Transmission of Annual Report for the Year Ended June 30, 2025

Transforming Today and Beyond

National Refinery Limited

CONTENTS

Company Overview 03 NRL at a Glance 04 Vision

1. Mission

2. Core Values

08 Corporate Information

10 Corporate Objectives & Development Strategy

12 Board of Directors

14 Directors' Profile

21 Leadership Team

22 Chairman's Review

25 Directors' Report - English

Corporate Governance

40 Code of Conduct

43 Statement of Compliance

47 Review Report to the Members

48 Terms of Reference of Audit Committee

50 Terms of Reference of Human Resource and

Remuneration (HR&R) Committee

50 Gender Pay Gap Statement

Stakeholders' Information

1. Six Years at a Glance

2. Horizontal Statement of Financial Position

3. Vertical Statement of Financial Position

4. Horizontal Statement of Profit or Loss

5. Vertical Statement of Profit or Loss

6. Graphical Representation

Annual Audited Financial Statements

62 Auditor's Report

1. Statement of Financial Position

2. Statement of Profit or Loss

3. Statement of Comprehensive Income

4. Statement of Changes in Equity

5. Statement of Cash Flows

6. Notes to and forming part of the Financial Statements

Pattern of Shareholding, Notice & Forms

BEFORE RE-VAMP

Design capacity Design capacity Date Commissioned Project Cost

AFTER RE-VAMP

Design capacity Design capacity Date Commissioned

Project Cost of Revamping

3,976,500 barrels per year of Crude Oil processing 533,400 barrels per year of Lube Base Oils

June 1966

Rs. 103.9 million

5,610,000 barrels per year of Crude Oil processing S68,860 barrels per year of Lube Base Oils September 2020

Rs. 1,562 million

BEFORE RE-VAMP

Design capacity Date Commissioned Project Cost

AFTER FIRST RE-VAMP

Design capacity Date Commissioned

Project Cost of Revamping

AFTER SECOND RE-VAMP

Design capacity Date Commissioned

Project Cost of Revamping

11,385,000 barrels per year of Crude Oil processing April 1977

Rs. 607.5 million

16,500,000 barrels per year of Crude Oil processing

February 1990

Rs. 125.0 million

17,490,000 barrels per year of Crude Oil processing March 2017

Rs. 548.0 million

HSD DESULPHURIZATION AND ASSOCIATED UNITS

Date Commissioned Project Cost

June 2017

Rs. 26.82 billion

NAPHTHA BLOCK (ISOMERIZATION UNIT)

Date Commissioned Project Cost

Design capacity Date Commissioned Project Cost

October 2017

Rs. 6.54 billion

180,000 barrels per year of BTX April 1979

Rs. 66.7 million

BEFORE RE-VAMP

Design capacity Date Commissioned Project Cost

AFTER RE-VAMP

Design capacity Date Commissioned

Project Cost of Revamping

June 1966

700,000 barrels per year of Lube Base Oils January 1985

Rs. 2,082.4 million

805,000 barrels per year of Lube Base Oils June 2007

Rs. 585.0 million

Rs. 20.0 million

June 2025 Rs. 50,316.4 million

National Refinery Limited - Annual Report 2025 3

VISION

MISSION

• To remain the premium and preferred supply source for various petroleum products and petrochemicals.
• Offer products that are not only viable in terms of desirability and price but most importantly give true and lasting value to our customers.
• Deliver strong returns on existing and projected investments of our stakeholders by use of specialised and high quality corporate capabilities.
• Business development by adoption of emerging technologies, growth in professional competence, support to innovation, enrichment of human resource and performance recognition.
• Be a responsible corporate citizen by serving the community through a variety of socio-economic acts and maintaining a high level of safety, occupational health and environmental care.

CORE VALUES

Following concepts and ideas guide the Management and Staff of National Refinery Limited in conducting its business practices in most ethical ways:

1. Ethical Conduct and Integrity

   We value lifestyle in our organization where ethics like truth, honesty, integrity and fair play are basic ingredients while interacting within the organization or dealing with the outside world.

2. Teamwork and Responsibility

   We share information and resources and step in to help out other team members. Conflicts are worked out in spite of obstacles and difficulties. We accept responsibility with "can do" attitude.

   
   
   
   
   
   

3. Customer satisfaction

   We endeavor to provide quality products to our customers at competitive prices. We value their satisfaction essential for continued growth of our business.

4. Continuous improvement

   We generate new ideas and creative approaches to upgrade and update our refinery to best available technology and processes so that our products are at the level of internationally accepted standards.

5. Profitability We believe in enhancing our profitability to the maximum so that Employees, Shareholders and Government all benefit from it.

6. Corporate Citizenship

As a good Corporate Citizen, we are more than willing and happy to meet our social responsibilities towards the community around us. We are also committed to meet requirements of health, safety and environment.

Board of Directors

Laith G. Pharaon

Alternate Director: Sajid Nawaz Wael G. Pharaon

Alternate Director: Babar Bashir Nawaz

Shuaib A. Malik - Chairman Abdus Sattar

Shamim Ahmad Khan Tariq Iqbal Khan Khondamir Nusratkhujaev Chief Executive Officer

Asad Hasan

Chief Financial Officer

Nouman Ahmed Usmani

Company Secretary

Badruddin Khan

Audit Committee

Shamim Ahmad Khan Chairman

Abdus Sattar Member

Babar Bashir Nawaz Member

Alternate Director for Mr. Wael G. Pharaon

Muhammad Atta ur Rehman Malik Secretary

Human Resource and Remuneration (HR&R) Committee

Shamim Ahmad Khan Chairman

Shuaib A. Malik Member

Babar Bashir Nawaz Member

Alternate Director for Mr. Wael G. Pharaon

Asad Hasan Member

Nouman Ahmed Usmani Secretary

8 National Refinery Limited - Annual Report 2025

Auditors

A. F. Ferguson & Co.

Chartered Accountants

Legal Advisor

Ali Sibtain Fazli & Associates

Legal Advisors, Advocates & Solicitors

Bankers

The Bank of Punjab MCB Bank Limited Faysal Bank Limited Meezan Bank Limited

National Bank of Pakistan Allied Bank Limited Habib Bank Limited

Habib Metropolitan Bank Limited MCB Islamic Bank Limited

Registered Office

Dubai Islamic Bank Bank AL-Habib Limited Samba Bank Limited Bank Alfalah Limited United Bank Limited Askari Bank Limited BankIslami Pakistan

Industrial & Commercial Bank of China Limited

7-B, Korangi Industrial Area, Karachi-74900

P.O. Box: 8228, Karachi-74900 UAN: +92-21-111-675-675

PABX: +92-21-35064981-86

+92-21-35064977-79

Website: https://www.nrlpak.com E-mail: info@nrlpak.com

Share Registrar

CDC Share Registrar Services Limited CDC House, 99-B, Block 'B', S.M.C.H.S.,

Main Shahra-e-Faisal, Karachi - 74400. Tel: (Toll Free) 0800-23275

Fax: +92-21-34326053

Email: info@cdcsrsl.com Website: https://www.cdcsrsl.com

National Refinery Limited - Annual Report 2025 9

National Refinery Limited is a petroleum refining and petrochemical complex engaged in manufacturing and supplying a wide range of fuel products, lubes, BTX, asphalts and specialty products for domestic consumption and export.

NRL objectives and development strategy are aimed at achieving sustainable productivity and profitability and high standards of safety, occupational health and environmental care. This entails human resource re-engineering & development, enhancing value addition, implementing conservation measures and continuing growth through up-gradation of existing as well as addition of new facilities. In the changing global environment, corporate objective and development strategy have been defined to meet the challenges of 21stCentury.

Corporate Objectives

• Ensure that business policies and targets are in conformity with the national goals.

• Contribute in meeting the country's demand of petroleum and petrochemical products.

• Customer's satisfaction by providing best value and quality products.

• Optimization of the value of barrel of crude oil and cost reduction through conservation

  measures.

• Achieving and maintaining a high standard of Occupational Health, Safety and Environmental care.

• Ensure reasonable return on the shareholders' existing and projected investments.

• Maintain modern management systems conforming to international standards needed for an efficient organization.

  Development Strategy

• Contribute in national efforts towards attaining sustainable self-efficiency in petroleum

  products.

• Human resource development by upgrading training facilities and exposure to modern technologies/management techniques.

• Balancing and Modernization for energy conservation and enhanced yield of value added products as well as revamping for environment friendly products.

• Expansion of refining capacity by de-bottlenecking and adding new facilities.

• Acquire newer generation technologies for the efficient refinery operations as well as for attaining highest standards of Occupational Health, Safety and Environmental care.

• Acquiring self-sufficiency in re-engineering, design and fabrication of equipments.

10 National Refinery Limited - Annual Report 2025

National Refinery Limited - Annual Report 2025

11

Mr. Shamim Ahmad Khan

Mr. Abdus Sattar

Mr. Babar Bashir Nawaz

Mr. Sajid Nawaz

Mr. Khondamir Nusratkhujaev

Mr. Tariq Iqbal Khan

Mr. Asad Hasan

Mr. Laith G. Pharaon

(Non-Executive Director)

A businessman and an international investor who has financial and trading interests in Pakistan and other parts of the world in various sectors like petroleum, power generation, chemical, real estate and cement etc. Mr. Laith holds a graduate degree from the University of Southern California. He is a Director on the Board of various companies of The Attock Group.

Other Engagements

Chairman & Director

• Attock Petroleum Limited

• The Attock Oil Company Limited

  Director

• Pakistan Oilfields Limited

• Attock Refinery Limited

• Attock Cement Pakistan Limited

• Attock Gen Limited

• Attock Energy (Pvt.) Limited

  
  
  

  Mr. Wael G. Pharaon

  (Non-Executive Director)

  A businessman and an international investor who has financial and trading interests in Pakistan and other parts of the world in various sectors like petroleum, power generation, chemical, real estate and cement etc. Mr. Wael holds a graduate degree. He is a Director on the Board of various companies of The Attock Group.

  Other Engagements

  Director

• The Attock Oil Company Limited

• Attock Cement Pakistan Limited

• Attock Refinery Limited

• Pakistan Oilfields Limited

• Attock Petroleum Limited

• Attock Gen Limited

• Angoori Heights Development (Pvt.) Limited

• Margalla Farm Houses Development (Pvt.) Limited

• Rawal Lodges Development (Pvt.) Limited

14 National Refinery Limited - Annual Report 2025

Mr. Shuaib A. Malik

Chairman

(Non-Executive Director)

Mr. Shuaib A. Malik has been associated with Attock Group of Companies, one of the largest conglomerates in the Country having diversified interests in Oil & Gas, Power Generation, Cement, Information Technology, Renewable Energy, Medical Services and Real Estate Development etc., for more than four decades. He served in different Companies in the Group at various times with the responsibility to supervise and oversee the operations and affairs of these Companies.

He became the youngest Chief Executive of the Group Holding Company, "The Attock Oil Company Limited" on September 01, 1995.

With his hard work, dedication, business acumen and professional abilities, he eventually rose to the highest

management position in the Group and was appointed as Group Chief Executive of "Attock Group of Companies" in July 2006.

He has exhaustive experience and in depth knowledge related to various aspects of upstream, midstream and downstream petroleum business and it was due to his visionary leadership that the Attock Group was able to grow leaps and bounds and diversify into various trades and industries.

In recognition of his outstanding and visionary leadership, Mr. Shuaib A. Malik has been conferred upon the Sitara e Imtiaz by the Government of Pakistan.

Other Engagements

Chairman, Chief Executive & Director

• Pakistan Oilfields Limited

  Chairman & Director

• Attock Refinery Limited

• Attock Cement Pakistan Limited

• Attock Hospital (Pvt.) Limited

  Chief Executive & Director

• Attock Petroleum Limited

• The Attock Oil Company Limited

• Attock Information Technology Services (Pvt.) Limited

• Angoori Heights Development (Pvt.) Limited

• Attock Leisure & Management Associates (Pvt.) Limited

• Falcon Pakistan (Pvt.) Limited

• Attock Energy (Pvt.) Limited

  Director

• Attock Gen Limited

• Rawal Lodges Development (Pvt.) Limited

• Margalla Farm Houses Development (Pvt.) Limited

  Resident Representative

• Pharaon Investment Group Limited Holding SAL

  Group Chief Executive

  National Refinery Limited - Annual Report 2025 15

  
  
  DIRECTORS' PROFILE
  
  
  

  Mr. Shamim Ahmad Khan

  (Independent Director)

  After joining Civil Service of Pakistan, Mr. Shamim Ahmad Khan served in senior positions in the Government, particularly in the Ministry of Finance and retired as Secretary, Ministry of Commerce. For ten years, he worked in Corporate Law Authority, regulatory body for the corporate sector as Member and later as Chairman. He restructured it as Securities and Exchange Commission of Pakistan (SECP) and became its first Chairman. Mr. Khan has also undertaken a number of consultancy assignments for Asian Development Bank, World Bank and DFID. He is also member of Board of Governors of SDPI.

  Other Engagements

  Director

• Attock Refinery Limited

• Pakistan Oilfields Limited

• Attock Cement Pakistan Limited

• IGI Holdings Limited

• IGI Life Insurance Limited

• IGI General Insurance Limited (unlisted)

• Packages Foundation

• Sustainable Development Policy Institute (SDPI)

  
  
  

  Mr. Abdus Sattar

  (Non-Executive Director)

  Mr. Abdus Sattar has over 35 years of Financial Management experience at key positions of responsibility in various Government organizations / ministries, commercial organizations with the main objective of controlling costs of various commodities, to watch consumer interest, minimize government subsidies, improve government revenues, eliminate wasteful expenses / leakages and fixation of gas and POL prices. After serving as Financial Advisor to Ministry of Petroleum & Natural Resources, Government of Pakistan, he also remained Financial Advisor for Mari Gas Company Limited for around 8 years including 6 years as its Director on the Board. While working as Financial Advisor in Ministry of Petroleum he also served as Director on a number of boards like OGDCL, PPL, SNGPL, SSGCL,

  PSO, PARCO, ARL, POL, NRL, PMDC etc. as a nominee of Government of Pakistan for about seven years. He is a fellow member of Institute of Cost and Management Accountant of Pakistan (ICMAP) and was also nominated as council member of ICMAP for the three years (Jan 2000 to Dec 2002) by the Government of Pakistan. He has attended many advance financial management courses, programs and trainings in institutions of international repute in Pakistan and abroad. Presently, he is on the Board of all the Listed Companies of The Attock Group.

  Other Engagements

  Director

  • Attock Refinery Limited

  • Attock Petroleum Limited

  • Pakistan Oilfields Limited

  • Attock Cement Pakistan Limited

    16 National Refinery Limited - Annual Report 2025

    
    
    DIRECTORS' PROFILE
    
    
    

    Other Engagements

    Director & Managing Director

    • Pakistan Oilfields Limited

      Mr. Sajid Nawaz

      Alternate Director for Mr. Laith G. Pharaon (Non-Executive Director)

      Mr. Sajid Nawaz has over 30 years of work experience in service with Government of Pakistan at various management posts both within country and abroad. Due to the nature of posts and assignments he carries considerable experience of working in different environments. He has attended various management courses abroad and in Pakistan, including one month course on International Petroleum Management at Canadian Petroleum Institute, Canada. He is presently holding position of Managing Director of Pakistan Oilfields Limited (POL) and has almost 20 years of work experience with the Company in Senior Management positions. He has also served as Director on Boards of Attock Petroleum Limited, Attock Refinery Limited and Attock Cement Pakistan Limited.

      Mr. Khondamir Nusratkhujaev

      
      
      

      (Independent Director)

      Mr. Khondamir Nusratkhujaev has more than 20 years of diversified working experience in the areas of Auditing, Internal Controls and Financial Controls (COSO), Budgeting and Islamic Banking. He is a Chartered Certified Accountant, UK and also holds Master's degree in Business Administration. Besides he is also a Certified Islamic Public Accountant. Mr. Nusratkhujaev has been associated with top international accounting firms including Deloitte Russia, Ernst & Young Kazakhstan & PWC Uzbekistan in the areas of Auditing and Accounting Advisory. Currently he is associated with Islamic Development Bank, Jeddah as Manager accounting and reporting division and manages full financial and management reporting cycle. He is also author of many international publications on Islamic Finance and Banking.

      Other Engagements Manager

    • Accounting and Reporting at Islamic Development Bank

      Board Member

    • Accounting and Auditing Organization for Islamic Financial Institutions (AAOIFI)

      National Refinery Limited - Annual Report 2025 17

      
      
      DIRECTORS' PROFILE
      
      
      

      Mr. Babar Bashir Nawaz Alternate for Mr. Wael G. Pharaon (Non-Executive Director)

      He has an illustrious career span of over 40 years with the Attock Group of Companies. During this period he has held various positions in Finance, Marketing, Personnel & General Management, before being appointed as the Chief Executive Officer of Attock Cement Pakistan Limited in 2002. He holds a postgraduate degree in Business Administration from the Quaid-e-Azam University, Islamabad. Being a seasoned professional, he has attended various courses, workshops and seminars in Pakistan and abroad on the business management and carries enormous knowledge of the cement industry in Pakistan. Currently, he is the Vice Chairman of All Pakistan Cement Manufacturers Association (APCMA).

      Other Engagements Chief Executive

    • Attock Cement Pakistan Limited

    • Rawal Lodges Development (Pvt.) Limited

      Alternate Director

    • Pakistan Oilfields Limited

    • Attock Refinery Limited

    • Attock Cement Pakistan Limited

      Director

    • Attock Petroleum Limited

    • Angoori Heights Development (Pvt.) Limited

    • Margalla Farm Houses Development (Pvt.) Limited

    • Attock Leisure & Management Associates (Pvt.) Limited

      
      
      

      Mr. Tariq Iqbal Khan

      (Independent Director)

      Mr. Tariq Iqbal Khan is a fellow member of Institute of Chartered Accountants of Pakistan, with diversified experience of more than 40 years. He was pivotal in founding Islamabad Stock Exchange where he subsequently served as President as well. He has also served as the Member Tax Policy & Co-ordination in the Central Board of Revenue, followed by being appointed as Commissioner SECP, where he was instrumental in restructuring the SECP. He also held the position of Chairman of Audit Oversight Board and also held charge of SECP (acting) Chairman for a brief period. He served on prominent national level committees like Committee for formulation of Takeover law. CLA Committee for review of Securities & Exchange Ordinance 1969, Committee for formulation of CDC law & regulations and Prime

      Minister's Committee for Revival of Stock Market. He served as the Chairman and MD of NIT for more than 8 years, which played the role of a catalyst in establishing, strengthening and stabilizing the capital markets. Additionally, during this period, he held the charge of Chairman & MD of ICP, for almost 5 years. He has served on Boards of the top companies like CDC, Faysal Bank Limited, Bank Al-Habib Limited, GSK, ICI, Siemens and Packages etc. He has remained Chairman of Attock Refinery Limited, Sui Northern Gas Pipelines Limited, K.P. Energy Board and KPOGCL.

      Other Engagements

      Director

    • Attock Refinery Limited

    • Packages Limited

• Interloop Limited

• Sui Nothern gas Pipelines Limited

• Packages Converters Limited

• Islamic International Medical Trust

18 National Refinery Limited - Annual Report 2025