MANAGEMENT DISCUSSION AND ANALYSIS

COMPANY PERFORMANCE

In Financial Year 2022-23 (FY23), your Company recorded a total income of ' 5096.18 crores (Previous Year ' 2966.39 crores) and earned a PBIDT of ' 3097.88 crores (Previous Year ' 1542.78 crores).

MARKET ANALYSIS

CRUDE TANKER MARKET

Crude tanker earnings were around operating expense (opex) levels for about one and a half years prior to the start of FY23 as COVID-19 took a toll on oil demand. Earnings surged in FY23 to levels not seen since FY09, mainly due to trade disruptions caused by the Russia-Ukraine war.

Following the start of the Russia-Ukraine conflict, many participants in the oil and tanker markets began to self-sanction even before EU’s official ban on Russian crude imports took full effect on December 05, 2022, reshaping both Russia’s exports and EU’s imports during FY23. As a result, Russia’s oil exports have seen longer voyages, particularly flowing to India and China. The EU has increased imports from farther sources like Middle East and the Atlantic region. This has benefited Suezmax and Aframax tanker segments, driving higher ton miles and consequently higher freight rates.

Overall seaborne crude trade grew by ~10% y/y during FY23, recovering to pre-Covid levels. Apart from the trade flow disruption caused by the conflict, the following factors were also influential in creating a strong tanker market during the year:

1. Recovering oil products demand, historically low product inventories and elevated product cracks enabled steady crude intake into refineries during FY23. However, refinery runs were still below pre-pandemic levels.

2. Crude production increased sharply in FY23 led by both OPEC and non-OPEC with production levels in Q4 FY23 nearing pre-pandemic levels. OPEC stuck to its planned addition of ~400 kbpd each month but announced cuts of 2.0 mbpd from November, which in real terms appears to be a cut of closer to 1.0 mbpd once underproduction is accounted for.

3. In an attempt to cap prices, the US also released a record ~200 mn bbl of crude from its Strategic Petroleum Reserves. This resulted in higher than normal crude exports from the country, generating a significant amount of tanker demand.

4. On the other side, crude tanker supply was constrained as global fleet grew by 3.0% during the year. Consequently, crude tankers witnessed record high freight rates for most of FY23.

The table below captures spot market earnings for Suezmax and Aframax tankers over the financial year (in USD/day). While average Suezmax earnings for FY23 are at their highest since FY2009, Aframax earnings are higher than any year within our data set starting from FY1991.

ASSETVALUES

Both crude and product tanker asset prices followed the trend in earnings and increased sharply during the year, to levels last seen in 2008. Values have increased between 30%-100% in FY23 depending upon the age profile and the type of the vessel.

OUTLOOK

Tanker earnings are currently at highly elevated levels implying solid fleet utilizations and even a slight change in supply-demand dynamics from here can have an outsized impact on freight rates. China remains the key trigger for oil demand as it takes steps to emerge from its zero-COVID policy. Oil supply is likely to be lower y/y in absence of US SPR releases and with OPEC having announced a voluntary cut of 1.2 mbpd from May-Dec 2023. Non-OPEC suppliers such as US, Brazil, and Canada will drive global production increases in 2023 and with much of the oil demand growth coming from countries in the Far East, these incremental barrels will need to travel on longer voyages.

Moreover, uncertainty remains around Russia and its ability to sell its oil with full sanctions put in place. Circumstances such as end of war and more importantly whether sanctions on Russia are reversed or not can have profound impact on tanker earnings. It is also important to be cautious in view of the prevailing macro uncertainties, driven by higher interest rates and recession in the West, which will be an overhang on oil demand growth and therefore tanker earnings.

The fleet supply side remains favourable as the orderbook for crude and product tankers are at about 3% and 6% of the fleet respectively, the lowest levels in at least the last 27 years. At the same time the current fleet is ageing, which coupled with new regulations (EEXI/ CII), could lead to accelerated scrapping going forward.

LPG CARRIER MARKET

The VLGC freight market, which was reasonably strong in FY22,

strengthened further during FY23. VLGC TCE earnings averaged

~ 96 % higher YoY as compared to FY22.

The main factors driving the VLGC market during FY23 were:

1. Global VLGC trade demand increased ~ 11% YoY driven by increase in LPG exports from both Middle East & North America.

2. The change in the reservation rules for the Neo - Panamax locks at the Panama Canal altered trade patterns during the year.

3. The share of US - Asia VLGC trade through the Panama Canal declined on a YoY basis and more volumes had to take the longer route to Asia via the Cape of Good Hope (CoGH).

4. Additionally, at the end of the year, a higher proportion of ships ballasting towards US had to come via CoGH in wake of these new reservation rules.

5. On the supply side, the in-water VLGC fleet grew by ~ 6% YoY during FY23.

However, effective VLGC fleet supply growth was lower due to congestion at the Panama Canal, especially during H2 FY-23.

The table below captures the market spot earnings of VLGC type of

ships over the financial year (in USD/day).

ASSETVALUES

VLGC asset values increased by ~ 25% during the year driven by the strong freight market.

OUTLOOK

US LPG exports are expected to continue to grow on the back of sustained production, low domestic consumption and high inventories. Additionally, while the Middle East LPG production growth may be limited in the short term due to OPEC production cuts, the long term LPG production outlook continues to be positive on the back of an expected firm oil price environment.

LPG demand is likely to sustain mainly driven by increase in feedstock demand in the petrochemical sector. LPG continues to remain price competitive to naphtha. In addition, scheduled commissioning of new PDH plants in China would support increase in import demand into Asia. Retail demand growth in India is expected to normalize as most of the new (free) connections under the PMUY scheme have already been provided and refills may not happen at the same rate going forward.

Congestion at Panama Canal continues to remain a wild card as new booking rules prioritize other ship categories over VLGCs, which could lead to congestion during peak demand months.

On the supply side, VLGC orderbook is quite high at 20% of the fleet, and this could present headwinds to the freight market and possibly asset values.

DRY BULK CARRIER MARKETS

During FY23, dry bulk freight rates corrected from the multi-year highs seen in FY22 as the Covid - 19 related port inefficiencies normalized. On a YoY basis, Capesize earnings fell 55% while earnings for Sub - Capes fell 36%. On an absolute basis also, Sub -Capes continued to outperform Capesizes during the year.

The key factors driving the dry bulk freight market were:

1. Dry bulk fleet grew by only ~ 3 % YoY. However, effective fleet supply was much higher as most of the Covid - 19 related congestions seen last year normalized.

2. On the demand side, global dry bulk trade was only marginally positive YoY.

3. Trade demand for individual commodities showed varying trends.

4. Iron ore trade was marginally negative on the back of low steel production.

5. On the plus side, coal trade was up 5% YoY on the back of increased coal import demand from India and Europe. The Russia - Ukraine war resulted in a dramatic increase in LNG prices in Europe leading to increased coal demand for power generation.

6. The conflict was also the main reason behind a 3% YoY drop in global grain trade as Ukraine’s grain exports fell 55% YoY. Brazil and Australia made up for some of the lost Ukrainian grain volumes as exports were up by 15% and 20% respectively.

The table below shows the market spot earnings of the various categories of dry bulk ships over the financial year (in USD/day):

Capesize 14,760 32,642 -55%

Kamsarmax 17,735 27,914 -36%

Supramax 18,339 28,730 -36%

ASSETVALUES

In line with the drop in freight market, dry bulk asset values corrected between 7 - 12% during FY23. However, asset values continue to be at very healthy levels.

OUTLOOK

Outlook for the dry bulk freight market continues to be cautiously positive mainly on the back of limited fleet supply growth going forward. The current dry bulk orderbook stands at 6.9% of the fleet, which is close to the lowest seen in the 27 years.

On the demand side, the extent of the recovery of the Chinese economy continues to be the most critical factor. Coal import demand in India is expected to increase further as the "El Nino" weather phenomenon may lead to lower hydro electricity generation in the coming months.

Following are the near-term risks to the dry bulk freight market -

1. Weak property demand in China

2. Continuous steel production cuts in China to prioritize emission controls

3. Continued Russia-Ukraine conflict negatively impacting global grain trade

FLEET SIZE AND CHANGES DURING THE YEAR

As on March 31, 2023, your Company’s fleet stood at 43 vessels, comprising 29 tankers (7 crude carriers, 18 product carriers, 4 LPG carriers) and 14 dry bulk carriers (2 Capesize, 7 Kamsarmax, 5 Supramax) with an average age of 13.34 years aggregating 3.44 mn dwt.

During the year, your Company sold and delivered to the buyers a Midsize Gas Carrier 'Jag Vijaya’ and an Aframax crude oil carrier 'Jag Lyall'. Subsequent to the end of the year, your Company contracted to sell an Aframax crude oil carrier Jag Lavanya '.

A detailed Asset Profile section forms part of this Annual Report.

KEY FINANCIAL RATIOS

Conventional return ratios are not appropriate to assess the performance or condition of your Company, for the following reasons:

1. A very significant part of the return in shipping comes from the appreciation in the value of the asset itself. This does not enter the Profit and Loss account except at the time of sale.

2. In recent years, due to the change in accounting standards, the Company’s profits have been affected very significantly by the movement in exchange rates. This has generally had the effect of increasing the Company’s profits when the rupee appreciates against the US Dollar and of reducing its profits when the rupee depreciates against the US Dollar. In reality, the depreciation of the rupee against the US Dollar improves the profitability of the Company.

Considering the cyclical and highly volatile nature of the shipping industry, the ability to survive weak markets, and if possible, even take advantage of them, is critical to success. The Company therefore believes that the following are the key financial ratios applicable to its business:

1. Gross and Net Debt:equity Ratio - This shows the extent of leverage taken by the business, both at a gross level and net of the cash and cash equivalents held. Net debt:equity is a standard ratio used in assessing a shipping company's creditworthiness.

There has been a significant improvement in these ratios over the course of FY23, as a result of the high cash flows, repayment of debt and increase in net worth during the year.

2. Cash Debt Service Coverage Ratio - This represents the Company's ability to meet its debt servicing obligations. It is the sum of the PBIDT plus the cash and cash equivalents held by the Company divided by the expected debt service payments over the next 12 months.

This ratio stood at 12.82 as of end FY23, versus 5.95 at the end of the previous financial year. The increase in the ratio is due to (i) increased PBIDT and (ii) increase in cash and cash equivalents in FY23.

3. Net Debt:PBIDT - This shows the number of years earnings it would take to cover the repayment of the debt which is not covered by the cash and cash equivalents.

The ratio was -0.54 as of end FY23 versus 0.24 as at the end of the previous financial year. The decrease in the ratio is due to (i) decrease in net debt to a negative number and (ii) increased PBIDT in FY23.

4. Return on net worth - The ratio was 31.17% for FY23 vs 12.81% for FY22. Profitability was higher during the year as a result of sharply higher tanker markets, which was only partially offset by weaker bulk carrier markets. The reasons for these have been explained in the above sections. The movement in exchange rates had a higher negative impact on the P&L in FY23, as against previous year.

RISKS AND CONCERNS

Your Company has carried out a detailed exercise to identify the various risks faced by your Company and has put in place mitigation, control and monitoring plans for each of the risks. Risk owners have been identified for each risk, and these risk owners are responsible for controlling the respective risks. The efficacy of these processes is monitored on a regular basis by Risk Committees for the different areas in order to make continuous improvement and is further reviewed by the Risk Management Committee.

The Risk Management Committee currently consists of Mr. Bharat K. Sheth (Chairman), Mrs. Rita Bhagwati, Dr. Shankar N. Acharya, Mr. Shivshankar Menon, Mr. T. N. Ninan, and Mr. G. Shivakumar. Mr. Tapas Icot is a permanent invitee to the meetings of the Risk Management Committee.

The Board of Directors and Audit Committee are regularly briefed on your Company's risk management process.

The material risks and challenges faced by your Company are as follows:

ECONOMIC RISK:

Shipping is a global business whose performance is closely linked to the state of the global economy. Therefore, if global economic growth is adversely impacted, it could have an unfavourable effect on the state of the shipping market.

GEO-POLITICAL RISK:

OPEC nations control more than one third of the world oil supply. Therefore, their decision on whether to comply with (or extend) crude production targets can have a material impact on the crude, product and LPG freight markets.

Many of the countries producing and exporting crude oil are politically volatile. Any change in the political situation in these countries may alter the supply-demand scenario. This would have a consequential impact on the tanker market.

Issues such as sanctions and wars may also affect shipping markets.

TRADE BARRIERS:

Trade disputes between countries can turn into trade wars with erection of tariff and non-tariff barriers. The manner in which such barriers are implemented could have significant impact on trade volumes and routes.

CHINESE ECONOMY:

China has been a major driver of global growth especially for commodities. If the economy falters or changes its policy towards import of various commodities, the consequential damage to shipping will be significant.

CHALLENGES FACED BY THE SHIPPING BUSINESS

EARNINGS VOLATILITY:

The shipping industry is a truly global business with a host of issues potentially impacting the supply demand balance of the industry. This results in tremendous volatility in freight earnings and asset values.

Your Company attempts to manage that risk in various ways.

If your Company believes that the freight market could weaken, it may enter into time charter contracts ranging from 6 months to 3 years or use freight derivatives to hedge the risk. Another method of managing risk is by adjusting the mix of assets in the fleet through sale or purchase of ships.

Your Company also ensures that assets are bought at cheap prices as capital cost is a major cost component. Your Company hopes to weather the depressed markets better than most players in the business by having among the lowest fleet break-evens.

Your Company operates ships in different asset classes and different markets. This ensures that your Company’s fortunes are not fully dependent upon a single market.

LIQUIDITY RISK:

The sale and purchase market and time charter markets are not always liquid. Therefore, there could be times when your Company is not able to position the portfolio in the ideal manner.

FINANCE RISK:

Your Company’s business is predominantly USD denominated as freight rates are determined in USD and so are ship values. Your Company has its liabilities also denominated in USD. Any significant movement in currency or interest rates could meaningfully impact the financials of your Company.

SHIPBOARD PERSONNEL:

Indian officers continue to be in great demand all over the world. Given the unfavourable taxes on a seafarer sailing on an Indian flagged vessel, it is becoming increasingly difficult to source officers capable of meeting the modern-day challenges of worldwide trading.

The group recorded a consolidated net profit of ' 2575.01 crores for the year under review as compared to net profit of ' 629.68 crores for the previous year. The net worth of the group as on March 31, 2023 was ' 10275.36 crores as compared to ' 8051.30 crores for the previous year.

SUBSIDIARIES

The statement containing the salient features of the financial statements of your Company’s subsidiaries for the year ended March 31, 2023 is attached along with the financial statements of your Company.

The report on performance of the subsidiaries is as follows:

GREATSHIP (INDIA) LIMITED, MUMBAI

Greatship (India) Limited (GIL), wholly owned subsidiary of your Company and one of India’s largest offshore oilfield services providers, experienced an improved year of performance in the backdrop of market positivity. In the financial year 2022-23, GIL has recorded a total income of ' 804.19 crores (previous year ' 606.25 crores) on a standalone basis and ' 938.23 crores (previous year ' 725.45 crores) on a consolidated basis. In the current financial year, the company has earned a profit before interest, depreciation (including impairment) & tax of ' 316.04 crores (previous year ' 165.56 crores) and ' 346.97 crores (previous year ' 216.80 crores) on a standalone and consolidated basis, respectively. Your Company’s net profit for the current financial year is ' 56.32 crores (previous year net loss ' 149.05 crores) and net profit ' 33.62 crores (previous year net loss ' 143.69 crores) on a standalone and consolidated basis, respectively.

GIL bought a 2007-built AHTSV 'TC Lam Son’ of 80T bollard pull capacity in March 2023 renaming her as 'Greatship Amaira’. With this addition, the vessel fleet of GIL along with its subsidiaries stands at nineteen vessels which comprises four Platform Supply Vessels (PSVs), four R-Class Supply Vessels, nine Anchor Handling Tug cum Supply Vessels (AHTSVs) and two Multi-purpose Platform Supply and Support Vessels (MPSSVs).

GIL has the following four wholly owned subsidiaries, whose performance during the year is summarized hereunder:

1. Greatship Global Energy Services Pte. Ltd., Singapore (GGES)

GGES has incurred a net profit of USD 0.11 Mn for the current financial year as against the net loss of USD 0.02 Mn in the previous year. The net profit in the current year has been on account of the interest received on bank deposits and net loss in the previous year has been on account of reduction in the interest rates resulting into reduced interest on bank deposits.

2. Greatship Global Offshore Services Pte. Ltd., Singapore (GGOS)

GGOS owns and operates two Multi-purpose Platform Supply and Support Vessels and one R-Class Supply Vessel. GGOS has earned a net profit of USD 1.80 Mn for the current financial year as against a net profit of USD 2.93 Mn in the previous year. The reason for decline in net profit in the current year is due to provision made for debtors.

3. Greatship (UK) Limited, United Kingdom (GUK)

GUK’s net loss for the current financial year amounted to USD 0.02 Mn as against the net loss of USD 0.32 Mn in the previous year. Higher net loss in the previous year has been on account of foreign exchange difference which arose on account of the reimbursement of expenses to parent company.

4. Greatship Oilfield Services Limited, India (GOSL)

During the year under review, GOSL has been exploring possible business opportunities and has incurred certain expenses resulting into net losses of less than ' 0.01 crore for the current financial year (Previous Year: ' 0.01 crore).

THE GREATSHIP (SINGAPORE) PTE. LTD., SINGAPORE

The Greatship (Singapore) Pte. Ltd. is a wholly owned subsidiary of your Company. The Greatship (Singapore) Pte. Ltd. does shipping agency business for the ships owned by your Company. During the year ended March 31,2023, there were 69 ship calls at Singapore. The company’s loss for the current financial year amounted to S$ 43,948 as against the loss of S$ 94,640 in the previous year.

THE GREAT EASTERN CHARTERING LLC (FZC), U.A.E.

The Great Eastern Chartering LLC (FZC) is a wholly owned subsidiary of your Company. During the year ended March 31, 2023, the company made a profit of USD 21.48 Mn (previous year loss of USD 3.12 Mn). The company has invested in shares of some listed shipping companies and these shares were valued at USD 26.89 Mn as of March 31,2023.

THE GREAT EASTERN CHARTERING (SINGAPORE) PTE. LTD., SINGAPORE

The Great Eastern Chartering (Singapore) Pte. Ltd. is a wholly owned subsidiary of The Great Eastern Chartering LLC (FZC), UAE. During the financial year ended March 31,2023, the company made a profit of USD 3.10 Mn (previous year loss of USD 6.47 Mn). The company held positions in dry bulk freight futures and fuel oil futures as of March 31,2023.

GREAT EASTERN CSR FOUNDATION, INDIA

Great Eastern CSR Foundation (Foundation) is a wholly owned subsidiary of your Company which handles the CSR activities of your Company and its subsidiaries. The Foundation received a total contribution of ' 10.18 crores from your Company during the year ended March 31, 2023. The Foundation spent ' 10.03 crores on CSR activities during the year.

Details of CSR activities carried out by Great Eastern CSR Foundation are set out in the reports on CSR activities which form part of this Annual Report.

GREAT EASTERN SERVICES LIMITED, INDIA

Great Eastern Services Limited is a wholly owned subsidiary of your Company. The company has not yet started its commercial operations. The company made a loss of ' 41,300 for the year ended March 31, 2023 as compared to a loss of ' 45,800 for the year ended March 31,2022.

DEBT FUND RAISING

During the year, no fresh debt was raised. The gross debt:equity ratio as on March 31,2023 was 0.30:1 (including effect of currency swaps on rupee debt was 0.35:1) and the debt:equity ratio net of cash and cash equivalents as on March 31, 2023 was -0.20:1 (including effect of currency swaps on rupee debt was -0.14:1). The Company redeemed Non-convertible Debentures aggregating to ' 200 crores during the year and also settled the swaps relating to those debentures.

HEALTH, SAFETY, ENVIRONMENT AND QUALITY (HSEQ)

The last few years have been very challenging for the shipping industry, as it grappled with the pandemic and its after effects, followed shortly by geopolitical instability. Your Company’s committed teams on board and ashore ensured the implementation of risk-based plan helping in minimizing its impact on business operations to a large extent. Regardless to say the team is still on the job with continued sincerity to deal with ever evolving conditions.

Your Company believes in ensuring clean seas, reducing generation of waste and avoiding pollution at sea. This year also, your Company had zero spills to sea. Continuing its quest to decarbonize the fleet, your Company has placed orders for redesigned efficient propellers, subscribed to a voyage optimization software which will help in selecting an optimized route for ships, and continued with other earlier initiatives like fitment of Mewis Duct, LED lighting and application of high-performance hull coatings. Additionally, the Company is in process of generating voluntary market carbon credits for the applicable energy savings devices from Gold Standards and also enrolled selected ships in Environmental Ship Index (ESI) program.

Your Company cares for its employees and has taken enhanced measures towards their health and safety. For the benefit of all shore employees, arrangements like continued work from home option, remote offices located in Mumbai suburbs and TPA Services for providing larger pool of hospitals pan India closer to their homes are in place. For the benefit of seafarers, a remote expert counselling service, enhanced pre-employment mental examination from the experts and a dedicated crew relationship officer for managing their welfare and to enhance their relationship with the organization are in place.

TRAINING AND ASSESSMENT

Training and Assessment (T&A) department remains committed to your Company’s vision and mission of manning the fleet with competent and well-trained seafarers. To meet the ever-evolving demands of the maritime industry, the department is engaged in providing high-quality training to the Company’s seafarers.

It gives us delight to share that your Company’s Training Centre has got its certification revalidated as a Maritime Training Provider (MTP) by Det Norske Veritas (DNV) following a successful audit with

zero non-conformities and no observations. This achievement reflects your Company’s unwavering commitment to providing top-notch training that aligns with the latest industry and regulatory standards. DNV’s report specifically acknowledges your Company’s positive contribution in training, highlighting your quick adaptation to emerging topics such as EEXI/CII/SEEMP Part III and Bridge Team Resource Management. This recognition underscores your Company’s dedication to staying ahead of the curve and equipping professionals with the skills and knowledge needed to thrive in the maritime sector, this will hold your Company in good stead in achieving its goals of operational excellence and sustainability.

The Company has taken proactive measures to address identified areas for improvement in the safety and efficiency of its fleet. These efforts have included the development and delivery of targeted training programs such as Engine Room Best Practices, Blackout Prevention Workshop, Purifier Operation, Maintenance & Troubleshooting, Bridge Equipment Maintenance, Safe Anchoring etc. to address incidents and breakdowns experienced by the vessels. Through these programs, seafarers are provided with the knowledge and skills necessary to effectively maintain critical equipment and prevent potential safety hazards.

The T&A department has been diligently conducting shore-based and computer-based training in line with your Company’s training matrix, which is continuously updated to meet the latest maritime regulatory requirements. Although the pandemic had a profound impact on the training landscape, your Company has adapted and resumed in-person training while retaining the web-based channels that were introduced during the pandemic. This approach ensures that your Company can derive maximum benefits from both modes of training and remain prepared for any situation as we move forward. The department has also implemented a rigorous system of competency assessments for seafarers at every rank, making it mandatory for both recruitment and promotions. This process ensures that capable candidates are selected for manning your Company’s fleet.

The department has designed & developed a structured on-the-job skill-upgradation program based on industry best practices that provides practical skills and knowledge necessary for career progression of seafarers. The trainings and assessments are aligned with industry best practices such as INTERTANKO Competence Management Guidance.

IT INITIATIVES

Your Company’s continued focus on technology initiative which includes new platform implementation, Robotic Process Automation (RPA), process automation, application consolidation, Business Continuity Process (BCP) and cybersecurity governance have enabled your Company to conduct smooth business operations. It has also kept the Company and its assets safe from cyberthreats and helped in successfully completing major change initiatives with the implementation of 'Rise with SAP S/4 HANA’ ERP implementation. These changes have helped the Company

implement process improvements bring transparency and enable audit compliance. The organization’s technology enablement and collaboration platform have enabled the Company to seamlessly implement a hybrid work policy and ensured zero disruption.

In FY 2022-23, IT department has focused on the following major initiatives:

APPLICATION CONSOLIDATION INITIATIVE

To ensure efficient and effective performance of the business support system, the Company has partnered with SAP and have gone live with the latest 'Rise with SAP S/4 HANA' on September 9, 2022, which is a complete Enterprise Resource Planning (ERP) system which brings in process improvements and standardization, improved compliance management capabilities, built-in data intelligence capabilities to support improved decision making. Continuing on this improvement journey, additional functional developments and integration with other internal business systems are planned as Phase 2 which will be completed by March 2024.

BUSINESS CONTINUITY PLAN

Your Company is committed to ensuring that its systems are resilient and ensure high availability in case of any disaster scenarios. They are designed with a strong business continuity plan. It enables the IT function to respond quickly to any kind of disruption and be prepared with a strong recovery and response time to make systems available with minimum restoration time and data loss. In 2022-23, the Company ensured the continuity of critical business operations through various technology initiatives, so that business can run smoothly during or after the crisis.

Technology transformation initiatives like modernized infrastructure, cloud-first strategy, and setup of a complete Disaster Recovery Site (DR) have helped your Company to run the business from Work from Home (WFH) without compromising on employee productivity.

Work from Home (WFH): Company has ensured that there are zero cybersecurity incidents, 100% application availability, and provided 24x7 remote support (earlier 9x5 support) to ships for smooth business operations.

SHIP IT MANAGEMENT

Your Company is piloting new technology solutions for vessel performance optimization, loT solutions for improved monitoring and management. Additionally, vessels have been upgraded to support higher bandwidth for real-time data transfer, data utilization and to have improved user experience in terms of uninterrupted connectivity. These will enable remote inspections and monitoring leading to improved operational control and cost optimization. The improved connectivity will also help seafarers stay more connected with their families when they are sailing.

BUSINESS INTELLIGENCE

Your Company is committed to improving decision-making by enhancing data visibility and accessibility. To this end, the organization has initiated efforts to define enterprise-level data and

analytics requirements for the business. Additionally, the Company is putting in place the necessary BI (Business Intelligence) and analytics systems, along with scalable architectures, to support the organization’s growing data needs. Through these endeavors, the Company aims to improve data management and analysis, leading to positive business outcomes and competitive advantage.

CYBER RESILIENCE

Cybersecurity has been and will continue to be a top priority in the international maritime sector. We have strengthened the cybersecurity posture for ships and shore to protect the integrity of the organization’s information and IT assets.

Governance through "Sea Hawk" an AI& ML-based security application has helped the team to protect the organization from any advanced level cyber threat. Additional cyber security transformation Initiatives has been taken up to benchmark and improve our cyber resilience. Industry-leading technology solutions have been implemented for end-point protection and data leakage prevention. Additionally, the Company has strengthened the underlying infrastructure components and improved their overall security posture.

FUTURE ROADMAP

Your Company is committed for continuing technology modernization initiatives and has a well-defined IT Strategy and Digital Transformation roadmap which is being implemented. As part of this roadmap, the Company is undertaking process and technology transformation initiatives across all business functions. The Company is planning to take up initiatives to adopt industry best practices in shipping across all functions. Among the Company's key focus areas for the coming year will be the stabilization of the SAP ERP system, process automation leading to operational efficiency improvements in operating functions, development of strategic and analytical dashboards to support decision making, adoption of IoT and RPA to automate repetitive tasks.

HUMAN RESOURCES

After two years of Work From Home, the Company resumed office during April 2022, by adopting a hybrid work model. This model enabled the employees to have adequate flexibility and work-life balance. The organization also tied up with co-working spaces in three locations in Mumbai lowering the to-and-fro commute time for employees.

During the year, the Company resumed in-person training sessions while continuing online learning arrangements with various platforms like Harappa and LinkedIn Learning. Programs on influence, fundamentals of leadership, POSH, ethics and governance were the focal themes.

The Company has witnessed a steady improvement in employee engagement scores during the last three years. The scores have moved up from 68 to 79 during this period.

Employee retention stood healthy at 95%.

Total number of shore staff and ship board personnel was 253 and 1,897 respectively at the end of the year.

GREAT EASTERN INSTITUTE OF MARITIME STUDIES (GEIMS)

Whilst GEIMS has overcome all challenges posed by COVID and the numerous disruptions in the training schedules and delayed course completions of the batches due to partial or total lockdowns, it recently re-opened the college finally for physical lectures in 2022, as per the Government and Director General of Shipping Office directives. All these challenges were successfully overcome by taking additional classes when possible and the Institute is now back to full strength with all batches in the campus. Despite all the disruptions to normal life, the selection, recruitment and training programs have continued unhindered; all faculty and staff have toiled tirelessly to keep to the schedule and maintain quality in all the defined processes successfully.

During FY 2022-23, a total of 293 cadets passed out from the Nautical, Marine Engineering, Electrical Technology and GP Rating courses. The Institute also admitted 435 new cadets during the year in these 4 courses.

The Institute was audited and certified for Quality Management System ISO 9001:2015 by Indian Register of Shipping. An impressive result of 96.1% during the Comprehensive Inspection Program (CIP) Audit of Director General of Shipping was obtained, thus enabling the Insititute to maintain the "OUTSTANDING" rating it has held since inception. This was a very detailed audit as the institute had to change the Classification Society to Det Norske Veritas and hence was equivalent to an Initial Audit.

The Institute was also awarded the 'Best Training Institute Award’ by National Maritime Day Celebrations Committee in April 2022 as part of the National Maritime Day Celebrations for the 2^nd consecutive year. The award is recognition enough to show that the Institute is indeed one of the best managed and operated Maritime Institutes in India.

At the recently concluded Board of Director’s meeting in GEIMS campus, the Institute as also the personnel were greatly appreciated by the Directors. Many new innovations and upgrading work has been consistently carried out for ensuring the Institute remains in line with the latest techniques of training and educating the trainees passing out from the Institute.

CORPORATE SOCIAL RESPONSIBILITY

Your Company has always been conscious of its role as a good corporate citizen and strives to fulfil this role by running its business with utmost care for the environment and all the stakeholders. Your Company looks at Corporate Social Responsibility (CSR) activities as significant tool to contribute to the society.

The Board of Directors of your Company has constituted a committee of Directors, known as the Corporate Social Responsibility Committee, currently comprising of Mrs. Rita Bhagwati (Chairman), Dr. Shankar N. Acharya and Mr. Bharat K. Sheth to steer its CSR activities.

Copy of the Corporate Social Responsibility Policy of your Company as recommended by the CSR Committee and approved by the Board is enclosed as 'Annexure A’. The CSR Policy is also available on the website of your Company: www.greatship.com.

The CSR Policy is implemented by your Company through Great Eastern CSR Foundation, a wholly owned subsidiary of your Company, specifically set up for the purpose.

During FY 2022-23, ' 10.18 crores were contributed by your Company to Great Eastern CSR Foundation for undertaking CSR activities as per the provisions of Section 135 of the Companies Act, 2013.

The Annual Report on CSR activities is enclosed herewith as 'Annexure B’.

DIRECTORS

Following appointments / re-appointments were approved by the members at their Annual General Meeting held on July 29, 2022:

• Re-appointment of Mr. Tapas Icot as a Director of the Company, liable to retire by rotation.

• Appointment of Mr. Shivshankar Menon as an Independent Director of the Company for a term of 3 years w.e.f. May 06, 2022.

• Appointment of Mr. T.N. Ninan as an Independent Director of the Company for a term of 3 years w.e.f. May 06, 2022.

• Appointment of Mr. Uday Shankar as an Independent Director of the Company for a term of 3 years w.e.f. May 06, 2022.

• Re-appointment of Mr. Bharat K. Sheth as 'Deputy Chairman & Managing Director’ for a term of 3 years w.e.f. April 01,2023.

• Re-appointment of Mr. G. Shivakumar as 'Executive Director’ for a term of 3 years w.e.f. November 14, 2022.

Mr. Cyrus Guzder and Mr. Vineet Nayyar ceased to be Directors on the Board of the Company upon completion of their second term with effect from September 25, 2022.

Your Directors place on record their appreciation for the valuable guidance and support extended by Mr. Cyrus Guzder and Mr. Vineet Nayyar during their tenure as Independent Directors of the Company.

The Board of Directors, at its meeting held on May 12, 2023, appointed Mrs. Bhavna Doshi as Additional Director and Independent Director of the Company for a term of 3 years w.e.f. May 12, 2023. She brings with her years of rich experience and knowledge of working with various companies, which will be of immense benefit to your Company.

Mrs. Bhavna Doshi, being Additional Director, ceases to be the Director of the Company on the date of the ensuing Annual General Meeting and is required to be appointed by the members. Notice under Section 160 of the Companies Act, 2013 has been received in respect of her appointment as an Independent Director of the Company.

Mr. Berjis Desai shall retire by rotation at the ensuing Annual General Meeting and being eligible, offers himself for re-appointment.

Appointment of Mrs. Bhavna Doshi as an 'Independent Director’ and re-appointment of Mr. Berjis Desai as a 'Director retiring by rotation’ require your approval at the ensuing Annual General Meeting.

Necessary resolutions for their appointment/ re-appointment have been included in the Notice convening the ensuing Annual General Meeting.

As per the provisions of the Companies Act, 2013, Independent Directors shall not be liable to retire by rotation. The Independent Directors of your Company have given the certificate of independence to your Company stating that they meet the criteria of independence as mentioned under Section 149(6) of the Companies Act, 2013 and under Regulation 16(1)(b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. In the opinion of the Board, all the Independent Directors are persons of integrity and possess relevant expertise and experience to effectively discharge their duties as Independent Directors of the Company.

The policies on Director’s appointment and remuneration including criteria for determining qualifications, positive attributes, independence of Director and also remuneration for key managerial personnel and other employees, are enclosed herewith as 'Annexure C’ and 'Annexure D’ respectively.

The details of remuneration as required to be disclosed pursuant to the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are enclosed as 'Annexure E’.

During the year, Mr. Bharat K. Sheth, who is also the Non-executive Chairman of Greatship (India) Ltd. (GIL), a wholly owned subsidiary of the Company, was in receipt of remuneration of ' 9,00,000/- for FY 2021-22 from GIL. The Board of Directors of GIL have approved payment of remuneration of ' 54,00,000/- for FY 2022-23 to Mr. Bharat K. Sheth, subject to GIL’s shareholders’ approval.

BOARD MEETINGS

During the year, 5 meetings of the Board were held. The details of Board meetings as well as Committee meetings are provided in the Corporate Governance Report.

BOARD EVALUATION

With a view to bring in objectivity and independence in the process of performance evaluation of the Board, its Committees and individual Directors, your Company engaged the services of Talentonic HR Solutions Private Limited ('Talentonic’) to assist in conducting performance evaluation for FY 2022-23.

Talentonic conducted the assessment in line with the regulatory requirements and leading practices in the market and submitted its Board Evaluation Reports. They made a comprehensive presentation of their findings to the Board. The annual performance evaluation

of the Board, its committees and all the Directors individually were done based on the same.

Pursuant to the provisions of the Companies Act, 2013, a separate meeting of Independent Directors reviewed performance of your Company, Board as a whole and Non-Independent Directors (including Chairman) of your Company. The Board of Directors reviewed the performance of Independent Directors and Committees of the Board. Nomination and Remuneration Committee also reviewed performance of your Company and every Director.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the requirement of Section 134(3) of the Companies Act, 2013, the Board of Directors hereby state that:

(a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

(b) the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period;

(c) the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

(d) the directors had prepared the annual accounts on a going concern basis; and

(e) the directors, in the case of a listed company, had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

(f) the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

CORPORATE GOVERNANCE

Maintaining high standards of Corporate Governance has been fundamental to the business of your Company since its inception. A separate report on Corporate Governance is provided together with a certificate from the practicing Company Secretary regarding compliance of conditions of Corporate Governance as stipulated under the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Your Company has formally adopted the 'National Guidelines on Responsible Business Conduct’ ('NGRBC’) issued by Ministry of Corporate Affairs. The applicable aspects of the principles of NGRBC have been suitably incorporated in the internal policy framework and operating processes followed by your Company.

ENERGY CONSERVATION AND TECHNOLOGY

ABSORPTION

CONSERVATION OF ENERGY

In order to align with IMO’s Green House Gas (GHG) emission reduction targets and to prepare for a low carbon future, your Company has been undertaking various initiatives about enhancing energy efficiency in its business operations. The same have also been described in detail in the ESG Report, which forms part of this Annual Report.

ENERGY SAVING TECHNOLOGIES

In its efforts to reduce emissions, your Company has implemented following energy efficiency projects on various vessels during this financial year. Few of these will help in complying with new IMO MARPOL Annex VI regulations - EEXI & CII requirements on emission reduction:

• Mewis duct - 05 vessels. It’s a device which improves the flow of water on to propeller and thus its efficiency. It also helps in reduction of underwater noise.

• LED lighting - 05 vessels. LED lights are energy efficient as compared to traditional lights such as fluorescent, halogen and incandescent lights.

• High performance paints - For a typical ship loss of energy through hull resistance is around 30% and this increases with growth of hull roughness due to biofouling. To minimize growth of biofouling, your Company has applied superior anti-fouling coatings on 02 vessels during their respective dry dockings in this financial year.

• Redesign efficient Propellers - Placed order for 04 LR Tankers. These new propellers will be fitted in their upcoming drydocking in FY24 & FY25.

• Voyage optimization software - 13 ships. It will help in selecting an optimized route for ships thereby reducing emissions.

COMPLIANCE WITH IMO DCS AND EU MRV REGULATIONS

IMO DCS Data for the calendar year 2022 has been submitted to Recognized Organization by the due date for their review. A similar exercise for corresponding requirement of European Union, but applicable to vessels which have made commercial voyages to or from EU for the calendar year 2022, has been completed.

QUANTIFICATION AND REPORTING OF GHG EMISSION

Since FY 2015-16, your Company has captured and quantified GHG emissions from its business operations in a transparent and standardized manner for the information of stakeholders of your Company on a voluntary basis. The GHG emission quantification and reporting has been done taking into account:

• ISO 14064-1 (2006) Greenhouse gases - Part 1: Specification with guidance at the organization level for quantification and reporting of greenhouse gas emissions and removals, and

• The Greenhouse Gas Protocol - A Corporate Accounting and Reporting Standard (Revised edition) published by World Business Council for Sustainable Development and World Resources Institute.

COMPLIANCE WITH ENERGY EFFICIENCY EXISTING SHIP INDEX (EEXI) AND CARBON INTENSITY INDICATOR (CII)

Your Company has performed EEXI calculations for all vessels with the support of Classification Societies and plan to fully comply through a combination of Engine Power Limitation (EPL) and other energy savings devices like MEWIS duct etc. Your Company intends to complete the whole process well before the due date.

Your Company is tracking and monitoring Carbon Intensity Indicator (CII) ratings for all its vessels. This will help the organization in timely identifying the vessels which require improvement and appropriate actions can be planned accordingly.

AUDITORS

Pursuant to the provisions of Section 139 of Companies Act, 2013, Deloitte Haskins & Sells LLP were re-appointed as the Statutory Auditors of your Company at the Annual General Meeting held on July 29, 2022, to hold office till the conclusion of the 79^th Annual General Meeting to be held in calendar year 2027.

The report given by the Auditors on the financial statements of your Company is part of this Report. There has been no qualification, adverse remark of disclaimer given by the Auditors in their Report.

SECRETARIAL AUDITORS

Pursuant to the provisions of Section 204 of the Companies Act, 2013, your Company appointed M/s. Mehta & Mehta, Company Secretaries to undertake the Secretarial Audit of your Company for the financial year ended March 31, 2023. The Secretarial Audit Report of your Company is annexed herewith as 'Annexure G’.

The Secretarial Audit Report of Greatship (India) Limited, the material unlisted Indian subsidiary of your Company, is annexed herewith as 'Annexure H’.

FOREIGN EXCHANGE EARNINGS AND OUTGO

The details of Foreign Exchange Earnings and Outgo are as follows:

OTHER DISCLOSURES

Mr. Jayesh M. Trivedi, who currently holds the position of 'President (Secl. & Legal) and Company Secretary’ of the Company, has decided to relinquish his position as the 'Company Secretary’ with effect from July 01,2023. He will, however, continue to work with the Company as 'President’.

The Board of Directors, at its meeting held on May 12, 2023, appointed Mr. Anand Punde, who is currently working with the Company as 'Deputy General Manager (Secl. & Legal)’, as the ’Company Secretary' of the Company with effect from July 1,2023.

Particulars of Loans, Guarantees and Investments covered under the provisions of Section 186 of the Companies Act, 2013 are given in the notes to the financial statements.

There are no significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and the Company’s operations in future.

Maintenance of cost records as specified by the Central Government under sub-section (1) of section 148 of the Companies Act, 2013 is not required by your Company.

Neither any application was made, nor any proceeding was pending under the Insolvency and Bankruptcy Code, 2016 in respect of your Company during or at the end of the financial year 2022-23.

The disclosures on valuation of assets as required under Rule 8(5) (xii) of the Companies (Accounts) Rules, 2014 are not applicable.

APPRECIATION

Your Directors express their sincere thanks to all customers, charterers, vendors, investors, shareholders, shipping agents, bankers, insurance companies, protection and indemnity clubs, consultants and advisors for their continued support throughout the year. Your Directors also sincerely acknowledge the significant contributions made by all the employees through their dedicated services to your Company. Your Directors look forward to their continued support.

For and on behalf of the Board of Directors

K.M. Sheth

Chairman (DIN: 00022079)

Mumbai, May 12, 2023