Your directors are pleased to present 47th Annual Report of the Company together with the Audited Standalone Financial Statements for
the financial year ended on 31st March, 2026.

FINANCIAL RESULT:

The Financial Statements of the Company have been prepared in accordance with the Indian Accounting Standards (IND AS) read with
rules made there under. The financial performance of the Company for the financial year ended on 31st March, 2026, is summarised below:

OPERATIONS
Performance of Company

During the year under review, the Company's Standalone revenues from operations stood at ? 1,173.25 Lakhs as compared to ? 1,488.48
Lakhs in the previous year, while consolidated revenues from operations increased to ? 11,642.04 Lakhs as compared to ? 7,401.92 Lakhs
in the previous year.

The Company's Standalone net profit was increased to ? 3,753.55 Lakhs as compared to ? 324.16 Lakhs in the previous year. Your directors
assure the stakeholders of the Company to continue their efforts and enhance the overall performance of the Company in the coming
financial years.

CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Financial Statements of the Company are prepared in accordance with relevant Indian Accounting Standards prescribed
under Section 133 of the Companies Act, 2013, which forms part of this report.

Subsidiary and Associate Company

As on 31st March, 2026, the Company has three (3) subsidiaries namely Dolphin Offshore Enterprises (Mauritius) Private Limited, ¹Beluga
International FZCO and Beluga International (IFSC) Private Limited.

Pursuant to the provisions of Section 129(3) of the Act, a statement containing the salient features of financial statements of the Company's
subsidiaries in Form No. AOC-1 is attached to the financial statements of the Company.

Further, pursuant to the provisions of Section 136 of the Act, the financial statements of the Company, consolidated financial statements
along with relevant documents and separate audited financial statements in respect of subsidiaries, are available on the Company's
website at http://dolphinoffshore.com/subsidiaries-and-associates/

SHARE CAPITAL

As on 31st March, 2026, the authorized share capital of the
Company consisted of 25,00,00,000 (Twenty-Five Crores) Equity
Shares of ? 1/- (Rupees One Only) each, and the paid-up equity
share capital consisted of 4,00,04,580 (Four Crores Four Thousand
Five Hundred Eighty) equity shares of ? 1/- each.

During FY 2025-26, the Company has not issued any shares,
securities / instruments convertible into equity shares, sweat
equity shares or shares with differential voting rights not have
made any provision of money by company for purchase of its own
shares by employees or by trustees for the benefit of employees.

RESTRUCTURING AND ACQUISITIONS

During FY 2025-26, your Company has undertaken restructuring
activities, as follows.:

^ During the year, the Company, incorporated Beluga
International (IFSC) Private Limited on 09th March
2026, as its Wholly Owned Subsidiary, in GIFT City,
Gandhinagar, Gujarat, to undertake the business of ship
leasing. The approval of IFSC is still pending and the
Company is still in the process of opening the subsidiary
Company's bank account accordingly the paid-up
capital has not yet been infused.

No acquisition, merger, amalgamation, or divestment was
undertaken by the Company during the year.

DIVIDEND

In light of the Company's planned capital expenditures, the Board
of Directors has decided to retain the current year's profits to
support future growth initiatives. Accordingly, no dividend has
been recommended on the equity shares of the Company for the
financial year.

RESERVES

During the year, five (5) meetings of the Board of Directors were
held, as required under the Companies Act, 2013. The details of
the number of Board meetings held and attendance of Directors
are provided in the Corporate Governance Report, which forms
integral part of this Report.

During the year under review, the Company has complied
with applicable Secretarial Standards issued by the Institute of
Company Secretaries of India (ICSI) and notified by the Ministry of
Corporate Affairs.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

^ Mr. Christopher Rodricks, Non-Executive Independent
Director has resigned from the Board of the Company with
effect from 23rd April, 2025, due to his health issues. Further,
he has in his resignation e-mail confirmed that, there were no
other material reasons for his resignation.

^ It is with profound grief that the Board of Directors records
the untimely demise of Mr. Ashok Ratilal Patel, Independent
Director of the Company, on 13th December, 2025. Pursuant
to the provisions of the Companies Act, 2013, he ceased to be
a Director of the Company with effect from the said date.

The Board places on record its sincere appreciation for the
invaluable guidance, significant contribution, and support
extended by Mr. Ashok Ratilal Patel during his tenure as an
Independent Director of the Company. The Board and the
management express their heartfelt condolences to his
bereaved family and pray that the Almighty grants eternal
peace to the departed soul and strength to his family to bear
this irreparable loss.

^ Based on the recommendation of the Nomination and
Remuneration Committee, the Board of Directors appointed
Mrs. Shivangi Digant Shah as an Additional Director
(Independent) of the Company with effect from 22nd July,

2025, pursuant to Section 161(1) of the Companies Act, 2013,
read with the Articles of Association of the Company.

Subsequently, the Members of the Company approved her
appointment as an Independent Director, not liable to retire
by rotation, for a term of five consecutive years, with effect
from 22nd July, 2025 by passing of special resolution on
30th August, 2025, pursuant to provisions of Section 149
read with Schedule IV and other applicable provisions of the
Companies Act, 2013 and the rules made thereunder.

^ Based on the recommendation of the Nomination and
Remuneration Committee, the Board of Directors appointed
Mr. Vinit Rameshchandra Mundra as an Additional Director
(Independent) of the Company with effect from 12th March,

2026, pursuant to Section 161(1) of the Companies Act, 2013,
read with the Articles of Association of the Company.

Subsequently the Members of the Company approved his
appointment as an Independent Director, not liable to retire
by rotation, for a term of five consecutive years, with effect
from 12th March, 2026 by passing of special resolution on
27th April, 2026, pursuant to provisions of Section 149 read
with Schedule IV and other applicable provisions of the
Companies Act, 2013 and rules made thereunder.

The Board is of the opinion that Mrs. Shivangi Digant Shah and
Mr. Vinit Rameshchandra Mundra are persons of integrity and
possesses the relevant expertise and experience to be appointed
as an Independent Director of the Company, and he meets the
criteria of independence as prescribed under Section 149(6) of the
Companies Act, 2013 and Regulation 16(1)(b) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015.

Pursuant to the provisions of Section 149 of the Act and Regulation
25(8) of the SEBI Listing Regulations, the Independent Directors
have submitted declarations stating that each of them fulfil the
criteria of independence as provided in Section 149(6) of the
Act along with rules framed thereunder and Regulation 16(1)(b)
of the SEBI Listing Regulations. There has been no change in the
circumstances affecting their status as Independent Directors
of the Company. In the opinion of the Board, the Independent
Directors are competent, experienced, proficient and possess
necessary expertise and integrity to discharge their duties and
functions as Independent Directors. The Independent Directors
of the Company have undertaken requisite steps towards the
inclusion of their names in the data bank of Independent Directors
maintained with the Indian Institute of Corporate Affairs.

None of the Company's directors are disqualified from being
appointed as a director as specified in Section 164 of the Act. All
directors have further confirmed that they are not debarred from
holding the office of a director under any order from SEBI or any
other authority.

In accordance with the provisions of Section 152 of the Act and the
Articles of Association of the Company, Mr. Rohan Vasantkumar
Shah retires by rotation at the ensuing AGM and being eligible, has
offered himself for re-appointment.

During the year under review, the Non-Executive Directors of the
Company had no pecuniary relationship or transactions with the
Company, other than receipt of sitting fees, reimbursement of
expenses incurred by them for the purpose of attending meetings
of the Board and its committees or other Company events and
any other transactions as approved by the Audit Committee or
the Board which are disclosed under the Notes to Accounts. For
more details about the directors, please refer to the Corporate
Governance Report which forms an integral part of this report.

Pursuant to the provisions of Section 203 of the Act, the Key
Managerial Personnel of the Company are as under:

• Mr. Rupesh Kantilal Savla, Managing Director

• Mr. Divyesh Umeshkumar Shah, Chief Financial Officer

• Ms. Krena Khamar, Company Secretary and Compliance
Office

Except as mentioned above, there were no other change in
the composition of the Board of Directors and Key Managerial
Personnel during the year under review.

FAMILIARIZATION PROGRAMME FOR INDEPENDENT
DIRECTORS

In compliance with the requirements of the SEBI (Listing Obligations
& Disclosure Requirements) Regulations, 2015, the Company
has formulated a policy to familiarize the Independent Directors
with the Company and the details of Familiarization Program are
provided in the Corporate Governance Report and also available
on the website of the Company at www.dolphinoffshore.com.
The Company shall ensure to provide familiarization programme
during FY 2026-27 in accordance with SEBI Listing Regulation.

DIRECTORS' RESPONSIBILITY STATEMENT

In accordance with the provisions of Section 134 (3)(c) and Section
134(5) of the Companies Act, 2013, the Board of Directors confirms
that to the best of its knowledge and belief:

a. I n the preparation of the Annual Accounts, the applicable
accounting standards had been followed and there are no
material departures;

b. They 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 the Company at the end of financial
year and of the profit of the Company for the financial year
ended 31st March, 2026;

c. They have taken proper and sufficient care for the
maintenance of adequate accounting records in accordance
with the provisions of Companies Act, 2013 for safeguarding

the assets of the Company and for preventing and detecting
fraud and other irregularities;

d. They have prepared the Annual Accounts on a going concern
basis;

e. They have laid down internal financial controls to be followed
by the Company and that such internal financial controls are
adequate and are operating effectively; and

f. They have devised proper systems to ensure compliance with
the provisions of all applicable laws and that such systems
were adequate and operating effectively.

EVALUATION OF BOARD PERFORMANCE AND PERFORMANCE
OF ITS COMMITTEES AND OF DIRECTORS

The Board of Directors has carried out an annual evaluation of its
own performance, performance of Board committees and that of
individual directors pursuant to the provisions of the Act and SEBI
Listing Regulations.

The performance of the Board, its committees and individual
directors was evaluated by the Board after seeking inputs from all
directors on the basis of criteria established on the Guidance Note
on Board Evaluation issued by the SEBI on January 5, 2017, such
as the board / committee composition and structure, effectiveness
of board processes / committee meetings, information and
functioning, etc. In a separate meeting of the Independent
Directors, performance of Non-Independent Directors and the
Board as a whole was evaluated, taking into account the views of
the Executive Director and Non-Executive Directors.

The Board and the Nomination and Remuneration Committee
reviewed the performance of individual directors on the basis of
criteria such as the contribution of the individual director to the
Board and committee meetings, like preparedness on the issues
to be discussed, meaningful and constructive contribution and
inputs in meetings, etc.

In the Board meeting that followed the meeting of the Independent
Directors and the meeting of the Nomination and Remuneration
Committee, the performance of the Board, its committees, and
individual directors was discussed. Performance evaluation of
Independent Directors was done by the entire Board, excluding
the Independent Director being evaluated.

POLICY ON DIRECTOR'S APPOINTMENT AND REMUNERATION
AND OTHER DETAILS

A Nomination and Remuneration Policy has been formulated
pursuant to the provisions of Section 178 of the Companies
Act, 2013 and Regulation 19 of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015. The Nomination and
Remuneration Policy for Directors, Key Managerial Personnel and
Senior Management is available on the website of the Company
www.dolphinoffshore.com. The weblink is http://dolphinoffshore.
com/policies/.

COMMITTEE OF THE BOARD

The Board of Director has constituted various Committees(s)
pursuant to the requirements of the Companies Act, 2013 read
with the rules framed there under and SEBI (Listing Obligations

& Disclosure Requirements) Regulations, 2015. The details of
the composition of the Audit Committee and other various
Committee(s), including Nomination and Remuneration
Committee, Stakeholder's Relationship Committee and Corporate
Social Responsibility Committee, the number of meetings held
and attendance of the committee members are provided in the
Corporate Governance Report, which forms part of this Report.

AUDIT COMMITTEE

The details of the Audit Committee, including its composition
terms of reference, attendance, etc., are included in the Corporate
Governance Report, which is a part of this Report. The Board has
accepted all the recommendations of the Audit Committee and
hence, there is no further explanation to be provided for in this
Report.

RISK MANAGEMENT

The Company actively manages, and monitors the principal
risks and uncertainties that could impact its ability to achieve its
strategic and operational objectives. At present the company has
not identified any element of risk which may threaten the existence
of the company. Discussion on risks and concerns are covered in
the Management Discussion and Analysis Report, which forms
part of this Annual Report.

VIGIL MECHANISM / WHISTLE BLOWER POLICY

The Company has adopted Whistle Blower Policy to deal with
instance of unethical behaviour, actual or suspected fraud or
violation of the Company's code of conduct, if any. Further,
the mechanism adopted by the Company encourages the
whistleblower to report genuine concerns or grievances and
provide for strict confidentiality, adequate safeguards against
victimization of whistleblower who avails of such mechanism
and also provides for direct access to the Chairman of the Audit
Committee, in appropriate cases. The Whistle Blower Policy is
posted on the website of the Company under investor section.

CORPORATE SOCIAL RESPONSIBILITY

The Company has a policy on Corporate Social Responsibility
(CSR) and the same is available on website of the Company
www.dolphinoffshore.com. The provisions of Section 135 of the
Companies Act, 2013 relating to Corporate Social Responsibility
(CSR) were not applicable to the Company during FY 2025-26, as
the Company did not meet the prescribed thresholds specified
under the said section. Accordingly, no CSR activities were
required to be undertaken and the Annual Report on CSR Activities
is not applicable for the year under review, which forms part of this
Report.

The details of the composition of the CSR committees, the number
of meetings held and attendance of the committee members are
provided in the Corporate Governance Report, which forms an
integral part of this Report.

RELATED PARTY TRANSACTIONS

During the year under review, all the related party transactions
were in the ordinary course of business and on arm's length basis.
Therefore, the disclosure in Form AOC-2 pursuant to compliance

of Section 134(3)(h) of the Companies Act, 2013 and Rule 8(2) of
the Companies (Accounts) Rules, 2014 is not required. There were
no material significant related party transactions with any of the
related parties that may have potential conflict with the interest of
the Company at large.

The disclosures as required in IND-AS are provided in relation
to transactions with related parties which are forming the part
of the notes to financial statement. The policy on Related Party
Transaction is available on the website of the Company www.
dolphinoffshore.com and the weblink of the same is http://
dolphinoffshore.com/policies/.

AUDITORS

A. Statutory Auditors and Statutory Auditor's Report

M/s Mahendra N. Shah & Co., Chartered Accountants (Firm
Registration No 105775W), were appointed as the Statutory
Auditors of the Company for the period of five (5) years from
the financial year 2023-2024 to financial year 2027-2028.

The Auditors' Report for financial year 2025-26 forms part of
this Annual Report and does not contain any qualification,
reservation or adverse remark or disclaimer which requires
the clarification of the Management of the Company.

B. Secretarial Auditors and Secretarial Audit Report

Ms. Aishwarya Himanshu Parekh, Practicing Company
Secretary was appointed as the Secretarial Auditor of the
Company, for a term of five consecutive years commencing
from FY 2025-26 by the shareholders of the Company at the
46th Annual General Meeting of the Company.

The report of the Secretarial Auditor in Form MR-3 for the
financial year ended 31st March, 2026 is attached to this
Report as Annexure A. The Secretarial Audit Report does not
contain any qualifications, reservations, adverse remarks or
disclaimers.

C. Internal Auditors

Pursuant to the provision of Section 138 of the Companies
Act, 2013 read with the Companies (Accounts) Rules, 2014,
the Company has appointed M/s. Manubhai & Shah LLP,
Chartered Accountants (FRN: 106041W/W100136), as Internal
Auditor in the Board of Directors' meeting held on 28th April,
2025, to conduct Internal Audit for the financial year 2025-26.

COST AUDITORS AND RECORDS

In terms of the provisions of Section 148 of the Companies Act,
2013 read with the Companies (Cost Records and Audit) Rules,
2014, as amended from time to time, the Company is not required
to maintain the Cost Records and Cost Accounts. Hence, the
appointment of Cost Auditors is not applicable to the Company

PARTICULARS OF EMPLOYEES

The statement containing particulars of employees as required
under section 197(12) of the Companies Act, 2013 read with
Rule 5(2) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 is given in an Annexure and
which forms part of this report. In terms of Section 136(1) of the

Companies Act, 2013, the Report and Audited Accounts are being
sent to the members excluding the aforesaid Annexure. Any
member interested in obtaining a copy of the Annexure may write
to the Company Secretary at the registered office of the Company
for a copy of the said annexure.

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

The Information pertaining to Conservation of Energy, Technology
Absorption, Foreign Exchange Earnings and outgo as required
under Section 134(3)(m) of the Companies Act, 2013 read with
Rule 8 of the Companies (Accounts) Rules, 2014 is annexed as
Annexure -B, which forms an integral part of this report.

MANAGEMENT DISCUSSION AND ANALYSIS

Management Discussion and Analysis Report as required under
Regulation 34 and Schedule V of the SEBI (Listing Obligation and
Disclosure Requirements) Regulations, 2015 is annexed herewith
as Annexure-C which forms an integral part of this report.

CORPORATE GOVERNANCE

As required under Regulation 34 read with Schedule V of the SEBI
(Listing Obligations and Disclosure Requirements) Regulations
2015, a report on Corporate Governance for the financial year
ended on 31st March, 2025 along with Certificate from Practicing
Company Secretary confirming compliance of conditions of
Corporate Governance is annexed herewith as Annexure - D,
which forms an integral part of this report.

POLICY ON DETERMINATION OF MATERIALITY OF EVENT/
DISCLOSURES:

The Company has adopted Policy for determining materiality of
Events/Disclosures that mandates the Company to disclose any
of the events or information which, in the opinion of the Board of
Directors of the Company is material in the terms of requirement
of Regulation 30 of SEBI (Listing Obligation and Disclosure
Requirements) Regulations, 2015, which is available on the website
of the Company www.dolphinoffshore.com. The weblink is http://
dolphinoffshore.com/policies/.

MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING
THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE
OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO
WHICH THE FINANCIAL STATEMENTS RELATES AND THE DATE
OF THE REPORT

There are no material changes and commitments affecting the
financial position of the Company between the end of the financial
year and the date of this report

CHANGE IN NATURE OF BUSINESS, IF ANY

There has been no change in nature of business of the Company,
during the year under review.

DEPOSITS:

The Company has neither accepted nor renewed any deposits from
the public within the meaning of Section 73 of the Companies Act,

2013 read with the Companies (Acceptance of Deposits) Rules,

2014 during the financial year under review.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013

Details of Loans, Guarantees and Investments covered under the
provisions of Section 186 of the Companies Act, 2013 are given in
the Notes to the Financial Statements.

There has been no instance of valuation done for settlement or for
taking loan from the Banks or Financial Institutions.

ANNUAL RETURN OF THE COMPANY

Pursuant to Section 92(3) read with Section 134(3)(a) of the Act,
the Annual Return as on March 31,2026 is available on the website
of the Company i.e. www.dolphinoffshore.com in the investor
section.

ADEQUACY OF INTERNAL FINANCIAL CONTROLS

The details on Internal Financial Control systems and their
adequacy are provided in Management Discussion and Analysis,
which forms part of this report.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY
THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE
GOING CONCERN STATUS OF THE COMPANY.

There were no significant and material orders issued against the
Company by any regulatory authority or court or tribunal during
the year that could affect the going concern status and Company's
operation in future.

INSURANCE

All movable and immovable properties as owned by the Company
continued to be adequately insured against risks.

STATEMENT ON COMPLIANCE WITH THE MATERNITY BENEFIT
ACT, 1961

Your Company is fully committed to complying with the Maternity
Benefit Act, 1961. We recognize and uphold the rights of our
women employees to maternity benefits as enshrined under the
Act.

GENERAL DISCLOSURE

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

a. Provision of money by company for purchase of its own shares
by employees or by trustees for the benefit of employees.

b. Issue of sweat equity shares.

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

d. Issue of employee stock options scheme.

e. There has been no instance of valuation done for settlement or for taking loan from the Banks or Financial Institutions.

DESIGNATED PERSON FOR FURNISHING INFORMATION AND EXTENDING CO-OPERATION TO REGISTRAR OF COMPANIES (ROC) IN
RESPECT OF BENEFICIAL INTEREST IN SHARES OF THE COMPANY:

Ms. Krena Khamar, the Company Secretary & Compliance Officer of the Company is the designated person responsible for furnishing
information and extending cooperation to the ROC in respect of beneficial interest in the Company's shares.

WEBSITE OF YOUR COMPANY

Your Company maintains a website www.dolphinoffshore.com where detailed information of the Company and specified details in terms
of the Companies Act, 2013 and SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 has been provided.

ACKNOWLEDGEMENT

Your directors' places on record their sincere thanks to all the Stakeholders including Government, Regulatory Authorities and Financial
Institutions who have extended their valuable sustained support and encouragement during the year under review.

Your directors take this opportunity to recognize and place on record their gratitude and appreciation for the commitment displayed by
all executives, officers and staff at all levels of the Company. We look forward for the continued support of every stakeholder in the future.

By order of the Board of Directors
For Dolphin Offshore Enterprises (India) LimitedSd/-

Dharen Savla

Date: 24/07/2026 Chairman & Director

Place Ahmedabad DIN - 00145587

1

Beluga International DMCC changed its company name suffix from DMCC to FZCO with effect from 29th June, 2026. Accordingly, the company name
has been changed from Beluga International DMCC to Beluga International FZCO