FINANCIAL PERFORMANCE

The financial performance of your Company has been exceptional
during the financial year 2024-25. During the year, the Company has
registered an improvement in Revenue from Operation by 41%, by
registering ? 5,075.69 crore against ? 3,592.64 crore in the previous
year. Furthermore, EBIDTA and PAT experienced robust growth,
increasing by 42% and 48%, respectively, underscoring our strong
operational performance and profitability.

The financial highlights for the financial year 2024-25 and 2023-24 are
summarized below:

(? in crore)

The financial position of your Company as on 31 March 2025 and
31 March 2024 is appended below:

(? in crore)

Value of Production

Your company has achieved a record Value of Production ('VoP') of
^5,070.98 crore as against ^3,588.46 crore during the previous year.
The comparative VoP for the three Divisions of the Company are as
follows:

(? in crore)

Net Worth

During the year under review, your Company reported a Net worth
of ^2,079.26 crore as on 31 March 2025 against ^1,673.44 crore as
reported on 31 March 2024.

Value Addition

The Value added during the financial year under review was ^1,479.75
crore as against ^1,335.21 crore during the previous year. The Value
added per employee rose to ^87.56 lakh compared to ^80.97 lakh in
the previous year.

Appropriations

Considering the financial performance of your Company in the year
2024-25, the Board of Directors are pleased to recommend the
following appropriations from the disposable surplus:

Contribution to the Exchequer

During the financial year 2024-25, your Company contributed ^85.70
crore to the National Exchequer by way of Income Tax and GST.

Dividend Distribution Policy

Pursuant to Regulation 43A of the Securities and Exchange Board of
India (Listing Obligations and Disclosure Requirements) Regulations,
2015 ("SEBI Listing Regulations"), the Board of Directors of the

Company have formulated a Dividend Distribution Policy keeping in
view the provisions of SEBI Listing Regulations, the Companies Act,
2013 and Guidelines issued by the Department of Public Enterprises
(DPE) and the Department of Investment and Public Asset Management
(DIPAM). The Policy is available on the Company's website at https://
grse.in/wp-content/uploads/2022/04/GRSE-Dividend-Distribution-
Policy.pdf.

Dividend

Pursuant to the approval of the Board of Directors on 03 Feb 2025,
your Company has paid an interim dividend of ?8.95/- per equity share
of face value of ?10/- each to Shareholders who were on the Register
of Members as on 07 Feb 2025, being the record date fixed for this
purpose. Further, the Board, at its meeting held on 13 May 2025 has
recommended final dividend of ?4.90/- per equity share of face value
of ?10/- each for the financial year 2024-25. Thus, the total dividend
for the financial year 2024-25, if approved by the Shareholders, would
be ^13.85/- per equity share.

MOU Rating

Your Company has been rated "Excellent" with a score of 96.5 out
of 100 as per MoU Evaluation for FY 2023-24 by the Department of
Public Enterprises. Further, on the basis of actual achievements vis-a¬
vis parameters laid down in the MoU signed with the Government of
India, your Company is expected to be rated "Excellent" again for its
performance during the FY 2024-25.

A. SHIPBUILDING

The Company has achieved a total shipbuilding income of ^4,757.03
crore during 2024-25 as against ^3,280.33 crore in 2023-24. Notably,
the Company delivered a Survey Vessel (Large) to Indian Navy on 08
Oct 2024, which was commissioned on 18 Dec 2024 at Vizag. Further,
the details of vessels under construction in your Company as on 31
Mar 2025 are as follows:

During the year, your Company has signed contracts with M/s Carsten
Rehder Schiffsmakler and Reederei GmbH & Co. KG Germany for
construction and delivery of 08 Multi-Purpose Vessel CORAL 7500. The
total contract value is 106.8 million USD. These vessels will advance
the idea of "Make in India, Make for World', and marking a key
milestone in its global outreach and export capabilities.

The Shipyard also delivered 03 Patrol cum Surveillance Boat to
Bangladesh on 03 Jun 2024 and the Autonomous Unmanned Surface
Vessel (USV), Jal Doot to Naval Science & Technological Laboratories
(NSTL) on 28 Oct 2024.

The Company has delivered its first ASW SWC Ship on 08 May 2025.

The Company has signed the Contract for Construction of two Coastal
Research Vessels (CRVs) for the Geological Survey of India (GSI) on 11
Jun 2025.

The Shipyard also completed major milestones on various projects
during the financial year as follows:

Commissioning

Launching

Keel Laying

Start Production

B.    SHIP REPAIR

The Ship Repair Division having commenced independent operation
from FY 2021-22 with a yearly revenue of approx. ?19 crore has
witnessed multi-fold increase in the business revenue over past two
years. During FY 2024-25, GRSE has aggressively pursued tenders
for high value refits of Indian Navy having secured an order book of
^172.40 crore (approx.). This has been followed by couple of more
projects from National Coast Guard Seychelles, Indian Coast Guard
and dry docking of M/s TRSL vessels and other commercial ships.

The revenue from Ship Repair activities surged to ^113.82 crore in
the year 2024-25 from ^92.89 crore in the year 2023-24, reflecting
substantial growth and operational efficiency.

C.    ENGINEERING DIVISION

The Value of Production (VoP) achieved by the Engineering Division
during the financial year 2024-25 amounted to ^149.79 crore in
comparison to ^ 167.17 crore in financial year 2023-24.

Portable Steel Bridge Unit

During the financial year 2024-25, the Bailey Bridge unit has achieved
a Value of Production (VoP) totalling ^145.46 crore. This included the
production of 102 bridges totalling 7,715 MT, compared to 90 bridges
totalling 6,750 MT in the preceding year.

The Company has also exported 14 sets of Bridges to Nepal and
Bhutan amounting to ^27.93 crore (10 sets of Bridges under Ministry
of External Affairs (MEA) to Kathmandu, Nepal, 02 Sets of Bridges
to Ministry of Infrastructures and Transport, Bhutan and 02 Sets of
Bridges to Private Agencies in Nepal) during 2024-25.

During the year, your Company achieved a major milestone through
delivery of 13 sets of various spans of Bailey Bridges to PWD
Uttarakhand in a short span of only one month to restore immediate
and critical geo-connectivity in the flood affected regions of Himachal
Pradesh.

Your Company has delivered successfully 13 sets of Double Lane MSBs
to BRO under the MOU with DGBR (BRO). The Company has also been
successful in delivering 03 sets of Bailey Suspension bridges and 01
set of 230 feet Single Lane Modular Bridges to Project Swastik (BRO)
under the MOU with BGBR (BRO). All these strategic bridges helped
to restore geo-connectivity in the flash flood affected areas in North
Sikkim.

Under R&D initiatives, your Company has completed the design of 60
Meters Steel Through Type Permanent Bridge with collaboration with
BERD, Portugal and Design of 400 feet Foot Suspension Bridge. Trial
Assembly of both bridges are under progress.

Deck Machinery Unit

The Deck Machinery Unit of GRSE is an ISO 9001-2015 qualified
marine deck equipment manufacturing unit. The Deck Machinery
Unit has been designing and manufacturing a range of equipment for
applications onboard ships over the last three decades. The equipment
conforms to the stringent marine operational requirements for
certification by Classification Societies (IRS/ABS/RINA) and Defence
Quality Assurance. This equipment is performing well on Seagoing
Platforms and GRSE also provides pan India support to the Indian Navy
and Coast Guard by way of supply of spares and repair assistance
through partnerships with reputed engineering firms at all ports in the
country. A few products from the existing inventory like Telescopic
Hangars, Hangar Doors, Rail based as well as Rail Less Helicopter
Traversing Systems, Dock Capstans & Winches are being gradually

phased out based on GRSEs assessment of market trends and future
requirements. In lieu, newer equipment and projects have been added
to the product portfolio. Some of these include: -

(a)    30mm Naval Surface Gun for Indian Navy/ Coast Guard.

(b)    Power Distribution Panels (PDPs)

(c)    Marine Valves (Hull & Line)

(d)    Ground Support Equipment for handling MH60R, SK42C and
ALH helicopters

(e)    Green Shipping Projects like Methanol Fuel Conversion Retrofits

The Unit has undertaken Factory Acceptance Trials (FATs) for over
27 deck machinery equipment, in addition to Harbour Acceptance
Test (HATs)/ Sea Acceptance Test (SATs) across various platforms
and locations including Chennai, Vizag, Mumbai, Karwar, Goa and
Kolkata.

During the year, the Unit has supplied over thirty-one (31) Nos. of
different types of major deck machinery equipment to multiple new
construction yards and operational ships of the Indian Navy, in addition
to meeting ABER and B&D requirements. The division also achieved
several significant milestones and first-time achievements.

Major Evolutions

RLHTS and GSE Integration: The Rail Less Helicopter Traversing
System (RLHTS) has been successfully indigenised and proven on all
four twin hangar platforms (P15B vessels). SATs with Sealing (SK42C)
helicopters, along with Ground Support Equipment (GSE) modified
to suit all SK42C version helicopters has been successfully conducted
on two P15B platforms i.e. INS Imphal & INS Visakhapatnam. This
pioneering achievement is a first of its kind being deployed on a Naval
platform across the globe with indigenous GSE fabricated suitably
for SK42C and also ALH MK-I helicopters. Additionally, prior to SATs,
successful trials of GSE for SK42C were conducted at INS Shikra. The
success has been noteworthy, as the SATs were completed without
any observations and the earned accolades from the agencies of
Indian Navy, having been proved on Survey Vessel Large (SVL) ships
apart from P15B.

GSE for MH60R Helicopters: Based on emergent requirement from
the Indian Navy to supply GSEs for handling new induction MH60R
helicopters, design and development of the Ground Support Equipment
has been undertaken. Initial fitment trials on the helicopters at INS
Garuda have been satisfactory. Following successful preliminary trials,
manufacturing of the GSE has commenced and final trials planned
shortly.

Telescopic Helicopter Hanger: A notable milestone has been
complete in house design, development, manufacturing and validation
of the Telescopic Helicopter Hangar with integrated hangar doors
originally planned for import. The system has been placed in-house by
way of Factory Acceptance Trials (FATs) followed by successful trials at
harbour and sea on three SVL class ships to the satisfaction of Indian
Navy. Setting to Work (STW) is in currently in progress on the fourth
SVL.

Accommodation Ladder: Accommodation Ladder plays a significant
role in readiness of any platform. The development of an in-house
accommodation ladder with closure was undertaken for P17A
platforms under construction at GRSE. Trials of a fully automated
ladder have been conducted successfully at sea on the first P17A
vessel at GRSE. The equipment for the remaining two vessels has been
made ready for FATs to be followed by Harbour and Sea Trials.

Mooring/ Anchor Capstans: GRSE has been in the forefront for
design and development of various capstans & windlasses. Specialised
capstans for LST(L)s and all other projects at MDL, GRSE, HSL, GSL
have been developed. The DKMC Unit of GRSE takes pride in design,
development, manufacturing and providing product support of the
largest shipboard mooring capstan of 15T capacity. A contract for three
years has been put in place with Indian Navy for providing unhindered
support to this equipment. Based on the contract, unhindered support
to the Aircraft Career (INS Vikrant) is being rendered to all ports.

Deck Cranes: The development of a 3-ton deck crane with telescopic
capabilities, boasting a maximum reach of 13 meters, for the Survey
Vessel Large (SVL) project has been completed successfully. This crane
has been validated on all four SVL vessels and is being used extensively.

Boat Davits: GRSE has contributed significantly to the development of
state-of-the-art 3T Boat Davits for ASW-SWC, SVL and NGOPV projects.
These Boat Davits have been proved on two of eight ASWSWCs, all
four SVLs and FATs for all four ships of the NGOPV project have also
been completed.

Marine Valves: In keeping pace with the requirement of construction
of multiple new generation warships and other commercial vessels for
Indian and Foreign requirements, a project for in-house development
of hull & lines valves was started with plans for future production of
Type Tested valves. As a pilot project, ten types of valves were selected
for design and development. Design and manufacturing of these
valves has been undertaken successfully and presently the valves are
under Type Testing with IACS involvement through a NABL accredited
lab. Major type tests of five valves have been completed successfully,
and plans for future production are being worked out.

D. ENGINE DIVISION

The Diesel Engine Plant (DEP) of your Company at Ranchi has
successfully delivered the balance eight nos. 1MW DAs of P17A and
by these deliveries, all 28 Nos. DAs have been delivered to MDL and
GRSE Yard against this project.

DEP Ranchi has also delivered one (01) MTU 4000 series engines to
the Indian Coast Guard following the completion of W6 routines and
successful Factory Acceptance Trials.

The Engine division achieved a notable Value of Production of ^50.33
crore during the financial year 2024-25 in comparison to ^47.90 crore
last year.

Bailey Bridge Components are also being manufactured at DEP unit
at Ranchi, where Bailey Bridge Division of DEP Unit achieved a VoP of
approx. ^27.29 crore and production of 2,142 MT during the financial
year 2024-25.

DEP Unit has enhanced its capacity for testing the MTU engines by
completing the upgradation of its existing test bed No.1 for testing
MTU engines with capital investment of approx. ^437 lakh in this
financial year 2024-25.

E. NSG PROJECT

The contract for manufacturing and supply of 30 mm Naval Surface
Guns worth ^248.50 crore for the Ministry of Defence (MoD) / Indian
Navy was signed on 24 May 23 as a step towards indigenisation of
weapon system for Indian Armed Forces

The Gun is being indigenised under Buy (India) Category with 60%
Indigenous Content (IC). With the successful indigenisation of the
NSG-30 with EOD, GRSE has established a new business vertical. The
NSG-30 is a sophisticated, automated and remotely controlled weapon
System. GRSE will also participate in the Make-II project for another
97 NSG-30 with EOD spanning over the next 05 years. Talks with the
Indian Coast Guard are also in progress for their requirements. GRSE
has already entered into an MoU with its collaborative partners for
15 years.

EXPORT INITIATIVES

Your Company is the first Indian shipyard to export a warship, an
Offshore Patrol Vessel to Mauritius in 2014. GRSE also exported a
Fast Patrol Vessel 'SCG PS Zoroaster' to the Govt. of Seychelles and
completed its Guarantee Refit & Dry Docking (GRDD) on 31 Mar 22.
Your Company also exported 01 No. Ocean Going Vessel (OGV) to
Republic of Guyana at a value of 12.73 Million USD. Recently, 06
Patrolling and Surveillance Boats have been delivered to Bangladesh
at a value of 1.82 million USD.

Your Company has taken initiatives to export Naval ships to the
friendly foreign countries and has identified SAARC, ASEAN, African
& Latin American countries. Countries such as Bangladesh, Guyana,
Philippines, Seychelles, Malaysia, Mauritius, UAE, Vietnam, etc. are in
focus. Further, GRSE regularly supplies Portable Steel Bailey Bridges
and its components to the neighboring countries such as Nepal,
Bhutan, and Bangladesh. Efforts are on to further enhance the export
of Bailey Bridges and their components to other friendly foreign
countries as well.

During FY 2024-25, your Company has generated revenue (VoP) of
^73.63 crore from export orders which includes ^19.28 crore from
Shipbuilding, ^26.42 crore from Ship Repair and ^27.93 crore from
the Bailey Bridges.

Your Company is presently executing the following Export Orders:

(a)    01 No. 58.70 M long 'Trailing Suction Hopper Dredger - TSHD'
(Hopper Cap. 1000 m3) with Spare Parts for BIWTA, Bangladesh
of Contract Value 16.575 million USD.

(b)    08 Nos. 7500 DWT 'Multi-Purpose Vessel - MPV' for M/s Carsten
Rehder Schiffsmakler and Reederei GmBH & Co. KG, Germany
worth of Contract Value 106.8 million USD.

(c)    16 Nos. Pre-Fabricated Portable Steel Bridge worth ^11.44 Crore
from Bhutan.

ORDER BOOK POSITION

The total order book position of your Company for the three (3)
divisions as on 31 Mar 2025 is as follows:

NEW INITIATIVES

To foster long-term business growth and embrace new technologies,

your company has taken up following major initiatives through signing

of Memorandum of Understanding (MoUs) during FY 2024-25:

(a)    M/s Larsen & Toubro Ltd. to optimally develop and utilize
indigenous technology that can build commercial vessels for
world-wide customers.

(b)    M/s SHM Shipcare Pvt. Ltd., Mumbai to undertake repair/ refits
and allied activities of all types of ships & vessels including Naval
warships, Coast Guard ships and those of merchant marine both
Government as well as privately owned at its Units at Kolkata.

(c)    M/s Merlinhawk Aerospace Private Limited, Bangalore for
Collaboration in the development & Manufacturing of composite
Doors and Hatches for use in naval ships

(d)    M/s Kerala State Electronics Development Corporation Limited
(KELTRON), Thiruvananthapuram, Kerala for collaborative
working arrangement for manufacturing and deployment of
core and futuristic technologies in various fields to achieve self¬
reliance in certain areas of Under Water Surveillance.

(e)    NAVAL GROUP S.A., France for co-operation to supply versatile
Offshore Patrol Vessels (OPVs) to a Friendly Foreign Country
(Bangladesh).

(f)    M/s. Mercury Ship Repairs Pvt. Ltd. Karwar, Karnataka to work
together for the purpose of undertaking jobs of ships' refits, and
to determine their respective work share in repair jobs.

(g)    M/s Conceptia Software Technologies Pvt. Ltd., Bangalore for
Developing Design, Drawings & support for Deck Machinery
Product(s) under GRSE Brand Name.

(h)    M/s IOE Offshore Equipment (India) Pvt. Ltd., Pudukkottai, Tamil
Nadu For Developing Electro-Hydraulic Drive Deck Machinery
Product(s).

(i)    M/s National Highways and Infrastructure Development
Corporation (NHIDCL) for supply of Double Lane Modular Bridges
and Bailey Bridges for National Highway Projects Pan-India.

RESEARCH & DEVELOPMENT

GRSE executes all R&D projects through carefully chosen industry
partners and Institutions after detailed technical discussions covering
various aspects of the product including compliances with industry
standards. Reputed Academia like IITs and IISC have been GRSE's
partners for some of the key R&D projects implemented to date. GRSE
also has strategic MoUs with reputed Academia and (Start-ups/MSME)
for various developmental activities. GRSE's initiatives to indigenously
develop latest technology in collaboration with industry partner have
been summarised in the succeeding paragraphs.

GREEN ENERGY TECHNOLOGIES

The use of green/ renewable energy is a major focus area globally.
Although, from a purely military perspective the need for adopting
green technology in Naval platforms may not be immediately apparent,
there are compelling reasons for the same. Besides reduced emissions
and contribution to the environment, energy security of the nation,
enhanced endurance and reduction in operational costs are key drivers
for the Navy to adopt green technologies.

Next Generation Electric Ferry: As a critical first step towards
zero emission water transportation and increased use of waterways
as envisioned in the Maritime India Vision-2030, your Company has
designed and built a largest zero-emission 150 Pax fully electric ferry,
first of a kind in the country with potential to replace the conventional
diesel engine driven ferries. This indigenously developed de-novo
design was further optimised and validated at IIT Kharagpur. This
electric ferry is a revolutionary measure in reduction of Carbon Emission
in the water transportation sector. This new generation ferry was built
and outfitted in compliance with applicable provisions and regulations
of the Classification Society, Indian Register of Shipping (IRS). The
order for one such ferry has been received from the Government of
West Bengal and GRSE has successfully delivered the vessel to the
Govt. of West Bengal in Jan 2025. The Company has received an order
for design & construction 13 such vessels from Government of West
Bengal.

Hydrogen Fuel Cell Ferry: GRSE is working with the industry to
modify the design of the zero-emission electric ferry by integrating the
same with indigenously developed Hydrogen Fuel Cells. The Hydrogen
Fuel-based Ferry project has reached a significant milestone with the
completion of its concept design. The hydrogen fuel cell-powered ferry
has received Approval in Principle (AIP) from the Indian Register of
Shipping (IRS) for a 100-passenger vessel. The ferry will utilize electric
propulsion powered by hydrogen fuel cells, offering an endurance of
more than 30 kilometres on a single fuelling. The Indian Navy and the
Directorate of Marine Engineering (DME) have issued a Preliminary
Staff Requirements (PSR) for the development of a 50-passenger ferry
with an extended endurance of 100 nautical miles. GRSE has submitted

its comments on the PSR and the RFI response in December 2024
and is currently awaiting feedback from the Indian Navy regarding the
next steps in the project development. This initiative aligns with India's
push toward sustainable maritime transport, leveraging hydrogen
fuel cell technology to minimize environmental impact and enhance
operational capabilities.

Green Tug Transition Plan: GRSE is also working on design of hybrid
tugs to facilitate ports to meet the Government of India's Green
Tug Transition Plan (GTTP). The GTTP is a strategic initiative aimed
at transforming India's port operations with sustainable and energy-
efficient tugboats. The plan mandates the operation of fully electric
tugs, with initial deployments set to commence in all major ports by
2025. The objective is to achieve at least 50% conversion of all tugs
into green tugs by 2030. A technical solution has been developed,
incorporating indigenous electric motors, energy storage systems
(ESS), and advanced control systems to ensure optimal performance
and efficiency. The adoption of green tugs is expected to significantly
reduce carbon emissions, enhance port operational sustainability, and
establish India as a leader in eco-friendly maritime solutions. With the
timeline and strategy in place, the implementation of GTTP is set to
revolutionize the country's tugboat operations, making them more
environmentally friendly and technologically advanced.

AUTONOMOUS VESSELS

Autonomous systems are set to revolutionize the maritime sector.
With extensive expertise in designing and building complex platforms,
GRSE is actively collaborating with start-ups and innovators to develop
cutting-edge autonomous technologies. Focused on a triad of fully
autonomous vehicles, these initiatives are in an advanced stage of
development. With continued support from the Indian Navy through
joint technical deliberations and funding, GRSE is well-positioned to
deliver operationally ready autonomous solutions aligned with naval
requirements.

Unmanned Surface Vessel (USV):

(a) Jaldoot USV: GRSE has delivered a cutting-edge Unmanned
Surface Vessel (USV) to Naval Science and Technological
Laboratory (NSTL), DRDO on 28 Oct 2024. The above
achievement is testament to the efforts of GRSE in nurturing in¬
house expertise as well as indigenous start-ups. This compact
vessel, with dimensions of 1.5m length, 0.8m breadth, and 0.8m
height, shall be designed to play a pivotal role in enhancing
communication between underwater vessels and a mother ship/
shore station.

(b) Swadheen USV: GRSE in collaboration with a start-up has
developed Unmanned Surface Vessel (USV) 'Swadheen,' is a 5
m long USV designed specifically to meet the unique needs of
the Indian Navy, while also acting as a robust testing ground for
future larger and more sophisticated USVs. Swadheen is India's
first operational, electric-powered, fully autonomous vessel with
capabilities to operate safely in open ocean conditions.

(c) ASV MCM Autonomous Surface Vessel for Mine Counter
Measures: The ASV MCM Project is identified for Enhancing
Naval Defence Capabilities. In the dynamic realm of naval
defence, where technological prowess is paramount, the
Autonomous Surface Vessel for Mine Counter Measure (ASV
MCM) project emerges as a flagship initiative undertaken by the
Indian Navy. This ambitious endeavour represents a paradigm
shift in the approach to mine countermeasure capabilities,
leveraging state-of-the-art autonomous technologies. The ASV
MCM project, approved under the Make - II category, signifies
not just a technological leap but a comprehensive strategy to
strengthen the nation's defence capabilities. The journey from
prototype development to subsequent procurement under the
'Buy (Indian-IDDM)' category encapsulates a meticulous process
aimed at ensuring indigenous excellence in mine countermeasure
operations. This venture embodies a synergy between innovation
and national security, reflecting the Indian Navy's dedication to
self-reliance and cutting-edge defence solutions.

Ship Based Drones: It is understood that Indian Navy is currently
operating Radio-Controlled drones from some of its platforms.
However, fully autonomous UAVs which can operate autonomously,
round the clock from a ship can be a game changer. The UAV currently
being developed by GRSE in partnership with a Start-up will be capable
of day and night autonomous operations and autonomous recovery
on deck, without any manual intervention. The prototype UAV will
be able to provide day and night surveillance video feed to a ground
control station on the mothership and complete a pre-defined mission
autonomously. Range and functionality of the UAV can be scaled /
upgraded as required once the prototype testing is completed.

MAKE IN INDIA INITIATIVES

As part of Make in India initiatives of Ministry of Defence through
indigenisation efforts, GRSE has made commendable progress by
successfully incorporating a high percentage of indigenous content
into the ships. In-house design capability, Innovations in technology
and strategic partnerships have propelled achieving over 90%
Indigenous Equipment Fit for Anti-Submarine Shallow Watercraft
(ASW-SWC), 87% for Survey Vessel Large (SVL), and 80% for P17A
Frigates. Some of the initiatives are enumerated as under: -

(a)    Positive Indigenisation Lists (PILs): In continuous pursuit
of self-reliant India and provide opportunity to the domestic
industry DDP/MoD has notified Five (05) PILs for DPSUs for
which there would be an embargo on the import beyond the
timeline indicated against them. GRSE has total 41 items in 5 PILs
promulgated by MoD/ DDP and out of which 30 items have been
indigenised so far.

(b)    Indigenisation Portal (SRIJAN Defence Portal): To promote
indigenisation initiatives of DPSUs & Services and encourage
private entity, SRIJAN Defence Portal was launched by MoD
on 14 Aug 20. As on date, GRSE has uploaded 57 items in the
portal (including 41 PIL items & 16 Non PIL Items), which were
earlier imported or indigenous vendors not available, have been
displayed on the portal. So far, GRSE has successfully indigenised
39 items (30 PIL & 9 Non PIL item).

(c)    Implementation of Make-II: As per directive of the DDP/
MoD and as approved by the Board of GRSE, a "Framework for
implementation of 'Make-II' procedure at GRSE" was adopted in
the GRSE's Procurement Manual on 09 Jul 19 (Industry funded
prototype development). As on date, GRSE has 7 items identified
under Make-II initiatives and out of them 4 items have been
successfully indigenised. As per directive of DDP/MoD, granular
level plan with tentative timelines for ongoing project submitted
on 18 Mar 25.

Some of the key items indigenised under DDP/MoD PIL for the period
from 01 Apr 2024 to 31 Mar 2025 are enumerated below:

(a) AI Enabled Welding Helmet. GRSE in collaboration with M/s
Zeekers has designed & developed a prototype of AI Enabled
Welding Hemet to give the welder real time feedback on quality
of weld and required corrective action, the helmet provides
real time display of welding parameters like Voltage, Current,
traverse speed, electrode stick out etc. for immediate corrective
control by welder during MIG & TIG welding processes.

(b)    Flexible Rod Gearing for Valve consists of a high-performance
valve coupler with or without rising stem, valve geared actuators,
flexible shaft and a deck box / handle operator with Indicators
as options. This flexible rod gearing is the new innovation which
enables control of fluid flow in valves through the envisaged
control location without hampering/interfering auxiliary items in
proximity.

(c)    13M Patrol Boat for Sustainable coastal and Marine

Fisheries project. The construction of the 13m Patrol Boats
was undertaken as part of a bilateral agreement between India
and Bangladesh. The successful delivery of the 13m Patrol Boats
by GRSE to Bangladesh reinforces GRSE's position as a reliable
defence exporter.

INNOVATION

GRSE Accelerated Innovation Nurturing Scheme: GRSE launched
the second edition of GRSE Accelerated Innovation Nurturing Scheme
(GAINS), GAINS-2024 by the Hon'ble Raksha Rajya Mantri, Shri Sanjay
Seth. The Open Challenge received an overwhelming response with
66 responses received from innovators across the country, from which
10 promising proposals were selected for detailed evaluation. After
a rigorous selection process involving detailed technical deliberations
and discussions with the innovators, proposals received from M/s
IIT Guwahati Technology Innovation and Development Foundation
(IITG TI&DF), and M/s Cloudmetica Technologies, have been declared
winners of GAINS 2024 and were awarded with formal development
contract and being funded by GRSE.

IDEX Projects of GRSE: GRSE is actively working with various start¬
ups selected through iDEX route and co-developing following products
/ solutions:

•    Design of Active Roll Stabilization (System for Naval Ship (DISC
-05)

•    AI Enabled Welding Helmet (DISC-06)

•    Implementation of Industry 4.0 without Wi-Fi Connectivity (DISC-
09)

•    Heavy Duty Non-Slip Epoxy Wearing Surface for Modular Steel
Bridge (DISC-10)

Intellectual Property Right (IPR): To maintain national sovereignty
and achieve military superiority framework, the "Mission Raksha Gyan
Shakti" (MRGS) was instituted in 2018 by the Ministry of Defence. This
impetus from Ministry has become key driver, stimulating innovation
as well as ingenuity in the GRSE ecosystem. GRSE has filed 202 IPRs
(198 IPRs post MRGS launching) out of which 110 IPRs are granted
(19 Patents, 74 copyrights & 17 Trademarks) as on date. GRSE has
trained 1420 personnel including own employees as well as private
vendor on IPR awareness till date.

Implementation of Industry 4.0 & QA 4.0: GRSE has embarked on
a journey to embrace Industry 4.0 (or Shipyard 4.0) with the aim of
transforming its operations, increasing competitiveness, and achieving
sustainable growth. Based on the typical nature of operations and
need to adhere to IT security compliance requirements, the shipyard
has opted to go in for a stage wise implementation rather than
attempting a pan yard approach across all operational. New initiatives
towards implementation of I 4.0 and QA 4.0 is an ongoing process at
GRSE. The Projects are as follows:

i)    Online Bill Processing System (OBPS)

ii)    Online Vendor Registration Portal (OVRP)

iii)    Robotic Welding in shipbuilding fabrication

iv)    Robotic Painting of Outer Hull

v)    Development of software for AI Enabled Material Code
Generation

vi)    Tab based Online Inspection Monitoring System (OMS)

vii)    Version 2 of AI Enabled Automatic Weld Defect Identification
System

viii)    Extended application of Phased Array Ultrasonic Testing

INFRASTRUCTURE AND TECHNOLOGICAL MODERNIZATION

In continuation of thrust on infrastructure modernisation &
technological upgradation in line with the functional & production
necessities, the Company has spent ^68 crore as a part of CAPEX
investment during the year 2024-25. Some of the major facilities
created/modernised during FY 2024-25 and currently in progress are
as under:

(a)    New Steel Stockyard at RBD Unit: Creation of New Steel Stock
Yard along with installation of Gantry Crane at RBD has been
completed.

(b)    Construction OF Dehumidifier room at RBD: Creation of
dehumidifier room of approx. 864 Sqm has been completed at
RBD unit.

(c)    Refurbishment of Shops & Stores: Refurbishment of major
Shops & Stores at RBD, 61-Park & Taratala Units has been
completed by replacing old asbestos sheet with metal sheet,
structural strengthening and allied jobs.

(d)    Rooftop Solar Plant: As a part of green energy initiative for
reducing the impact of atmospheric climate change, 550 kWp
roof top solar power plant has been commissioned in this year at
61P (400 kWp) and Taratala Unit (150 kWp). With this, the total
capacity of rooftop solar plant of the Company is now 2800 kWp
i.e. 2.80 MWp, which is more than 50% of total agreement load.

(e)    Remodelling of Gates at Main: In order to achieve better
aesthetics with modern look, enhance safety & security and for
efficient pedestrian/vehicular movement, Remodelling of Gate-1
& Gate-2 was completed during April 2024.

(f)    Construction of hardstand at FOJ: Creation of approx.3200
Sqm concrete hardstand at FOJ has been completed to increase
the production capacity.

(g)    Tower Cranes: To facilitate outfitting work of ships, installation
of Tower Cranes on Dolphin Jetty at Main and on Ganga &
Hooghly Jetty at RBD are in progress. EDC: Aug 2025

(h)    Concrete Hardstand at RBD Unit: Creation of approx.12000
Sqm concrete hardstand at RBD for production activity is in the
verge of completion. EDC: Jul 2025

(i)    Ship launching pad for Commercial Ship at RBD Unit:

Construction of ship launching pad of approx. area 10216 Sqm
for commercial ship building at RBD unit is near to completion.
EDC: Jun 2025.

(j)    EOT Cranes: Installation of 4 Nos. 10T EOT cranes at 61 P is in
progress which will increase the production capacity. EDC: Jul
2025.

(k)    Asbestos Free GRSE: Tender has been floated to replace the
remaining asbestos shed of Kolkata based units with metal
sheets to make GRSE completely asbestos free. EDC: Mar 2026.

FUTURE OUTLOOK

A strong order book for design and construction of Warships for
Indian Navy along with non-defence platforms at this juncture holds
exciting times ahead for GRSE. With all the policy initiatives taken
by the Government of India in the recent times for encouraging &
supporting ‘Atmanirbharta¹, the overall scenario for warship building
looks quite positive in coming years. The defence shipbuilding segment
continues to look promising on account of ambitious acquisition plan
of the Indian Navy and Indian Coast Guard which is quite encouraging
for the Indian Shipbuilders and the entire eco-system. A number of
Request for Proposals (RFPs) for various shipbuilding projects have
been floated by the MoD during last one year and some more are
expected to come out in the near future. GRSE also plans to enter in
to the highly competitive commercial shipbuilding segment in order to
address domestic as well as global demands for ships. Your company
has identified Ocean going Ferry (Cargo + Passenger), Multi-purpose
Vessels, Tugs, Dredger, Barges, and E-Ferry as targeted non-defence
products to promote Export Market in Friendly Foreign Countries
(FFCs). The shipyard has made significant breakthrough in commercial
shipbuilding by securing export orders for construction of 01 advanced
Dredger for Bangladesh as well as 08 Multipurpose Vessels for
Germany.

It is a good opportunity for the company to become part of
global value chain to meet our vision of becoming global player in
Shipbuilding. Our willingness to adopt latest technologies and modern
tools in various areas of operations would play a significant role in
improving efficiency, quality and productivity of the Company. The
company has taken steps to adopt Industry 4.0 practices in its core
areas of functioning.

GRSE has strengthened its green energy footprint with inauguration
of another 400 kWp capacity at 61 Park Unit and 150 kWp capacity
at Taratala Unit during FY 2024-25. With this the total capacity of
rooftop solar plants at GRSE is now 2800 kWp which is 70% of
agreement load of 4MW. GRSE plans to install new Roof-Top Solar
Plants of 250 kWp capacity at DEP Ranchi Unit during FY 2025-26 as
continual enhancement of the solar power plant capacity as part of its
Green initiatives.

GRSE delivered India's largest "Fully Electric 150 Passenger Catamaran
Ferry - DHEU" to Government of West Bengal on 09 Jan 25. This Zero-
Emission Electric Passenger Catamaran Ferry revolutionised passenger
transport across River Hooghly as well as National Waterways - 1.
Consequently, your company received Orders for supply of 07 Nos.
100 PAX and 06 Nos. 200 PAX Hybrid Ferries from Water Transport
Dept. Govt. of West Bengal during FY 2024-25. During FY 2024-25,
GRSE also received Order for supply of 01 No. Acoustic Research
Ship (ARS) for Naval Physical and Oceanographic Laboratory (NPOL),
DRDO, Kochi, Kerala and 01 No. Ocean Research Vessel (ORV) for
National Centre for Polar & Ocean Research (NCPOR), Ministry of Earth
& Science, GoI. GRSE is also working on several projects incorporating
new technologies such as Unmanned Surface Vessel, Autonomous
Underwater Vessel, Ship based drones, Green platforms etc.

Your Company's major future plans for steady business growth and
stability are as follows:

(a) To become a Global player by increasing export footprint by
looking at the entire operations from the view point of cost,
delivery time, quality & credibility. In this regard, GRSE is actively
pursuing all avenues to increase geo-strategic reach for exports of
defence as well as commercial ships to friendly foreign countries.

The current export orders, as a result of aggressive marketing
strategy in the last few years has now allowed GRSE to gain a
foothold in the export market, especially in Europe.

(b)    Continuous endeavour towards assessment of tentative & likely
opportunities from the Indian Navy, Indian Coast Guard, Indian
Army, BRO, Ministry of Home Affairs, Ministry of Earth Sciences,
National Centre for Polar and Ocean Research, Naval Physical and
Oceanographic Laboratory, Inland Waterways Authority of India,
Shipping Corporation of India, Kochi Water Metro, Government
of West Bengal and other State Governments over the next five
Years.

(c)    Your Company also senses a huge opportunity in the GoI's drive
to increase the share of Indian built and Indian flagged ships that
will carry out our maritime trade. Newbuild projects catering for
more than 100 ships, feeding Oil, fertiliser and steel industries
are expected in the near future. GRSE has prepared itself through
ramping up of design and construction resources to capitalise on
this demand.

(d)    To meet the growing demands of the defence and commercial
shipbuilding sectors, GRSE has envisioned the establishment of
a state-of-the-art greenfield shipyard outside Kolkata by 2028
to enhance in-house capacity. This expansion is necessary to
overcome the inherent limitations of its current riverine shipyard.
GRSE is concurrently exploring potential options on East and
west coast, in addition to acquiring parcels of land in West
Bengal, with higher tidal depths availability.

(e)    Your Company believes that innovation in the production
processes coupled with enhanced efficiency and optimum
utilisation of resources is the key to reduce production costs.
The Company intends to leverage its design, engineering and
manufacturing capabilities to improve its procurement and
production processes.

(f)    Your Company has also planned to further strengthen and expand
the refit & repair business verticals and is actively targeting orders
from the Indian Navy, Indian Coast Guard, Ministry of Home
Affairs, Govt. of West Bengal, Odisha and Tamil Nadu for AMC
& Refits of GRSE built vessels & vessels of other companies.

(g)    Towards diversification, growth of the Engineering and Engine
business segments is also being aggressively pursued. GRSE
continues to expand its footprint in the manufacture of modular
and portable steel bridges, such as Bailey-type and advanced pre¬
fabricated variants, which are crucial for defence, disaster relief,
and remote connectivity. This includes indigenisation efforts
towards Medium Speed engines and shafting/propellers.

(h)    Your Company is steadily building on the successful development
of prototypes of Autonomous Vessels, as also widening our
footprint in green vessels, especially ferries and tugs. These
verticals are expected to create a niche in these areas and
capture a significant share of the domestic market, as well as
provide export opportunities. ¹

VENDOR DEVELOPMENT INITIATIVES
WITH EMPHASIS ON DIVERSITY,
SUSTAINABILITY & INCLUSIVITY

GRSE continues to foster a paradigm where vendors are treated as
integral extensions of the enterprise rather than independent entities.
Our vendor ecosystem reflects the principles of supply chain resilience
and sustainable growth.

The company's Vendor Development Policy is geared toward
cultivating a robust and diverse supplier base by expanding the vendor
pool within existing verticals and aligning with future business needs.
This approach enhances supply chain efficiency and adds significant
value to productivity. GRSE conducts a series of online and offline
vendor development programs throughout the year to identify and
onboard capable partners.

To enhance ease of doing business, GRSE has developed an Online
Vendor Registration Portal, providing accessible remote onboarding
for potential vendors. The portal has seen strong adoption, with
hundreds of applications already submitted and many more in the
pipeline. The streamlined and transparent registration process has
significantly reduced turnaround time.

Quality vendor assessment remains a cornerstone of our development
process. GRSE's internal teams conduct detailed evaluations, including
site visits, to establish reliable partnerships. This effort aims to shorten
lead times, foster innovation, and build capabilities aligned with
GRSE's pursuit of excellence in shipbuilding.

GRSE actively promotes awareness of the mutual value created
through vendor partnerships. The company regularly participates in
nationwide industry forums organized by esteemed bodies such as
ICC, BCCI, MSME-DFO, IIF, NSIC-NSSHO, EEPC, IEEMA, IIM Indore,
BGBS, NPC, DCCI, FOSMI, DGQA, and others across various states
including Tamil Nadu and West Bengal.

Initiatives such as a robust vendor grievance redressal mechanism,
online bill processing, and vendor performance evaluation contribute
to enhanced transparency, trust, and alignment with global best
practices.

In line with Government of India directives, GRSE places special
emphasis on onboarding MSMEs, including those led by SC/ST and
Women entrepreneurs. Notably, GRSE has met its targets under the
MSME Public Procurement Policy for FY 2024-25, achieving 25%
procurement from MSEs and 3% from Women-owned MSEs.

During the financial year 2024-25, your Company procured items
worth ^1320.81 crore from the MSEs, which is approx. 73.9% of the
total annual procurement value (considering exclusions as applicable
for MSEs). The list of items reserved for procurement from MSEs is
available on your Company's website at https://grse.in/policies-for-
msme/.

GRSE is registered on the TReDS platform launched by the Reserve
Bank of India, enabling seamless financing and discounting of MSME
trade receivables through multiple financiers.

As a Defence PSU, GRSE actively engages with the India Defence
Mart (IDM) for mapping indigenous defence manufacturers and the
Sambandh Portal for quarterly tracking of procurement from SC/ST
MSEs.

GOVERNMENT e-MARKETPLACE (GeM)

Since inception of the Government e-Market (GeM) (from 2017), Your
company has consistently achieved high target procurement volume
of ? 1,599.06 crore on GeM during financial year 2024-25.

INFORMATION TECHNOLOGY

Your company has a robust IT system and all the key business processes
such as Supply Chain, Finance, HR, Payroll, Vendor Management, and
Plant Maintenance have been seamlessly integrated into SAP ERP.
This includes establishing a state-of-the-art on-premise Data Centre
in Kolkata and a Disaster Recovery Centre in Mumbai. Further, the
company employs advanced technologies like AVEVA CAD, VR LAB,
and PDM-PLM to enhance design operations.

Cyber Security is accorded adequate impetus with a well-defined
organizational structure headed by the Chief Information Security
Officer (CISO). The company has implemented secured intranet LAN
separated from ILL-based internet LAN across all units, conducted
comprehensive Cyber Security Enhanced Awareness Training, and
centralized SAP-ERP management to optimize IT infrastructure
efficiency. Additionally, the company facilitates remote work through
secure VPN access and high-end Video Conferencing solutions. The
Company also has company-wide comprehensive CCTV surveillance
system ensuring effective monitoring, control and enhancing safety
and security measure.

HUMAN RESOURCE & ADMINISTRATION

Manpower

The total Manpower strength in the payroll of the Company as on 31
Mar 2025 (AN) was 1,690 including 488 Board level & below Board
level Officers and 109 Supervisors on regular roll, 23 Officers and 64
Supervisors on Fixed Term contract.

Statements showing the representation of SC/ ST/ OBC / PWD /
Women, etc., as on 31 Dec 2024 as well as the total recruitment
made during the period from January to December 2024 are given at
Appendix "A & B" of this report.

Further, in accordance with Ministry of Corporate Affairs Notification
dated 05 Jun 2015, Government Companies are exempted from the
provisions of Section 197 of the Companies Act, 2013 and its rules
thereof.

Industrial Relations

Industrial relations during the period across all Units of the Company
including DEP, Ranchi was remained peaceful.

The elections for recognition of Sole Bargaining Union for operative
category of employees were conducted on 27 June 2024. The election
was conducted by the Office of the Registrar of Trade Unions,
Government of West Bengal.

The Management and GRW Ltd. Clerks' Union finalized the revised
Promotion policy for Office Assistant category of employees. Upon
receipt of Board approval, GRSE Office Assistant category of employees
Promotion Rules - 2024 was circulated on 24 Dec 2024.

The approval of the Board of Directors for implementation of
Premature Retirement Scheme through Special Committee in respect
of Unionized employees in line with FR(56)(I) of CCS (Pension) Rules
1972 after amending the Certified Standing Orders of Unionized
category of employees for West Bengal based Units and DEP Unit,
Ranchi obtained and the scheme has been promulgated effective from
April, 2025 onwards.

Human Resource Development

The Company has undertaken various initiatives to enhance the
efficiency of the workforce in an atmosphere that encourages pursuit
of individual excellence and cohesive teamwork. In FY 2024-25, your
company has prepared and implemented a well-defined Annual
Training Plan covering technical, leadership, managerial effectiveness,
functional, cross-functional and behavioural competencies, and
development topics for all categories of employees. During the year,
4,000 training man-days (approx.) were achieved through various
training programmes conducted by nominating participants in various
online and offline workshops/ conferences/ webinars organised
by external agencies/training providers in India. In-house training
programmes were also conducted by inviting faculty/ trainers from
reputed institutions/agencies, as well as through in-house faculty.

Employee Engagement Initiatives

(A) GRSE DAY CELEBRATION

The 66^th GRSE Day was celebrated on 19 April 2025. 'GRSE
Shri' and 'CMD's Commendation' awards were conferred to
employees for their outstanding performance in the year 2024.
Further, GRSE Merit Awards were given to the employees'
children who excelled in their academic performance in the year
2023-24. An added attraction of the event was the unveiling of
the new logo of GRSE. 'GRSE Varta 2025', an Annual In-House
Journal and Hindi magazine of GRSE 'Rajbhasha Jagriti' were also
released on this occasion. Six employees who retired between 01
April 2024 to 31 March 2025 and completed 40 years of service
were also felicitated. 61 Park Unit was adjudged as the cleanest
unit and conferred Swachh Unit Award.

(B) CELEBRATION OF GRSE FAMILY DAY "AHOBAN'

AHOBAN is a day filled with joy and gaiety for recreation of the entire GRSE family. The family members eagerly wait for this annual event.
This year AHOBAN was held on 19 Jan 2025 (Sunday) with well thought-out events for each and every family member of GRSE employees.
Around 1,200 employees and their family members participated in this event.

(C) VANITA 2025: International Women's Day

GRSE reaffirmed its unwavering commitment to women's empowerment by organising the "Vanita - A Day-Out Programme", as part of the
International Women's Day celebration on 12 March, 2025. The event brought together the women employees of GRSE to connect and
celebrate.

The event featured various group activities and captivating cultural performances, fostering camaraderie and enjoyment amongst all
participants.

(D) OUTBOUND TEAMBUILDING PROGRAMMES

Outbound Teambuilding Workshop for officers in senior management level (Chief General Managers and General Managers) was conducted
towards building harmonious intra-team relationships as well as achieving better inter - departmental cohesiveness for enhanced accomplishment
of organizational goals.

(E) LEADERSHIP DEVELOPMENT PROGRAMMES

(a)    Orientation Programme for Capacity Building of Functional Directors of CPSEs was conducted. This was aimed to enhance the skills of
functional directors in fields of corporate governance, finance, risk management, strategic management etc.

(b)    Advanced Leadership Development Programme - Women Leading the Way on the theme "Rise with Pride: Evolve Enrich Empower"
was conducted for woman officers of the Senior Management. The program addressed the systemic biases and disparities that hinder
women's advancement and equipped the participant with the skills, knowledge, and mindset necessary to thrive as leaders in today's
competitive business landscape.

(c)    Mid-Career Training Program on "Leading and Managing in the 21^st Century" was conducted for officers who were promoted in the
rank of Deputy General Managers and Senior Managers.

(d)    Management Development Program was conducted for newly inducted Assistant Managers in which they were groomed in areas of
Personality Development, Managerial Skills, Softskills, Teambuilding etc.

(F)    ADVANCED TECHNICAL TRAINING PROGRAMMES

GRSE executives were imparted technical upgradation training
conducted by reputed training providers in India on topics like
NACE (National Association of Corrosion Engineers) Coating
Inspector Program (Level-1); Marine HVAC (Heating, Ventilation
and Air Conditioning), Project Management, NDT (Non¬
Destructive Testing) Methods etc.

(G)    APPRENTICE TRAINING

The company has a dedicated Apprentice Training Department
named Technical Training Centre for conducting Apprenticeship
training at Taratala Unit. The company has trained 196 apprentices
during FY 2024-25 wherein the Apprentices were engaged
under Trade Apprentice, Graduate Apprentice and Technician
Apprentice categories and their total strength was approx. 12%
of total manpower strength. Apart from the technical training,
various development programmes were conducted for overall
personality development of the apprentices. Safety awareness
training sessions were conducted for all apprentices before they
were placed for on-job-training in the yard.

(H)    ANNUAL HEALTH CHECK-UP FOR EMPLOYEES

The annual health check-ups was organized for the employees
and 96.84% employees (1590 nos.) employees benefited from
this initiative.

(I)    REVIEW AND REVISION OF HR POLICIES

Keeping in view the organizational requirement, HR policies are
reviewed for talent acquisition, talent management, welfare and
career progression of employees. The Company has formulated
policies for Time on Task, Internship Scheme, implementation
of NPS in GRSE Superannuation Pension Scheme, Prevention
of sexual harassment of women at workplace and Guidelines
for dealing with Accidents/ Injury inside Factory. In addition, a
number of existing policies such as Attendance policy, Recruitment
and Promotion Rules for various category of employees were
reviewed and revised as per organizational requirement.

(J)    PERSONS WITH DISABILITIES (PWD)

The Company extended all necessary relaxations /concessions
to the employees with disabilities as per the Statute / Govt.
directives.

(K)    EMPOWERMENT OF WOMEN

The women representation is 5% of the total strength in the
Company at the end of FY 2024-25. During 2024, out of total
recruitment of 89 employees, 03 were female employees which
is 3.4%.

INDUSTRIAL SECURITY

GRSE is a Public Sector Undertaking functioning under the
administrative control of the Ministry of Defence, Govt. of lndia. The
shipyard has been declared a "Prohibited Place" under the Indian
Official Secret Act 1923. Sec-2 clause 8 sub clause (a) published under
Govt. of West Bengal Gazette Notification Bo. 2145/ (I) (7)-P dated
30^th Mar 2004. It is also placed in Category 'A' i.e. "Highly Sensitive"
from security point of view by the IB, Ministry of Home Affairs.

The physical security of the production units of our Company has
been entrusted to the Central Industrial Security Force (CISF). Further,
twenty-four hours water-front patrolling with armed personnel and a
robust CCTV system covering all critical and important locations are in
place. The Entry / Exit of all employees is being done through Facial
Recognition System. The Police Clearance Certificate of all Contractor
Labourers are being obtained before issue of the Gate Pass.

OFFICIAL LANGUAGE

GRSE is committed to adhere to the Official Language (OL) policy of
the Government of India (GoI). During the year 2024-25, the Company
has achieved the various targets prescribed in the Annual Programme
2024-25 issued by Dept. of OL, Ministry of Home Affairs (MHA),
GoI, to transact official work in Hindi. The efforts made towards
implementation of Official Language include:

(a)    Hindi Month Celebrations: Hindi Month and Hindi Day were
observed during September-October month in all the Units and
Offices of the Company. During the Hindi month, employees of
the Company participated enthusiastically in various programs
and competitions.

(b)    Official Language Implementation Committee: Official
Language Implementation Committee (OLIC) meetings were
conducted on quarterly basis under the chairmanship of
Chairman & Managing Director, to review the progress made by
various departments.

(c)    Incentives: Incentive Schemes are propagated among all
employees and number of employees who took part in these
schemes were awarded with cash prize.

(d)    Hindi competitions outside the Company to encourage the
use of Hindi: Use of Official Language is not restricted within the
four walls of GRSE but is also publicized outside the Company by
conducting Hindi competitions. A Hindi Quiz competition was
conducted in Arya Parishad Vidyalaya, Khidirpore, a Hindi Slogan
writing competition was organized at Calcutta University and a
Hindi Essay writing competition was conducted in Sanghmitra
Vidyalaya, Kolkata & prizes distributed to deserving students.

(e)    Hindi competition under the aegis of TOLIC : GRSE organized
Hindi Travelogue/memoir writing competition under the aegis
of Town Official Language Implementation Committee in GRSE
Bhawan for the member organizations of TOLIC on 19 Dec 2024
in which a large number of Nominated employees from PSUs
participated.

(f)    Rajbhasha Awards:

(i) TOLIC RAJBHASHA SHIELD : Rajbhasha Shield has

been awarded to GRSE for Excellence in Implementation
of Official Language in the company by Town Official
Language Implementation Committee (PSU), Kolkata.
The award presented by Honourable Chairman of TOLIC
was received by Director (Personnel) of GRSE at a grand
ceremony held at Kolkata on 28 Aug 2024.

(ii)    TOLIC Active Participation Award: Active Participation
Award has been awarded to GRSE for the year 2024-25 by
Town Official Language Implementation Committee. The
Award presented by Honourable Chairman of TOLIC was
received by GRSE at a ceremony held at Kolkata on 22 Jan
2025.

(iii)    Prizes in Various Inter-PSU Hindi Competitions: GRSE
employees have made us proud by winning 02 different
prizes in various hindi competitions organized by different
PSUs during the year 2024-25 under the aegis of TOLIC
(PSU), Kolkata.

(iv)    Mgr (OL) has been awarded appreciation letter by TOLIC
for Excellence in Implementation of Official Language in the
GRSE.

AWARDS & RECOGNITIONS

During the year, your Company has received various awards and

recognitions. Some of the important accolades conferred to the

Company are as under:

(a)    Award on 'Artificial intelligence'. GRSE received the award
in 'Artificial Intelligence' category for implementing "I-weld
inspector" an AI based software to examine radiography film and
detect faults, in the PSE summit of Indian Express Group at Jaipur
from 14-15 Jun 24.

(b)    Sustainable Governance Champion Award. GRSE received
'Sustainable Governance Champion Award' at Outlook Planet
Sustainability Summit 2024 on 24 Jun 24.

(c)    CSR Times Awards 2024. GRSE received two prestigious
awards at 'CSR Times Awards 2024' on 23 Aug 24 at Goa in the
categories of 'Healthcare' and 'Skill Development'.

(d)    Safety, Health & Environment (SH&E) Excellence Award
2024. GRSE received prestigious 'SH&E Excellence Award 2024'
by Confederation of Indian Industry (CII) on 22 Aug 24 for
Industrial Safety, Health & Environment.

(e)    Best CFO Award. Director(Finance), GRSE received 'Best CFO
Award' from Dalal Street Investment Journal (DSIJ) 2024 in the
month of Aug 24 for the category 'Best Returns' (MID CAP).

(f)    Swachhata Pakhwada Awards. GRSE received Swachhata
Pakhwada Awards - 2023 (administered by DDP, MoD) on 01
Aug 24, securing 2^nd position.

(g)    TOLIC Rajbhasha Shield. The prestigious 'Rajbhasha Shield
for FY 2023-24' was awarded to GRSE by the Chairman, Town
Official Language Implementation Committee (TOLIC) during a
presentation ceremony held at Kolkata on 28 Aug 24.

(h)    CHRO of the year Award 2024. Director (Personnel) of GRSE,
DIG Subrato Ghosh, ICG (Retd.) received prestigious 'CHRO of
the year Award' on 19 Sep 24 at 23^rd Asia Pacific HRMC Awards
2024 ceremony at Bengaluru.

(i)    Best Use of Emerging Technologies Award. GRSE received
the prestigious 'Best Use of Emerging Technologies Award' in 9^th
Governance Now PSU IT Awards 2024 on 26 Sep 24 at Delhi.

(j)    GRSE received CII Industry-Academia Awards 2024 on 12 Dec 24
in the "Top Industry Excelling in Industry-Academia Partnership
2024" category for its innovative New Generation Electric Ferry.

(k)    GRSE received 14^th ICC PSE Excellence Awards 2024 in two
categories on 23 Dec 24.

(l)    WIPS Award 2025. GRSE received 'Women in Public Sector' (WIPS) award 2025 at the 35^th National Meet of WIPS at New Delhi from 17
-18 Feb 2025.

(m)    11^th Governance Now PSU Awards. GRSE received three awards in the 11^th Governance Now PSU Awards on 28 Feb 2025 for Excellence
in Leadership, Financial Performance and Communication Outreach. The Leadership award was conferred to CMD GRSE and GRSE ranked
1^st and 2^nd in the categories of overall Financial Performance and Communication Outreach respectively.

CORPORATE GOVERNANCE

Your Company is committed to maintain the highest standards of
corporate governance in all spheres of business operations and
continues to lay strong emphasis on transparency, accountability and
integrity. Your Company complies with the applicable regulations
under the Companies Act, 2013, the SEBI Listing Regulations and
also the Guidelines on Corporate Governance for CPSEs issued by
Department of Public Enterprises (DPE), except with respect to the
composition of Board of Directors viz. appointment of Independent
Directors including a Woman Director. Further, due to inadequate
number of Independent Directors on the Board, the Company was
unable to reconstitute its Nomination and Remuneration Committee
and Audit Committee of the Board of Directors w.e.f. 11 Dec 2024
and 27 Dec 2024, respectively. Furthermore, due to which Audit
Committee failed to meet within 120 days of the previous meeting
held on 13 Nov 2024.

GRSE being a Government Company, the power to appoint Directors
vests with the Government of India and the Company has made
necessary intimations to the Administrative Ministry for filling up the
post of Independent Directors including that of a Woman Director.
The Company also strives to comply with the applicable Secretarial
Standards issued by the Institute of Company Secretaries of India.

Further, DPE Guidelines on Corporate Governance for CPSEs provide
that CPSEs would be graded on the basis of their compliance with the
Guidelines. DPE has graded GRSE as "Excellent" for the year 2024-25.

In terms of Regulation 34 of the SEBI Listing Regulations and DPE
Guidelines, a Report on Corporate Governance along with Compliance
Certificate issued by M/s. Maheshwari R & Associates, Company

Secretaries forms part of this Annual Report.

BOARD OF DIRECTORS & KEY MANAGERIAL PERSONNEL

The Board of your Company comprises a total of ten (10) directors
which includes four (4) Whole-Time Directors, five (5) Part-Time Non¬
Official (Independent) Directors including one (1) Woman Director,
and one (1) Government Nominee Director.

During the year 2024-25, the following changes took place in the
Board of Directors and of Key Managerial Personnel (KMP) of your
Company:

DIRECTORS RETIRING BY ROTATION

Pursuant to Section 152(6) of the Companies Act, 2013 and Article
206 and 207 of Article of Association of the Company, Cdr. Shantanu
Bose, IN (Retd.), Director (Shipbuilding), who has served on the Board
of Directors and the longest amongst the retiring directors, is liable to
retire by rotation, and being eligible, offers himself for reappointment.

DECLARATION AND MEETING OF CRITERIA BY INDEPENDENT
DIRECTORS

During the financial year 2024-25, the Company has received
declarations from all the Independent Directors of the Company
confirming that they meet the criteria of independence as prescribed
under the Companies Act, 2013, the Guidelines on Corporate
Governance for CPSEs issued by the Department of Public Enterprises
and the SEBI Listing Regulations. Further, in the opinion of the Board,
the Independent Directors fulfil the conditions prescribed under the
SEBI Listing Regulations and are independent of the management
of the Company. The Independent Directors of the Company have
confirmed that they have registered themselves with the Indian
Institute of Corporate Affairs (IICA), and have included their name in
the databank of Independent Directors within the statutory timeline
and they will also appear for the online proficiency test within the
prescribed time, wherever applicable.

MEETINGS OF INDEPENDENT DIRECTORS

During the year 2024-25, a separate meeting of Independent Directors
was held on 27 Oct 2024 in which all the Independent Directors were
present.

MEETINGS OF THE BOARD

Nine (09) meetings of the Board of Directors were held during the
year. For further details, please refer to the ‘Report on Corporate
Governance'.

REMUNERATION POLICY & EVALUATION OF BOARD'S
PERFORMANCE

Your Company is a Government of India company under the Ministry
of Defence. The Directors of the Company are appointed by the
President of India and their remuneration is fixed in accordance with
the DPE Guidelines by the Administrative Ministry. The Articles 194
and 216 of the Articles of Association of your Company also states
that the President of India will appoint Directors and determine their
remuneration. Since, the Board level appointments are made by
President of India, the evaluation of performance of such appointees
is also done by the Government of India.

AUDIT COMMITTEE

During the year, the Audit Committee had proper composition in
accordance with Section 177 of the Companies Act, 2013, the DPE
Guidelines on Corporate Governance for CPSEs, 2010 and the SEBI
Listing Regulations except for the period from 27 Dec 2024 to 31 Mar
2025.

For further details, please refer the ‘Reporton Corporate Governance'.
DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 134(3)(c) and 134(5) of
the Companies Act, 2013, your Directors hereby confirm that: -

(a)    In the preparation of the Annual Accounts for the year ended
31 March, 2025, the applicable accounting standards read with
requirements set out under Schedule III to the Companies Act,
2013, had been followed and there are no material departures;

(b)    The Directors have 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 your Company as at 31 March, 2025 and of the
profit of your Company for the year ended on that date;

(c)    The Directors have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance with
the provisions of the Companies Act, 2013 for safeguarding the
assets of your Company and for preventing and detecting fraud
and other irregularities;

(d)    The Directors have prepared the Annual Accounts on a ‘going
concern' basis;

(e)    The Directors have laid down internal financial controls to be
followed by your Company and such internal financial controls
are adequate and were operating effectively; and

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

STATUTORY AUDITORS

Your Company being a CPSE, the Comptroller & Auditor General of
India (C&AG) has, under Section 139(5) of the Companies Act, 2013,
appointed M/s. Guha, Nandi & Co., Chartered Accountants, Kolkata,
as the Statutory Auditors of the Company for the financial year 2024¬
25.

The Comments of the C&AG u/s 143(6) of the Companies Act, 2013
on the Financial Statements of the Company for financial year 2024-25
form part of this Report.

COST AUDITORS

Pursuant to Section 148 of the Companies Act, 2013 and the
Companies (Cost Record and Audit) Rules, 2014, the Board of
Directors of your Company has appointed M/s. Chatterjee & Co., Cost
Accountants, Kolkata, as the Cost Auditors of your Company for the
financial year 2024-25 to conduct audit of cost records maintained by
your Company.

SECRETARIAL AUDITOR

In terms of Section 204(1) of the Companies Act, 2013, the Board
of your Company has appointed M/s. Mehta & Mehta, Company
Secretaries to conduct Secretarial Audit of the Company for the
FY 2024-25. The Secretarial Audit Report of M/s. Mehta & Mehta,
Company Secretaries is placed at Appendix - "C" to this Report. The
Secretarial Audit Report has no adverse remarks. However, the other
observations and clarifications made by the Secretarial Auditor in their
Secretarial Audit Report are self-explanatory.

Pursuant to the Regulation 24A of the Securities and Exchange Board
of India (Listing Obligations and Disclosure Requirements) Regulations,
2015 ("SEBI Listing Regulations"), the Company has obtained an
Annual Secretarial Compliance Report for the year 2024-25 from M/s.
Mehta & Mehta, Company Secretaries, confirming compliance of SEBI
Regulations / Circulars / Guidelines issued thereunder and applicable
to the Company and the said report was filed with the National Stock
Exchange of India Limited and BSE Ltd. There are no adverse remarks
in the said report.

INTERNAL AUDITOR

The Board of your Company has appointed M/s. S Guha & Associates,
Chartered Accountants for carrying out Internal Audit of the Company
for the financial year 2024-25.

DETAILS OF FRAUDS REPORTED BY AUDITORS UNDER SECTION
143 OF THE COMPANIES ACT, 2013

Nil

CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES

During the year under review, your Company did not enter into any
contract / arrangement / transaction with related parties in pursuance
of section 188 of the Companies Act, 2013 and the rules framed
thereunder and Regulation 23 of the SEBI Listing Regulations. Your
Directors draw attention of the Members to Note 32 to the financial
statements which sets out related party disclosures as per Indian
Accounting Standard 24. The Form AOC-2 on details of related party
transactions has been attached as Appendix - "D" to this Report, as
required under section 134(3)(h) of the Companies Act, 2013. The
Company has a Policy on Related Party Transactions, which can be
accessed at https://grse.in/policies/GRSE Policy for Related Party
Transactions.pdf

PARTICULARS OF LOAN, GUARNATEES OR INVESTMENTS

During the year under Report, your Company has not:

(a)    given any loan to any person or other body corporate;

(b)    given any guarantee or provided security in connection with a
loan to any other body corporate or person; nor

(c)    acquired by way of subscription, purchase or otherwise, the
securities of any other body corporate, as prescribed under
Section 186 of the Companies Act, 2013.

VIGIL MECHANISM

As a part of its vigil mechanism, your Company has adopted a Whistle
Blower Policy to provide appropriate avenues to the employees of
your Company to report to the management, instances of unethical
behaviour, actual or suspected fraud or violation of your Company's
Code of Conduct. As per the Whistle Blower Policy, a whistle blower
can send written communications to the Chairman & Managing
Director of your Company (or any person to whom he has delegated
his power). Alternatively, the whistle blower may send such Protected
Disclosure directly to the Chairman, Audit Committee. Once a
Protected Disclosure is received, a Screening Committee comprising
the Chairman & Managing Director of your Company, a Functional
Director as nominated by C&MD and the Chairman, Audit Committee,
will be constituted to investigate into the matter. All employees are
encouraged to use this whistle blowing mechanism and voice their
concerns to the Management. Further, all employees have been given
access to the Chairman, Audit Committee. The Whistle Blower Policy
can be accessed on your Company's website at https://grse.in/wp-
content/uploads/2022/04/Whistle-Blower-Policv-1.pdf.

ANNUAL RETURN

In accordance with the Companies Act, 2013, the Annual Returns
in the prescribed format (Form MGT-7) will be available on your
Company's website at https://grse.in/annual-returns/.

MANAGEMENT DISCUSSION & ANALYSIS

The Management Discussion & Analysis Report as required under
the SEBI Listing Regulations and the DPE Guidelines on Corporate
Governance for CPSEs forms part of this Annual Report.

CORPORATE SOCIAL RESPONSIBILITY

Garden Reach Shipbuilders & Engineers Limited's Corporate Social
Responsibility (CSR) projects are aligned with the Gol's vision of
sustainable and inclusive development and are framed to enhance
inclusive development, social justice, sustainable development,
community welfare. The company remains dedicated to expanding
its CSR efforts, ensuring that its contributions continue to make a

meaningful difference in the society. CSR is not just an obligation
for GRSE but an integral part of its business. By aligning its business
objectives with social and environmental commitments, GRSE
exemplifies responsible corporate citizenship, strengthening its role as
contributor to national development. GRSE has embedded CSR into its
corporate governance and core philosophy, reflecting its commitment
to the social and environmental responsibility alike business operations.

GRSE's CSR initiatives have played a significant role in mainstreaming
the differently abled, holistic development of underprivileged and
vulnerable children, empowering the youth, healthcare etc. for the
disadvantaged segment in the society. These initiatives have played
significant role in socio-economic development of a large segment of
underprivileged populace. The detailed outline of the Annual Report
on CSR initiatives undertaken during the FY 2024-25 has been annexed
at "Appendix - E"

RISK MANAGEMENT

Pursuant to Regulation 21 of SEBI Listing Regulations, the Company
has constituted a Risk Management Committee. The details of the
Committee and its terms of reference, Risk Management Policy etc.
are set out in the Corporate Governance Report and a detailed note
on Risk Management is provided in the Management Discussion and
Analysis Report, which forms part of this report.

BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT

The Securities and Exchange Board of India (SEBI) has mandated
inclusion of Business Responsibility and Sustainability Report (BRSR)
as part of the Annual Report for the top 1000 listed entities based on
market capitalisation. Regulation 34(2)(f) of SEBI Listing Regulations
stipulates that the annual report shall include a Business Responsibility
and Sustainability Report in the format specified by the SEBI.
Accordingly, the Business Responsibility and Sustainability Report for
the year 2024-25 has been drawn up and appended to this Report.

INTERNAL FINANCIAL CONTROLS

Your Company has in place adequate internal financial controls with
reference to financial statements. A detailed note on Internal Financial
Controls is provided in the Management Discussions and Analysis
Report, which forms part of this report.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND
FOREIGN EXCHANGE EARNINGS AND OUTGO

Your Company being a Government Company engaged in producing
defence platforms, the disclosure of information with respect to
conservation of energy, technology absorption, foreign exchange
earnings and outgo under the provisions of Section 134(3)(m) read
with Rule 8(3) of the Companies (Accounts) Rules, 2014 is not required
as the MCA vide its notification GSR No.680 (E) dated 04 Sep 2015
has granted exemption to Defence Public Sector Undertakings.

IMPLEMENTATION OF RTI ACT

RTI matters are being executed as per the provisions of the Right
to Information Act, 2005 and Rules made therein. During the year
2024-25, a net total of 212 numbers of RTI Requests through online/
office mode were received to provide 'information', while opening
balance number from previous year was brought forwarded as 27 in
number. A total of 237 numbers of RTI applications were replied to
during the year including 03 RTI applications which were transferred
to other concerned Public Authority and remaining 02 numbers of RTI
applications were taken as "Carried forward" to the year 2025-2026.

Total 22 numbers of RTI First Appeals were received during 2024¬
2025 through online/offline mode and 01 number of First Appeal
was Carried Forward as "opening balance" from previous year. A
total of 21 numbers of RTI First appeals were decided and replied
and remaining 02 numbers of RTI First appeals were taken as "carried
forward" to the year 2025-26.

In this financial Year 2024-25, 04 numbers of RTI Second Appeals were
filed with Central Information Commission (CIC). Total 02 numbers of
RTI Second Appeals had since been heard and decided and remaining
02 numbers of RTI Second appeals were taken as "carried forward"
to the year 2025-26.

The Quarterly Returns are being uploaded on the CIC's website as well
as on the DOPT website. Proactive Disclosures of information were
updated on the website of GRSE under RTI link as directed by CIC.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT
WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT,
2013

In pursuance of Section 4 of the Sexual Harassment of Women at
Workplace (Prevention, Prohibition & Redressal) Act 2013, the Internal
Committee was reconstituted on 18^th October 2024 initially comprising
of 10 members for West Bengal based units and presently comprising
of 9 members inview of superannuation of 1 member. A separate
Internal Committee is in existence for DEP Unit, Ranchi. The Internal
Committee of DEP was reconstituted on 29 Mar 2023 comprising of
5 members.

In accordance with Section 21 of the Sexual Harassment of Women
at Workplace (Prevention, Prohibition & Redressal) Act 2013 and the
Rules framed thereunder, the following details are submitted:

COMPLIANCE WITH THE MATERNITY BENEFIT ACT, 1961

Your Company is in compliance with the applicable provisions of the
Maternity Benefit Act, 1961, in respect of its employees. For further
details, please refer the 'Business Responsibility and Sustainability
Report (BRSR)'.

PUBLIC GRIEVANCES

In order to facilitate resolution of grievances in a transparent and
time bound manner, the Department of Administrative Reforms &
Public Grievances, Ministry of Personnel, Public Grievance & Pensions,
Government of India has initiated a web-based monitoring system at
www.pgportal.gov.in (PG Portal).

During the year 2024-25, a total of 17 numbers of Public grievance
petitions through online/offline mode were received and 06 numbers
of Public grievances were brought forward as "opening balance" from
previous year. Total 20 numbers of Public Grievances were resolved
and remaining 03 numbers of Public Grievance Petitions were taken
as carried forward to the year 2025-26.

VIGILANCE ACTIVITIES

Your Company has a well-established Vigilance Department headed
by the Chief Vigilance Officer (CVO). The main thrust of the Vigilance
Department is to ensure transparency, fairness & probity in all spheres
of activities of the Company. Towards this, the focus of the Department
was on Surveillance & Detection as well as on Punitive & Preventive
Vigilance. To make Preventive Vigilance function more effective, the
Department has given thrust to leveraging of technology. During the
year, many spheres of activities were taken up for investigation and
various processes were carefully observed, analysed and scrutinised to
ensure that the systems of checks & balances are working as per the
required parameters. In certain cases, the management was advised
for systemic improvements. Apart from the above, the following
activities were also carried out by the Vigilance Department during
the year:

(a)    Periodic/ Surprise rounds by CVO & Vigilance officials at different
locations of GRSE were conducted.

(b)    Several Preventive Vigilance Measures were undertaken as
below:

(i)    Files were randomly picked and scrutinized;

(ii)    CVC's Online complaint handling mechanism is linked
with GRSE Website in addition to the GRSE's own online
Complaint handling system; email OTP based Complaint
System has been started to minimise spurious and
anonymous complaints.

(iii)    Complaint boxes are installed in all units of GRSE;

(iv)    During Vigilance Awareness Week (VAW) 2024 following
activities were conducted:

•    Integrity Pledge was taken by all employees.

•    Gram Sabha was held at Darbesh Mollar Chak Village,
Kakdwip, WB.

•    Different awareness activities like Cartoon Making,
Slogan Writing, Essay Writing and Quiz involving GRSE
Employees and their family members were conducted.

•    As a prelude to VAW 2024 various Capacity Building
Programmes were held in which around employees
participated.

(c)    Investigations were conducted on the complaints received from
various sources and appropriate actions were taken.

(d)    Scrutiny of 20 % of the Annual Property Returns (APR) have been
completed for the Year 2024.

(e)    Inputs on the vigilance status/ Clearance of officers below board
level were conveyed for around 1,515 cases. The inputs on the
vigilance profile of the Board level officers were also conveyed as
desired by the Ministry.

(f)    Several System Improvements were suggested for the interest of
the organization.

(g)    Structured meetings were conducted between CVO and C&MD
in every quarter.

(h)    Sensitive posts have been reviewed and identified.

(i)    Review of GRSE's Vigilance Clearance policy was taken up.

(j) The following Vigilance Activities are continuing online:

(i)    Submission of Annual Property Return

(ii)    Processing of Vigilance Clearance of employees
INTEGRITY PACT

One of the initiatives of the Central Vigilance Commission (CVC)
to eradicate corruption in procurement activity is the purpose for
introduction of Integrity Pact in large value contracts. In line with
the directives from Ministry of Defence and the CVC, your Company
has adopted Integrity Pact with all vendors / suppliers / contractors
/ service providers for all Orders / Contracts of value ^2 crore and
above and only those vendors/bidders, who commit themselves to IP
with the Company would be considered competent to participate in
the bidding process.

The Integrity Pact essentially envisages an agreement between the
prospective vendors/bidders and the principal (GRSE), committing the
persons/officials of both sides, not to resort to any corrupt practices
in any aspect/stage of the contract. Only those vendors/bidders,
who commit themselves to such a Pact with the principal, would be
considered competent to participate in the bidding process. Integrity
Pact, in respect of a particular contract, would be operative from the
stage of invitation of bids till the final completion of the contract. Any
violation of the same would entail disqualification of the bidders and
exclusion from future business dealings.

As recommended by the CVC, the Company has appointed
Independent External Monitors (IEMs) for monitoring implementation
of Integrity Pact in the Company. During the Financial Year 2024-25,
the IEMs monitored Orders / Contracts of value ^2 crore and above
and held quarterly meetings with commercial department and half
yearly structured meetings with the Chairman & Managing Director.

GENERAL

Your Directors state that no disclosure or reporting is required in
respect of the following items as there were no transactions on these
items during the year under review:

(a)    Detailed reasons for any voluntary revision of financial statement
or Board's Report in the relevant financial year in which the
revision is made.

(b)    Details relating to deposits covered under Chapter V of the
Companies Act, 2013.

(c)    Issue of equity shares with differential rights as to dividend,
voting or otherwise.

(d)    No significant or material orders were passed by the Regulators
or Courts or Tribunals which impact the going concern status
and future operations of your Company.

ACKNOWLEDGEMENTS

Your Directors express their deep appreciation and place on record
their gratitude to the Department of Defence Production and other
Departments in the Ministry of Defence for their continued support,
assistance and guidance. The Directors also express their sincere
thanks to the Government of India and also to the Governments of
West Bengal, Jharkhand and various other States, for their continued
co-operation and valuable support. Your Directors are particularly
grateful to the Indian Navy, Indian Army and Indian Coast Guard
Headquarters, Border Road Organisation (BRO), Ministry of Home
Affairs, Syama Prasad Mookerjee Port Trust, Public Works Departments
of various State Governments, Police Department of West Bengal &
Kolkata and other valued customers as well as business associates
for the confidence reposed by them in your Company. We will fail
in our duty if we do not acknowledge the co-operation and positive
approach of the Warship Production Superintendent, Coast Guard
Refit Production Superintendent and their dedicated teams under
whose oversight our ships are being built/ refitted. Also, we thank all
classification societies, in particular, IRS, ABS, BVR, and DNV who have
ensured quality and adherence to the required standards.

The Directors acknowledge with thanks the valuable advice rendered
by, and co-operation received from the Comptroller and Auditor
General of India, the Principal Director of Commercial Audit, Ex¬
officio Member of the Audit Board, Bengaluru, Principal Controller of
Defence Accounts (Navy), Mumbai, Controller of Defence Accounts
(Navy), Kolkata, Registrar of Companies, the Department of Public
Enterprises, the Securities Exchange Board of India, the National Stock
Exchange of India Limited and BSE Limited.

The Directors wish to place on record their appreciation to its
Statutory, Cost, Internal and Secretarial Auditors, Company's Bankers,
Trade Unions and all Officers and Employees at various levels of the
organisation for their hard work, dedication and commitment. The
enthusiasm and unstinted efforts of the employees have enabled your
Company to remain at the forefront of the industry despite increased
competition from several existing and new players.

For and on behalf of the Board of Directors

Sd/-

Place: Kolkata    Cmde P R Hari, IN (Retd.)

Date: 22 July, 2025    Chairman & Managing Director

DIN: 08591411

1

   GRSE has also embarked on a strategic initiative to design,
develop, and manufacture Naval Surface Guns and other
artillery systems to meet the Indian Navy's evolving needs. Going
forward, GRSE expects a steady order book on this front.