DIRECTORS’ REPORT FOR THE YEAR 2022-23

Your Directors have pleasure in presenting this 47^th Annual Report together with the audited financial statements of the Company for
the year ended 31^st March’ 2023.

1. FINANCIAL RESULTS

2. ACQUISITION OF NEW DREDGER

We are happy to inform you that Ministry has accorded approval to the recommendations of the Expert Committee constituted for the
purpose of procurement of 12000 m3 TSHD dredgers by DCI to be constructed at Cochin Shipyard Limited under the Atma Nirbhar
Program - first in 2021, second in 2023 and the procurement of third dredger should be on the basis of analysis of performance of 2
dredgers. The third dredger capacity shall be determined based on gap viability analysis of the market in 2025 to achieve
requirements of dredging at Indian Major Ports as envisaged in Maritime Vision 2030. The agreement between Dredging Corporation
of India and Cochin Shipyard Limited was signed on 17/03/2022 and tripartite agreement between DCI-CSL-IHC was signed on
13/04/2022. The Cost of the dredger is 104.59 million EURO’s.

The first and Second installment was paid on 04/11/2022 and 14/11/2022 respectively. The third and fourth installments was paid on
11/04/2023 and 04/08/2023 for this year. This is a major milestone in the new market for which the company was working more than a
decade.

3. CAPACITY UTILISATION

The capacity utilization in number of days and quantity dredged as against the targets during the year is as under:-

4. DCI FLEET

The Company has, 10 Trailer Suction Hopper Dredgers (TSHDs), 1 Cutter Suction Dredger (CSD), one Back Hoe Dredger and one
Inland Cutter Suction Dredger apart from other ancillary crafts.

5. DREDGING OPERATIONS

A. i) Important contracts completed during the year:

1. Maintenance dredging at New Sand Trap (NST) and its approaches & other areas of VPT and to pump the dredged material
to the shore by using extended rain bowing through Floating pipeline method for the year 2021-22.

2. Maintenance dredging of Entrance Channel, Dr. Ambedkar dock basin, Bharathi dock basin, Jawahar dock, Turning circle
and all berths of Chennai Port for the year 2022-23.

3. Capital and Maintenance Dredging Work at Kamarajar Port.

4. Dredging for maintenance of Channels and Basins at Cochin Port for the year 2021-22.

5. Maintenance Dredging of Naval Channels (Southern Naval Command, Kochi) at Ernakulam for theyears 2021 -22.

6. Chartering of DR-XI to M/s. Rock & Reef, Mumbai for dredging operations at Kochi.

7. Maintenance Dredging of Mumbai Harbour Channel and JN Port Channel for the year 2021 -22.

A. ii) New Contracts taken up during the year 2022-23:

1. Maintenance dredging of Approach Channel, Entrance Channel, Turning Circle, Docks & Sand Trap of Paradip Port
Authority for the year 2022-23.

2. Land reclamation of NRL COIT plot by pumping of dredged material from sand trap area of Paradip Port for the year 2022¬
23.

3. Chartering of DR-XV to M/s. JP Offshores for dredging operations at DGNP, Visakhapatnam.

4. Maintenance dredging at New Sand Trap (NST) and its approaches & other areas of VPT and to pump the dredged material

to the shore by using extended rain bowing through Floating pipeline method for the year 2022-23.

5. Chartering of DR-XI to M/s. Aurobindo Realty Infrastructure Pvt. Ltd for dredging operations at Ramayyapatanam.

6. Dredging for maintenance of Channels and Basins at Cochin Port for the year 2022-23.

7. Maintenance Dredging of Naval Channels (Southern Naval Command, Kochi) at Ernakulam for the years 2022-23.

8. Maintenance Dredging at New Mangalore Port for the Year 2022-23.

9. Maintenance Dredging at Mormugao Port for the year 2022-23.

10. Maintenance Dredging of Mumbai Harbour Channel and JN Port Channel for the year 2022-23.

11. Capital Dredging at Mangrol Fishing Harbour for 2022-23.

6. SAFETY MANAGEMENT SYSTEM (ISM):

a) All dredgers (except dumb vessel DCI Dredge XVIII) of DCI hold valid Safety Management Certificate (SMC).

b) DCI Dredge VIII, DCI Dredge XI and DCI Multicat-1 hold valid Indian Coastal Vessel Safety Certificate.

c) DCI holds a Document of Compliance (DOC) valid till 24.06.2027. The same is being endorsed every year after annual
verification audit by DG Shipping.

Ship Security System (ISPS):

a) All dredgers (except dumb vessel DCI Dredge XVIII) of DCI hold valid International Ship Security Certificate (ISSC).

b) DCI Dredge VIII, DCI Dredge XI and DCI Multicat-1 ensure compliance with regard to Ship Security measures as
defined in Annex 11 of the Notification for Indian Coastal Vessels.

Quality Management System (ISO 9001:2015):

DCI is certified for Quality Management System (ISO 9001:2015) and the certificate is valid upto 24th February’2025.The
QMS surveillance audit is being carried out every year by IRQS as part of certification of the system.

Environmental Management System (ISO 14001:2015):

DCI is certified for Environmental Management System (ISO 14001:2015) and the certificate is valid upto 12th March’2025.
The EMS surveillance audit is being carried out every year by IRQS as part of certification of the system.

7. MEMBERS/ INVESTOR SERVICES

a) The shares of the Company are listed on Bombay Stock Exchange, National Stock Exchange and Calcutta Stock Exchange.
The shares of the Company are dematerialized with both the depositories, NSDL and CDSL. The tax-free bonds are listed with
the Stock Exchange, Mumbai. M/s. KFin Technologies Limited, Hyderabad (upto 31.12.2022) and M/s. Alankit Assignments
Limited, Delhi (w.e.f 01.01.2023) are the R&T Agents of the Company. M/s.Catalyst Trusteeship Limited (formerly GDA
Trusteeship Ltd.), Pune is the Trustee for the The term of the Bonds was for a period of ten years and due date on 28/03/2023
for payment of an amount of Rs. 58.88 Crores towards principal amount and Rs.4.18 Crores towards interest amount. The
Company has made Annual Interest Payment along with principal amount of Rs.63,01,67,156/- (Rupees Sixty Three Crores
One Lakh Sixty Seven Thousand one Hundred and Fifty Six Only) on due date i.e. 28th Mar’2023, to the eligible bondholders as
per the record date.

8. THE REQUIRED PARTICULARS ETC., PURSUANT TO SECTION 134 (3) OF THE COMPANIES ACT 2013 ARE AS
UNDER: -

b) The extract of the Annual Return as provided under Sub-section (3) of Section 92 of the Companies Act, 2013 in Form No.
MGT-9 is hosted on the website of the company http://www.dredge-india.com/investors.html.

c) Number of meetings of the Board:- During the financial year 2022-23, the company has held Eight Board Meetings. Further
details are provided in the Corporate Governance Report. The Company has duly constituted Audit Committee, Nomination and
Remuneration Committee, Stakeholders Relationship Committee and the details of the same including their constitution, No. of
meetings etc., is included in the Corporate Governance Report.

d) Directors' Responsibility Statement:- Pursuant to the provisions of Section 134 (5) of the Companies Act, 2013 your Directors
state that:

i) in the preparation of the Annual Accounts, the applicable accounting standards had been followed along with a proper
explanation relating to material departures;

ii) the Directors had selected such accounting policies and applied them consistently and made judgements 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 or loss of the company for that period;

iii) the Directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with
the provisions of the Act for safeguarding the assets of the Company and preventing and detecting fraud and other
irregularities;

iv) the Directors had prepared the Annual Accounts on a going concern basis;

v) the Directors, had laid down internal financial controls to be followed by the company and that such internal financial
controls are adequate and were operating effectively;

vi) 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.

e) Details in respect of frauds reported by auditors under sub-section (12) of section 143 other than those which are reportable to
the Central Government: NIL.

f) The independent directors have submitted the required declaration under sub-section (6) of Section 149 with regard to meeting
the stated criteria for independence.

g) The Promoters have been continuing with the same remuneration norms as per the provisions in share purchase agreement.
The Independent directors are paid sitting fees of ?20000/- for attending each meeting of the board or committee thereof and
are not paid any other remuneration. The Part-time official Directors were not paid any remuneration by the Company. The
remuneration to Managing Director is within the limits specified in Section 197/198 of the Companies Act and Rules made
thereunder. The Company has constituted Nomination and Remuneration committee as per Section 178 consisting of three
Independent Directors.

h) Explanations or comments by the Board on every qualification, reservation or adverse remark or disclaimer made.

(A) THE INDEPENDENT AUDITORS IN THEIR REPORT FOR 2022-23 HAVE STATED AS UNDER:-

Qualified Opinion

We have audited the accompanying standalone Ind AS financial statements of Dredging Corporation of India Limited, Visakhapatnam
("the Company") which comprise the Balance Sheet as at March 31, 2023, the Statement of Profit and Loss (including Other
Comprehensive Income), Statement of Changes in Equity and Statement of Cash Flows for the year then ended and notes to the
financial statements including a summary of significant accounting policies and other explanatory information. (Hereinafter referred to
as "the financial statements").

In our opinion and to the best of our information and according to the explanations given to us, except for the effect of the matter
described in the Basis for Qualified Opinion section of our report, the aforesaid financial statements give the information required by
the Companies Act, 2013 ("the Act') in the manner so required and give a true and fair view in conformity with the accounting
principles generally accepted in India, of the state of affairs of the Company as at March 31,2023 and its profit, changes in equity and
its cash flows for the year ended on that date.

Basis for Qualified Opinion

1. As described in Note No 30.11 to the accompanying financial statements, Company has not determined the retrospective impact of
the change in Accounting Policies on the Opening balance of Other Equity and the Current and Previous reporting periods thereby not
complying with the measurement and disclosure requirements under Ind AS 8, Accounting Policies, Changes in Accounting Estimates
and Errors. In the absence of sufficient and appropriate audit evidence, we are unable to comment on the impact thereof on the
amounts reported in the Financial Statements.

2. As described in Note No 30.21 to the accompanying financial statements which states that Outstanding balances under Trade
Payables, Other Payables, Trade Receivables, tDs receivable, GST & GST ITC and Advance to Suppliers are subject to
reconciliation and confirmations thereby not complying with the measurement and disclosure requirements under Ind AS 37,
Provisions, Contingent Liabilities and Contingent Assets and Ind AS 109, Financial Instruments. In absence of sufficient and
appropriate audit evidence, we are unable to comment on the impact thereof on the amounts reported in the Financial Statements.

3. As stated in Note 30.20 to the accompanying financial statements an Arbitral Award for disputed payables, was passed in favour of
M/s Mercator Limited (Formerly Mercator Lines Limited) (MLL). As the company's challenge of Award was dismissed in multiple legal
forums, MLL had filed an Execution petition before the High Court of Delhi seeking enforcement of Arbitral Award in the year 2019.
The management of the company had approached the High Court seeking time for settlement of decretal dues with Mercator Limited
(Represented by the Resolution Professional) which did not fructify. The learned High Court had directed the company to deposit an
amount of an amount of ? 5.00 crores before January 31, 2023 and a further amount of ? 8.00 crores by May 10, 2023 in view of the
Company's repeated violations of the directions to place a proposal for deposit of the amount awarded into court. The amount
disputed is to the tune of an amount of ? 45.70 Crores totalling to an amount of approximately ? 68.71 Crores including interest and
other related costs. The management of the company has concluded that no provision against the same, was required at this stage
and treated the same as contingent liability. This has resulted in overstatement of profits by ? 68.71 Crores, and understatement of
trade payables by the same extent.

4. As stated in Note no. 30.10 to the accompanying financial statements the trade receivables include a sum of ? 65.84 Crores due
from M/s. Sethusamudram Corporation Ltd. (SCL), towards works executed during financial years 2005-06 to 2008-09 as has been
recommended by a committee chaired by Additional Secretary and Financial Advisor (AS&FA committee) Government of India. The
committee stated that a note seeking approval of the cabinet needs to be moved by SCL for seeking government budgetary resources
for SCL to make payment of balance outstanding dues to the company. There is a significant delay in realization of the said amount
and the document evidencing the relevant budget allocation by the Government of India is also not available yet. In view of the same
the realisability of the said amount is remote. The management has concluded that no provision against the same, was required at
this stage as the same is treated as receivable considered good though unsecured. This has resulted in overstatement of profit and
receivables to the same extent.

5. As per the information submitted to the Board of Directors in its meeting dated 08th August 2022, there are indications of
impairment in the case of DCI Dredge XVIII. As per Para 9 of Indian Accounting Standard (Ind AS) 36 on Impairment of Assets, the
Company needs to assess at the end of each reporting period whether there is any indication that an asset may be impaired, and if
any such indications exist, company shall estimate the recoverable amount of the asset. However, Company has not estimated the
recoverable amount for DCI Dredge XVIII. In the absence of adequate information, we are unable to comment on the impact thereof
on the amounts reported in the financial statements.

6. As stated in Note no. 30.18 to the accompanying financial statements, an Arbitral award issued by the Joint Arbitrator of PMA
against the company in favour of M/s Mazagon Dock Limited (MDL) on 12-06-2018 for an amount of 115 Crores. The company has
challenged the said award before AMRDC and the matter is still pending. During the financial year 2019-20 MDL approached NCLT
with a claim of ? 25.50 Crores and invoked CIRP against the Company. NCL T admitted the case on October 24, 2019, and the CIRP
proceedings are pending before NCLT. The management of the company has concluded that no provision against the same was
required at this stage and treated the same as contingent liability. This resulted in understatement of trade payables by ? 25.50
crores, understatement of PPE by ? 13.30 Crores (approx.), overstatement of Retained Earnings by ? 12.20 Crores (approx.) and
profit by ? 0.99 Crores (approx.).

7. As stated in Note no.30.14 to the accompanying financial statements, owing to a dispute Cochin Port Trust had forfeited the
security deposit made by the company to the tune- of ? 5.59 Crores in the financial year 2020-21. The company had accepted the
conciliator's recommendations and issued an undertaking for full and final settlement. The company, however, continues to account
for the said amount as receivable from Cochin Port Trust. As on the date of this report, company had not recovered the said security
deposit nor did it receive any positive confirmation of its release from Cochin Port Trust. The management has concluded that no
provision against the same, was required at this stage and the same is treated as receivable considered good. This resulted in
overstatement of profit and understatement of other provisions by ? 5.59 Crores.

8. As stated in Note No. 30.13 during the year, under various dredging works carried out by the company, customers have either
recovered Liquidated damages on several accounts or withheld amounts towards LD or are entitled to do the same, as per the terms
of agreement that company had entered into with respective customers totalling to the tune of ? 15.34 Crores. As on the date of this
report, neither the said amounts were released nor a positive confirmation from its customers is received regarding waiver of LD. The
management has concluded that no provision against the same, was required at this stage and the same is treated as receivable
considered good. This resulted in overstatement of profit and receivables to the same extent.

9. Company had availed ITC of GST on vendor bills/invoices- in respect of which payment is pending for more than 180 days. As per
the provisions of GST, the same is to be reversed and interest is to be paid in respect of invoices pending payment beyond 180 days.
In several cases ITC had not been reversed. Further, in cases where ITC has been reversed, interest which is payable under GST law
has not been paid. In the absence of sufficient and appropriate audit evidence, we are unable to comment on the impact thereof on
the amounts reported in the Financial Statements.

10. Out of Inventory of 135.62 Crores vide Note no. 5 to the Balance Sheet, physical verification for items valuing ? 10.28 Crores at
11 locations, had not been conducted by the Company during the year. The impact of the same on amounts stated in Financial
Statements is not determinable. Further, shortages identified and reported in the physical verification to the tune of ? 3.55 Crores had
not been adjusted in the books of account. As a result, profit and inventory is overstated by ? 3.55 Crores. Even in respect of reported
shortages, reconciliation for entries of regular consumptions vis-a-vis physical verification shortages is pending, in as much we are
unable to conclude that the shortages have been adequately adjusted in the books of account and unable to comment on the impact
of the same on the amounts reported in the Financial Statements.

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143 (10) of the Companies Act,
2013. Our responsibilities under those Standards are further described in the Auditor's Responsibilities for the Audit of the Financial
Statements section of our report. We are independent of the company in accordance with the Code of Ethics issued by the Institute of
Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under
the provisions of the Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilities in
accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and
appropriate to provide a basis for our opinion on the standalone financial statements.

Emphasis of Matter

We draw attention to;

a. Note No 30.17 to the financial statements regarding amounts receivable from M/s Jawaharlal Nehru Port Trust on account of a
disputed recovery made by them.

b. Note No 30.12 to the financial statements regarding the accounting treatment of Prior Period Items and the disclosure thereof in the
Current and Previous reporting periods.

Our Opinion is not modified in respect of above matters.

Key Audit Matters

Key audit matters are those matters that in our professional judgment were of most significant in our audit of the financial statements
of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming
our opinion thereon, and we do not provide a separate opinion on these matters. We have determined that there are no key audit
matters to communicate in our report.

Information Other than the Financial Statements and Auditor's Report Thereon

The Company's Board of Directors is responsible for the other information. The other information comprises the information included
in management report and chairman's statement but does not include the financial statements and our auditor's report thereon.

Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion
thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider
whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or
otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material
misstatement of this other information; we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Management and those charged with Governance for the Standalone Financial Statements

The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("the Act") with
respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial
performance, changes in equity and cash flows of the company in accordance with the accounting principles generally accepted in
India, including the Accounting Standards (Ind AS) specified under Section 133 of the Act.

This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for
safeguarding of the assets of the company and for preventing and detecting frauds and other irregularities; selection and application
of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and
maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the
accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free
from material misstatement, whether due to fraud or error.

In preparing the financial statements, the Board of Directors is responsible for assessing the Company's ability to continue as a going
concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board
of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors is also responsible for overseeing the Company's financial reporting process.

Auditor's Responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material
misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion. Reasonable assurance is a
high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material
misstatement when it exists.

Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be
expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the
audit. We also:

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and
perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a
basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting
from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal
control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in
the circumstances. Under section 143(3)(i) of the Companies Act, 2013, we are also responsible for expressing our opinion
on whether the company has adequate internal financial controls system in place and the operating effectiveness of such
controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by management.

• Conclude on the appropriateness of management's use of the going concern basis of accounting and, based on the audit
evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on
the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to
draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are
inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's
report. However, future events or conditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether
the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and
significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our
independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in
the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our
auditor's report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we
determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably
be expected to outweigh the public interest benefits of such communication.

Other Matter

Attention is drawn to the fact that the figures for the quarter ended March 31, 2023 and the corresponding quarter ended in the
previous year as reported in the Statement are the balancing figures between audited figures in respect of the full financial year and
the published year to date figures upto the end of third quarter of the relevant financial year. Also, the figures upto the end of the third
quarter had only been reviewed and not subjected to audit.

a. Particulars of loans, guarantees or investment under Section 186: - details of investment given under the respective head in the
financial statement. The Company has not given any loans or guarantees.

b. Particulars of contracts or arrangements with related parties referred to in Section 188 (1) :-In line with the provisions of the
Companies Act, 2013 and the SEBI (LODR) Regulations, 2015, the Company has formulated a Policy on materiality of Related
Party Transactions and also on dealing with Related Party Transactions. The same has been posted on the website of the
Company. The related party transactions of DCI for the year 2022-23 are mainly with other State controlled enterprises. The
necessary disclosures with regard to the transactions with the related parties - Promoter Group has been made at Note No. 29
- Additional information on Financial Statements, Sl.No. 18 with heading - Related Party Transactions in the financial statement
for the year 2022-23 and the relevant disclosure in Form No. AOC-2 has also been Annexed to the Board Report. During the
year under review, apart from what is disclosed, the Company has not entered into financial or other transactions of material
nature with its Promoters, the Directors and senior management that may have potential conflict with the interests of the
Company at large and/or which are not in normal course of business. There have been no loans/adZances/investments or any
other transactions with any of the entities in which Directors are interested as per the disclosures given by them coming within
the purview and requiring disclosure under related party transaction under the stated Accounting Standard.

c. the state of the company’s affairs: - This has been explained elsewhere in this report.;

the amounts, if any, which it proposes to carry to any reserves: The following amounts have been transferred to different
reserves during the year: -

i) Tonnage Tax Reserve u/s115VTutilization of the IT Act - (?472 Lakhs)

ii) Transfer to General Reserve - ?3000.00 Lakhs

iii) Transfer to Debenture Redemption Reserve - NIL

d. In view of the financial position of the company and loan repayment commitments, the Board of directors have not
recommended any dividend for the year 2022-23.

e. material changes and commitments, if any, affecting the financial position of the company which have occurred between the end
of the financial year of the company to which the financial statements relate and the date of the report: Nil

f. the conservation of energy, technology absorption, foreign exchange earnings and outgo:

i) Conservation of energy: The following measures have been taken:

For online fuel monitoring, the Company is in the process of procurement of flow meters during the year for Dredge XII, XIV and
XVII.

ii) Continuous efforts are being made to optimize the fuel consumption on board dredgers as cost of fuel constitutes approximately
35-45% of operational cost.

iii) Technology absorption: There was no transfer of technology and consequently there is no absorption of technology during the

year.

o) A statement indicating development and implementation of a risk management policy for the company including identification
therein of elements of risk, if any, which in the opinion of the Board may threaten the existence of the company:

The Company has in place a Risk Management Policy to drive a common integrated view of risks, optimal risk mitigation
responses and efficient management of internal control and assurance activities. The Risk Management Committee has been
constituted. The threats, risk and concerns are discussed in the Management Discussion and Analysis Report.

p) the details about the policy developed and implemented by the company on corporate social responsibility initiatives taken
during the year:

The Company has in place a Corporate Social Responsibility Committee and a Corporate Social Responsibility and
sustainability Policy. During the year 2022-23 the amount required to be spent under CSR is NIL. The particulars of the CSR
activities in the prescribed format as required under the Companies Act are given in Annexure.

q) a statement indicating the manner in which formal annual evaluation has been made by the Board of its own performance and
that of its committees and individual directors:-

As per the requirements of the SEBI (LoDR) Independent Directors evaluated the performance of the Non-Independent
Directors, Chairperson, MD. The Board evaluation criteria was circulated to all the Directors and the same is received.

9. INSURANCE

The Company has taken appropriate insurance for its assets against foreseeable perils.

10. SIGNIFICANT AND MATERIAL ORDERS PASSED BY REGULATORS OR COURTS

There are no significant and material orders passed by the Regulators, courts or Tribunals which would impact the going
concern status and the Company’s future operations.

11. DISCLOSURE AS PER SECTION 197 OF THE COMPANIES ACT AND THE REQUIREMENTS OF COMPANIES
(APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES 2014.

Pursuant to provisions of Section 197 of the Companies Act, 2013, read with the Rule 5 of Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014, the names and other particulars of employees along with the ratio of
remuneration of each Director to the median employee’s remuneration and such other details forms part of Directors’ Report
and is Annexed to this Report.

12. VENDOR DEVELOPMENT

This is a continuous process and DCI procures spares and stores on a regular basis from suppliers spread all over the world.
DCI is updating the supplier-base continually. DCI has adopted e-procurement process, as per Govt. of India guidelines,
emphasis was given to facilitate and enable the vendors by way of training support and hand holding support to participate in
the e-procurement processes of the company. DCI has organized a State Level Vendor Development programme in association
with local Micro, Small and & Medium Enterprises (MSME) Office (Visakhapatnam Branch) and has been continuously
participating and interacting with the prospective vendors in most of the vendor development program cum Buyers-Sellers meet
conducted by Ministry of MSME/ National Small Industries Corporation (NSIC). The Company has invited MSME vendors to visit
DCI’s vessels for identification of spares for indigenization. Tenders are published in DCI official website and Central Public
Procurement Portal for wider publicity so that MSMEs can participate. In view that out of the total annual procurement, a major
portion is fuel, which cannot be procured from MSME Vendors and further that since most of dredgers of DCI have been built at
Netherlands and therefore most of the spare need to be imported from OEMs abroad, the Company has represented for
relaxation for implementation of the Public Procurement Policy mandatory provision of 20% procurement from MSMEs.

13. R&D ACTIVITIES

DCI Dredge Aquarius was fitted with an indigenously developed Programmable Logic Controller (PLC) in place of existing PLC
system which was imported and giving frequent problems because of non-availability of spare parts/ services of the Original
Equipment Manufacturer abroad. The newly installed PLC has been found to be cost effective and working satisfactorily.

14. CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Pursuant to the DPE Guidelines and SEBI (LoDR) Regulations, 2015 Management Discussion and Analysis Report, Corporate
Governance Report and Certificate from the Company Secretary in practice regarding compliance of conditions of Corporate
Governance are attached, forming part of this Report.

15. MAN POWER:

The total number of employees (both Shore and Floating) in the Corporation, as on 31^st March, 2023 was as under¬
Shore (Executives 117 & Non-Executives 70) 187

Floating (Regular 85 & Contract 365) 450

Total 637

16. EMPLOYMENT OF VARIOUS RESERVED CATEGORIES:

The manpower position with regard to various reserved categories is as indicated hereunder:

A. Employment of SC/ST Candidates

The Corporation continued its efforts to fulfill its obligation in providing employment opportunities to SC/ST candidates, in
accordance with the Government Policy. The overall representation of SC/STs in the Corporation (both Shore and Floating
Establishments, but excluding MPWs) as on 31^st March, 2023 .

17 COMPLIANCE WITH GOVERNMENT’S POLICY ON WOMEN:

Basing on the Supreme Court’s judgment and keeping in view the Government instructions on sexual harassment of women at
work places, a complaints Committee headed by a woman officer was constituted to inquire into the complaints of sexual
harassment at work places. A complaints register is also being maintained.

DCI is a Life Member of the Forum for Women in Public Sector and one women representative from DCI has been nominated to
the above forum. Apart from the Trade Unions, the problems, if any relating particularly to women employees are looked into as and
when the same are brought to the notice of the Management.

18. EXISTING BENEFITS AND WELFARE MEASURES FOR THE WOMEN EMPLOYEES:

i. The women employees of the Corporation, with less than two surviving children are entitled for 26 weeks of Maternity
Leave.

ii. Special Casual leave not exceeding 14 working days is sanctioned to regular women employees of the Corporation to
undergo non- puerperal sterilization.

iii. One day special casual leave is allowed to the regular women employees of the Corporation who had ICUD insertions.

iv. As per Apex Court’s judgment and basing on the Government instructions, a Complaints Committee headed by a Woman
Officer was constituted to inquire into the complaints of Sexual Harassment at work places. A Complaints Register is also
being maintained.

v. Apart from the Trade Unions, the problems, if any, relating particularly to women employees are looked into as and when
the same are brought to the notice of the Management.

vi. A Recreation Room has been provided exclusively for the women employees in the Corporation.

vii. Working uniforms are provided to Group ’D’ employees, as per the scales prescribed in the Rules.

19. OTHER BENEFITS:

Paternity leave of 15 days is allowed to a regular male employee having less than two children, during confinement of his wife, as per
Leave Rules of the Corporation.

20. WAGE SETTLEMENTSA. FLOATING ESTABLISHMENT:

i. New wage agreements in respect of Floating officers is implemented w.e.f. 01.04.2019.

ii. New wage agreements in respect of Floating Petty officers is implemented w.e.f. 01.04.2019.

iii. New wage agreements in respect of Floating crew is implemented w.e.f. 01.04.2019.

B. SHORE ESTABLISHMENT:

i. Pay revision of Executive Employees is implemented w.e.f. 01.01.2017.

ii. The wage revision of Non-Executive employees is implemented w.e.f. 01.01.2017.

21. INDUSTRIAL RELATIONS:

The industrial relations in the Corporation continued to be cordial throughout the year under report.

22. HUMAN RESOURCES DEVELOPMENT

The Corporation is making sincere and concerted efforts for the overall development of Human Resources.

• During the year 2022-23, 7 Management Development Programmes were conducted.

23. IMPLEMENTATION OF THE RIGHT TO INFORMATION ACT, 2005

As per the Directives of the Government of India, the Corporation implemented The Right to Information Act, 2005 w.e.f. 12.10.2005,
and made all required infrastructural arrangements such as appointment of Public Information Officers, Asst. Public Information
Officers and Appellate Authority; set-up of procedure and submission of periodical reports on the progress of implementation of the
Act. A register is maintained for monitoring the requests from public seeking information and the replies by the concerned are also
being coordinated. Required periodical reports on the implementation of RTI/ Status of RTI replies are being furnished to the Ministry,
CIC from time to time.

24. ACTIVITIES OF PUBLIC GRIEVANCES AND COMPLAINTS CELL:

A Public Grievance Cell has been functioning in the Corporation since 1988 to look into the Grievances/Complaints received from the
Public. The Company Secretary is the Director of Public Grievances. As per the Ministry’s guidelines, a status report is being

submitted for the information of the Board of Directors at the Board meetings and a quarterly status report is forwarded to the Ministry.

In line with the Ministry's direction, a Public Grievance Redressal and Monitoring System (PGRAMS) software was installed in the
Computer Network in the Corporation, which works in hand-shake mode between the Ministry and the Corporation.

25. WELFARE MEASURES PROVIDED FOR THE EMPLOYEES AND THEIR FAMILY MEMBERS

The Corporation continued various welfare schemes viz., Family Pension Scheme, Group Gratuity Assurance Scheme, Personal
Accident Insurance Coverage, Group Savings Linked Insurance Scheme, Contributory Provident Fund, Maternity Benefit Scheme,
Paternity Leave, Payment of ex-gratia to legal heirs/members of the family of deceased employees, Canteen for projects, Medical
Attendance, Leave Travel Concession, Merit Scholarships for the children of SC/ST employees, Pension Scheme and DCI Retired
Employees Medical Trust/Scheme etc.. Other welfare measures such as Special Casual Leave for maternity/ paternity are extended to
the employees.

26. INFORMATION & FACILITATION COUNTER

In order to ensure transparency in the functioning of the Corporation and also for easy and speedy access for any information to the
public, an INFORMATION & FACILITATION COUNTER (IFC) was setup at DCI Head Office, Visakhapatnam and the same is
publicized in the web-site also.

CITIZEN’S CHARTER

As per the directives of the Government of India, to focus on the commitment of DCI towards its citizens / clients in respect of standard
of services, information, choice and consultation, non-discrimination and accessibility, grievance redress, courtesy and value for
money, including expectations of the Organisation from the citizen/client for fulfilling the commitment of the Organisation, a Citizens’
Charter approved by the Competent Authority was posted on the Corporate website.

As part of requirement thereof, a Task Force has been constituted with representatives from the Management and Staff Unions, as
well as from the Visakhapatnam Port Authority, a local clientele organisation. The Task force attends to the duties as prescribed by the
Department of Administrative Reforms and Public Grievances. The HOD (HR) is designated to be the Nodal Officer to coordinate and
monitor the formulation and implementation of the Citizens Charter in DCI, who also functions as the Member Secretary of the Task
Force.

27. ACTIVITIES AND ACHIEVEMENTS OF VIGILANCE DEPARTMENT

Vigilance Department is playing a proactive role for continuous simplification and improvements in systems and procedures and
facilitating faster and effective decision making in transparent manner.

1) The Vigilance Awareness Week (VAW) 2022

The Vigilance Awareness Week 2022 was observed at the Corporate Headquarters and various Regional Offices / Project Offices of
Dredging Corporation of India Ltd from 31st October 2022 to 6th November 2022, under the auspices of Central Vigilance
Commission (CVC) to spread awareness against corruption. CVC’s theme for the year 2022 was “Corruption free India for a
developed Nation” with emphasis on spreading awareness in fight against corruption to all sections of Society. In line with the letter
and spirit of the theme and guidelines of CVC, several activities were organized covering a wide spectrum of society, with the aim of
spreading awareness and sensitizing the public about ways and means to fight corrupt practices.

During the VAW-2022, outreach activities were conducted at schools and colleges like debate, essay writing, slogan and painting etc.
We could achieve this with the help of support of the print media and Social media, which gave wide publicity to our activities.

2) Preventive Vigilance

As a measure of preventive vigilance, 2 Periodic and 2 Surprise type inspections and 2 CTE type inspections have been taken up
during the year. The lapses/ irregularities notices in this regard have been communicated for taking remedial/ corrective actions.

3) Systemic Improvements undertaken:

Various Systemic improvement measures were suggested by the Vigilance Department for implementation.

• To stack all the original documents of the properties and keep at safe custody.

• To put the vacant properties such as flats at Kolkata & Mumbai and HO office premises for in use or rented.

• To take appropriate decision on usage of ancillary crafts such as Survey Launch-I, II & III.

28. STATUTORY AUDITORS

M/s.Rao & Kumar Co., Chartered Accountants, Visakhapatnam were appointed by the Comptroller and Auditor General of India as
Statutory Auditors for auditing the accounts of the Company for the financial year 2022-23. Pursuant to Section 142 (1) of the
Companies Act, 2013 the remuneration of the Auditors has to be approved by the Members at the AGM. In the previous AGM the
Audit Committee was authorized to fix the fees payable to the Statutory Auditors. It was recommended authorize the Audit Committee
for fixation of remuneration for statutory auditors for 2023-24.

29. INDEPENDENT AUDITORS’ REPORT

The Independent Auditors’ Report on the Accounts for 2022-23 given by the Statutory Auditors is placed along with the Accounts.
Management Comments to the Emphasis of matters of the Auditors have been given elsewhere in this report.

30. SECRETARIAL AUDIT REPORT

The report of the Secretarial Auditor - Mr. Sachin Agarwal of M/s. Agarwal S. & Associates, pursuant to Section 204 of the
Companies Act, 2013 and rules made thereunder is placed after the Directors report. The comments/replies of the management on
the observations of the Secretarial Auditor has been given elsewhere in this report.

31. C&AG COMMENTS

The Supplementary Audit for the Accounts of the Company for the year ended 31^st March’2023 by Comptroller and Auditor General of
India is complete and is placed along with the accounts along with the replies of the management on the Comments of Comptroller
and Auditor General of India.

32. BUSINESS RESPONSIBILITY REPORT

The Business Responsibility Report for the year ended 31^st March’2023 as required under the SEBI regulations is annexed to the
Directors Report.

33. VOLUNTARY DELISTING FROM CALCUTTA STOCK EXCHANGE

As per the approval of the Board, the Company has applied for Voluntary Delisting of Shares from Calcutta Stock Exchange in June, 2020.
As per the request of the exchange, clarifications have been provided. Confirmation of the delisting is awaited.

34. DIRECTORS & KEY MANAGERIAL PERSONNEL

The Directors recommend for approval of the Members the above appointments/re-appointment of the Directors as proposed in the
Notice to the AGM.

35. ACKNOWLEDGEMENTS

The Directors thank Hon’ble Minister, Hon’ble Minister of State of Ministry of Ports, Shipping and Waterways, its Officers and staff for
the valuable help, assistance and guidance rendered from time to time. The Directors thank all other Ministries for the help and co¬
operation extended by them. The Board is grateful to the Comptroller & Auditor General of India, the Member, Audit Board and the
Statutory Auditors for their co-operation. The Board also thanks the Bankers of the Company for their valuable services. The Board
expresses its gratitude to the valued customers for their continued patronage. The Directors place on record their appreciation of the
services rendered by all the employees of the Corporation.

For and on behalf of the Board of Directors

-sd-

Place : Visakhapatnam Dr. Madhaiyaan Angamuthu, IAS

Date : 04.09.2023 Chairman