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Great Eastern Shipping Company Ltd

BSE Code : 500620 | NSE Symbol : GESHIP | ISIN : INE017A01032 | Industry : Shipping |

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Directors Reports

Your Directors are pleased to present the 76th Annual Report on the business operations and the Financial Statements of your Company for the financial year ended March 31,2024.

FINANCIAL PERFORMANCE

The financial results of your Company (standalone) for the financial year ended March 31,2024 are presented below:

(Rs in crores)

2023-24 2022-23
Total Revenue 4723.59 5096.18
Total Expenses 2327.00 2707.59
Profit before tax 2396.59 2388.59
Less : Tax Expenses 80.25 36.58
Profit for the year 2316.34 2352.01
Retained Earnings
Balance at the beginning of the year 4094.70 2556.51
Add:
- Profit for the year 2316.34 2352.01
Less:
- Other Comprehensive Loss 1.73 4.05
- Transfer to Tonnage Tax Reserve 400.00 450.00
- Dividend paid during the year 492.54 359.77
Balance at the end of the year 5516.77 4094.70

The net worth of the Company as on March 31,2024 was J 10346.41 crores as compared to J 8520.25 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 J 25.50 per share which included a special dividend of J 7.50 per share to commemorate the 75th anniversary of the Company. Subsequent to the end of the year, your Directors declared fourth interim dividend of J 10.80 per equity share. The aggregate outflow on account of the equity dividend for the year will be J 518.24 crores.

Your Directors have not recommended any final dividend for the year under review.

MANAGEMENT DISCUSSION AND ANALYSIS

Company Performance

In Financial Year 2023-24 (FY 24), the Company recorded a total income of J 4723.59 crores (Previous Year J 5096.18 crores) and earned a PBIDT of J 3049.49 crores (Previous Year J 3097.88 crores).

MARKET ANALYSIS

Crude Tanker Market

Crude tanker earnings had surged in FY23 to levels last seen in FY09, mainly propelled by sanctions on Russian crude exports. Earnings softened slightly year-over-year (y/y) in FY24 but still sustained strong levels from a historical perspective.

Global crude oil demand witnessed a growth of 2% y/y in FY24. A large part of the demand growth was contributed by pent-up Chinese demand post- reopening from lockdowns in 2023.

Crude production grew slowly at 1% y/y in FY24 and was mainly driven by the Atlantic basin supply as OPEC+ resorted to voluntary production cuts to defend crude prices.

The Atlantic basin saw sharp growth in crude oil supply (+6% y/y in FY24) driven by US, Brazil and Guyana. US production surprised the markets with nearly a 0.8 million barrels per day growth y/y, facilitating a record surge in US crude exports. Easing US sanctions also facilitated growth in Venezuelan crude exports.

The structural dislocation caused by Russia's invasion of Ukraine in February 2022 continues to benefit the Aframax and Suezmax tanker segments. US and EU's efforts to tighten sanctions on the dark fleet, the lower discount of Urals (vs Brent), and payment issues with India have all made it challenging for Russian crude exports. Yet Russian seaborne exports increased by approximately 2% in FY24.

From early 2024, tanker markets were further buoyed by disruptions as Houthi attacks on ships in the Red Sea prompted a number of vessels to take the longer route around the Cape of Good Hope.

Overall, the global seaborne crude trade grew by approximately 1.9% y/y during FY24, with trade surpassing the levels last seen pre-pandemic. On the other hand, the crude tanker global fleet grew by 2.6% in nominal terms during the year. Additionally, due to the earnings differential between Aframax and LR2 tankers, 40 LR2s switched to dirty trading in FY24, adding to the fleet supply. Scrapping activity was negligible.

The table below captures spot market earnings for the Suezmax and Aframax tanker segments over the financial year (in $/day).

FY 24 FY 23 YOY change
Suezmax 49,403 56,713 -13%
Aframax 50,664 65,894 -23%

Product Tanker Market

The product tanker market has been witnessing a prolonged period of firm earnings since early 2022, following the onset of the Russia-Ukraine war. Like crude tankers, product tanker earnings softened y/y in FY24 but continue to be strong from a historical perspective.

Product tanker markets have been aided by strong refinery throughput, shifts in product trade patterns due to impacts from the Russia-Ukraine conflict, and the latest trade disruptions from the conflict in the Red Sea. Seaborne product trade volumes increased by an estimated 3.4% y/y in FY24.

New Middle East refineries in Kuwait, Oman and Iraq have ramped up production, and despite higher y/y maintenance in Saudi Arabia, Middle East product exports grew by 4% in FY24. Chinese product exports declined by 6% in the absence of any significant increase in export quotas.

Markets in the West fared well as North American exports jumped 4% y/y thanks to sustained demand from EU and lower unplanned refinery outages in US. Furthermore, the Panama Canal disruption in the second half of CY 2023 also aided West of Suez product tanker earnings.

In early 2024, product tanker markets saw further upside from vessels rerouting away from the Red Sea onto longer voyages (via the Cape of Good Hope), which has added additional impetus to an already tight supply-demand balance. Average product tanker transits through the Suez Canal have dropped by 44% in Q4 FY 24.

Product tanker fleet supply grew by 2.3% in nominal terms. As highlighted above, the switching of LR2 vessels from clean trade to dirty trade has curtailed product fleet growth. Scrapping activity was also minimal.

The table below captures the market spot earnings of LR1 and MR product tankers over the financial year (in $/day).

FY 24 FY 23 YOY change
MR - Avg. Earnings 27,818 35,909 -23%
LR1 MEG-Asia Earnings* 31,090 39,092 -20%

* Earnings of LRTs on the Middle East to Far East route

Asset Values

Both crude and product tanker asset prices remain high. Values have increased anywhere between 5%-15% in FY24 depending upon the age profile and the type of the vessel.

Outlook

Oil demand growth is expected to slow down in FY25 as pent-up demand from the COVID recovery is largely behind us.

Oil balances are expected to tighten significantly in H2 of 2024; this may prompt OPEC+ to reverse some of the voluntary cuts in crude production, resulting in higher exports. Meanwhile, crude supply from Atlantic basin continues to grow at a strong pace which will aid ton-mile growth as these barrels have to travel longer to Asia - the key demand centre. OECD crude inventories remains below historic average levels but high inventory in China remains a key overhang.

Russia continues to remain a wild card due to mounting challenges in sustaining oil exports - threats include a tightening of sanctions and attacks on its energy infrastructure by Ukraine.

Tanker ton-miles will remain supported as long as the vessels continue to divert trade via Cape of Good Hope due to Red sea conflict.

Although the orderbook has built up recently, deliveries will remain under check at least in the coming year. Crude tanker deliveries would be ~1% of the fleet over CY 2024 while Product tanker deliveries would be about 2%. At the same time the current tanker fleet is ageing and this, coupled with new regulations (EEXI/CM), could lead to accelerated scrapping going forward.

LPG Carrier Market

The VLGC markets continued to sustain the momentum built over the last year and recorded robust earnings at levels last seen during FY15.

Chinese VLGC LPG imports increased by 18% y/y in FY24, led by the commissioning of new propane dehydrogenation (PDH) capacities. India and Southeast Asia also recorded healthy import growth of 4-6% in FY24.

While Middle East LPG exports were muted, the US delivered robust LPG export growth of 10% y/y in FY24, led by strong growth in production and weak domestic consumption. Higher US propane inventories and strong China demand meant the US-Far East propane price differential jumped to US$ 234/T in FY24 (vs US$ 181/T in FY23), thereby aiding firm VLGC demand for US to Far East (FE) trade.

Moreover, Panama Canal water levels dropped to record low due to severe drought, resulting in curtailment of daily transits through the canal. Consequently, many vessels plying on the US to Far East route avoided the Panama Canal and were diverted to a longer route in both laden and ballast legs, boosting ton-miles growth.

On the supply side, the heavy schedule of new building VLGC deliveries meant that the nominal fleet supply grew by ~11% for FY24. However, market was able to absorb the new fleet supply due to rising US LPG exports and Panama Canal disruptions.

The table below captures the market spot earnings of VLGC over the financial year (in $/day).

FY 24 FY 23 YOY change
VLGC - Avg. Earnings 82,992 60,927 36%

Source: Clarksons: Eco/Non-Scrubber earnings

Asset Values

VLGC asset values increased by 10-20% during the year driven by the strong freight market. Asset values are now at the highest level seen in last 20 years.

Outlook

The growth of US LPG production is expected to slow down in 2024 due to lower natural gas prices curtailing natural gas liquids (NGL) output. Utilization at US LPG export terminals remains high, thereby limiting any significant growth in US LPG exports in the near term. While LPG production growth from the Middle East is expected to be subdued in the first half of CY 2024, any reversal of production cuts by OPEC could contribute to increased volumes from the second half of CY 2024 onwards.

LPG demand is likely to sustain, mainly driven by an increase in feedstock demand in the petrochemical sector. LPG continues to remain price competitive compared to naphtha. Additionally, the scheduled commissioning of new PDH plants in China would support an increase in import demand into Asia. Increased allocation of subsidies in India is also expected to maintain firm demand for Indian LPG imports. However, poor global petrochemical margins remain a key risk to petrochemical capacity utilization.

The Panama Canal has gained importance due to the increasing trade between the United States and the Far East. However, water levels at the canal remain uncertain. The Canal Authority anticipates gradually restoring the normal capacity of 36 transits per day by 2025, based on expectations of normal rainfall in 2024. If the water level in the Panama Canal normalizes, it could negatively impact ton-miles.

On the positive side, VLGC fleet supply growth will moderate, with only 21 and 13 deliveries expected in CY 2024 and CY 2025 respectively, compared to 40 in CY 2023.

Dry Bulk Carrier Markets

The dry bulk market witnessed softness in earnings year-over-year (y/y) across all segments during H1 FY24, but experienced improvement during H2 FY24 with Capesizes significantly outperforming the Sub-Capes. Capesize earnings averaged 40% higher year-over-year in FY24, while Kamsarmax and Handymax earnings were down by 21% and 34%, respectively.

Dry bulk demand was strong throughout the year on the back of rising Chinese imports. Chinese hydro-power production suffered due to lower rains in the region, thereby increasing coal-fired electricity demand and consequently coal imports into China. Iron ore imports into China were also strong as rising Chinese steel exports supported domestic steel production despite slowdown in the property sector.

Despite strong trade growth, congestion unwinding in H1 FY24 kept earnings subdued. In Q3 FY24, congestion in Brazil surged as low river water levels impacted dispatch of cargo to ports, resulting in long queue of vessels waiting to load grains. Capesize earnings surged counter seasonally during Dec and Q4 FY24 as Brazil iron ore exports surprised on the upside due to lower weather disruptions.

The conflict in Red Sea meant that a higher proportion of vessels started re-routing through the Cape of Good Hope in Q4 FY24, thus adding to the ton-miles. The table below shows the market spot earnings of the various categories of dry bulk ships over the financial year (in $/day):

FY 24 FY 23 YoY Change
Capesize 20,621 14,760 40%
Kamsarmax 14,041 17,735 -21%
Supramax 12,072 18,339 -34%

Asset Values

Asset values across all dry bulk segments have firmed up in line with the strength in freight market. Asset values have increased between 5 - 25 % during FY24 depending on the segment and age profile of the vessel.

Outlook

Overall dry bulk trade is likely to grow in FY25, mainly on the back of rising coal imports into China and India. Chinese domestic coal production declined over last few months due to tighter safety measures. If this decline continues, imports will remain supported. Rising electricity demand and falling hydro electricity generation are likely to ensure increasing coal imports into India.

China's iron ore import growth is likely to slow down in FY25 owing to higher domestic iron ore inventory levels along with slowing steel production. Moreover, weakness in Iron ore prices could restrict the supply from marginal price-sensitive exporters. Grain trade could do well in FY25, however risk of disruption to Black Sea grain exports due to war continues to persist.

The total bulk carrier orderbook stands at 9% of the fleet, with Capesizes being best placed with an orderbook of 6% of the fleet. Fleet is likely to grow at ~3% in CY 2024, in line with fleet growth in CY 2023.

The Red Sea conflict will be a wildcard and continuing disruption will support ton-mile growth as vessels divert away from the Suez Canal.

FLEET SIZE AND CHANGES DURING THE YEAR

As on March 31,2024, your Company's fleet stood at 42 vessels, comprising 28 tankers (6 crude carriers, 18 product carriers, 4 LPG carriers) and 14 dry bulk carriers (2 Capesize, 8 Kamsarmax, 4 Supramax) with an average age of 13.94 years aggregating 3.36 Mn dwt.

During the financial year, your Company:

a) took delivery of a Medium Range product carrier 'Jag Parth' and a Kamsarmax dry bulk carrier 'Jag Amaira'.

b) contracted to buy Medium Range product carriers, 'Jag Priya' and 'Jag Prachi' (delivered to the Company subsequent to the end of the financial year).

c) sold and delivered to the buyers an Aframax Crude oil carrier 'Jag Lavanya', Supramax Dry bulk carrier 'Jag Rohan' and Medium Range product carrier 'Jag Prabha'.

d) contracted to sell a Medium Range product carrier, 'Jag Pahel'.

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

KEY FINANCIAL RATIOS

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

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

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

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

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

There has been a significant improvement in these ratios over the course of FY 24, as a result of cash accrual, repayment of debt and increase in net worth during the year.

FY 24 FY 23
Gross 0.22 0.30
Net -0.32 -0.20

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

This ratio stood at 12.76 as of end FY 24 versus 12.82 at the end of the previous financial year. The marginal decrease in the ratio is due to (i) slightly lower PBIDT and (ii) higher repayment in the next 12 months.

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

The ratio was -1.07 as of end FY 24 versus -0.54 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 FY 24.

4. Return on Net Worth - The ratio was 24.55% for FY 24 vs 31.17% for FY 23. 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 Committees for the different areas in order to make continuous improvement and is further reviewed by the Risk Management Committee.

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

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

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

Economic Risk:

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

Geo-Political Risk:

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

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

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

Trade Barriers:

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

Chinese Economy:

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

CHALLENGES FACED BY THE SHIPPING BUSINESS

Earnings Volatility:

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

Your Company attempts to manage that risk in various ways.

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

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

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

Liquidity Risk:

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

Finance Risk:

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

Shipboard Personnel:

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

Cyber Risk:

A new and worrying threat to the Company's 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 how to 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 ensure that the systems are reinforced on an 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. Your Company 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 Head (Internal Audit) report to the Audit Committee in their capacity of internal auditors of your 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 finalised in consultation with the Audit Committee. All significant audit observations and follow up actions thereon are reported to the Audit Committee.

The Audit Committee currently comprises of Mr. T. N. Ninan (Chairman), Mrs. Bhavna Doshi, Mr. Raju Shukla and Mrs. Rita Bhagwati, all of whom are Independent Directors and Mr. Berjis Desai, who is a Non-Executive Director on the Board of your Company.

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 Auditor's Report thereon form part of the Annual Report.

The group recorded a consolidated net profit of J 2614.18 crores for the year under review as compared to net profit of J 2575.01 crores for the previous year. The net worth of the group as on March 31,2024 was J 12397.45 crores as compared to J 10275.36 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 31,2024 is attached along with the financial statements of your Company.

The report on performance of the subsidiaries is as follows:

Greatship (India) Limited, Mumbai

Greatship (India) Limited (GIL), wholly owned subsidiary of your Company and one of India's largest offshore oilfield services provider, experienced an improved year of performance in the backdrop of market positivity. In the financial year 2023-24, GIL has recorded a total income of J 888.51 crores (previous year J 804.19 crores) on a standalone basis and J 1,098.07 crores (previous year J 938.23 crores) on a consolidated basis. In the current financial year, GIL has earned a profit before interest, depreciation (including impairment) & tax of J 353.23 crores (previous year J 316.04 crores) and J 481.80 crores (previous year J 346.97 crores) on a standalone and consolidated basis, respectively. GIL's net profit for the current financial year is J 58.56 crores (previous year J 56.32 crores) and J 134.70 crores (previous year J 33.62 crores) on a standalone and consolidated basis, respectively. GIL has been consistently bringing down its net bank debt and the same has for the first time become negative at J 6.67 crores as of the end of FY24 (as compared to J 263.43 crores at end of FY23).

GIL has the following four wholly owned subsidiaries, whose performance during the year is summarised 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 as against the net profit of USD 0.11 Mn in the previous year. The increase in net profit in the current year has been on account of the higher interest received on bank deposits attributable to higher deposit amounts.

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 13.42 Mn for the current financial year as against the net profit of USD 1.80 Mn in the previous year. The reason for the increase in profit in current financial year is due to higher charter rates and vessel utilization, as well as higher interest received on bank deposits attributable to higher deposit amounts.

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 by GUK.

4. Greatship Oilfield Services Limited, India (GOSL)

During the year under review, on account of reversal of certain provisions, GOSL has earned a net profit of less than J 0.01 crore for the current financial year as against the net loss of less than J 0.01 crore in the previous year.

The Greatship (Singapore) Pte. Ltd., Singapore

The Greatship (Singapore) Pte. Ltd. is a wholly owned subsidiary of your Company. The Greatship (Singapore) Pte. Ltd. does shipping agency business for the ships owned by your Company. During the year ended March 31, 2024, there were 101 ship calls at Singapore. The company's profit for the current financial year amounted to S$ 118,978 as against the loss of S$ 43,948 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, 2024, the company made a profit of USD 15.08 Mn (previous year profit of USD 21.48 Mn). The company has invested in shares of some listed shipping companies and these shares were valued at USD 40.91 Mn as of March 31, 2024.

During the year, the company made an investment of USD 2 Mn in equity shares of its wholly owned subsidiary, The Great Eastern Chartering (Singapore) Pte. Limited, Singapore.

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, 2024, the company made a profit of USD 7.83 Mn (previous year profit of USD 3.10 Mn). The company held positions in dry bulk freight futures and fuel oil futures as of March 31, 2024.

During the year, the company received an investment of USD 2 Mn in its equity shares from its parent company, The Great Eastern Chartering LLC (FZC), UAE.

Great Eastern CSR Foundation, India

Great Eastern CSR Foundation (Foundation) is a wholly owned subsidiary of your Company which handles the CSR activities of your Company and its subsidiaries. The Foundation received a total contribution of J 24.73 crores from your Company during the year ended March 31,2024. The Foundation spent J 18.77 crores on CSR activities during the year.

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

Great Eastern Services Limited, India

Great Eastern Services Limited is a wholly owned subsidiary of your Company. The company has not yet started its commercial operations. The company made a loss of J 42,186 for the year ended March 31,2024 as compared to a loss of J 41,300 for the year ended March 31, 2023.

GESHIPPING (IFSC) LIMITED, India

GESHIPPING (IFSC) LIMITED 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.

DEBT FUND RAISING

During the year, no fresh debt was raised. The gross debt:equity ratio as on March 31, 2024 was 0.22:1 (including effect of currency swaps on rupee debt was 0.26:1) and the debt:equity ratio net of cash and cash equivalents as on March 31, 2024 was -0.32:1 (including effect of currency swaps on rupee debt was -0.27:1). The Company redeemed Non-Convertible Debentures aggregating to J 250.00 crores during the year and also settled the swaps relating to those debentures.

HEALTH, SAFETY, ENVIRONMENT AND QUALITY (HSEQ)

The last couple of years have been very challenging for the shipping industry due to geopolitical instability grappling the economy and the businesses across the globe owing to Russia-Ukraine war and trade disruption in Red Sea due to attacks on merchant ships. Your Company's committed teams on board and ashore ensured the implementation of risk-based plan, helping in minimizing its impact on business operations to a larger extent.

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 on selected ships, conducted trials with an in-transit hull cleaning robot and an ultrasonic equipment for biofouling protection of propeller on two different vessels, and continued with other earlier initiatives like fitment of Mewis Duct, LED lighting and application of high performance hull coatings. Additionally, the Company is in process of generating voluntary market carbon credits for the applicable energy savings devices from Gold Standards and also enrolled selected ships in Environmental Ship Index (ESI) program.

Your Company cares for its employees and have taken enhanced measures towards their health and safety. For the benefits of all shore employees the Company continued arrangements like continued work from home option for junior ranks and remote offices located in Mumbai suburbs. For the benefits of seafarers, a remote expert counselling service for mental wellbeing, enhanced pre-employment mental examination from the experts, annual health insurance for senior officers and their spouses and a dedicated crew relationship officer for managing their welfare to enhance their relationship with the organization are in place.

TRAINING AND ASSESSMENT

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

Your Company's Training Centre is regularly audited by Det Norske Veritas (DNV), and based on the positive outcome, it continues to operate as a certified Maritime Training Provider (MTP), offering various trainings that align with the latest industry and regulatory standards. Your Company is dedicated to staying ahead of the curve and equipping professionals with the skills and knowledge needed to thrive in the maritime sector, which will hold your Company in good stead in achieving its goals of operational excellence and sustainability.

Your Company's training centre houses a state-of-the-art simulator and facilitates a range of value-added in-house and external courses, workshops, computer-based trainings and competency assessments for the Company's seafarers. For the training of your Company's seafarers, a Full Mission Engine Room Simulator (FMERS) on the latest electronic marine propulsion engines, incorporating detailed main engine models and auxiliaries for complete operational training, including Ballast Water Treatment and Exhaust Gas Scrubber systems, has been newly installed at the Great Eastern Institute of Maritime Studies, Lonavala.

Recently, your Company launched the SKILL-UP programme to guide career progression and focus on competency management of seafarers. The training and assessments are aligned with industry best practices such as INTERTANKO Competence Management Guidance. The Company has a robust system of competency assessments for all ranks of seafaring officers prior to their recruitment and promotion to the next higher rank. This process ensures that skilled individuals crew your Company's fleet.

The T&A department is involved with various industry regulatory bodies and stays informed about industry changes to ensure that your Company's training programs are in tune with the current regulatory environment and prepared for future challenges.

In addition to competency development, your Company's training matrix comprises environment-related courses such as EEXI, CII & SEEMP III, Environmental Management, Inventory of Hazardous Material (IHM), Environmental Officer Training Course, various courses on different types of Ballast Water Management System and Exhaust Gas Cleaning System (Scrubber), Basic & Advanced Training for Ships Operating in Polar Waters, etc. All these courses have been further customized to suit the needs of various ranks.

Realizing the importance of mental health and emotional well-being of seafarers, the Company has included relevant courses in the Company training matrix.

IT INITIATIVES

In FY 2023-24, the IT department spearheaded several pivotal initiatives that fortified your Company's technological infrastructure and bolstered its operational resilience against cyber threats. These endeavors not only facilitated seamless business operations but also ensured adherence to industry standards, process enhancements and regulatory compliance.

Application and Business Intelligence Initiative

The Company's primary focus has been business enablement using various emerging technologies for enhancement of process standardization and automation within the 'Rise with SAP' framework and with ongoing implementations including Accounts Payable (AP) automation. Also, your Company is currently rolling out Enterprise Analytics initiative for Decision Support System across different departments. These analytics dashboards are designed to enhance Data Visibility and Accessibility, empowering departments to monitor business performance and make informed decisions. Concurrently, the Company is also focusing on identifying process automation opportunities across DOC and Non-DOC functions, legacy platform modernization and establishing data governance processes to support the organization's growing data needs. Through these strategic efforts, the objective is to improve operational efficiency, and enable decision making using integrated data management systems, ultimately driving positive business outcomes and maintaining a competitive edge.

Business Continuity Plan

Great Eastern IT remains steadfast in ensuring the resilience of its systems, with a robust business continuity plan designed to maintain high availability in the face of potential disasters. This approach enables swift responses to disruptions, minimizing downtime and data loss, thereby ensuring the uninterrupted continuity of critical business operations throughout FY 2023-24.

Technology Transformation Initiatives:

Transformational efforts such as modernized infrastructure, a cloud-first strategy and the establishment of a comprehensive Disaster Recovery Site (DR) have positioned the Company to seamlessly operate from any location without compromising employee productivity. These initiatives underscore the Company's commitment to adaptability and resilience in an evolving technological landscape.

Ship IT Management

Significant upgrade initiatives are being undertaken for improving real-time communication with vessels using satellite communication technologies including LEO satellite communication. These new technologies offer enhanced bandwidth, facilitating the implementation of cutting-edge solutions for vessel performance optimization and IoT-based monitoring and management. Concurrently, the implementation of industry-standard products like Stormgeo for vessel performance Management, Harbor Lab for agency operations management and VESON IMOS platform for commercial management is underway, bolstering ship management capabilities. Additionally, ongoing upgrades to vessel IT infrastructure promise improved performance and user experience across the board.

Cyber Resilience

Cyber resilience remains paramount within the international maritime sector, and our commitment to fortifying cybersecurity measures for both Ships and Shore operations remains unwavering. Through initiatives aimed at safeguarding the integrity of its information and IT assets, the Company has elevated its cybersecurity posture to effectively thwart advanced cyber threats.

The Company has implemented industry-leading technology solutions for end-point protection, ensuring robust defence mechanisms against cyber intrusions. Concurrently, the Company has prioritized fortifying the underlying infrastructure components, continually upgrading solutions to the latest stable versions to bolster overall security posture.

The Company's commitment to continuous improvement is evident through active participation in cyber security transformation initiatives, enabling it to benchmark against industry standards and enhance its cyber resilience iteratively.

To ensure adherence to industry benchmarks, the Company engages in Cyber Program Management with third-party experts and conducts regular Vulnerability Assessments & Penetration Tests to identify and address potential vulnerabilities effectively.

Future Roadmap

Your Company is committed to the continuous modernization of technology, driven by a well-defined IT Strategy and Digital Transformation Roadmap that is being meticulously executed. Within the framework of this strategy, the Company has embarked on a comprehensive transformation of both its processes and technology across all business functions. The Company's agenda includes the adoption of industry-leading practices in Shipping, with a spotlight on automating DOC Process Areas to boost operational efficiency and crafting Strategic and Analytical Dashboards for data-driven decision-making. The Company is also working to continually enhance its Ship IoT capabilities, with the aim to augment efficiency, safety, and reduce the environmental impact of its shipping activities. Furthermore, the Company is charting a course towards the integration of Artificial Intelligence (AI) and Robotic Process Automation (RPA) into the fabric of its daily operations. This approach aims to enhance productivity by automating routine, time- consuming tasks, thereby liberating its talent to delve more deeply into value-adding activities that require strategic thought and decision-making.

HUMAN RESOURCES

The 75th anniversary of the Company was celebrated on the 11th of August, 2023 amidst festivity and zeal with enthusiastic participation from employees and alumni. The event rekindled nostalgic memories and generated optimism and renewed commitment towards building an even brighter future for the organization.

Hybrid models and co-working spaces have enabled employees to attain work-life balance and flexibility without impacting productivity. A combination of online and in-person training methodologies was adopted to impart learning to employees. The Company continued its tie-ups with online learning platforms such as LinkedIn Learning, Harappa and ET Grandmasters. Sessions on Influencing skills, Business Simulations, POSH, Ethics and Governance along with specific functional programs were conducted during the year. Access was provided to all employees for Thrive Cafe, an online wellness portal. Various social events were organized to help improve bonding and fellowship among employees.

The employee engagement score touched a healthy 80% during the year. Shore employee retention was 96%.

Total number of shore staff and ship board personnel was 271 and 1,830 respectively at the end of the year.

THE GREAT EASTERN INSTITUTE OF MARITIME STUDIES (GEIMS)

In the fiscal year 2023-2024, The Great Eastern Institute of Maritime Studies continued to uphold unparalleled standards in maritime training, facilitating substantial opportunities for national visibility and growth.

GEIMS has once again demonstrated its commitment to excellence by receiving the prestigious 'Excellence in Maritime Training' award from the Ministry of Shipping at the 60 th National Maritime Day. This recognition reaffirms the institute's dedication to upholding superior training standards.

This year marked significant expansion efforts for GEIMS, including its inaugural roadshow at the Gabit Mahotsav, Sindhudurg, Maharashtra. GEIMS extended guidance to numerous individuals interested in pursuing careers in the merchant navy. Similar roadshows were successfully conducted across 26 colleges and universities in Maharashtra, Assam, Meghalaya and Goa, broadening its reach and fostering greater awareness of maritime career opportunities.

In FY 2023-24, GEIMS proudly graduated 412 cadets from its four pre-sea courses: DNS, GME, ETO and GP Rating. Additionally, GEIMS welcomed 416 new cadets into these esteemed programs, further solidifying its role in shaping the future of maritime professionals.

The highlight of the year was the vibrant celebration of GEIMS's 19th Foundation Day. Notably this was the first time this day was being celebrated. The event, graced by esteemed guests including Shri. Shyam Jagannathan, DG Shipping and Capt. M. P. Bhasin, MD, MSC Crewing Services, honored Cadet Simarleen Kaur with the 'Best Girl Cadet of the Year' award. The event garnered significant media coverage, underscoring GEIMS's prominence in the maritime industry.

GEIMS's commitment to excellence is reflected in its consistent CIP grade of 'A+'. Its CIP points increased from 96.05% to 97.1% this year, a testament to its unwavering dedication to enhancing maritime training standards. These achievements, coupled with its relentless pursuit of improvement, position GEIMS for further success and growth in the 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. Rita Bhagwati (Chairperson), Dr. Shankar N. Acharya and Mr. Bharat K. Sheth to steer its CSR activities.

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

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

During FY 2023-24, J 24.73 crores were contributed by your Company to Great Eastern CSR Foundation for undertaking CSR activities as per the provisions of Section 135 of the Companies Act, 2013.

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

DIRECTORS

Following appointments / re-appointments were approved by the members at their Annual General Meeting held on August 03, 2023:

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

• Appointment of Mrs. Bhavna Doshi as an Independent Director of the Company for a term of 3 years w.e.f. May 12, 2023.

The Board of Directors, at its meeting held on August 03, 2023, appointed Mr. Keki Mistry as Additional Director and Independent Director of the Company for a term of 5 years w.e.f. August 09, 2023. The members approved his appointment by passing a special resolution through postal ballot, the results of which were declared on September 20, 2023.

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 a special resolution through postal ballot, the results of which were declared on May 03, 2024.

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

The Board of Directors, at its meeting held on May 10, 2024, recommended to the members at the ensuing Annual General Meeting, the appointment of Ms. Kalpana Morparia as an Independent Director of the Company for a term of 5 years w.e.f. November 14, 2024. She brings with her years of rich experience and knowledge of working with various companies, which will be of immense benefit to your Company. Notice under Section 160 of the Companies Act, 2013 has been received in respect of her appointment as an Independent Director of the Company.

Pursuant to the new Regulation 17(1D) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Board of Directors, at its meeting held on May 10, 2024, also recommended to the members at the ensuing Annual General Meeting, the continuation of Mr. Bharat K. Sheth and Mr. Ravi K. Sheth as Directors of the Company not liable to retire by rotation.

Necessary resolutions for re-appointment of Mr. K. M. Sheth as a 'Director retiring by rotation', appointment of Ms. Kalpana Morparia as an 'Independent Director' and continuation of Mr. Bharat K. Sheth and Mr. Ravi K. Sheth as 'Directors not liable to retire by rotation' have been included in the Notice convening the ensuing Annual General Meeting.

As per the provisions of the Companies Act, 2013, Independent Directors shall not be liable to retire by rotation. The Independent Directors of your Company have given the certificate of independence to your Company stating that they meet the criteria of independence as mentioned under Section 149(6) of the Companies Act, 2013 and under Regulation 16(1)(b) of the 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 Directors' 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 J 54,00,000/- for FY 2022-23 from GIL. The Board of Directors of GIL have approved payment of remuneration of J 72,00,000/- for FY 2023-24 to Mr. Bharat K. Sheth, subject to GIL's shareholders' approval.

BOARD MEETINGS

During the year, 7 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 2023-24.

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 all the Directors individually was 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 company for that period;

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

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

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

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

CORPORATE GOVERNANCE

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

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

The Business Responsibility and Sustainability Report (BRSR) as per the format specified by Securities & Exchange Board of India forms part of this Annual Report.

A separate section on Environment, Social & Governance (ESG) also forms part of this Annual Report.

Copy of Annual Return as required under Section 92(3) of the Companies Act, 2013 has been placed at the website of your Company: www.greatship.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 within the organisation.

During the year, no complaints with allegations of sexual harassment were received by the 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 make provision for direct access to the Chairperson of the Audit Committee in appropriate or exceptional cases.

A copy of the Whistle Blower Policy is available on the website of your Company: 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 parties in Form AOC 2 is annexed herewith as "Annexure F".

All the related party transactions have been entered into by your Company in the ordinary course of business and on arm's length basis.

DIVIDEND DISTRIBUTION POLICY

The Dividend Distribution Policy of your Company is available on the website of your Company: www.greatship.com

ENERGY CONSERVATION AND TECHNOLOGY ABSORPTION

Conservation of Energy

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

Energy Saving Technologies

In our efforts to reduce emissions, your Company has implemented following energy efficiency projects on various vessels during this financial year. Few of these will help us in complying with IMO's EEXI and CII regulations on emission reduction:

• Redesigned Propellers - Fitted on 02 LR tankers in this fiscal and plan to complete on rest of the 02 tankers in their upcoming respective drydocking in Q1FY25. These propellers are lighter in weight and have an improved design profile which will help in emissions reduction.

• Mewis duct - 01 vessel. It's a device which improves the flow of water on to propeller and thus its efficiency. It also helps in reduction of underwater noise.

• LED lighting - 08 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 08 vessels during their respective dry dockings in this financial year.

• Research -

- Conducted trials with an in-transit hull cleaning robot on 02 vessels.

- Trials in progress with an ultrasonic device for propeller protection from biofouling on 01 vessel.

COMPLIANCE WITH IMO DCS, EU MRV AND EU ETS REGULATIONS

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

For EU ETS, we have contracted with a broker for the purchase and management of EU allowances for non-pool vessels and for pool vessels it will be handled by respective pool managers.

The Company has been assigned Spanish Registry for opening of Maritime Operator Holding Account for holding and submission of EUA allowances by EU. We have already initiated the process for the same and expect the account to be opened in Q1FY25.

QUANTIFICATION AND REPORTING OF GHG EMISSION

Your Company, since FY 2015-16 has started to capture and quantify GHG emission from its business operations in a transparent and standardized manner for the information of stakeholders of your Company on a voluntary basis. The GHG emission quantification and reporting has been done taking into account:

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

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

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

Your Company has completed the installation of engine power limitation (EPL) on all applicable vessels except one to meet the EEXI requirements basis the calculations done in last fiscal with the support of Classification Societies.

Your Company is tracking and monitoring the Carbon Intensity Indicator (CII) ratings for all its vessels. This will help the organization in timely identifying the vessels which require improvement and appropriate actions can be planned accordingly. 88% of the Company's ships are rated C or better basis the preliminary assessment.

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 your Company for the financial year ended March 31, 2024. The Secretarial Audit Report of your Company is annexed herewith as "Annexure G".

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

FOREIGN EXCHANGE EARNINGS AND OUTGO

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

(Rs in crores)

a) Foreign Exchange earned on account of freight, charter hire earnings, sales proceeds of ships, etc. 3590.96
b) Foreign Exchange used including operating expenses, capital repayment, down payments for acquisition of ships, interest payment, etc. 2491.90

OTHER DISCLOSURES

Mr. Jayesh M. Trivedi, President (Secl. & Legal), relinquished his position as the 'Company Secretary' of the Company with effect from July 01, 2023.

The Board of Directors, at its meeting held on May 12, 2023, appointed Mr. Anand Punde, Deputy General Manager (Secl. & Legal), as the 'Company Secretary' of the Company with effect from July 01,2023.

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

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

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

Neither any application was made, nor any proceeding was pending under the Insolvency and Bankruptcy Code, 2016 in respect of your Company during or at the end of the financial year 2023-24.

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

APPRECIATION

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

For and on behalf of the Board of Directors
K.M. Sheth
Chairman
(DIN: 00022079)
Mumbai, May 10, 2024