Your Directors are pleased to present the 77th Annual Report on the business operations and the Financial Statements of your Company for the financial year ended March 31, 2025.
FINANCIAL PERFORMANCE
The financial results of yourCompany(standalone)forthe financial yearended March 31, 2025 are presented below:
f? in nrnrppl
|
2024-25
|
2023-24
|
Total Revenue
|
4713.29
|
4723.59
|
Total Expenses
|
2450.88
|
2327.00
|
Profit before tax
|
2262.41
|
2396.59
|
Less : Tax Expenses
|
96.16
|
80.25
|
Profit fortheyear
|
2166.25
|
2316.34
|
Retained Earnings
|
|
|
Balance at the beginning of the year
|
5516.77
|
4094.70
|
Add:
|
|
|
- Profit forthe year
|
2166.25
|
2316.34
|
- Other Comprehensive Income
|
3.79
|
-
|
Less:
|
|
|
- Other Comprehensive Loss
|
-
|
1.73
|
- Transfer to Tonnage Tax Reserve
|
300.00
|
400.00
|
- Dividend paid during the year
|
501.11
|
492.54
|
Balance at the end of the year
|
6885.70
|
5516.77
|
The net worth of the Company as on March 31, 2025 was? 11992.80 crores as compared to ? 10346.41 crores for the previous year.
The financial statements have been prepared in accordance with the Indian Accounting Standards (Ind AS) notified under the Companies (Indian Accounting Standards)Rules, 2015.
DIVIDEND
During the year, your Directors declared and paid three interim dividends aggregating to ? 24.30 per equity share of '10/- each. Subsequent to the end of the year, your Directors declared fourth interim dividend of ?5.40 per equity share. The aggregate outflow on account of the equity dividend for the yearwill be? 424.01 crores.
Your Directors have not recommended anyfinal dividend forthe yearunder review.
MANAGEMENT DISCUSSION AND ANALYSIS
COMPANY PERFORMANCE
In Financial Year 2024 - 25 (FY 25), your Company recorded a total income of ? 4713.29 crores (Previous Year? 4723.59 crores) and earned a PBIDT of ? 3026.20 crores(Previous Year'3049.49 crores).
MARKET ANALYSIS
CRUDE TANKER MARKET
Crude tanker earnings started Q1 FY25 on a strong footing but softened for the rest of FY25 before rebounding again in March 2025.
At the start of Cal 2025, global oil refineries were enjoying attractive refining margins, continuing the trend seen since the pandemic. As the new Middle Eastern refineries ramped up in the early part of Cal 2025, margins cooled off significantly over H2 Cal 2025. Low margins typically discourage refineries from increasing output, and this was particularly true in China. Refiners, struggling with weak margins, reduced refinery outputs, and a similar trend occurred in Europe.
On the demand side, China - which has been the biggest driver of oil demand growth in the recent past - witnessed steep slowdown in demand growth as high EV penetration in passenger vehicle fleet and increased adoption of LNG trucks hurt oil demand. Weak global economic activity and higher interest rate environment also created a tough demand environment for oil.
Consequently, globalcrudeoildemand was Oat year-over-year(y/y)in FY25. The Middle East crude oildemand growth of 4% y/y was offset byaslump inChinese demand decline of 4% y/y. Weaker refining margins also led to declineincrude oil demand for EU by 2% y/y.
While 0PEC crude barrels were curtailed due to the voluntary cuts placed, United States, Canada, and Guyana ensured that the market remained supplied. Global crude oil production was Oat y/y in FY25.
Combination of decline in demand from consumption centres (Asia and EU) and domestic demand growth in exporting regions (Middle East, Nigeria, United States), adversely affected the crude oil trade in FY25. Chinese seaborne crude oil imports contracted by 5% y/y.
Overall, global seaborne crude oil trade declined by 2% y/y in FY25. However, tanker markets were aided by the conflict in Red Sea as a greater number of vessels took the longer route via the Cape of Good Hope for East-West/West-East trade. On the supply side, the global crude tankerfleet was flat y/y in nominal terms during the year.
The table below captures spot market earnings forthe Suezmax and Aframaxtanker segments overthe financial yearfin $/day).
|
FY25
|
FY24
|
YOY change
|
Suezmax
|
42,011
|
49,403
|
-15%
|
Aframax
|
37,337
|
50,664
|
-26%
|
Crude Tanker Spot Earnings ($/day) -Avg. Suezmax Earnings
55.000
50.000
45.000
40.000
35.000
30.000
25.000
20.000
Apr-2024 May-2024 Jun-2024 Jul-2024 Aug-2024 Sep-2024
|
- Avg. Aframax Earnings
Oct-2024 Nov-2024 Dec-2024
|
Jan-2025 Feb-2025 Mar-2025
|
Source: Clarksons; Non-Eco/Non-Scrubber earnings
|
|
|
|
PRODUCT TANKER MARKET
Product tankers started 01 FY25 with robust earnings, mainly fuelled by the Red Sea crisis. The longer West-East and East-West voyages around the Cape of Good Hope keptthe product fleet stretched.
However, high cost of shipping Clean Petroleum Products (CPP) led to traders cleaning up VLCC/Suezmax tankers and using them to carry CPP from East to Europe. This was a historic shift, as VLCC/Suezmax tankers have very rarely been used to carry CPP on a regular basis. This move took significant market share awayfrom LRs and MRs, resulting inadropinCPPearningsforthe rest of FY25.
The boost in CPP exports from Middle East due to new refineries was offset by a decline in Asian exports. Product tanker markets in the West fared relatively well as North American exports jumped 4% y/y due to lower refinery maintenance in United States and sustained exports to EU. Additionally, EU demand tapered off towards theend of FY25, thereby keeping thelidon keywinter demand.
Seaborne product trade volumes declined by 1% y/y in FY25 while the product tankerfleet supplygrew by 2%y/yinnominalterms.
The table below captures the market spot earnings of LR1 andMR product tankers overthe financial year(in$/day).
|
|
FY25
|
FY24
|
YoY change
|
MR - Avg. Earnings
|
|
21,689
|
27,818
|
-22%
|
LR1 Middle East Gulf (MEG)-Asia Earnings
|
|
23,585
|
31,090
|
-24%
|
Product Tanker Spot Earnings ($/day) -
50.000
40.000
30.000
20.000
|
— LR1 MEG-Asia Earnings -
|
Avg. MR Earnings
|
|
|
10,000
Apr-2024 May-2024 Jun-2024 Jul-2024
|
Aug-2024 Sep-2024 Oct-2024
|
Nov-2024 Dec-2024
|
Jan-2025 Feb-2025
|
Mar-2025
|
Source: Clarksons; Non-Eco/Non-Scrubber earnings
ASSET VALUES
Crude and product tanker asset prices softened during FY25. Values have dropped between 15% and 30% in FY25 depending uponthe age profile and the type of the vessel.
OUTLOOK
Global oil demand remains uncertain amid renewed U.S. tariffs impacting trade, with key agencies sharply downgrading forecasts for H2 calendar 2025. The growing popularity of electricvehicles globally will also continue to weaken oil demand growth.
However, higher non-OPEC oil supply growth and the gradual unwinding of 0PEC cuts are expected to support crude oil seaborne trade volumes. Low oil prices driven by demand concerns and supply surplus could encourage strategic stockpiling by China but simultaneously hurt high-cost producers like U.S. shale.
On the geopolitical front, tightening sanctions on Russian oil shipments has boosted demand for crude tankers, particularly for unsanctioned vessels serving India and China. Additional sanctions on Iran may further drive unsanctioned oil flows as other OPEC nations may increase production to fill the void created by drop in Iranian exports. The potential resolution of the Russia-Ukraine war and the Gaza conflict remains a key overhang on tanker markets.
Meanwhile, the tanker orderbook has been steadily rising, with the crude tanker orderbook at-11% and product tankers at 21%. Consequently, deliveries are expected to ramp up in FY26. However, an ageing fleet coupled with stricter environmental regulations may result in accelerated scrapping, potentiallytightening fleet availability even asvessel deliveries rise.
LPG CARRIER MARKET
The VLGC markets experienced a significant drop in earnings during FY25, as increased water levels at the Panama Canal facilitated a rise in daily transits from the U.S. to the Far East, adversely affecting ton-miles. Moreover, the nominal fleet supplyincreased by approximately 8% y/yin FY25.
On the export front, the United States recorded 6% y/y growth, propelled by increasing domestic production and subdued local consumption. However, U.S. exports are now very close to the export terminal capacity; high terminal utilisation and weather-related disruptions during the year led to a spike in terminal fees. Consequently, terminals captured the larger share of the wide U.S.-Asia LPG arbitrage, and freight rates did not benefit. The other major LPG exporter, Middle East, exhibited a slower growth rate of 2% y/yin FY25 as OPEC countries continued theirproduction cuts.
In FY25, demand stayed supported by new Propane Dehydrogenation (PDH) capacity coming online in China and robust residential/commercial demand in India, whileimportsinto Northeast Asia remained flat during the period.
The table below captures the market spot earnings of VLGC over the financial yearlin $/day).
|
FY25
|
FY24
|
YOY change
|
VLGC - Avg. Earnings
|
36,229
|
82,992
|
-56%
|
VLGC Spot Earnings ($/day) - Avg. VLGC Earnings
80,000
60,000
40,000
|
|
|
|
20,000
|
|
|
|
Apr-2024 May-2024 Jun-2024 Jul-2024 Aug-2024 Sep-2024 Oct-2024
|
Nov-2024 Dec-2024
|
Jan-2025 Feb-2025
|
Mar-2025
|
Source: Clarksons; Eco/Non-Scrubber earnings
ASSET VALUES
Despite weakerVLGC earnings, asset values remained resilient, holding at very high levels.
OUTLOOK
LPG trade may be affected by the ongoing trade conflict between the United States and China. China imports approximately 18 million tons of LPG from U.S. which comes under recently announced tariffs. Unless the trade war is resolved, LPG trade is likely to see massive shifts as LPG exports from U.S. are directed awayfrom China towards other Asian countries and Europe, while China imports more LPG from alternate sources. Furthermore, the demand for petrochemicals is expected to decline due to the trade tensions, which can also adversely affect the demand for LPG, a key feedstock for petrochemical production.
On the positive side, new export terminal capacities are expected to come online in U.S. during FY26, releasing some of the infrastructure bottlenecks. VLGC fleet growth is likely to remain under check during FY26. However, the massive delivery schedule for FY27 and FY28 may exert pressure on freight rates if demand does not increase correspondingly.
DRY BULK CARRIER MARKETS
On a full year basis, average dry bulk freight earnings in FY25 were similar to FY24 averages across segments. The dry bulk freight market exhibited contrasting performance in FY25, with the first half showing robust y/y growth in earnings, whereas the second half experienced a notable decline in rates. This downturn was primarily attributed to a deceleration in trade growth during the latter part of the year.
The demand for dry bulkcommodities began FY25 on a strong note; China's iron ore imports stayed robust, andinventories continued to rise. Despite a decline in coal demand in China during 01 FY25, attributed to a rise in hydroelectric power generation, imports into Southeast Asia and India held steadydueto unusuallywarm summertemperatures.
During H2 FY25, the iron ore market experienced challenges as China's import demand dropped due to elevated inventory levels and a reduction in steel production. Nevertheless, unprecedented steel exports from China provided some assistance to local steel manufacturing. Additionally, weather disruptions in Australia and Brazil further disruptediron ore tradeinQA FY25.
In H2 FY25, coal imports to India and China experienced a y/y decrease due to robust domestic production growth and high coal inventory levels. An increaseinelectricity generation from non-coal sources further reduced the demand for coal inthe power sector.
Grain trade remained firm during HI F25 driven by China's appetite for soybeans but started facing headwinds as Chinese imports demand for corn and wheat weakened. Grain exports fromBlack Sea and European regionalso collapsed due to adverse weatherconditions affecting production.
Bauxite emerged as a notable commodity, experiencing a growth of 21% in FY25. The heightened demand from China, driven by significant expansions in alumina production capacity, continued to bolster the Capesize market throughout the year, with Guinea serving as the primary supplier. Robust tradeinsteel, fertilizers, and agricultural products contributed positivelytothe overall minorbulkstrade during the year.
The nominal fleet supply increased by approximately 2.9% y/y in FY25. The Red Sea disruption kept supporting the market as vessels continued to transit throughthe Cape of Good Hope, effectively reducing the impact of fleet growth.
The table below shows the market spot earnings of the various categories of drybulkships overthe financial yearfin $/day):
|
|
FY 25 FY 24
|
YoY Change
|
Capesize
|
|
19,586 20,621
|
-5%
|
Kamsarmax
|
|
12,578 14,041
|
-10%
|
Supramax
|
|
12,378 12,072
|
3%
|
Dry Bulk Spot Earnings - $/day -
30.000
25.000
20.000
15.000
10.000 5,000
|
— Capesize BCI 5 T/C
|
- Kamsarmax BPI 5 T/C - Supramax BSI 10 T/C
|
|
0
|
Apr-2024 May-2024 Jun-2024
|
Jul-2024 Aug-2024
|
Sep-2024 Oct-2024 Nov-2024 Dec-2024 Jan-2025 Feb-2025
|
Mar-2025
|
Source: Baltic Exchange
ASSET VALUES
While Capesize values have remained stable, values for sub-Capesize vessels have dropped by approximately 10% to 20% in FY25, depending upon the age profile and type of vessels.
OUTLOOK
Overall dry bulk trade growth prospects remain uncertain due to heightened uncertainties surrounding tariff escalations and potential negotiations. Increased stimulus measures fromChina aimed at bolstering theireconomy could positivelyinfluence market support.
Bauxite exports from Guinea are expected to continue providing support to the Capesize market. On the other hand, China's demand for iron ore may face challenges; steel production could be adversely affected if the trade war remains unresolved. With importers increasingly imposing anti-dumping duties on Chinese steel, China's steel exports may also encounter headwinds in the coming year. On the positive side, global iron ore inventories have been declining, and any replenishment could positively impact trade.
Coal trade may experience continued pressure if the trend of rising coal production in China and India persists in FY26, with elevated domestic coal inventory levels in these nations posing a concern forthetrade. However, growth in electricity generation is highly contingent on weatherconditions. Grain imports into China may see improvement due to increased soybean output from Brazil, although stronger domestic production in China is likely to limit demand for corn and wheat.
The bulk carrier orderbook currently represents 10% of the fleet, with the fleet expected to grow at approximately 3% in CY2025, similar to fleet growth in CY2024. However, the potential reversal of disruptions in the Red Sea remains a persistent risk, as it could reduce ton-miles and effectively lead to a loosening of the demand-supply balance.
FLEET SIZE AND CHANGES DURING THE YEAR
As on March 31, 2025, yourCompany's fleet stood at 38 vessels, comprising 26 tankers (5 crude carriers, 17 product carriers, 4 LPG carriersland 12 dry bulkcarriers (2 Capesize, 8 Kamsarmax, 2 Supramaxlwith an average age of 14.29 years aggregating 3.04 Mn dwt.
During the financial year, yourCompany:
• took delivery of three Medium Range product tankers 'Jag Priya', 'Jag Prachi'and 'Jag Priyanka'.
• sold and delivered to the buyers four Medium Range product tankers 'Jag Pahel', 'Jag Pranam', 'Jag Pranav' and 'Jag Padma'; two Supramax dry bulkcarriers 'Jag Rani' and 'Jag Rishi'; and a Suezmax crude tanker'Jag Lalit'.
A detailed Asset Profile section forms part of this Annual Report.
KEY FINANCIAL RATIOS
Conventional return ratios are not appropriate to assess the performance or condition of yourCompanyforthe following reasons:
1. A very significant part of the return in shipping comes from the appreciation in the value of the asset itself. This does not enter the Profit and Loss account except at the time of sale.
2. In recent years, due to the change in accounting standards, the Company's profits have been affected very significantly by the movement in exchange rates. When the foreign currency debt is high than the foreign currency cash, this has the effect of increasing the Company's profits when the rupee appreciates against the US Dollar, and of reducing its profits when the rupee depreciates against the US Dollar. In reality, the depreciation of the rupee against the US Dollarimproves the profitability of the Company.
Considering the cyclical and highly volatile nature of the shipping industry, the ability to survive weak markets, and if possible, even take advantage of them.is critical to success. The Companytherefore believesthat following arethe keyfinancial ratios applicable to its business:
1. Gross and Net Debt: Equity Ratio - This shows the extent of leverage taken by the business, both at a gross level and net of the cash and cash equivalents held. Net debt: equity is a standard ratio usedin assessing a shipping company's creditworthiness.
There has been a significant improvement in these ratios over the course of FY 25, as a result of cash accrual, repayment of debt, and increase in net worth during the year.
|
FY 25
|
FY 24
|
Gross
|
0.12
|
0.22
|
Net
|
-0.42
|
-0.32
|
2. Cash Debt Service Coverage Ratio - This represents the Company's ability to meet its debt servicing obligations. It is the sum of the PBIDT plus the cash and cash equivalents held by the Company divided by the expected debt service payments over the next 12 months.
This ratio stood at 15.23 as of end FY 25 versus 12.76 at the end of the previous financial year. The increase in the ratio is due to higher repayment in the current year.
3. Net Debt:PBIDT - This shows the number of years earnings it would take to cover the repayment of the debt which is not covered by the cash and equivalents.
The ratio was -1.66 as of end FY 25 versus -1.07 as at the end of the previous financial year. The level of the ratio is not currently relevant since the net debt is negative in both years.
4. Return on Net Worth-The ratio was 19.39% for FY 25 vs 24.55% for FY 24. The decrease was due to slightly lower profitability and higher net worth base during the year as against the previous year.
RISKS AND CONCERNS
Your Company has carried out a detailed exercise to identify the various risks faced by your Company, and has put in place mitigation, control and monitoring plans for each of the risks. Risk owners have been identified for each risk, and these risk owners are responsible for controlling the respective risks. The efficacy of these processes is monitored on a regular basis by Risk Sub-Committees (comprising of Whole-time Directors and Senior Management Personnel of the Company) for the different areas in order to make continuous improvement and is further reviewed by the Risk Management Committee.
The Risk Management Committee currently consists of Mr. Bharat K. Sheth, Chairman, Mr. Amitabh Kumar, Mrs. Kalpana Morparia, Mr. T. N. Ninan, Mr. UdayShankarand Mr. G. Shivakumar.
The Board of Directors and Audit Committee are regularly briefed onyourCompany's risk management process.
The material risks and challenges faced byyourCompany areas follows:
ECONOMICRISK:
Shipping is a global business whose performance is closely linked to the state of the global economy. Therefore, if global economic growth is adversely impacted, it could have an unfavourable effect on the state of the shipping market.
GEO-POLITICAL RISK:
OPEC nations control about one third of the world oil supply. Therefore, their decision on whether to increase or reduce crude production can have a material impact on the tanker freight markets.
Many of the countries producing and exporting crude oil are politically volatile and geographically located in sensitive areas. Any change in the political situation in these countries may alter the supply-demand scenario. This would have a consequential impact on the tanker market.
Issues such as sanctions and wars may also affect shipping markets.
TRADE BARRIERS:
Trade disputes between countries can turn into trade wars with erection of tariff and non-tariff barriers. The manner in which such barriers are implemented could have significant impact on trade volumes and routes.
CHINESEECONOMY:
China has been a major driver of global growth especially for commodities. If the economy falters or changes its policy towards import of various goods, the consequential damage to shipping will be significant.
CHALLENGES FACED BY THE SHIPPING BUSINESS
EARNINGS VOLATILITY:
The shipping industry is a truly global business with a host of issues potentially impacting the supply demand balance of the industry. This results in significant volatility in freight earnings and asset values.
YourCompany attempts to manage that riskinvarious ways.
If your Company believes that the freight market could weaken, it may enter into time charter contracts ranging from 6 months to 3 years or use freight derivatives to hedge the risk. Another method of managing risk is by adjusting the mix of assetsinthe fleet through sale or purchase of ships.
As capital cost is a majorcost component, yourCompanyalso ensures that assets are bought at cheap prices. Your Company hopes to weatherthe weak markets betterthan most players inthe business by having among the lowest fleet break-evens.
Your Company operates ships in different asset classes and different markets. This ensures that your Company's fortunes are not fully dependent upon a single market.
LIQUIDITY RISK:
The sale and purchase market and time charter markets are not always liquid. Therefore, there could be times when your Company is not able to position the portfolio in the ideal manner.
FINANCE RISK:
Your Company's business is predominantly USD denominated as freight rates are determined in USD and so are ship values. Your Company has its liabilities also denominatedin USD. Any significant movement in currency orinterest rates could meaningfullyimpact the financials of yourCompany.
SHIPBOARDPERSONNEL:
Indian officers continue to be in great demand all over the world. Given the unfavourable taxes on a seafarer sailing on an Indian flagged vessel, it is difficult to source officers capable of meeting the modern-day challenges of worldwide trading.
CYBERRISK:
A new and worrying threat to our business is cyber risk. Your Company is taking steps to secure its assets and systems from this threat, including by having suitable protection in place and by constant training to employees on howto avoid such issues.
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY
Your Company has instituted internal financial control systems which are adequate for the nature of its business and the size of its operations. The policies and procedures adopted by your Company ensure the orderly and efficient conduct of its business, including adherence to Company's policies, safeguarding of its assets, prevention and detection of frauds and errors, accuracy and completeness of the accounting records, and timely preparation of reliable financial information.
The systems have been well documented and communicated. The systems are tested and audited from time to time by your Company and internal as well as statutory auditors to ensurethat the systems are reinforced onan ongoing basis. Significant audit observations and follow up actions thereon are reported to the Audit Committee.
No reportable material weakness or significant deficiencies in the design or operation of internal financial controls were observed during the year.
The internal audit is carried out by a firm of external Chartered Accountants (Ernst & Young LLP) and covers all departments. YourCompany also has an independent Internal Audit Department. Apart from facilitating the internal audit by Ernst & Young LLP, the Internal Audit Department also conducts internal audit as per the scope decided from time to time.
Both Ernst &Young LLP and Headflnternal Audit) report tothe Audit Committeeintheircapacity of internal auditors ofyour Company.
In the beginning of the year, the scope of the internal audit exercise including the key business processes and selected risk areas to be audited are finalisedinconsultation with theAudit Committee. All significant audit observations and followup actions thereon are reported to the Audit Committee.
The Audit Committee currently comprises of Mr. Keki Mistry (Chairman), Mrs. Bhavna Doshi, Mr. Raju Shukla and Mr. T. N. Ninan all of whom are Independent Directors and Mr. Berjis Desai, who is a Non-Executive Director.
CONSOLIDATED FINANCIAL STATEMENTS
The Consolidated Financial Statements have been prepared by your Company in accordance with the Indian Accounting Standards (Ind AS) notified under the Companies (Indian Accounting Standards) Rules, 2015. The audited Consolidated Financial Statements together with Auditors' Report thereon form part of the Annual Report.
The group recorded a consolidated net profit of' 2344.26 crores for the year under review as compared to net profit of? 2614.18 crores for the previous year. The net worth of the group as on March 31, 2025 was ' 14259.16 crores as compared to ' 12397.45 crores for the previous year.
SUBSIDIARIES
The statement containing the salient features of the financial statements of your Company's subsidiaries for the year ended March 31,2025 is attached along with the financial statements of yourCompany.
The report on performance ofthe subsidiaries is as follows:
GREATSHIP (INDIA) LIMITED, MUMBAI
Greatship (India) Limited (GIL), wholly owned subsidiary of your Company and one of India's largest offshore oilfield services provider, experienced a good year of performance and turned in the highest profits since FY16. In the financial year 2024-25, GIL has recorded a total income of? 1,130.80 crores (previous year' 887.62 crores) on a standalone basis and ' 1,332.45 crores (previous year' 1,095.54 crores) on a consolidated basis. In the current financial year, GIL has earned a profit before interest, depreciation (including impairment) & tax of' 521.69 crores (previous year? 353.23 crores) and ? 630.71 crores (previous year ? 481.80 crores) on a standalone and consolidated basis, respectively. GIL's net profit for the current financial year is ? 183.55 crores (previous year? 58.56 crores) and ? 232.66 croresfprevious year? 134.70 croreslon a standalone and consolidated basis, respectively.
The recovery in market conditions allowed GIL to improve consolidated revenue by 22% on a YoY basis, but comparable profitability metrics of EBIDTA and PATimproved by 31% and 73% respectively, demonstrating the operational leverageinherent in the business.
As of March 31, 2025, the cash balance in excess of ? 1,100 crores comfortably covered GIL's debt liability.
GIL has the following fourwholly owned subsidiaries, whose performance during the year is summarized hereunder:
1. Greatship Global Energy Services Pte. Ltd., Singapore (GGES)
GGES has earned a net profit of USD 0.27 Mn for the current financial year same as in the previous year. The profit has been maintained at same levels as althoughtheinterest income was more in the current financial year, the tax expense was also onthe higher side.
2. Greatship Global Offshore Services Pte. Ltd., Singapore (GGOS)
GGOS owns and operates two Multi-purpose Platform Supply and Support Vessels and one R-Class Supply Vessel. GGOS has earned a net profit of USD 7.25 Mn for the current financial year as against the net profit of USD 13.42 Mn in the previous year. The reason for the decrease in profit in the current financial year is mainly due to lower charter hire income and increased overall expenses.
3. Greatship (UK) Limited, United Kingdom (GUK)
GUK's net loss for the current financial year amounted to USD 0.02 Mn same as in the previous year. The net loss in the current financial year has been on account of certain expenses incurred byGUK.
4. Greatship Oilfield Services Limited, India (GOSL)
During the year under review, on account of certain expenses incurred by GOSL, GOSL has incurred a loss of less than ? 0.01 crore in the current financial year as against net profit of less than ? 0.01 crore in the previous year. The net-profit in the previous year was on account of reversal of certain provisions.
THE GREATSHIP (SINGAPORE) PTE. LTD., SINGAPORE
The Greatship(Singapore) Pte. Ltd. is a wholly owned subsidiary of yourCompany. The Greatship (Singapore) Pte. Ltd. does shipping agency business for the ships owned by your Company. During the year ended March 31,2025, there were 90 ship calls at Singapore. The company's profit for the current financial year amounted to S$ 89,248 as compared to a profit of S$ 118,978 in the previous year.
THE GREAT EASTERN CHARTERING LLC (FZC), U.A.E.
The Great Eastern Chartering LLC (FZC) is a wholly owned subsidiary of your Company. During the year ended March 31, 2025, the company made a loss of USD 6.55 Mn (previous year profit of USD 15.08 Mn). The company has invested in shares of some listed shipping companies and these shares were valued at USD 23.86 Mn as of March 31, 2025.
THE GREAT EASTERN CHARTERING (SINGAPORE) PTE. LTD., SINGAPORE
The Great Eastern Chartering (Singapore) Pte. Ltd. is a wholly owned subsidiary of The Great Eastern Chartering LLC (FZC), UAE. During the financial year ended March 31, 2025, the company made a profit of USD 1.01 Mn (previous year profit of USD 7.83 Mn). As of March 31, 2025, the company held positions in dry bulk freight futures and fuel oil futures.
GREAT EASTERN FOUNDATION, INDIA
Great Eastern Foundation (Foundation) is a wholly owned subsidiary of your Company which handles the CSR activities of your Company and its subsidiaries. The Foundation received a total contribution of ? 34.90 crores from your Company during the year ended March 31, 2025. The Foundation spent ? 21.69 crores on CSR activities during the year.
The nameofthe companywas changed from 'Great Eastern CSR Foundation'to 'Great Eastern Foundation'w.e.f. December 23, 2024.
Details of CSR activities carried out by Great Eastern Foundation are set out in the reports on CSR activities which form part of thisAnnual Report.
GREAT EASTERN SERVICES LIMITED, INDIA
Great Eastern Services Limited ('GESL') is a wholly owned subsidiary of your Company. The company made a loss of? 2,77,743 for the year ended March 31, 2025 as compared to a loss of ' 42,186 for the year ended March 31, 2024.
GESL has not yet started its commercial operations. With a view to save on administrative time and cost, the Board of Directors of yourCompany has granted its approval forvoluntarily liquidation/ striking off of GESL.
GESHIPPING (IFSC) LIMITED, INDIA
GESHIPPING (IFSC) Limited ('GE IFSC') was incorporated on May 02, 2024 as a wholly owned subsidiary of your Company in International Financial Services Centre ('IFSC') at Gift City, Gandhinagar, Gujarat with the main object of 'ship leasing'which shall include owning, operating and chartering of vessels and other permissible activities as per the International Financial Services Centres Authority Act, 2019.
During the year, your Company has made an investment of ' 50 crores in equity shares of GE IFSC in tranches. Your Company also granted a term loan of USD 10 Mn to GE IFSC in tranches.
During the year, the company has commenced its commercial operations and incurred a loss of USD 1.49 Mn.
DEBT FUND RAISING
During the year, no fresh debt was raised. The gross debt:equity ratio as on March 31, 2025 was 0.12:1 (including effect of currency swaps on rupee debt was 0.16:1) and the debt:equity ratio net of cash and cash equivalents as on March 31, 2025 was -0.42:1 (including effect of currency swaps on rupee debt was -0.38:1). The Company repaid/prepaid External Commercial Borrowings aggregating to?338.87 crores and redeemed Non-convertible Debentures aggregating to ?400.00 crores during the year and also settled the swaps relating to those debentures.
HEALTH, SAFETY, ENVIRONMENT AND QUALITY (HSEQ)
The last few years have been very challenging for the shipping industry. Geopolitical instability, trade disruption in Red Sea due to attacks on merchant ships, and the ongoing tariff war have caused uncertainty. Simultaneously, the maritime industry is working on ambitious decarbonization targets. New environmental regulations are being implemented with a focus on achieving net-zero emissions by 2050. Your Company's committed teams on board and ashore ensured the implementation of risk-based plan, helpingtominimizeitsimpacton business operations to a largerextent.
Your Company believes in ensuring clean seas, reducing generation of waste and avoiding pollution at sea. This year also your Company had zero spills to sea. Continuing its quest to decarbonize the fleet, your Company has fitted redesigned efficient propellers, MAN B&W EcoCam, adaptive autopilot retrofit on selected ships and an ultrasonic equipment for biofouling protection of propeller on four different vessels. The Company also continued with other earlier initiatives like fitment of LED lighting and application of high-performance hull coatings. Additionally, the Company is in process of generating voluntary market carbon credits forthe applicable energy savings devices from Gold Standards and enrolled selected ships in Environmental Ship Index (ESI) program.
Your Company cares for its employees and has taken enhanced measures towards their health and safety. For the benefit of all shore employees, the Company continued arrangements like work from home option for junior levels and remote offices located in Mumbai suburbs. For the benefits of seafarers, the Company has provided free limited internet access to all seafarers onboard ship for better social connectivity. Additionally, a remote expert counselling service for mental wellbeing, enhanced pre-employment mental examination from experts, annual health insurance for senior officers and theirspouses, anda dedicated crew relationship officerfor managing theirwelfare arein place.
TRAINING AND ASSESSMENT
Training and Assessment (T&A) department continues to be guided by your Company's vision to man the fleet with competent, confident and well- prepared seafarers. In alignment with this vision, the department remains focused on delivering high-quality training, adapting to evolving industry needs and reinforcing yourCompany's reputationforoperational excellence and sustainability.
Your Company's Training Centre remains certified as a Maritime Training Provider (MTP) by Det Norske Veritas (DNV), following regular successful audits. During the DNV MTP audit, positive observations were noted — particularly the in-house ME Engine Course developed using the Full Mission Engine Room Simulatorand the methodologyformeasuring training effectiveness developed bytheT&A department.
The Centre continues to deliver training aligned with current maritime regulatory standards and best practices, ensuring that the Company's seafarers are well-equipped for present and future operational demands.
YourCompany's diversified training portfolio includes classroom courses coupled with hands-on workshop training, computerized training exercises, onboard sailing training, seminars and webinars. The inhouse developed SKILLUP On-The-Job Skill Upgradation Program guides career progression and is focused on competency enhancement.
T&A department leverages the Company owned state-of-the-art simulation facilities, including the Full Mission Engine Room Simulator, Full Mission Bridge Simulator, ECDIS TRANSAS Navi-Trainer Professional, ECDIS JRC Type-Specific Simulator and Steering Simulator to deliver comprehensive, hands-on training to seafarers.
During FY25, the T&A department expanded its offerings with the introduction of new courses and training that support safety, technology adaptation and emerging regulatory requirements.
Assessment protocols remain rigorous and rank-specific, with an emphasis on both technical proficiency and behavioral competencies.
Furthermore, acknowledging the importance of seafarers' mental well-being, the Company has continued to embed mental health and emotional resilience modules within its training framework. These are aimed at having a safer and healthier shipboard environment.
The T&A department remains closely connected with maritime regulatory developments through active engagement with various national and international forums. This helps ensure that yourCompany's training programs remain not only compliant but forward-looking.
IT INITIATIVES
In FY 2024-25, the IT department has continued on its digital transformation implementation journey. The Company has successfully implemented a series of strategic initiatives aimed at technology modernization and innovation with adoption of GenAI, loT, Robotics Process Automation (RPA) and Cloud technologies in Software as a Service (SaaS) model with industry best platforms adoption. These efforts have resulted in business process optimization and improved operational efficiency.
PLATFORM MODERNIZATION & TECHNOLOGY INNOVATIONS
The Company continued to drive business enablement through the strategic adoption of emerging technologies and a strong emphasis on process standardization and automation underthe Rise with SAP program. Key achievementsinclude:
• Successful implementation and stabilization of Industry leading Shipping ERP SaaS platforms including Veson IMOS, Stormgeo and HarborLab to support various operating functions with seamless data integration with core accounting system (SAP Rise with S4HANA).
• Successful automation of Accounts Payable (AP) processes, enhancing efficiencyin finance operations.
• Deployment of real-time analytics dashboards, enabling departments to access actionable insights and make data-driven decisions.
• Business Process Reengineering and Blueprinting for technology automation of corporate functions, paving the way for further process improvements across support areas.
• Implementation of RPAand initiation of Gen Al Pilots to Evaluate Practical Value, Efficiency, and Productivity Impact.
These initiatives have collectively improved decision-making, streamlined operations, and contributed to long-term, sustainable business efficiency - all further strengthening the Company's competitive positioning.
VESSEL IT MODERNIZATION
The Company has made significant technological upgrades to maritime IT systems including infrastructure and communication systems to drive operational excellence and digital innovation. Overall change in IT landscape for vessel has improved operational reliability, increased efficiency and cyber resilience. Some of the key highlights include:
• Rollout of LEO technology (Starlink) communication systems with multitier back-up across the fleet for faster, more reliable maritime communications.
• Implementation of loT-enabled systems for real-time data capture and vessel performance monitoring resulting in improved operational efficiency and safety.
• Standardization of IT Infrastructure and modernization of LAN/ WAN setup for betteroperations control and improved cyber security.
These upgrades to onboard IT systems continue to elevate system performance and enrich the digital userexperience for crew members.
BUSINESS CONTINUITY PLAN
The Company's comprehensive Business Continuity Plan ('BCP') has ensured uninterrupted operations remained a key strategic priority throughout the year. The Company has adopted cloud DR strategy for more agile response and has successfully tested and run five-day live business operations from Disaster Recovery setup. The exercise validated the organization's preparedness, with all operations—including those onboard vessels— continuing seamlessly. This demonstrated the Company's enhanced resilience and operational readinessinthe face of potential disruptions.
CYBER RESILIENCE
The Company continued to prioritise cybersecurity, adopting a proactive and layered approach to safeguard IT assets across both shore-based and maritime operations. Keyinitiatives undertaken during the year included:
• Deployment of Continuous Threat Exposure Management (CTEM)and Cyber Scorecards to enable real-time riskidentification and mitigation.
• Ongoing upgrades to IT infrastructure, ensuring compliance withthe latest security protocols and industry best practices.
• Established Cyber Programme Management framework for risk monitoring and operations management.
Collectively, these measures significantly strengthened the Company's cyber resilience, enhancing its ability to anticipate, detect, and respond to evolving cyber threats.
FUTURE ROADMAP
The Company remains firmly committed to technological innovation as a strategic lever for improving productivity and operational efficiency, guided by a well-defined IT Strategy and Digital Transformation Roadmap. The Company further plans for continuing its digital journey with focus on business enablement, process optimization, data protection and governance, and improved real-time visibility leading to operational safety and efficiency.
HUMAN RESOURCES
During the year, the organization carried out various talent development interventions to enhance workforce capability. Sessions on team building, leadership and managerial effectiveness, 360-degree feedback process and one to one coaching were part of this endeavour. Employee town hall and other social events ensured that the culture fabric of the Company remained cohesive. Hybrid work mode and co working spaces enabled employees to attain work life balance while maintaining employee productivity. The Company was able to sustain a high employee engagement score during the year(80%). Employee retention stood at 96%.
Total number of shore staff and ship board personnel was 266 and 1,862 respectively at the end of the year.
THE GREAT EASTERN INSTITUTE OF MARITIME STUDIES (GEIMS)
Inthe fiscal year 2024-2025, The Great Eastern Institute of Maritime Studies continued to uphold very high standardsin maritime training.
GEIMS has once again demonstrated its commitment to excellence by receiving the prestigious 'Excellence in Maritime Training' award at the 11th International Samudra Manthan Awards 2024. This recognition reaffirmsthe institute's dedication to upholding bestinclass training standards.
This year marked significant expansion efforts for GEIMS, including its inaugural roadshow at Mumbai and Karnataka. GEIMS extended guidance to numerous individuals interested in pursuing careers in the merchant navy. Similar roadshows were successfully conducted across colleges and universities inMumbai.Bangaloreand Mysore, broadening its reach and fostering greater awareness of maritime career opportunities.
In FY 2024-25, GEIMS proudly graduated 400 cadets from its four pre-sea courses: DNS, GME, ETO and GP Rating. Additionally, GEIMS welcomed 408 new cadets into these esteemed programs, further solidifying its role in shaping the future of maritime professionals.
GEIMS cadets won various prizes in competitions in paper presentations organized by IMU and showed their talent in sporting events too. Cadets have received prize in INSA paper presentation "Augmented reality: a new horizon in ship navigation". The joint team of the Company and GEIMS won the Runners up trophy at the Maritime Soccer League 2024. Faculty members upgraded their skills by attending simulator courses and participating in seminarsalongwith seniorfloating staff ofthe Company.
The highlight of the year was the vibrant celebration of GEIMS's 20th Foundation Day. The event, graced by esteemed chief guests Dr. Malini V. Shankar, (Vice Chancellor - Indian Maritime University) and Capt. NikunjParashar, (Founder - Sagar Defence Engineering Pvt. Ltd.), honored Cadet Ashwija Gowda with the 'Best Girl Cadet of the Year' award. The event was attended by luminaries of the industry and garnered significant media coverage, emphasizing GEIMS's prominence in theindustry.
GEIMS's commitment to excellence is reflected in its consistent CIP grade of'A '. Its CIP points increased from 96.45% to 96.49% this year, a testament to its unwavering dedication to enhancing maritime training standards. These achievements, coupled with its relentless pursuit of improvement, positions GEIMS to bethe best MTI inthe years to come.
CORPORATE SOCIAL RESPONSIBILITY
Your Company has always been conscious of its role as a good corporate citizen and strives to fulfil this role by running its business with utmost care for the environment and all the stakeholders. Your Company looks at Corporate Social Responsibility (CSR) activities as a significant tool to contribute to the society.
The Board of Directors of your Company has constituted a Committee of Directors, known as the Corporate Social Responsibility Committee, currently comprising of Mrs. Bhavna Doshi (Chairperson), Mr. Raju Shukla and Mr. Bharat K. Sheth to steer its CSR activities.
Copy of the Corporate Social Responsibility Policy of your Company as recommended by the CSR Committee and approved by the Board is enclosed as 'Annexure A'. The CSR Policy is also available on the website of yourCompany: www.greatship.com.
The CSR Policy is implemented by your Company through Great Eastern Foundation (formerly 'Great Eastern CSR Foundation'), a wholly owned subsidiary of yourCompany, specifically set upforthe purpose.
During FY 2024-25, ' 34.90 crores were contributed by your Company to Great Eastern Foundation for undertaking CSR activities as per the provisions of Section 135 of the Companies Act, 2013.
The Annual Report on CSR activities is enclosed herewith as 'Annexure B'.
DIRECTORS
The first term of office of Mr. Raju Shukla and Mr. Ranjit Pandit as Independent Directors of the Company expired on May 31, 2024. The members re¬ appointed them as Independent Directors of the Company for a second term of 3 years w.e.f. June 01, 2024, by passing special resolutions through postal ballot, the results of which were declared on May 03, 2024.
The Board of Directors, at its meeting held on May 10,2024, recommended to the members the appointment of Mrs. Kalpana Morparia as an Independent Director of the Companyfor a term of 5 years w.e.f. November 14, 2024.
The members, at their Annual General Meeting held on August 01,2024, approved the appointment of Mrs. Kalpana Morparia as an Independent Director of the Companyfora term of 5 years w.e.f. November 14, 2024. The members also approvedthe re-appointment of Mr. K.M. Sheth as a Director of the Company, liable to retire by rotation.
During the year, the term of appointment of Mr. Tapas loot as Executive Director of the Company ended on November 01, 2024. Due to his indifferent health, Mr.Tapas loot also stepped down as Directorfrom the Board of the Companyw.e.f. close of business hours on November 01, 2024.
Your Directors place on record their heartfelt appreciation for the leadership and invaluable contribution made by Mr. Tapas Icot during his association of over 3 decades with the Company.
Mrs. Rita Bhagwati ceased to be an Independent Director on the Board of the Company upon completion of her second term w.e.f. close of business hours on November 13, 2024.
Dr. Shankar N. Acharya ceased to be an Independent Director on the Board of the Company upon completion of his second term w.e.f. close of business hours on February 04, 2025.
Your Directors place on record their appreciation for the valuable guidance and support extended by Mrs. Rita Bhagwati and Dr. Shankar N. Acharya during their tenure as Independent Directors of the Company.
The Board of Directors, at its meeting held on January 28, 2025, appointed Mr. Amitabh Kumar as an Additional and Independent Director of the Company for a term of 5 years w.e.f. January 28, 2025. The members approved his appointment by passing a special resolution through postal ballot, the results of which were declared on March 27, 2025.
The first term of office of Mr. T. N. Ninan, Mr. Uday Shankar and Mr. Shivshankar Menon as Independent Directors of the Company expired on May 05, 2025. The members approved the re-appointment of Mr. T. N. Ninan and Mr. Uday Shankar as Independent Directors of the Companyfor a second term of 5 years w.e.f. May 06, 2025, by passing special resolutions through postal ballot, the results of which were declared on March 27, 2025. However, the special resolution for re-appointment of Mr. Shivshankar Menon could not be passed as 70.87% votes were cast in favour of the resolution as against the requirement of 75% votes. Accordingly, Mr. Shivshankar Menon ceased tobean Independent Director of the Companyw.e.f. May06, 2025.
Mr. Shivshankar Menon is one of India's most influential foreign policy thinkers and is widely respected for his expertise in global geopolitics. The Company has benefited immensely from the insights provided by Mr. Shivshankar Menon during his first term, and it is imperative that he continues to be associated with the Companyinthe capacity of a Board member.
Considering the same, the Nomination and Remuneration Committee and Board of Directors, at their meetings held on May 09, 2025, have again recommended to the members, at the ensuing Annual General Meeting, the re-appointment of Mr. Shivshankar Menon as an Independent Director of the Company for a second term of 5 years w.e.f. August 02, 2025.
Notice under Section 160 of the Companies Act, 2013 has been received in respect of the re-appointment of Mr. Shivshankar Menon as an Independent Director of the Company.
The Board of Directors, at its meeting held on May 09, 2025, re-appointed, subject to the approval of the shareholders in the ensuing Annual General Meeting, Mr. Bharat K. Sheth as 'Managing Director' and Mr. G. Shivakumar as 'Executive Director'for a term of 5 years with effect from April 01, 2026 and November 14, 2025 respectively.
Mr. Ravi K. Sheth, Non-Executive Director, vide his letter dated October 25, 2024, offered to retire by rotation with a view to enable the Company to complywiththe provisions of Section 152(6) of the Companies Act, 2013(regarding directors retiring by rotation), post Mr. Tapas loot stepping down.
Accordingly, Mr. Ravi K. Sheth shall retire by rotation at the ensuing Annual General Meeting and being eligible, offers himself for re-appointment.
Necessary resolutions for re- appointment of Mr. Shivshankar Menon as an'Independent Director', re-appointment of Mr. Bharat K. Sheth as 'Managing Director', re-appointment of Mr. G. Shivakumar as 'Executive Director' and re-appointment of Mr. Ravi K. Sheth as a 'Director retiring by rotation' have beenincluded inthe Notice convening the ensuing Annual General Meeting.
As per the provisions of the Companies Act, 2013, Independent Directors shall not be liable to retire by rotation. The Independent Directors of your Company have given the certificate of independence to your Company stating that they meet the criteria of independence as mentioned under Section 149(6) of the Companies Act, 2013 and under Regulation 16(1Xb) of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. In the opinion of the Board, all the Independent Directors are persons of integrity and possess relevant expertise and experience to effectively discharge their duties as Independent Directors of the Company.
The policies on Director's appointment and remuneration including criteria for determining qualifications, positive attributes, independence of Director and also remuneration for key managerial personnel and other employees are enclosed herewith as Annexures 'C' and'D' respectively.
The details of remuneration as required to be disclosed pursuant to the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are enclosed as Annexure 'E'.
During the year, Mr. Bharat K. Sheth, who is also the Non-executive Chairman of Greatship (India) Ltd. (GIL), a wholly owned subsidiary of the Company, was in receipt of remuneration of ' 72 lakhs for FY 2023-24 from GIL. The Board of Directors of GIL have approved payment of remuneration of ' 81 lakhs for FY 2024-25 to Mr. Bharat K. Sheth, subject to GIL's shareholders'approval.
BOARD MEETINGS
During the year, 5 meetings of the Board were held. The details of Board meetings as well as Committee meetings are provided in the Corporate Governance Report.
BOARD EVALUATION
With a view to bring in objectivity and independence in the process of performance evaluation of the Board, its Committees and individual Directors, your Company engaged the services of Talentonic HR Solutions Private Limited ('Talentonic') to assist in conducting performance evaluation for FY 2024-25.
Talentonic conducted the assessment in line with the regulatory requirements and leading practices in the market and submitted its Board Evaluation Reports. They made a comprehensive presentation of their findings at the meeting of the Independent Directors of the Company. The annual performance evaluation of the Board, its committees and the Directorsindividuallywas done based on the same.
Pursuant to the provisions of the Companies Act, 2013, a separate meeting of Independent Directors reviewed performance of your Company, Board as a whole and Non-Independent Directors (including Chairman) of your Company. The Board of Directors reviewed the performance of Independent Directors and Committees of the Board. Nomination and Remuneration Committee also reviewed performance of your Company and the Directors.
DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to the requirement of Section 134(3) of the Companies Act, 2013, the Board of Directors hereby state that:
(a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;
(b) the directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the companyforthat period;
(c) the directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of this Act for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;
(d) the directors had prepared the annual accounts on a going concern basis; and
(e) the directors, in the case of a listed company, had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.
(f) the directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.
CORPORATE GOVERNANCE
Maintaining high standards of Corporate Governance has been fundamental to the business of your Company since its inception. A separate report on Corporate Governance is provided together with a certificate from the practicing Company Secretary regarding compliance of conditions of Corporate Governance as stipulated underthe Securities and Exchange Board of IndiafListing Obligations and Disclosure Requirements) Regulations, 2015.
Your Company has formally adopted the 'National Guidelines on Responsible Business Conduct'('NGRBC') issued by Ministry of Corporate Affairs. The applicable aspects of the principles of NGRBC have been suitably incorporated in the internal policy framework and operating processes followed by your Company.
The Business Responsibility and Sustainability Report (BRSR) as per the format specified by Securities and Exchange Board of India forms part of this Annual Report. Your Company is voluntarily undertaking external assurance of BRSR Core Indicators for FY 2024-25 from DNV Business Assurance India Private Limited.
A separate section on Environment, Social & Governance(ESG)also forms partofthisAnnual Report.
Copyof Annual Return as required underSection 92(3) of the Companies Act, 2013 has been placed at the website of yourCompany: www.qreatship.com
PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE
With a view to create safe workplace, your Company has formulated and implemented Sexual Harassment (Prevention, Prohibition and Redressal) Policy in accordance with the requirement of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. For the purpose of handling and addressing complaints regarding sexual harassment, your Company has constituted Internal Complaint Committee with an external lady representative (who has the requisite experience in this area) as a member of the Committee. To build awareness in this area, your Company also conducts awareness programmes withinthe organisation.
During the year, no complaints with allegations of sexual harassment were received bythe Company.
VIGIL MECHANISM
Your Company has established a vigil mechanism (Whistle Blower Policy)for Directors and employees to report genuine concerns. The Whistle Blower Policy provides for adequate safeguards against victimisation of persons who use such mechanism and makes provision for direct access to the Chairperson ofthe Audit Committeeinappropriate orexceptional cases. No personnel was denied access to the Audit Committee.
A copy oftheWhistle Blower Policy is available onthe website of yourCompany: www.greatship.com
RELATED PARTY TRANSACTIONS
Your Company has formulated a policy on dealing with Related Party Transactions, a copy of which is available on the website of your Company: www.greatship.com
The particulars of contracts or arrangements with related partiesin FormA0C2is annexed herewith as'Annexure F".
All the related partytransactions have been entered into byyourCompanyinthe ordinary course of business andon arm's length basis.
DIVIDEND DISTRIBUTION POLICY
The Dividend Distribution Policy of yourCompany is available onthe website of yourCompany: www.qreatship.com
ENERGY CONSERVATION AND TECHNOLOGY ABSORPTION
CONSERVATION OF ENERGY
The IMO is implementing regulations to reduce greenhouse gas (GHG) emissions from ships, with a focus on achieving net-zero emissions by 2050. Your Company has been undertaking various initiatives about enhancing energy efficiency in its business operations. The same have also been described in detail in the BRSR & ESG Reports, which form part of thisAnnual Report.
ENERGY SAVING TECHNOLOGIES
In its efforts to reduce emissions, your Company has implemented the following energy efficiency projects on various vessels during this financial year. Few of these will help in complying with IMO and EU regulations on emission reduction:
• Redesigned Propellers - Fitted on 02 LR tankers in this fiscal, with this the Company has completed fitment on total 04 LR tankers. These propellers are lighter in weight and have an improved design profile which will help in emissions reduction. These will also help in reduction of underwater noise.
• MAN B&W EcoCam - Retrofit was completed on 02 vessels during their respective dry dockings. This will assist in emission reduction during part load operations of main propulsion engine.
• Ultrasonic equipment for biofouling protection of propellers - This was installed on 04 vessels and the Company plans to install the same on selected vesselsinthe coming fiscal year.
• Adaptive autopilot retrofit was completed on 07 vessels. This will assist in reducing cross-track error during vessel's navigation and thereby resulting in reduced emissions.
• LED lighting - 03 vessels. LED lights are energy efficient as compared to traditional lights such as fluorescent, halogen and incandescent lights.
• High performance paints - For a typical ship loss of energy through hull resistance is around 30% and this increases with growth of hull roughness due to biofouling. To minimize growth of biofouling, your Company has applied superior anti-fouling coatings on 04 vessels during their respective dry dockings in this financial year.
During the year, your Company has made a total capital investment of USD 34,16,629 on energy conservation equipments.
COMPLIANCE WITH IMO&EU EMISSION REGULATIONS
IMO DCS Data for the calendar year 2024 has been submitted to R.O. by the due date for their review. And a similar exercise for corresponding requirement of European Union, but applicable to vessels which have made commercial voyages to or from EU for the calendar year 2024, has been completed.
Your Company is tracking and monitoring the Carbon Intensity Indicator(Cll) ratings for all its vessels. This will help the organization in timely identifying the vessels which will require improvement and appropriate actions can be planned accordingly. In CY 2024, 85% of ourships were rated Cor better.
For EU ETS, the Company has contracted with couple of reputed brokers for the purchase & management of EUAs for non-pool vessels and for pool vessels it will be handled by respective pool managers. Your Company has opened Maritime Operator Holding Account (MOHA) with Spanish Registry for holding and submission of EUA allowances. For FuelEU Maritime, the Company is in discussions with the parties who are providing the pooling option of compliance balance units for the non-pool vessels and for pool vessels it will be managed by respective pool managers either by pooling option or by usage of biofuel blends.
AUDITORS
Pursuant to the provisions of Section 139 of the Companies Act, 2013, Deloitte Haskins & Sells LLP were re-appointed as the Statutory Auditors of your Company at the Annual General Meeting held on July 29, 2022 to hold office until the conclusion of the 79th Annual General Meeting to be held in the calendar year 2027.
The report given by the Auditors on the financial statements of your Company is part of this Report. There are no qualifications, adverse remarks of disclaimer given by the Auditors in their Report.
SECRETARIAL AUDITORS
Pursuant to the provisions of Section 204 of the Companies Act, 2013, your Company appointed M/s. Mehta & Mehta, Company Secretaries to undertake the Secretarial Audit of yourCompanyforthe financial year endedMarch31,2025. The Secretarial Audit Report of yourCompany is annexed herewith as "Annexure G".
Pursuant to the provisions of Regulation 24A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Audit Committee and the Board of Directors of the Company have recommended the appointment of M/s. Mehta & Mehta, Company Secretaries as Secretarial Auditors of the Companyfor a term of 5 financial years with effect fromAprilOl, 2025.
Necessary resolution for appointment of M/s Mehta & Mehta as Secretarial Auditors of the Company have been included in the Notice convening the ensuing Annual General Meeting.
The Secretarial Audit Report of Greatship (India) Limited, the material unlisted Indian subsidiary of yourCompany, is annexed herewith as "Annexure H".
FOREIGN EXCHANGE EARNINGS AND OUTGO
The details of Foreign Exchange Earnings and Outgo are as follows:
f in nrnrpq)
a) Foreign Exchange earned on account of freight, charter hire earnings, sales proceeds of ships, etc.
|
3812.11
|
b) Foreign Exchange used including operating expenses, capital repayment, down payments foracquisition of ships, interest payment, etc.
|
3160.77
|
OTHER DISCLOSURES
Particulars of Loans, Guarantees and Investments covered underthe provisions of Section 186 of the Companies Act, 2013 are given in the notes to the financial statements.
There are no significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and the Company's operations in future.
Maintenance of cost records as specified by the Central Government under sub-section (1) of section 148 of the Companies Act, 2013 is not required by your Company.
Neither any application was made, nor any proceeding was pending underthe Insolvency and Bankruptcy Code, 2016 in respect of your Company during or at the end of the financial year 2024-25.
The disclosures on valuation of assets as required under Rule 8(5Xxii)of the Companies (Accounts) Rules, 2014 are not applicable.
APPRECIATION
Your Directors express their sincere thanks to all customers, charterers, vendors, investors, shareholders, shipping agents, bankers, insurance companies, protection and indemnity clubs, consultants and advisors for their continued support throughout the year. Your Directors also sincerely acknowledge the significant contributions made by all the employees through their dedicated services to your Company. Your Directors look forward to their continued support.
For and on behalf of the Board of Directors
K.M. Sheth
Chairman (DIN: 00022079)
Mumbai, May 09, 2025
|