process, scale and default recognition
Rating Criteria for Petrochemical Industry
CRISILs Criteria for rating short term debt
Criteria for Notching up Stand Alone Ratings of Entities Based on Government Support
CRISILs Criteria for Consolidation

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