Your Directors are pleased to present the 93^rd Annual Report of Mazagon Dock Shipbuilders Limited (“MDL” or “the Company”), together with the Audited Standalone and Consolidated Financial Statements for the financial year ended 31 March 2026.

Key Developments During the Year:

The Company achieved several significant operational, strategic and business milestones during FY 2025-26. The key developments are summarised below:

i.    The Second and Third Stealth Frigate under Project 17A, namely INS Udaygiri and INS Taragiri, were delivered to the Indian Navy on 01 Jul 2025 and 28 Nov 2025 respectively.

ii.    The Keel Laying Ceremony of the first and second ships under the Multi-Purpose Vessel (MPV) Project was held at MDL on 02 April 2025 and 17 Nov 2025 respectively. The ceremony marked a significant milestone in the construction of the series of vessels in commercial arina.

iii.    The Keel Laying Ceremony of the three Fast Patrol Vessels (FPVs) was held at MDL on 27 May 2025,30 October 2025 and 29 January 2026 respectively. Keel Laying Ceremony of the 1^st Next Generation Offshore Patrol Vessel (NGOPV) was laid on 22 Jul 25 followed by 2^nd & 3^rd NGOPV on 17 Mar 26.

iv.    The Hon’ble President of India Smt. Droupadi Murmu undertook a dived sortie onboard INS Vaghsheer, an MDL-built submarine, on 28 December 2025.

v.    The Company acquired controlling stake in Colombo Dockyard PLC (CDPLC), Sri Lanka, thereby significantly expanding the company’s international presence and market reach.

vi.    MDL entered into an exclusive Teaming Agreement (TA) with Swan Defence and Heavy Industries Limited (SDHI) for collaboration in the design and construction of Landing Platform Docks (LPDs) for the Indian Navy. This collaboration reflects the spirit of Public-Private Partnership envisaged by the Government of India.

vii.    MDL signed a Tripartite Memorandum of Understanding (MoU) with the Indian Navy and the Brazilian Navy on 9 December 2025 at Brasilia, Brazil, to strengthen cooperation in the maintenance and lifecycle support of Scorpene-class submarines and other naval platforms, marking a significant milestone in India-Brazil defence cooperation.

viii. MDL organised the Atmanirbhar Submarine Ecosystem Conclave on 10 March 2026 with Shri Dinesh Mahur, Additional Secretary (Defence Production), as the Chief Guest. The conclave provided a platform for Indian industry partners to enhance indigenous capabilities and increase domestic content in future submarine programmes.

1. FINANCIAL PERFORMANCE AND CAPITAL STRUCTURE1.1 Standalone Financial Results:

The financial performance of the Company during FY 2025-26 reflects continued operational strength, timely project execution and sustained focus on value creation.

(7 in Lakhs)

Revenue from Operations increased by 12.31%, from 1:11,431.88 crore in FY 2024-25 to 112,839.64 crore in FY 2025-26. Profit Before Tax (PBT) increased by 4.54%, from 13,109.20 crore in FY 2024-25 to 13,250.48 crore in FY 2025-26. Profit After Tax (PAT) increased by 4.77%, from 12,324.88 crore in FY 202425 to 12,435.77 crore in FY 2025-26.

The Income Distribution Statement for FY 2025-26 as compared to FY 2024-25 is provided below:

(in %)

1.2 Consolidated Financial Result:

The Company has prepared the Consolidated Financial Statements for the financial year ended 31 March 2026

in accordance with Section 129(3) of the Companies Act, 2013 read with the applicable Indian Accounting Standards. The Consolidated Financial Statements form part of this Annual Report.

The financial performance and key highlights of the Company are set out in the preceding table. A detailed discussion on the macroeconomic environment, industry outlook, business performance, opportunities, risks and concerns, and other factors influencing the Company’s operations and performance is provided in the Management Discussion and Analysis Report, which is annexed as Appendix G and forms part of this Report.

1.3 Subsidiaries, Step-down Subsidiaries and Associate Company

Pursuant to the acquisition of a 51% equity stake in Colombo Dockyard PLC (CDPLC) during the year, CDPLC has become a subsidiary of the Company.

Accordingly, as at 31 March 2026, the Company had one subsidiary, namely Colombo Dockyard PLC (CDPLC), and one associate company, namely Goa Shipyard Limited (GSL).

Further, as at 31 March 2026, CDPLC had three subsidiaries, which consequently became the Company’s step-down subsidiaries. The details of these step-down subsidiaries are provided below:

Pursuant to Section 129(3) of the Companies Act, 2013 read with Rule 5 of the Companies (Accounts) Rules, 2014, a statement containing the salient features of the financial statements of the subsidiary, step-down subsidiaries and associate company in Form AOC-1 is annexed as Appendix ‘A’ and forms part of the Financial Statements.

Highlights of performance of subsidiaries, associates and joint venture companies and their contribution to the overall performance of the Company during FY 2025-26 is given below:

*Note: The above financial results of CDPLC represents it’s consolidated financial results including those of it’s subsidiaries for the period from 1^st January, 2025 to 31^st March, 2026, being the reporting period adopted by CDPLC following it’s acquisition.

**For conversion into INR, average exchange rate for 15 months period, from 01.01.2025 to 31.03.2026 has been considered. INR 1 = LKR 3.4408

During the current financial year total dividend received by MDL is as follows -

1.4    Capital Structure:

The authorised Equity Share Capital of the Company as on 31 March 2026 stood at 2 323.72 crore comprising of 64,74,40,000 (Sixty-Four Crores Seventy-Four Lakh Forty Thousand) equity shares of 2 5 each.

The paid-up Equity Share Capital as on 31 March 2026 stood at 2 201.69 crore comprising of 40,33,80,000 (Forty Crores Thirty-Three Lakh Eighty Thousand) equity shares of 2 5 each.

During the year under review, there was no change in the authorised or paid-up share capital of the company. Further, the Company has not issued any equity shares with differential rights as to dividend, voting or otherwise during the year.

Offer for Sale (OFS):

During April 2025, the Government of India, inter alia towards achieving the minimum public shareholding requirement prescribed under Rule 19(2)(b) of the Securities Contracts (Regulation) Rules, 1957, as amended, and Regulation 38 of the SEBI(LODR) Regulations 2015, divested 3.61 % of it’s equity stake in the Company, representing 14,563,465 equity shares, through the stock exchange mechanism by way of Offer for Sale (OFS). Consequently, the Government of India’s shareholding in the Company stood reduced to 81.22 %.

1.5    Dividend:

For the FY 2025-26, the Board of Directors approved payment of following interim dividends:

First Interim Dividend of 2 6 per equity share of 2 5 each (120%), amounting to 2 242.03 Crores approved on 27 October 2025. Second Interim Dividend of 2 7.50 per equity share of 2 5 each (150%), amounting to 2 302.54 Crores approved on 05 February 2026.

The Board has recommended a Final Dividend of 2 4.62 per equity share of 2 5 each (92.4%). Subject to shareholders’ approval, the proposed Final Dividend would involve a cash outflow of 2186.36 crore.

Accordingly, the total dividend declared/recommended for the FY 2025-26, comprising of interim dividend already paid and the proposed Final Dividend, aggregates to 2 730.93 Crores representing 2 18.12 per equity share of 2 5 each (362.40%)..

1.6    Transfer to Reserves:

The Board does not propose to transfer any amounts to reserves for the FY 2025-26.

1.7    Contribution to the Exchequer:

For the FY 2025-26, the Company’s contribution to the national exchequer by way of Income Tax, GST, IGST on imports and Customs Duty stood at 22,499.53 crores.

1.8    Public Deposits:

The Company has not accepted any deposits from the public within the meaning of Chapter V of the Companies Act, 2013. No amount of principal or interest was outstanding as on 31 March 2026 or on the date of this Report.

1.9    Loans, Guarantees or Investments:

The Company has not granted any loans, provided any guarantees or made any investments covered under Section 186 of the Companies Act, 2013 during the year under review.

1.10    Contracts and Arrangements with Related Parties

During the year under review, your Company did not enter into any contract / arrangement with related parties requiring approval or disclosure under section 188 of the Companies Act, 2013 and the rules made thereunder. The details of the related party transactions, as required to be disclosed under Indian Accounting Standard (IndAS) 24 are provided in Note 45 to the financial statements. Form AOC-2 containing the particulars of contracts or arrangements with related parties is annexed as Appendix ‘B’ to this Report, in accordance with under section 134(3)(h) of the Companies Act, 2013 read with Rule 8(2) of Companies (Accounts) Rules, 2014. The Company’s Policy on Related Party Transactions, is available at https://mazagondock.in/images/pdf/1related-party-transaction-policy(revised).pdf

1.11    Material Changes subsequent to the date of Financial Statements:

No material changes or commitments affecting the financial position of the Company have occurred between the end of FY 2025-26 and the date of this Report.

1.12    Details of significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and company’s operations in future:

No significant or material orders were passed by any regulator, court or tribunal during the year that would

impact the going concern status of the Company or materially affect its future operations.

1.13 Agreements under Schedule III of SEBI LODR Regulations:

During FY 2025-26, no agreements requiring disclosure under Clause 5A of Paragraph A of Part A of Schedule III of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 were entered into or disclosed by the shareholders, promoters, promoter group entities, related parties, directors, key managerial personnel or employees of the Company or its subsidiary or associate company.

2. BUSINESS OPERATIONS AND GROWTH2.1    Review of Operations:

FY 2025-26 was marked by significant achievements across shipbuilding, submarine construction, defence production, exports and strategic initiatives.

The Company continued to strengthen its position as India’s leading defence shipyard through timely execution of projects, enhancement of indigenous capabilities and expansion of its global footprint. The operational performance during the year reflects MDL’s continued commitment to quality, technological excellence, timely project delivery and national selfreliance in defence manufacturing.

For the FY 2025-26, the Company recorded a revenue of 2 12,839.64 crore as against 2 11,431.88 crore in the previous FY 2024-25.

There is no material change in the nature of business of the Company during the year.

2.2    Order Book Position:

The Company maintained a robust order book during FY 2025-26, providing long-term revenue visibility and reinforcing its position as one of India’s premier defence shipbuilding enterprises.

The status of the Company’s major projects under execution is set out below:

a) Destroyer Project:

Destroyer Ships are potent combatants which are Contemporary and State-of-the-Art platforms. First Destroyer of Project P15B was delivered on 28 October 2021 and has been commissioned into the Indian Navy on 21 November 2021. Second Destroyer of the project was delivered on 24 November 2022 and has been commissioned on 18 December 2022. Third Destroyer of the project was delivered on 20 October 2023 and

has been commissioned on 26 December 2023. The Fourth Destroyer of the project was delivered on 20 December 2024 and commissioned on 15 January 2025.

All the four ships have been delivered before Contractual timelines and guarantee related activities are being executed now.

b)    Frigate Project:

MDL was awarded contract to build four (4) ships under P17A Project in the year 2015. The First of Class of 17A Project was delivered in December 2024 and has been commissioned on 15 January 2025. The subsequent ships were successfully delivered on 01 Jul 25, 28 Nov 25 and 30 Apr 26, respectively.

The Company hosted the NAMAN Car Rally at its Mumbai premises on 31^st October 2025 to commemorate the commissioning of INS Udaygiri, being the 100th warship, that was designed by Warship Design Bureau of Indian Navy and built by MDL. The event highlighted the rich maritime heritage, craftsmanship and vision of Aatmanirbhar Bharat.

c)    Repair & Refit Projects:

Your company completed refit project of one Coast Guard Vessel and five commercial vessels during FY 2025-26. Six-month guarantee period of a Coast Guard Project ICGS Saksham is currently in progress.

d)    Coast Guard (CG) Project:

Under the Coast Guard Projects, MDL is constructing 01 Training Ship, 06 NGOPVs and 14 FPVs. Contracts for these projects were signed in October 2023, December 2023 & January 2024 respectively with a total contract value of Rs. 2991 Crore. The production of all three Projects have commenced. The Keel for Training Ship was laid on 13 Jan 25. The Production of four NGOPVs commenced on 31 May 24, 19 Dec 24, 24 Mar 25 & 20 Aug 25 respectively. The keel for 1^st NGOPV was laid on 22 Jul 25 followed by 2^nd & 3^rd NGOPV on 17 Mar 26. The production of six FPVs also commenced. The keel for three FPVs was laid on 27 May 25, 30 Oct 25 & 29 Jan 26 respectively. These ships will perform as Training Platform for Coast Guard recruits, Coastal patrolling, Ocean surveillance, Antismuggling and Anti-piracy operations, logistic supports, rescue operations and to supplement Naval resources.

e)    Project Multi-Purpose Vessels (MPV) -Commercial Vessels:

Multi-purpose vessels, or MPVs, are known for their versatility, flexibility, and capability to perform across various functions.

MDL has signed an order with M/s Navi Merchants, Denmark for the construction of six 7500 DWT Multi-Purpose Hybrid Powered Vessel at a value of USD 85 million (2 715 Crores) with an optional clause for four more vessels. The production of the first three vessels commenced on 24 September 2024, 16 October 2024 & 03 January 2025 respectively. Keel laying of 1st Vessel was held on 02 Apr 2025 and 2nd Vessel was held on 17 Nov 2025.

f)    Submarine Project:

MDL is the only shipyard in India which has constructed Conventional Submarines with two different technologies i.e. German SSK class and French Scorpene class Submarines.

MDL has successfully constructed and delivered 06 Scorpene Class Conventional Submarines to the Indian Navy under licensed construction in collaboration with French Collaborator M/s Naval Group under Project P-75.

g)    Offshore Projects:

MDL is also diversifying its business into offshore projects. Currently, following three Offshore projects for M/s ONGC are in progress:

•    Part Replacement of Pipeline Project (PRPP) - MDL has received a NOA (Notification of Award) for PRPP from M/s ONGC on 07 December 2023 for part replacement of Subsea pipelines (approx. 44 kms). The Project is on the verge of completion.

•    Discovered Small Field-II Project - MDL has received a NOA (Notification of Award) for the project DSF-II from M/s ONGC on 08 August 2024 for building six (6) new well Head platforms and modification of three platforms along with Subsea pipe laying of approx. 200 kms. Fabrication of two Jackets & Top sides at the Nhava Yard is approaching completion. Additionally, fabrication of four Jackets & Top sides is currently in progress at Vietnam.

•    PRP 8(a) Project- MDL has received a NOA (Notification of Award) for PRPP 8(a) on 05

September 2024 for Subsea pipe laying of approx. 59.8 kms. & 17.9 kms. of Piggy back along with modification to the existing platforms. Pipe laying activities are in full swing and are expected to be completed during the next season, spanning 15 Oct 26 to 15 May 27.

The successful completion of these projects will enable your company to fully revitalize its offshore division and strengthen its position in the global market.

2.3 Capital Projects and Capacity Expansion

The Company is committed to the upgradation and

modernisation of its existing infrastructure and facilities

on a continual basis. The major capital projects under

implementation are as follows:

a)    Replacement of the existing eight vintage Level Luffing Cranes with new modernised cranes has been undertaken in a phased manner.

b)    A 150 T Level Luffing Crane is also being set up at Alcock Yard.

c)    Manufacture of a new Caisson Gate for the East Yard Dry Dock has been undertaken for replacing the existing Caisson Gate.

d)    Development of the Company’s land parcel at Nhava Yard, admeasuring approximately 37 acres, is being undertaken. The facilities include construction of Hard Stands, Jetty, Workshops, Stores, Administrative Building, provision of LL Cranes and allied services. This will facilitate construction of ships and offshore platforms.

e)    Development of the newly acquired land parcel of approximately 15 acres adjacent to MPA land is being undertaken. The facility is being developed for simultaneous construction and outfitting of New Builds and repair/refit of various types of vessels. The new infrastructure will provide adequate capacity for simultaneous execution of multiple projects.

f)    A New Fabrication Workshop, including stores, is being set up at Alcock Yard inside the Company’s premises.

g)    Replacement of the Kasara Basin Gate is in progress.

h)    Infrastructure augmentation is being progressed in East yard to undertake pressure hull fabrication for future Submarine projects.

2.4    Other Infrastructure Projects:

Towards undertaking the construction of advanced and next generation vessels, MDL has undertaken construction of a New Floating Dry Dock of 12000T capacity to handle the dry-docking requirements of future major Projects.

Your Company is committed towards upgrading the skills of the potential workforce of the shipbuilding industry and towards this a skill development hub is being created with an Apprentice Training School (ATS) and associated development work at Gavan village, Navi Mumbai.

Your Company is continuously modernizing its office infrastructure across its premises to enhance operational efficiency, employee productivity and workplace standards.

2.5    Performance against MoUs

MDL had signed Memorandum of Understanding (MoU) with Ministry of Defence, Government of India for the FY 2025-26 outlining targets and various performance parameters for the Company, the performance rating of which is currently awaited. For the previous FY

2024- 25, your Company had achieved “Excellent” performance rating with a score of 90.74.

During FY 2025-26, your Company achieved a Profit before Tax (PBT) before exceptional items of 7 3,250.48 crore. The import content in Value of Production for FY

2025- 26 and FY 2024-25 was 7 2723.26 Crore and 71,885.61 Crores, respectively.

Onboarding on TReDS platforms:

MDL has onboarded to all five (05) TReDS platforms as detailed below:

DTX onboarded on 20.02.2026

C2TReDS onboarded on 20.02.2026

RXIL onboarded on 30.04.2024

M1 Exchange onboarded on 30.01.2019

Invoice Mart onboarded on 28.05.2018

Against the MoU target for MDL for publishing 250 numbers of Internship Opportunities, MDL had posted 500 opportunities against which 918 applications were received.

3. Technology, Innovation and Business Development3.1 Research & Development (R&D):

The Company’s R&D policy was approved by the Board in June 2013, following the guidelines issued by the Department of Public Enterprises in September 2011. A dedicated committee was established to oversee its implementation.

MDL for the period under review, pursued targeted R&D initiatives in collaboration with academic institutions, start-ups, and MSMEs, not only within the core defence sector but also in critical areas such as autonomous underwater technology and sustainable, eco-friendly transportation solutions.

Further, MDL actively participated in the Government of India’s iDEX initiative and, in partnership with startups, MSMEs, and innovators, has taken on several challenges.

MDL continues to explore innovative AI initiatives in partnership with domestic industry, academia, and start-ups. Three major R&D projects were successfully completed through collaboration with IIT Chennai, and start-ups within the Tamil Nadu Defence Corridor. These projects involved the development of AI-powered technologies, including:

•    AI-enabled Computerized Radiography (RT)

•    Al-based Robotic Weld Inspection using Phased Array Ultrasonic Testing (UT)

•    AI-enabled Remotely Operated Vehicles (ROVs)

These solutions have been effectively deployed in their respective domains, with full-scale AI optimization anticipated as more operational data becomes available.

In addition, MDL has developed a state-of-the-art basic design framework for naval vessels, featuring advanced and optimized systems for equipment, machinery, weaponry, and overall arrangement.

MDL has also implemented Product Data Management (PDM) and Product Lifecycle Management (PLM) systems for the frigates currently under construction.

The Submarine Division has undertaken focused R&D initiatives through collaboration with Academic Institutions, Start Ups & MSMEs not only in the core Defence sector but also other critical areas like underwater autonomous technology, sustainable & environment friendly transport solutions etc.

Innovative R&D projects are currently in progress at Submarine division not only in the defence sector but also in the field of energy and other civil applications. Military products like Expendable Underwater Target (EUT) and Mobile Target Emulator (MTE) which are being developed in partnership with the industry and are designed to simulate the situation of actual moving submarine for training purpose and for decoy measures.

MDL has developed India’s first Fuel Cell powered Electric Vessel (FCEV) as a ‘Proof of Concept’. MDL is also undertaking a few Artificial intelligence (AI) Projects under R & D viz; Autonomous/ unmanning of Surface vessels and Optimum utilization of Fuel cell under Hybrid power management. Discussion is in progress with the potential clients for commercialisation.

Modern marine transport solutions like Hybrid Electric & Solar boats which can provide sustainable and environment friendly options have been developed. Solar Boat has been launched in December 2023. This Boat can offer a better alternative to conventional diesel boats resulting securing a commercial order from M/s Jawaharlal Nehru Port Authority (JNPA), Mumbai.

The R&D team has also developed prototype of Lithium-Ion Battery system for Submarine in collaboration with M/s QMAX as technology partner.

In addition to the above, MDL is actively participating in iDEX initiative of Govt of India and in collaboration with Start-ups/ MSMEs/ Innovators has already accepted various challenges like Development of Steering console for manoeuvring of Underwater platform, Design & Development of Submersible Boat, Development of Rudder & Hydroplane blades for underwater platforms, etc.

Your Company has spent approximately 7.67% of the PAT towards R&D expenditure during the FY 202526. The various projects undertaken under R&D are elaborated in Annexure 1 to Appendix ‘G’.

In order to promote R&D, your Company has joined hands under CSR with IIT Bombay, IIT Madras, IIT Hyderabad and IIT Indore. MDL has supported following six research projects with IITs under CSR.

The above-mentioned research-based projects will help in developing technologies in marine/ocean/naval technologies.

3.2 Atmanirbhar Bharat Initiatives/ Indigenisation:

The Company continued to advance the Government of India’s vision of Atmanirbhar Bharat through sustained efforts towards indigenisation, strengthening domestic supply chains and enhancing indigenous content across its defence platforms.

In furtherance of these initiatives, the Company continued to strengthen indigenous design, engineering and manufacturing capabilities through close collaboration with domestic industry, research institutions and technology partners, thereby supporting the national objective of achieving greater self-reliance in defence production and promoting indigenous technological development.

The Company’s key initiatives, programmes and achievements in advancing the objectives of Atmanirbhar Bharat and promoting indigenisation are outlined below:

a)    Strong Commitment to Indigenisation: Since the establishment of a dedicated Indigenisation Department in October 2015, MDL has actively collaborated with Indian industry to develop indigenous alternatives to imported equipment, systems and items in line with the Government of India’s Make in India and Atmanirbhar Bharat initiatives. As on date, a total of 116 major systems and equipment/items for ships and submarines have been successfully indigenised, a majority of which have been developed in partnership with MSMEs.

b)    Key Indigenous Development Initiatives of MDL includes:

•    Electric Propulsion Motor (EPM) critical for submarine propulsion - progressive headways achieved in development of the system

•    Hanger Fire Fighting System (HFFS) ensures on-board Helo-deck safety - Development of the system is completed. Trials are in progress.

•    Controllable Pitch Propeller (CPP) & Shaft System, converts engine power into propulsion - Development of the system is in progress.

c)    MDL Innovation Program (MIP): MDL has introduced its own in-house innovation scheme, the MDL Innovation Program (MIP), mirroring the Ministry of Defence’s iDEX initiative. The programme is administered by the Indigenisation Department and has a dedicated funding allocation of T 10 Crores for the period 2024-2027. It is aimed at providing financial assistance—up to Rs One Crore per project—to start-ups, MSMEs, academic institutions, industry professionals, and partner incubators to foster indigenous development.

d)    Success Stories under Innovation in Defence Excellence (iDEX) DISC-6: As a proof of concept under the iDEX DISC-6 Challenge, MDL has indigenously developed the Steering Console for Midget Submarines. This critical system is responsible for controlling the submarine’s movement in all three dimensions by managing the Rudder and Diving planes.

e)    Ongoing Projects under Innovation in Defence Excellence (iDEX) DISC-10: MDL is actively contributing to the iDEX DISC-10 initiative with projects aimed at indigenising key submarine

technologies such as the Sonar Beacon, Windlass & Capstan, and Digital Bearing Time Device. These items are currently under development.

f)    Contribution to the Positive Indigenisation List (PIL): MDL has made a substantial contribution to the Ministry of Defence’s Positive Indigenisation List (PIL) by submitting 1,024 items. Out of these, 75 items have already been indigenised, while the rest are in various stages of Research, Design, and development.

g)    Outreach and Industry Engagement: In its efforts to promote indigenisation and enhance industry participation, MDL also conducted a seminar through the SRIJAN Portal on 08 September 2025. The event served as a platform to share information, invite industry collaboration, and discuss future opportunities in indigenous development of Naval equipment and system components.

h)    MDL organized “Atmanirbhar Submarine Ecosystem Conclave” on 10 Mar’26 at Mumbai for fostering collaboration between MDL & Industry Partners for creating strong, resilient and self-reliant Submarine Ecosystem in the country. 236 Representatives from 142 Companies including OEM/MSMEs/Industry Partners attended the conclave. During the conclave, one to one technical interaction held with representatives of all OEM/MSMEs/Industry Partners. MDL mapped the requirements with capabilities of Industry partners and encouraged for active involvement in Indigenization efforts to strengthen domestic defense manufacturing ecosystem.

i)    MDL remains committed to strengthening India’s Defence manufacturing ecosystem by fostering innovation, supporting MSMEs, and reducing dependency on imports through focused indigenisation initiatives.

j)    Indigenization of Submarine Equipment: MDL has proactively pursued indigenous development for items/ equipment for conventional Submarine.

3.3 Strategic Partnerships

The Company continued to strengthen its collaborative

ecosystem through strategic partnerships and

alliances aimed at enhancing domestic capabilities and

supporting national defence objectives.

a)    Teaming Agreement for Landing Platform Docks

(LPDs)

The Teaming Agreement executed with Swan Defence and Heavy Industries Limited (SDHI) for Landing Platform Dock projects represents an important step towards promoting indigenous defence manufacturing through a collaborative Public-Private Partnership model.

The partnership is expected to combine the strengths of both organisations and support future naval shipbuilding requirements.

b) International Cooperation

The Memorandum of Understanding signed with the Indian Navy and the Brazilian Navy marks a significant milestone in international defence cooperation.

The arrangement is expected to facilitate collaboration in submarine maintenance, lifecycle support and related maritime activities, thereby enhancing India’s position in the global naval support ecosystem.

3.4 Quality Assurance and Technical Excellence

The successful execution of complex naval programmes during the year reflects the Company’s strong emphasis on quality assurance, engineering excellence and adherence to stringent defence standards.

The Company remains committed to maintaining world-class quality systems and continuously improving quality practices, operational processes and technical capabilities to meet evolving customer requirements and stringent defence standards.

The key quality initiatives undertaken during the year are summarised below:

a) Quality Management System (QMS)

MDL has obtained and maintained Quality Management System (QMS) certification in accordance with ISO 9001 Standards since 1998. The Company continues to implement and strengthen its Quality Management System in accordance with ISO 9001:2015 standards. During the year, 54 Lead Auditors and 85 Internal Auditors were trained to carry out internal audits for sustenance of the QMS in the Shipbuilding Division.

As part of sustaining the QMS under ISO 9001:2015, the Second Surveillance Audit of the Shipbuilding Division, including Nhava Yard and Ship Repair & Refit Division, was successfully conducted from 9 to 11 February 2026 by M/s International Certification Services Pvt. Ltd. (ICS).

The First Surveillance Audit of the Submarine Division under ISO 9001:2015 was conducted from 3 to 4 April 2025 and was successfully completed with nil non-conformity reports by M/s International Certification Services Pvt. Ltd. (ICS) covering the scope of “Design, Development, Construction, Refit, Test and Trials of Submarines”. Based on the audit, the Submarine Division continues to be certified as compliant with the requirements of ISO 9001:2015.

b)    Quality Concepts

i.    5S (Workplace Management System)

MDL has implemented the 5S Workplace Management System across 21 workshops, stores and offices. Internal audits were carried out regularly and, as part of sustaining the initiative, re-certification of all 21 locations was successfully completed through an external agency.

ii.    Quality Circles (QC)

Quality Circle movement was introduced in October 2004. Over the years, MDL has developed 29 Quality Circle teams across various shops, sections and projects. These teams continue to analyse work-related issues and implement practical and cost-effective solutions. During the year, Quality Circle teams represented MDL at the Chapter Convention on Quality Concepts (CCQC-2025) and the 39th National Convention on Quality Concepts (NCQC-2025), where they received various awards, details of which are provided under the section “Awards and Recognition”.

c)    Technology Advancement in Quality Assurance

To strengthen quality assurance through digital transformation and Industry 4.0 technologies, MDL continued to implement advanced quality control and inspection systems. Major initiatives undertaken during the year include:

Implementation of AI-enabled Weld Inspection using Computerised Radiography (AI-RT), Advanced TFM/FMC Ultrasonic Technique (AI-UT), Parikshan Portal for online inspection, QR Code-based compartment inspection, AR/VR-enabled LoI, Phased Array Ultrasonic Testing (PAUT), and introduction of advanced 3D Measurement Videoscope Inspection and Wi-Fi enabled X-ray machines.

Implementation of Vacuum Testing at the shop floor to ensure tank integrity and facilitate early detection of defects prior to erection and blasting/painting operations, in accordance with PSPC requirements.

d) Capacity Building and Knowledge Enhancement in Quality

To strengthen quality competencies across the organisation, specialised training and knowledgesharing initiatives were undertaken during the year. Training programmes and certification courses, including ISO 9712, ISO 13805, ASNT, NACE, CWIP and PAUT, were conducted to enhance the technical capabilities of Quality Control and Production personnel.

Further, MDL’s Quality Control teams actively participated in national and international conferences relating to quality management and inspection practices.

To further strengthen technical competencies, 28 personnel were trained by NACE on Coating and Lining, while two personnel underwent specialised training by IDEMI on Competence of Testing & Calibration Laboratories and Internal Audit, reflecting the Company’s continued commitment to professional excellence and continuous learning.

3.5 Information Technology

The Company continued to strengthen its digital capabilities by leveraging technology to enhance operational efficiency, improve governance, streamline business processes and promote paperless operations. During the year, several initiatives were implemented across key functional areas through SAP ERP and other digital platforms to enhance automation, transparency, data integrity and user experience. The major initiatives undertaken during the year are outlined below:

a) Enhancement in the existing SAP ERP Landscape:

i. Implementation of Internal Audit Module in SAP ERP:

The existing manual Internal Audit process has been replaced with an Online Module in SAP ERP. The module facilitates expeditious execution of Internal Audit processes and enables retrieval of relevant information in digital form. It captures all observations and requirements raised by the auditors, along with the corresponding responses submitted by the auditees.

The module also facilitates uploading of supporting documents while recording observations, queries and replies through multiple workflows.

ii.    Development of Digital Employee Medical Case Record in SAP ERP:

The in-house system for digitisation of Employee Medical Case Records is another step towards achieving paperless functioning of the MDL Medical Department. The system facilitates maintenance of employees’ medical records, including patients’ medical history, medicines prescribed and clinical notes.

iii.    Development of Gratuity Module in SAP ERP:

This add-on feature has been developed to calculate and process the gratuity amount payable to employees upon their retirement or resignation from the services of MDL. The gratuity amount is computed in the system based on the applicable gratuity rules, eligibility criteria and employee details available in the SAP-HR Module. The system also facilitates accounting of gratuity-related transactions, including preparation of financial records such as the cash book, trial balance and balance sheet. Further, it generates the “Monthly Bank Reconciliation Statement of Gratuity Trusts Bank Account” and the “Gratuity Report” on a real-time basis, as required.

iv.    Development of Transport Module in SAP ERP:

The Transport Module has digitised the real-time process relating to T-Car requests from users and their approval by the Transport Department through the SAP Portal.

v.    Development of Post-Recruitment Module in SAP ERP:

The existing manual post-recruitment activities have been digitised. The module facilitates intimation and tracking of various onboarding processes and enables automated e-mail communication within MDL during the post-recruitment stage of candidates.

vi. Integration of Attendance Recording System (ARS) with SAP ERP:

The standalone Attendance Recording System (ARS) at the Security Complex has been integrated with SAP ERP, ensuring compliance with cyber security requirements. The integration has enabled real-time availability of employee attendance details on the SAP Portal.

b)    MDL Website Enhancements and Audit Compliances:

The “Foreign Bidder Module” has been provisioned to facilitate submission of commercial bids by foreign vendors.

The Annual Safe to Host (STH) Certificate for the MDL Website, along with its Application Modules, has been obtained through a CERT-In empanelled Auditor and CIRA.

Additional compliances, including the “Accessibility Audit through IAAP-certified Auditor” and “CQW GIGW 3.0 Compliance Certification through STQC” for the MDL Website, have also been ensured.

c)    MDL IT Infrastructure Compliance for Cyber Security:

i.    MDL was accredited to ISO/IEC 27001:2022 Information Security Management System in October 2025. This has ensured alignment of IT-related processes and documentation at MDL with the requirements of the ISO Standard.

ii.    Advisories issued by competent cyber security authorities, viz., CSG, CERT-In and CIRA, were implemented and circulated for compliance.

3.6 Procurement from MSMEs & GeM:

The Company continues to comply with the Public Procurement Policy for Micro and Small Enterprises (MSEs) Order, 2012, which mandates procurement of at least 25% of the total annual procurement from MSEs. During FY 2025-26, the Company achieved procurement of 33.53% from MSEs, exceeding the prescribed target.

As part of its continued efforts to broaden and strengthen the MSME vendor ecosystem, the Company conducted four Vendor Development Programs (VDPs) during FY 2025-26 exclusively organized for MSEs owned by SC/ST entrepreneurs and women entrepreneurs. Further, to expand its vendor base and promote wider industry participation, the Company participated in 16 national-level programs (including four programs exclusively for MSEs owned by SC/ST entrepreneurs and women entrepreneurs) organized by the MSME Development Institute (DI), State Directorates, NSSH and industry associations such as DICCI, FICCI, CII, etc.

a. Timely payment to MSE vendors:

b.    Procurement through GeM: The annual procurement undertaken through GeM in FY 2025-26 is 71838.58 Cr. The total annual procurement of goods and services is 73010.32 Cr.

c.    Break-up of procurement from:

(i)    Micro and Small Enterprises (MSEs) overall - 71009.43

(ii)    MSEs owned by SC /ST entrepreneurs - 72.50 Cr.

(iii)    MSEs owned by women entrepreneurs - 752.09 Cr.

d. Shortfall in MSE Procurement Targets are as follows:

MDL has achieved total 33.53 % of procurement from MSEs which is exceeding the stipulated target of 25% in MSE order 2012. But the procurement from SC/ST & Women MSEs are falling short of sub targets of 4% & 3% respectively. MDL has made concerted efforts to take SC/ST and Women MSEs on board as indicated below:

•    Organised 04 and Participated in 04 Vendor Development Programs (VDPs) for MSEs owned by SC/ST and Women Entrepreneurs.

•    Participated in 12 VDPs organised by various Govt bodies.

•    A separate Women’s MSME Cell to improve women participation in the procurement is formed.

However, despite extensive outreach efforts described above, since very few MSE SC/ST & MSE Women Vendors exist in the Engineering segment catering to the needs of Shipbuilding & Submarine sector, MDL has fallen short of achieving these stipulated sub targets.

As per MSE order 2012    & subsequent

amendments, in the event of failure of such MSEs (SC/ST & Women) to participate in tender process or to meet tender requirement or to match L1 price, 4% sub-target for procurement earmarked for MSEs owned by SC/ST entrepreneurs and 3% procurement earmarked for women entrepreneur will also be met from other MSEs.

3.7 Marketing Initiatives and Exports:

The Company’s strong order book, successful execution of ongoing projects, expanding export opportunities and strategic investments provide a strong foundation for future growth.

The Company remains focused on timely delivery of ongoing projects, development of new capabilities and pursuit of emerging opportunities in domestic and international markets.

a) Marketing Initiatives

During FY 2025-26, your company significantly expanded its global outreach and strengthened its position as India’s premier warship and submarine builder through focused international marketing and business development initiatives.

Your company participated in leading global defence exhibitions, including SITDEF (International Exhibition of Technology for Defense and Disaster Prevention) Peru 2025, DEFEA (Defence Exhibition Athens) Greece 2025 and DSEI (Defence and Security Equipment International) London 2025, showcasing India’s indigenous shipbuilding and submarine construction capabilities to defence stakeholders worldwide. These platforms enabled your company to demonstrate its technological strengths, project execution capabilities and lifecycle support expertise while generating multiple business leads across strategic international markets.

In addition to international exhibitions, your company actively engaged with foreign navies, defence ministries and maritime agencies through seminars and bilateral interactions facilitated by Indian Missions in the Philippines, South Africa, Germany and Malaysia. These engagements enhanced the visibility of India’s maritime industrial capabilities and positioned your Company as a trusted partner for long-term naval and maritime cooperation.

Your company’s marketing approach continues to evolve from product-centric promotion to capability-led engagement, highlighting its ability to deliver integrated maritime solutions encompassing design, construction, modernization, maintenance, training and technology transfer. This strategic positioning is expected to support sustainable export growth and strengthen your Company’s international footprint.

b) Exports

Your company possesses a distinguished legacy of constructing 808 ships and exporting more than 240 vessels and maritime platforms over the years. Building upon this strong foundation, your Company is actively pursuing opportunities across defence shipbuilding, commercial shipbuilding, submarine support services, ship repair, modernization, technology transfer and maritime infrastructure development.

Key Export Highlights:

• Your company is currently executing an export contract for the construction of six nos. 7,500-ton Dry Cargo Ships for a European client, demonstrating its competitiveness in international commercial shipbuilding markets.

•    A landmark tripartite Memorandum of Understanding between the Brazilian Navy, Indian Navy and MDL was signed during the year, establishing a framework for cooperation in submarine sustainment, maintenance procedures, technical support and lifecycle management of Scorpene-class submarines. This strategic engagement opens a significant opportunity for your company to emerge as a global partner for submarine maintenance and support services.

•    In a transformational milestone, your company acquired a controlling stake in Colombo Dockyard PLC, Sri Lanka. This acquisition marks MDL’s first major international acquisition and substantially strengthens its presence in the Indian Ocean Region. The acquisition provides enhanced shipbuilding and repair capacity, access to new international customers, and a strategic platform to expand into high-growth maritime markets across South Asia, the Middle East and Africa.

•    Your company continues to explore opportunities in submarine manufacturing supply chains, including fabrication of pressure hull sections and specialized engineering services for global submarine programs.

•    During the year, your company secured submarine-related inspection and engineering orders from Malaysia and entered into strategic cooperation arrangements to pursue future opportunities in Southeast Asia.

Your company’s integrated maritime solutions portfolio today includes warship design, commercial ship design, technology transfer, shipyard development support, training, modernization, refit, overhaul and lifecycle extension services, thereby positioning it as a comprehensive maritime solutions provider.

3.8 Health Safety & Environment Management System:

Your company’s Integrated Health, Safety & Environment Management System (HSEMS) has been certified to ISO 14001:2015 and OHSAS 18001:2007 by M/s KBS Certification, accredited by Joint Accreditation System of Australia and New Zealand (JAS-ANZ), a member of the International Accreditation Forum (IAF). The standard OHSAS 18001:2007 was upgraded to ISO 45001:2018 in September, 2021.

This certification reflects MDL’s commitment to sustainable development, continual improvement and excellence in Health, Safety & Environmental performance, enhancing its operational credibility and business prospects. The HSEMS certification is valid until July 2028.

4. HUMAN RESOURCE MANAGEMENT4.1    Human Resource

The Company’s employees remain its most valuable asset and continue to be the driving force behind its sustained growth and operational excellence. The Company’s Human Resource strategy is focused on attracting, developing and retaining talent, fostering leadership capabilities, promoting employee well-being and creating a high-performance work culture aligned with its strategic objectives.

The Company remains committed to building a competent, motivated and future-ready workforce capable of meeting evolving business requirements and supporting long-term organisational growth.

During FY 2025-26, Human Resource initiatives continued to focus on employee development, organisational capability enhancement, workforce engagement, leadership development, succession planning and strengthening employee competencies to support sustained organisational effectiveness.

4.2    Workforce Profile, Reservation of Posts and Employee Demographics:

As on 31 March 2026, the Company had a workforce comprising executives, non-executives and contractual deployed across various operational, technical and administrative functions. The Company continues to maintain an appropriate workforce structure to support its expanding business requirements and execution commitments.

The Company continues to comply with the Presidential Directives of the Government of India relating to reservation of posts for Scheduled Castes (SCs) and Scheduled Tribes (STs) in recruitment.

The total manpower strength of the Company as on 31 March 2026 stood at 5,770 (including the CMD and Functional Directors). Of the total workforce, 2,988 employees were engaged on a Fixed Term basis, 83 were Ex-servicemen, 834 belonged to the Scheduled Caste category and 499 belonged to the Scheduled Tribe category. The representation of Scheduled Castes and Scheduled Tribes in the total workforce stood at 14.45% and 8.65%, respectively.

Out of the 2,988 employees engaged on a Fixed Term basis, 398 belonged to the Scheduled Caste category and 254 belonged to the Scheduled Tribe category.

The statement showing the representation of Scheduled Castes and Scheduled Tribes in various categories of posts as on 1 January 2025 and 1 January 2026 is as below:

4.5    Health and Well-being Initiatives

The Company continued to undertake various initiatives aimed at promoting physical, mental and emotional well-being of employees.

Periodic health awareness programmes, medical facilities and wellness initiatives were organised to encourage healthy lifestyles and enhance employee productivity.

4.6    Diversity and Inclusion

The Company remains committed to providing equal opportunities and fostering an inclusive work environment characterised by fairness, respect and mutual trust.

Efforts continued during the year to strengthen diversity, promote inclusive practices and ensure a workplace free from discrimination and harassment.

4.7    Prevention of Sexual Harassment (POSH)

The Company remains committed to providing a safe, secure and inclusive workplace for all employees.

The Company continues to conduct regular awareness and sensitisation programmes to promote a respectful workplace culture. Awareness initiatives are carried out through training programmes, print and digital media, and engagement with external agencies to reinforce appropriate workplace behaviour and prevention of sexual harassment.

An Internal Committee (IC) has been constituted in accordance with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

The status of complaints received and disposed of by the Internal Committee during FY 2025-26 is as under:

Number of complaints received during the financial year- 01

Number of complaints disposed-off - 01

Number of complaints pending for more than 90 days - Nil

4.8    Industrial Relations:

Industrial relations remained cordial and harmonious throughout FY 2025-26.

The Company continued to maintain a constructive and collaborative relationship with recognised unions and employee representatives through regular dialogue and engagement. This positive industrial climate contributed significantly to operational stability, productivity enhancement and timely execution of projects.

The Board places on record its appreciation for the cooperation and commitment demonstrated by employees and recognised unions during the year.

4.9 Employee Training and Development

The Company continued to accord high priority to learning and development as a key enabler of organisational excellence.

Various training programmes, workshops, seminars and development initiatives were organised during the year to enhance technical competencies, managerial capabilities, leadership skills and behavioural effectiveness of employees across all levels. The training framework was designed to address current operational requirements while also preparing employees for future technological and business challenges.

The Company also continued to focus on strengthening specialised technical capabilities in areas relating to shipbuilding, submarine construction, engineering, project management, quality assurance, digital technologies and advanced manufacturing systems. These initiatives support the Company’s objective of maintaining technological leadership in the defence shipbuilding sector.

Some of the key training and development initiatives undertaken during the year are as follows:

a)    During the year under review, 970 Officers underwent training In-House & and 347 Officers were trained outside the Organisation.

b)    1 Orientation programme and 4 External programs were conducted for Directors including Independent Directors.

c)    Strategic Conclave of top Management including CMD and Board Members was organised to discuss core theme around Diversification and Decoding of Values of our Organisation.

d)    MDL has collaborated with AI University, Karjat to keep its executive updated with the recent developments in AI space and around 50 executives undergone training on AI at AI University. Additionally, 6 executives have undergone training of AI Tools for Employee Productivity and Cyber Security & AI at IPE, Hyderabad and 2 executives have undergone training for AI-Powered Design of Experiment using Data Analytics and Minitab at CII, Vikhroli.

e)    Offsite ‘Teambuilding’ Programmes were conducted to create cohesiveness among all in which a total of 114 executives and 111 nonExecutives participated.

f)    Programmes on Intellectual Property Rights were conducted to create an IPR Driven Innovation wherein 119 employees were benefited.

g)    Global challenges such as climate change, pollution, resource depletion training programme on capacity building on the aspect of sustainability and BRSR was conducted to cater the importance of Environmental, social and governance (ESG) and sustainability in business operations and to understand the importance, latest policies and reporting requirements. of learning and essentials behind ESG and BRSR. 78 no. of executives participated in the training programme.

h)    An in-house capsule programme comprising ‘Health’, ‘Safety’, ‘First Aid’ & ‘Fire Fighting’ was developed and conducted. Around 49 programs were conducted on the said topics and around 2997 employees were trained.

i)    In today’s digital world, Cyber Security plays a pivotal role in terms of sensitivity and security of information. In order to address the above, Training sessions on Cyber Security Awareness organised through external faculty, wherein 1449 employees participated

j)    Customised 02 days Training modules on ‘Life Vision Architect’ has been devised for employees for their Spiritual and Material development. Total 04 sessions were conducted at Jeevan Vidya Mission at Karjat & 266 Executives and Nonexecutives participated and benefited.

k)    Capsule programmes on retirement planning for the retiring employees and their spouse were conducted for 80 retiring employees over 04 sessions covering ‘Diet Management’, ‘Wealth Management’, ‘Mind Management’ & ‘Wellness’.

l)    2 days’ preventive vigilance programme was conducted in line with the CVC guidelines and 187 Executives participated in the program.

m)    In order to the ensure safety and dignity of women employees, a sensitization programs on ‘Prevention of Sexual Harassment of Women at Workplace’ (POSH) were conducted. A total of 198 Employees participated in the said programme. On the occasion of Women’s Day, MDL also organized various outreach activities for women Executives including outsourced women employees. These programmes aimed to empower the women employees in MDL.

n)    MDL continued to secure a robust talent pipeline by providing a number of training sessions to

BOAT and Marine Engineering Apprentices, in addition to 595 Trade apprentices.

o)    In house on the job training was undertaken with active participation from Fitters, Riggers, Electricians, Electronic Mechanics Store Staff, Draughtsman & Quality Control Inspector, and Electronic Mechanic, Store Staff, etc.

p)    Employees were also nominated for various Training Programmes organised by external Agencies/ Institute on Health, Fire Fighting, First Aid, Functional, Cross-Functional, Motivation and Behavioural subject like Health and Wellness, First Aid, Fire Fighting, Entrepreneurship of the Heart: creating impact with Integrity”, “Resilience and Purpose: Lesson from my Journey” by Mr. Anand Kumar- Super 30, Building Grit: How to succeed against all odds by Mr. Anand Kumar-Super 30, Artificial Intelligence, Capacity building on the aspect of Sustainability & BRSR, Change Management: Creativity and Innovation, Dining Etiquettes, Disciplinary Proceeding and Framing of Charge sheet, Effective Communication and Interpersonal Skills, Effective Leadership and Decision making, Effective Time Management and Work- Life Balance, , Financial planning, Fundamental of coating & lining, GeM Procurement, Import Procedures INCO Terms and Effective Disposal of Scrap, Intellectual Property Rights, Mentoring and succession planning, Preventive Vigilance, Professional grooming & office Etiquette, Security Sensitization, Retirement Planning, Stress Management and Emotional Intelligence, Yoga etc.

q)    Executives were also nominated outside MDL for various programs including ‘Magnetic Particle Testing (MPT) Level II, ‘Influence of Material Properties on Design and Construction of Submarines, ‘Basic Offshore Safety Induction & Emergency Training (BOSIET), ‘Ultrasonic Testing Level II, ‘Enhancing Procurement Processes for Sustainability, ‘Mastering Employment Labour Law Reforms & New Labour, ‘Cyber Security, ‘Electrical Compliance and Regulation for Ensuring Electrical Safety, ‘Welding Technology: Fundamentals of Metallurgical & Quality Aspects of Welded Components & Equipment, ‘Life Vision Architect, ‘IND AS Training Workshop, ‘Artificial Intelligence, ‘Capacity Building - Infrastructure Finance, ‘Basic Maintenance and Trending Technologies in Hydraulics & pneumatics system, ‘Government e-Marketplace (GeM) - Defence Procurement, ‘Offshore Structures & Submarine

Pipelines/ Risers, ‘Microsoft MSP for PERT activities in Planning, ‘The Right to Information Act, 2005 etc.

r) Training programs on Mentoring and Succession planning, Dining Etiquette, Professional grooming & office Etiquette, Online training programs on IGOT, Capacity building on the aspect of sustainability and BRSR and awareness of the SEBI (Prohibition of Insider Trading) Regulations were conducted for MDL employees.

4.10    Leadership Development

Special emphasis was placed on leadership development and succession planning initiatives to build a strong leadership pipeline and ensure organisational continuity. Development programmes were conducted to strengthen strategic thinking, decision-making capabilities, people management skills and business leadership competencies.

A future ready Succession Planning and Leadership Development Plan (SPLDP) that integrates both CPSE standard and global best practices was designed by MDL which emphasizes on peer learning advantage, structured progress and efficiency & cost effectiveness with a scalable model. The policy on MDL SPLDP has been approved by the Board.

4.11    Employee Welfare Measures

Employee welfare continued to remain a key priority for the Company. The Company provides a comprehensive employee welfare framework encompassing healthcare, insurance, social security, employee assistance, postretirement benefits, health and wellness, education and other welfare measures with a view to promoting employee well-being and fostering a safe, healthy and supportive work environment.

The Company’s employee welfare framework, inter alia, comprises Group Savings Linked Insurance Scheme (GSLIS), Group Personal Accident Insurance Scheme (GPAIS), comprehensive medical facilities, health and wellness programs, death benefit schemes, financial assistance to employees and their families in deserving cases, post-retirement medical benefits, pension schemes and various other welfare measures in accordance with the Company’s policies.

During FY 2025-26, hospitalization claims amounting to 254.18 crore were reimbursed for employees and their eligible dependent family members. Financial assistance of 227 lakh was extended to the eligible legal heirs of deceased non-executive employees in cases of death

in harness. An amount of 29,96,950 was disbursed under the Death Benefit Scheme. The Company also facilitated post-retirement medical benefits to eligible retirees and their spouses, administered contributory superannuation (pension) schemes for executives and non-executives, provided Group Personal Accident Insurance coverage to employees and facilitated timely settlement of retirement benefits, including issuance of PPOs under the EPFO PRAYAAS initiative through the “Pension Mitra” helpdesk.

4.12    Performance Management

The Company continued to strengthen its performance management framework to align individual performance with organisational objectives foster accountability, recognise merits and support career development, thereby contributing to organisational effectiveness and continuous improvement.

The performance management system supports employee development, recognition and career progression while contributing to overall organisational effectiveness.

4.13    Employee Engagement

The Company continued to organise various employee engagement initiatives during the year to promote teamwork, communication, collaboration and a positive organisational culture thereby enhancing employee morale and participation.

4.14    Employee Recognition and Rewards

The Company continued to recognise outstanding contributions made by employees and teams through various recognition and reward programs.

During the year, 62 employees received the Worker of the Month Award, 149 employees received CMD/ Directors Awards and Commendations under various categories and 16 employees received CMD-On the Spot Commendation and Cash Awards. These initiatives reinforce a culture of innovation, operational excellence, teamwork and sustained high performance.

4.15    Organisational Development Initiatives

During the year, the Company undertook organisational restructuring initiatives to strengthen its organisational framework and enhance operational effectiveness in line with evolving business requirements. The restructuring focused on optimising organisational structure, improving role clarity, strengthening functional integrations and enhancing organisational agility to support future growth and business objectives.

4.16    Human Resource Outlook

The Company will continue to invest in talent development, leadership capability enhancement, employee well-being and organisational effectiveness to support its long-term growth strategy.

Human Resource initiatives will remain focused on building a future-ready workforce capable of delivering excellence in an increasingly dynamic and technology-driven business environment.

The Board places on record its sincere appreciation for the dedication, commitment and contribution of all employees, whose collective efforts have played a significant role in the Company’s achievements during FY 2025-26. The Company remains confident that its strong human capital foundation will continue to support sustainable growth and long-term value creation.

4.17    National Integration:

The Company continued to undertake various initiatives during the year to promote the spirit of national integration and constitutional values. Some of the major initiatives undertaken are as follows:

a)    Commemoration of 150 Years of the National Song “Vande Mataram”: The Company commemorated 150 years of the National Song “Vande Mataram” on 7 November 2025. Employees participated in the mass singing of the National Song at their respective workplaces.

b)    Constitution Day: Constitution Day was observed on 26 November 2025, during which a large number of employees participated in the reading of the Preamble to the Constitution of India.

c)    CSR Initiatives: The Company continued its efforts towards the upliftment of the underprivileged and weaker sections of society through various Corporate Social Responsibility (CSR) initiatives in the areas of healthcare, sanitation, skill development, rural development, education and rehabilitation

4.18    Reservation for SCs/STs/OBCs:

Your company has been observing all the Government directives and instructions issued from time to time on reservation of posts for SCs/STs/OBCs. All the rosters of SC/ST/OBC/PWD are maintained, which is inspected by the respective Liaison Officer and SC/ST Unions, from time to time. Detailed statistics regarding the total number of employees, recruitment made during the FY 2025-26 and the representation of Ex-servicemen and number of women employees as on 01 Jan 2026 are as given below:

4.19 Grievance Redressal Committees for SCs/STs:

Weaker sections of the society are given adequate protection in the form of just and equitable treatment at the hands of employer. To ensure the same, a separate “Grievance Redressal Cell” has been constituted for SC/ST employees. A quarterly meeting of representatives of SC/ST is held with Director (CP&P) wherein grievances related to SC/ST are discussed and resolved.

5. CORPORATE GOVERNANCE AND LEADERSHIP5.1    Governance & Sustainability

The Company remains committed to the highest standards of corporate governance and recognises that robust governance practices are fundamental to sustainable value creation, stakeholder confidence and long-term business success.

The governance framework of the Company is aligned with the provisions of the Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, DPE Guidelines on Corporate Governance and other applicable statutory requirements. The Company continues to strengthen its governance framework through transparent decision-making processes, effective Board oversight, robust internal controls and a strong compliance culture.

5.2    Corporate Governance

Pursuant to Regulation 34 read with Schedule V of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and the applicable DPE Guidelines, a separate Report on Corporate Governance is annexed as Appendix ‘C’ to this Report.

The Secretarial Auditor of the Company has issued a certificate confirming compliance with the conditions of Corporate Governance as stipulated under the SEBI LODR Regulations. The certificate is annexed as Appendix ‘D’ to this Report.

5.3    Implementation of Right to Information (RTI) Act, 2005

The Company remains committed to transparency and accountability in its functioning and has established the necessary institutional framework for effective implementation of the Right to Information Act, 2005.

Appropriate officers have been designated as Assistant Public Information Officers, Public Information Officers and Appellate Authorities for facilitating access to information under the Act.

During FY 2025-26, the Company received 126 RTI applications and 14 first appeals through online and offline modes. The information sought was furnished in accordance with the provisions of the Act. Quarterly returns were filed with the Central Information Commission (CIC) within the prescribed timelines.

 

However, in terms of Regulation 17(10) of SEBI LODR Regulations, 2015, the performance evaluation of Independent Directors for the financial year ended 31 March 2026 was carried by the Board.

5.7 Changes in the Board of Directors and Key Managerial Personnel

The following changes took place in the composition of the Board and Key Managerial Personnel during the year under review and up to the date of this report:

Chairman & Managing Director:

Capt. Jagmohan (Retd.) (DIN: 08630668) was appointed as Chairman & Managing Director with effect from 21 April 2025.

Shri. Biju George, (DIN-09343562) held the Additional Charge of Chairman & Managing Director of the Company till 20 April 2025

Government Nominee Director:

Shri Dinesh Mahur, Additional Secretary (Defence Production) (DIN: 10862645), was appointed as Government Nominee Director with effect from 30 April 2026 in place of Shri Rajeev Prakash, Joint Secretary (Naval Systems) (DIN: 08590061).

Independent Directors:

Shri Kedarnath Gupta (DIN: 06460508) has been appointed as an Independent Director of the Company for a period of three years with effect from 21 May 2025.

Shri Sambasiva Rao Chandu (DIN: 02296283) ceased to be an Independent Director with effect from 23 January 2026 consequent upon his resignation.

Shri Dattaprasad Kholkar (DIN: 10054086) ceased to be an Independent Director with effect from 23 February 2026 upon completion of his tenure.

Dr. Vivek Atul Bhuskute (DIN: 09417992) and Smt. Veni Thapar (DIN: 01811724) were appointed as Independent Directors for a period of one year with effect from 21 April 2025 and completed their tenure on 20 April 2026.

Company Secretary and Compliance Officer:

Shri Lalatendu Acharya was appointed as Company Secretary and Compliance Officer with effect from 1 June 2025 in place of Smt. Madhavi Kulkarni, who was redesignated as Assistant Company Secretary.

Pursuant to organisational restructuring of the Company, Director (Shipbuilding) has been re-designated as Director (Operations) and Director (Submarine & Heavy Engineering) as Director (Technical) w.e.f. 12 May 2026.

5.8    Constitution of Audit Committee

The Audit Committee has been constituted in accordance with Section 177 of the Companies Act, 2013 and the applicable provisions of the SEBI LODR Regulations. The Committee assists the Board in overseeing financial reporting, internal controls, risk management, audit processes and regulatory compliance.

The composition and terms of reference of the Audit Committee are provided in the Corporate Governance Report. All recommendations made by the Audit Committee during FY 2025-26 were accepted by the Board.

5.9    Declaration of Independence and Separate Meeting of Independent Directors

The Company has received declarations from all Independent Directors confirming that they meet the criteria of independence prescribed under the Companies Act, 2013 and the SEBI LODR Regulations, 2015.

Based on the declarations received and the assessment undertaken, the Board is of the opinion that the Independent Directors possess the requisite integrity, expertise and experience and continue to fulfil the conditions of independence prescribed under applicable laws.

A separate meeting of the Independent Directors was held on 5 February 2026 in accordance with the provisions of the Companies Act, 2013. All Independent Directors attended the meeting.

The Independent Directors have also confirmed compliance with the Company’s Code of Business Conduct and Ethics for Board Members and Senior Management.

5.10    Corporate Social Responsibility (CSR)

The Company remains committed to integrating social responsibility with its business objectives through sustainable and inclusive development initiatives. MDL continues to undertake impactful CSR programmes aimed at creating long-term social value and contributing positively to the communities in which it operates, in accordance with its Corporate Social Responsibility Policy and the provisions of Section 135 of the Companies Act, 2013.

During FY 2025-26, the Company implemented 35 CSR projects across various thematic areas including Healthcare & Nutrition, Education, Skill Development, Heritage Conservation and Research & Development.

The Annual Report on CSR containing the requisite disclosures as prescribed under the Companies Act, 2013 forms part of this Board’s Report as Appendix ‘E’.

The major CSR initiatives undertaken during the year under these thematic areas are summarised below:

a) Healthcare and Nutrition

Healthcare continued to be one of the key focus areas of the Company’s CSR initiatives during the year. The Company supported various projects aimed at improving access to quality healthcare services, strengthening healthcare infrastructure and extending healthcare support to economically weaker sections of society, defence personnel and their dependants.

The major healthcare initiatives undertaken during the year are as follows:

•    Aspirational Districts: MDL has undertaken a project to address anaemia among women and adolescent girls in Nandurbar district through supply of digital haemoglobinometers for frontline health workers.

•    Healthcare Facilities: Your Company has continued undertaking new initiatives in the Healthcare sector during FY 2025-26.

Your Company continued its support to Government Hospitals, namely LTMMC & GH Hospital, Sion, Mumbai; King Edward Memorial Hospital, Parel, Mumbai; and AIIMS, Raipur by providing necessary medical equipment to strengthen public healthcare services for the benefit of the needy sections of society. In order to strengthen healthcare facilities for Armed Forces veterans and their dependants, MDL supported Naval Hospitals at Mumbai, Karwar, Navi Mumbai and Goa through supply of medical equipment. Further, MDL also continued its support towards treatment and completion of surgeries of 300 children suffering from congenital heart disease (CHD) at Sri Sathya Sai Sanjeevani Hospital, Navi Mumbai (Maharashtra) and Raipur (Chhattisgarh).

Further, the Company continued to accord special focus to cancer care and treatment during FY 2025-26. In this regard, Tata Memorial Hospital, Parel, Mumbai was supported through provision of surgical instruments for facilitating robotic and laparoscopic surgeries for economically weaker patients at subsidised cost.

MDL also continued its support to two shelter homes in Mumbai and Navi Mumbai to assist cancer patients and their dependants visiting Mumbai for treatment at Tata Memorial Hospital and ACTREC, Navi Mumbai.

b)    Support for Vulnerable Sections of Society

As part of its commitment towards inclusive social development, the Company continued to support projects benefiting persons with disabilities, orphaned children and other vulnerable sections of society.

•    Support for Persons with Disabilities and Orphans/Homeless Children: MDL supported equipping therapy units at Aastha’s Centre of Excellence for Persons with Disabilities in Goa. The Company also supported intellectually challenged children and adults at Children’s Home, Mankhurd, benefiting 265 children and adults who are victims of natural calamities, social apathy and loss of parents.

•    Further, MDL undertook support towards the medical and nutritional requirements of 150 orphans, destitute and homeless children residing at Maharashtra State Women’s Council Asha Sadan, Byculla, Mumbai.

c)    Education and Skill Development

Education and skill development continued to remain important focus areas of the Company’s CSR initiatives. The Company supported projects aimed at promoting quality education, enhancing employability and creating sustainable livelihood opportunities.

The major initiatives undertaken during the year are as follows:

•    Education Sector: MDL continued its support to the “MDL Super 10” project at Bhonsala Military School, Nagpur, to provide quality education to students from marginalised communities. During FY 2025-26, support was extended to 41 students from the tribal-dominated Shahapur area of Thane district.

MDL also supported the care and education of 150 orphan and economically disadvantaged children across five units of Matruchaya in Goa and supported digitisation of 15 rural schools in Harda district of Madhya Pradesh.

Further, MDL continued its support towards 110 Abhyasikas (Tuition Centres) in urban slum areas of Vijayawada, benefiting approximately 3,300 underprivileged children.

• Skill Development: To promote women empowerment through skill development, MDL supported establishment of a vocational skill centre and training of 200 women in Navi Mumbai. The Company also continued its support for Apprenticeship Training at Apprenticeship Training School, MDL, Mumbai.

d)    Research & Development

In line with its commitment to promote research, innovation and technological development, the Company continued to support collaborative research initiatives with premier academic institutions. The Company joined hands with IIT Madras, IIT Bombay, IIT Hyderabad and IIT Indore to support research projects in marine, ocean and naval technologies, which are expected to benefit start-ups, MSMEs and Indian industry.

e)    Heritage Conservation

The Company also continued to support initiatives aimed at preserving India’s rich maritime heritage. The Company supported the development of the National Maritime Heritage Complex at Lothal, Gujarat, for establishment of a world-class maritime museum.

5.11 Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo

Pursuant to MCA notification GSR No.680 (E) dated 04 Sep 2015, your Company, being a Government Company engaged in producing defence equipment, is exempt from furnishing the particulars relating to the disclosure of information with respect to conservation of energy, technology absorption, foreign exchange earnings and outgo required under the provisions of Section 134(3)(m) read with Rule 8(3) of the Companies (Accounts) Rules, 2014 in the Board’s Report.

Details relating to Environmental Protection and Conservation, Technological Conservation, Renewable energy developments, Foreign Exchange Conservation in accordance with the DPE Guidelines on Corporate Governance are provided under Annexure 1 to the Management Discussion and Analysis Report (MDA) at Appendix ‘G’ to this Report.

5.12    Swachh Bharat Initiatives

In line with the Swachh Bharat Mission of Government of India, your Company has continued the clean-ship of areas/wards in Mazagon, Mumbai:

a)    Clean-ship of adjacent areas/Roads of MDL by external agency: MDL has engaged a clean-ship -specific agency for carrying out daily cleaning of roads (approx. 4.5 km) adjacent to MDL.

b)    Celebration of Swacchata hi Seva 5.0 Campaign' from 17.09.2025 - 02.10.2025 - Cleanliness drive (Shramadaan) was organized from 17.09.2025 - 02.10.2025 within and surrounding areas of MDL and conducted various outreach activities like:

•    Identifications of Scraps.

•    Segregation of records and weeding of old records.

•    Cleanliness drive in MDL residential Complex.

c)    Cleanliness drive (Shramadaan ) in the surrounding public areas viz Road, and market areas.

•    Plogging (Picking of Single Use Plastic) and collection of Plastic waste.

•    Tree Plantation.

d)    Celebration of Swachhata Pakhwada, 2025 from 01^st Dec 2025 to 15^th Dec 2025. In accordance with the Ministry’s guidelines promulgated, various outreach activities has been conducted 01 Dec 2025 to 15 Dec ’2025 at MDL.

5.13    Particulars of Employees and Related Disclosures

In accordance with the Ministry of Corporate Affairs notification no. GSR 463(E) dated 05 June 2015, Company being a Government Company is exempt from the applicability of Section 197 of the Companies Act, 2013 including the requirement relating to disclosure of particulars of employees in the Board’s Report.

5.14    Copy of Annual Return

Pursuant to Section 92(3) read with Section 134(3) (a) of the Companies Act, 2013, Annual Returns of the Company are available on the Company’s website and is available at the weblink https://mazagondock.in/ English/pages/Annual-Return.

The Annual Return for the FY 2025-26 shall be made available on the website of the Company at the

same link after filing the same with the Registrar of Companies.

5.15    Secretarial Standards

The Company has complied with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India and approved by the Central Government under Section 118(10) of the Companies Act, 2013.

5.16    Directors’ Responsibility Statement

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

a)    in the preparation of the Annual Accounts for FY ended on 31 March 2026, the applicable Accounting Standards have been followed and no material departures have been made therefrom;

b)    appropriate accounting policies have been selected and applied consistently, and judgments and estimates have been made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31 March 2026 and of the profit of the Company for the year ended on that date;

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

d)    the annual accounts have been prepared on a going concern basis;

e)    adequate Internal Financial Controls have been laid down and such controls are operating effectively; and

f)    proper systems have been devised to ensure compliance with applicable laws and such systems are adequate and operating effectively.

5.17    Statutory Auditors and their Report

Your Company being a Government Company, the Statutory Auditors of the Company are appointed by the Comptroller and Auditor General of India (C&AG). For the FY 2025-26, M/s. Sarda & Pareek LLP, Chartered Accountants, were appointed as the Statutory Auditors of the Company. The Report of the Statutory Auditors on the Standalone and Consolidated Financial Statements for FY 2025-26 forms part of the Annual Report.

The report does not contain any qualifications, reservations, or adverse remarks which would otherwise call for any further comments pursuant to Section 134(3)(f) of the Companies Act, 2013.

It may be noted that during the year under review, no incidence of fraud has been reported by the Auditors under section 143(12) of the Companies Act, 2013 read with Rule 13 of the Companies (Audit and Auditors) Amendment Rules, 2015.

5.18    Comments of the Comptroller & Auditor General of India

The “NIL Comments Certificate” of the Comptroller and Auditor General of India pursuant to Section 143(6)(b) of the Companies Act, 2013 on the Financial Statements of the Company for FY 2025-26 forms part of this Annual Report.

5.19    Secretarial Audit

For the FY 2025-26, M/s. SVJS & Associates, Company Secretaries (Secretarial Auditors) conducted the Secretarial Audit of the Company.

The Secretarial Auditor has not reported any qualification, reservation or adverse remark, except the observations summarized below:

The detailed observations of the Secretarial Auditor are contained in the Secretarial Audit Report in Form MR-3, which forms part of this Report and is annexed as Appendix ‘F’.

5.20    Cost Auditors

Pursuant to Section 148 of the Companies Act, 2013 and the applicable rules, the Company has maintained cost records as prescribed by the Central Government.

For the FY 2025-26, M/s. Dhananjay V Joshi & Associates, Cost Accountants was appointed as Cost Auditors for conducting Cost Audit of the Company under Section 148 of the Companies Act, 2013.

The Cost Audit Report for preceding FY 2024-25 was filed with the Ministry of Corporate Affairs within the prescribed timelines.

5.21    Adequacy of Internal Financial Controls with Reference to the Financial Statements

a)    The Company has established adequate Internal financial controls commensurate with the size, scale and complexity of its operations.

b)    The internal control framework is designed to ensure:

•    orderly and efficient conduct of business;

•    safeguarding of assets;

•    prevention and detection of fraud and errors;

•    accuracy and completeness of accounting records; and

•    timely preparation of reliable financial information.

c)    The system of Internal Control comprises well defined organization structures, pre-identified authority level and procedure issued by management covering all vital and important areas of activities which includes Purchase, Inventory consumption, Fixed Assets, Cash & Bank management and Treasury, Payroll, Statutory Compliance, Personnel & all other activities involved in financial statement closing process.

d)    The Company has an Internal Audit Department, which monitors compliances of Company’s procedures, and policies with well-defined annual audit programme and significant audit observations are reported to the Audit Committee of Board of Directors. The Internal Audit function is headed by AGM/ HOD (Internal Audit) who is reporting directly to the Chairman & Managing Director.

e)    The Board is of the opinion that the Company has adequate Internal Financial Controls with reference to the financial statements and that such controls were operating effectively during the year.

6. AWARDS, RECOGNITIONS AND OFFICIAL LANGUAGE6.1 Awards and Recognitions:

The Company continued to receive recognition at national and international forums during FY 202526 for excellence in quality management, corporate social responsibility, human resource management, information technology, financial performance and official language implementation, etc.

These recognitions reflect the Company’s continued commitment towards operational excellence, innovation, quality, governance and stakeholder value creation.

The major awards and recognitions received during the year are summarised below:

a) Quality Excellence

(i) Twenty-nine Quality Circle teams from MDL presented their case studies at the Chapter Convention on Quality Concepts (CCQC-2025) organised by the Quality Circle Forum of India, Mumbai Chapter.

Of the 29 teams that participated, 28 teams received the Gold Award, while one team received the Silver Award,

demonstrating MDL’s sustained focus on quality improvement and employee-driven innovation.

The Company also secured several special recognitions in categories including:

•    Poem Competition

•    Essay Competition

•    Slogan Competition

•    Best Model Competition

•    Best Presentation of the Day

•    Best Case Study Award

(ii)    National Convention on Quality Concepts (NCQC-2025)

•    Ten Quality Circle teams represented MDL at the 39th National Convention on Quality Concepts (NCQC-2025) held at Greater Noida.

•    Of the participating teams:

•    Eight teams received the Par Excellence Award

•    Two teams received the Excellent Award

These achievements underscore the Company’s strong culture of continuous improvement and employee participation.

(iii)    International Quality Recognition

Two Quality Circle teams, Rainbow and Prerna, represented MDL at the International Convention on Quality Control Circles (ICQCC) held at Taipei International Convention Centre, Taiwan.

Both teams demonstrated outstanding performance and secured Gold Awards, bringing international recognition to the Company.

b) Corporate Social Responsibility Recognition

MDL was conferred with the Best Healthcare Support Initiative of the Year Award at the Indian Social Impact Awards 2025 held in New Delhi.

The award recognises the Company’s impactful contribution towards healthcare and community welfare through its Corporate Social Responsibility initiatives.

c)    Best Enterprise Award in the Navratna Category:

MDL received the Best Enterprise Award in the Navratna Category during the 36th National Meet of Women in Public Sector (WIPS).

The recognition reflects the Company’s commitment towards inclusive growth, employee development and organisational excellence.

d)    Information Technology Awards

The Company received recognition at the Governance Now 10th India PSU IT Forum & Awards 2025 in the following categories:

“Digital Transformation Leader (CIO/CTO) Award” and “Digital Transformation Excellence Award”.

These awards acknowledge MDL’s continued progress in digital transformation and technology-enabled governance.

e)    Human Resource Excellence

MDL received the Governance Now 11th PSU Award for HR Excellence (Overall Category) in recognition of its human resource management practices and employee development initiatives.

f)    Official Language Awards

The Company’s Official Language magazine “Jaltarang” received the Second Prize from the Mumbai Town Official Language Implementation Committee (TOLIC).

MDL was also awarded the Rajbhasha Samman Shield for outstanding implementation of Hindi and promotion of Official Language initiatives.

In addition, the Company received an Appreciation Letter from the Central Translation Bureau for its contribution towards promotion of Hindi.

g)    Financial Excellence Awards

The Company received the following prestigious recognitions for excellence in financial management:

(i)    India’s Most Influential CFO - National Leadership Awards 2026 by Times Aspire.

(ii)    Best Overall Financial Performance (Strong Financial Strength) - Governance Now 12th PSU Awards

These recognitions reflect the Company’s robust financial performance and sound financial management practices.

h)    Annual Report Recognition

MDL received the 4th Edition Best Annual Report Award for Heavy Manufacturing, reflecting excellence in corporate reporting and disclosure practices.

i)    Performance Excellence Award 2025 was presented during 25th CEOs Conference at Shillong by Indian Institution of Industrial Engineering

6.2 Official Language Implementation Activities

a)    The Company continued its efforts towards effective implementation of the Official Language Policy of the Government of India and promotion of the progressive use of Hindi in official work.

Various awareness programmes, competitions, workshops, training initiatives and incentive schemes were organised during the year to encourage wider use of Hindi across the organisation and strengthen compliance with the Official Language Act, 1963 and the rules framed thereunder.

b)    Hindi Fortnight (Hindi Pakhwada) was organised from 15 September 2025 to 30 September 2025.

During the period, various competitions including Hindi Typing, Quiz, Translation, Essay Writing, Storytelling, Poetry Recitation, Crossword, Slogan Writing, Idioms and Phrases, and Singing Competitions were conducted.

Separate competitions were organised for Hindispeaking and non-Hindi-speaking executives and non-executives to encourage broader participation.

The programme commenced with the ceremonial lighting of the lamp by the Director (Corporate Planning & Personnel).

c)    Under the Hindi Teaching Scheme, a total of 34 executives and non-executives successfully qualified in the Praveen, Pragya and Parangat examinations conducted during the November 2025 session.

As part of the Hindi awareness Programmes quiz competition based on the life and works of Munshi Premchand was organised through online mode under the aegis of the Town Official Language Implementation Committee (TOLIC).

Employees actively participated in various programmes and competitions organised by TOLIC and secured awards and recognitions.

d)    The Company’s Official Language magazine “Jaltarang” continued to serve as an important platform for promoting Hindi literary and creative contributions.

The magazine is published on a half-yearly basis, and contributors are encouraged through awards and honorariums.

e)    The various awards and recognitions received under this category reflect MDL’s sustained commitment towards promoting Hindi and ensuring effective implementation of the Official Language Policy across the organisation.

7. VIGILANCE7.1    Vigilance Activities

The Vigilance Department continued to play a proactive role in promoting transparency, accountability, integrity and ethical conduct across the organisation through preventive vigilance initiatives, awareness programmes, system improvement measures and effective complaint management mechanisms.

The Department remained focused on strengthening organisational processes and fostering a culture of integrity in line with the guidelines issued by the Central Vigilance Commission (CVC).

7.2    Vigilance Administration

During FY 2025-26, a total of 17 surprise/spot checks were conducted, resulting in one systemic improvement promulgated by the Competent Authority. Four CTE-type intensive examinations were carried out. In addition, 47 complaints were received and processed in accordance with CVC guidelines; investigations led to four systemic improvements, each formalised through official circulars. Scrutiny of nine Audit Reports/ Paras was undertaken and 27 training sessions were organised to reinforce awareness of rules, regulations, and internal procedures, with 2,474 executives in attendance.

7.3    Vigilance Awareness Week 2025

Vigilance Awareness Week 2025 was observed from 27 October 2025 to 2 November 2025 under the theme “Vigilance: Our Shared Responsibility”.

The observance focused on disposal of pending cases, complaint resolution, capacity building, digital initiatives and asset management. The Company also organised various awareness programmes, training sessions and sensitisation initiatives to promote ethical conduct, transparency and accountability among employees and stakeholders. Capacity building remained a priority,

with training and sensitisation programmes conducted for over 1,650 employees spanning executives, nonexecutives, security staff, and apprentices. Topics covered included procurement, preventive vigilance, disciplinary procedures, POSH etc. An additional 6,747 online courses were completed by employees through the iGOT platform.

7.4    Digital Vigilance Initiatives

The Company continued to leverage technology to strengthen transparency, improve monitoring and enhance operational efficiency.

Digital initiatives undertaken during the year included systems relating to:

•    SAP-integrated attendance management

•    Bid monitoring

•    Digital medical records

•    Internal audit digitisation

These initiatives contributed towards improved governance and process efficiency.

On the digital front, MDL introduced systems for SAP-integrated attendance, bid monitoring, digital medical records, and internal audit digitisation. Asset reviews confirmed the integrity of fixed and movable assets, with obsolete items disposed of in accordance with prescribed rules.

7.5    Participative Vigilance

The Vigilance Department continued to promote participative vigilance through employee engagement and stakeholder outreach programmes.

Integrity Pledge campaigns, awareness activities, competitions and educational outreach initiatives were organised during the year to reinforce ethical values and vigilance awareness.

Awareness sessions were also conducted at four educational institutions, with 508 students participating in various competitions.

A total of 2,747 employees, 159 citizens, and 26 customers reaffirmed their commitment to ethical conduct by taking the Integrity Pledge. Internal engagement initiatives included quiz competitions, essay writing, poster making, drawing participation from over 500 employees and skit performances by the Mazagon Dock Sports Club.

Capacity Building and Awareness:

Capacity building remained a key focus area during the year. Training programmes and awareness sessions

were organised covering subjects such as:

a)    Procurement procedures

b)    Preventive vigilance

c)    Disciplinary procedures

d)    POSH compliance

e)    Governance and ethics

The programmes were attended by employees across different categories and contributed towards strengthening awareness of vigilance and compliance requirements.

7.7    Knowledge Sharing and Stakeholder Engagement

The Department continued publication of its vigilance journal “Sucharita”, providing a platform for dissemination of best practices and knowledge sharing in the areas of governance, ethics and vigilance administration.

Vendor and contractor grievance redressal meetings were also organised to strengthen transparency and stakeholder engagement.

Vigilance Awareness messages were disseminated through banners, social media, bulk SMS, and official correspondence. Collectively, these efforts reflect the Department’s commitment to embedding a culture of integrity across the organisation and its broader ecosystem.

7.8    Vigilance Commitment

The Vigilance Department remains committed to fostering a culture of integrity, transparency and accountability across the organisation and will continue to strengthen preventive vigilance measures through awareness, system improvements and stakeholder engagement initiatives.

8.    STATUTORY AND REGULATORY DISCLOSURES8.1    Management Discussion & Analysis Report

As per Regulation 34(2) (e) of the SEBI Listing Regulations, the Management Discussion and Analysis Report is available under Appendix ‘G’ to this Report.

8.2    Risk Management

The Company has established a comprehensive Risk Management Framework for identification, assessment, monitoring and mitigation of risks that may impact achievement of its strategic, operational, financial and compliance objectives. The risk management framework enables proactive identification and management of emerging risks and supports informed

decision-making across the organisation. Details of the Company’s risk management practices are provided in the Management Discussion and Analysis Report forming part of this Annual Report.

As per Regulation 21 of the SEBI Listing Regulations, the Company has constituted a Risk Management Committee. The Risk Management Committee assists the Board in overseeing the risk management process and ensuring effective implementation of mitigation measures. Details of its terms of reference, Risk Management Policy etc. are set out in the Corporate Governance Report.

8.3    Details of any application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 (31 of 2016) during the year along with their status as at the end of the financial year -

NIL

8.4    Details of the difference between the amount of valuation done at the time of one-time settlement and the valuation done while taking loans from banks or financial institutions, along with the reasons for such differences - Not applicable

8.5    Compliance with the Maternity Benefit Act, 1961:

Company is fully compliant with the Maternity Benefit Act, 1961.

8.6    Business Responsibility Sustainability Report (BRSR)

Pursuant to Regulation 34 of the SEBI (LODR) Regulations, 2015, the Business Responsibility and Sustainability Report (BRSR) for FY 2025-26 has been prepared.

The BRSR reflects the Company’s commitment towards responsible business conduct and transparent reporting of environmental, social and governance performance indicators.

BRSR along with reasonable assurance Report of BRSR Core, which is received from Independent Assurance Provider, M/s. Bureau Veritas (India) Pvt. Ltd can be accessed from the Company’s website at https://mazagondock.in/English/pages/Business-Responsibility-and-Sustainability-Report

8.7    Vigil Mechanism / Whistle Blower Policy

The Company has established a Vigil Mechanism and Whistle Blower Policy to provide employees with an appropriate mechanism for reporting genuine concerns relating to unethical behaviour, actual or suspected fraud, violation of the Company’s Code of Conduct or other instances of misconduct, if any.

The mechanism provides adequate safeguards against victimisation of persons who avail the mechanism in good faith and ensures direct access to the Chairperson of the Audit Committee in appropriate cases. No person was denied access to the Audit Committee during the year under review.

8.8    Declaration of Compliance with the Code of Conduct of Board of Directors and Senior Management

Declaration by the Chairman and Managing Director (CMD) regarding affirmation of compliance with the Code of Conduct of Board of Directors and Senior Management of the Company, for the year ended 31 March 2026 is attached to this Report at Appendix ‘H’.

8.9    CEO & CFO certification:

Pursuant to Regulation 17(8) of SEBI (LODR) Regulations 2015 and the DPE Guidelines, the Compliance Certificate issued by the CEO & CFO on the Financial Statements and Internal Controls related to the financial reporting for the FY 2025-26 is attached to this Report at Appendix ‘I’.

9. ACKNOWLEDGMENT:

The Board places on record its sincere appreciation for the continued support and guidance received from

the Government of India, Ministry of Defence, Indian Navy, Department of Public Enterprises, Comptroller and Auditor General of India, statutory and regulatory authorities, shareholders, customers, bankers, suppliers, business associates and all other stakeholders.

The Board also expresses its gratitude to employees at all levels for their dedication, commitment and contribution towards the Company’s continued success.

The Directors look forward to the continued support of all stakeholders as the Company pursues its strategic objectives and contributes to India’s vision of selfreliance and global leadership in the maritime and defence sectors.

It gives your Board of Directors immense pleasure to present

the 92^nd Annual Report together with the Audited Standalone

and Consolidated Financial Statements of the Company for

the FY 2024-25 and Auditors’ Report thereon.

Important Events:

(i) Hon’ble Prime Minister S hri. Narendra Modi

commissioned three significant Naval assets — the
Destroyer Surat, the Frigate Nilgiri, and the Submarine
Vaghsheer — in a grand ceremony held at Naval
Dockyard, Mumbai on 15 January 2025;

(ii) Sixth Scorpene Submarine of Project 75, ‘INS Vaghsheer’
was delivered to the Indian Navy on 09 January 2025;

(iii) Fourth Guided Missile Destroyer of Project 15B, INS
Surat and First Stealth Frigate of Project 17A, INS Nilgiri
were delivered to the Indian Navy on 20 December
2024;

(iv) Commencement of production activity for One Training
ship for the Indian Coast Guard on 26 April 2024. The
Keel laying ceremony for the project was held on 13
January 2025;

(v) Production activity for Next Generation Offshore Patrol
Vessels (NGOPV) commenced in May 2024 and Fast
Patrol Vessels (FPV) commenced in December 2024.

1. Financial Overview

1.1 Standalone Financial Results and Performance
Highlights:

(7 in crore)

• Revenue from Operations increased by 20.76 %
from 7 9,466.58 Crores in the FY 2023-24 to
7 11,431.88 Crores in the FY 2024-25.

• Profit Before Tax (PBT) increased by 26.32 %
from 7 2,461.38 Crores in the FY 2023-24 to
7 3,109.20 Crores in FY 2024-25.

• Historic milestone with a record Profit After
Tax (PAT) of 7 2,324.88 crore for the FY 2024¬
25 achieved against the previous FY 2023-24
marking a 26% growth over last year’s PAT of
7 1,845.43 Crores.

Income Distribution for the FY 2024-25 as against the

previous FY 2023-24 is summarised as under: -

(in %)

1.2 Consolidated Financial Statements:

The Consolidated Financial Statements of your
Company and its Associate Company Goa Shipyard
Limited (GSL) for the year ended 31 March 2025 has
been prepared pursuant to provisions of section 129(3)
of the Companies Act, 2013 and applicable Accounting
Standards and forms part of this Report.

In accordance to Section 129(3)(1) of the Companies
Act, 2013 read with Rule 5 of the Companies (Accounts)
Rules, 2014, a statement containing salient features of

the financial statement of the Associate Company in
Form AOC-1 (Appendix ''H’) is appended to this Report,
which forms part of the Financial Statements.

1.3 Capital Structure:

The authorised Equity Share Capital of the Company as
on 31 March 2025 stood at 7 323.72 crore comprising
of 64,74,40,000 (Sixty Four Crores Seventy Four Lakh
Forty Thousand) equity shares of 7 5 each.

The paid-up Equity Share Capital as on 31 March 2025
stood at 7 201.69 crore comprising of 40,33,80,000
(Forty Crores Thirty Three Lakh Eighty Thousand)
equity shares of 7 5 each. During the year under
review, there was no change in the authorised or paid
up share capital of the company. Further, the Company
has not issued any equity shares with differential rights
as to dividend, voting or otherwise during the year.

During the year, the Company sub divided it’s 1 (One)
Equity Share of face value of 7 10 (Rupees Ten Only)
each into two Equity Shares of face value of 7 5 (Rupees
Five only) each effective 27 December 2024.

1.4 Dividend:

For the FY 2024-25, the Board of Directors approved
payment of interim dividend as under:

1^st Interim Dividend of 7 23.19 per equity share of
7 10 each (231.90%) amounting to 7 467.72 Crores
approved by the Board on 22 October 2024.

2^nd Interim Dividend of 7 3 per equity share of 7 5 each
(60%) amounting to 7 121.01 Crores approved by the
Board on 08 April 2025.

The Board of Directors has recommended a Final
Dividend of 7 2.71 per equity share of 7 5 each (54.2%).
The Final Dividend if approved by the shareholders,
would involve cash outflow of 7 109.32 Crores.

Thus, the total dividend including final dividend for the
FY 2024-25 would be 7 17.305 per equity share of 7 5
each (346.10%), amounting to 7 698.05 Crores.

1.5 Transfer to Reserves:

During the year under review, the Company does not
propose to transfer any sum to reserves.

1.6 Contribution to the Exchequer:

For the FY 2024-25 your Company’s contribution to
the exchequer by way of Income Tax, GST, IGST on
imports and Custom Duty was 7 2,312.15 Crores.

1.7 Public Deposits:

The Company has not accepted any deposits from
the public and no amount on account of principal or

c) Repair & Refit Projects:

Your company has successfully completed Repair
& Refit projects of one Coast Guard Vessel and
five commercial vessels during FY 2024-25. At
present your Company has participated in tender
for four repair & refit projects (comprising of two
Offshore Patrol Vessels & two Fast Patrol Vessels)
for the Indian Coast Guard.

d) Coast Guard (CG) Project:

Under CG Projects MDL is making 1 training
ship, 6 NGOPVs and 14 FPVs. The contracts for
these projects were signed in October 2023,
December 2023 and January 2024 with total
contract value of 7 2,991 crores. Production of
all the three Projects has already started. These
ships will be built at MDL and at newly developed
facility of Nhava Yard. These ships will perform as
training platform for Coast guard recruits, coastal
patrolling, Ocean surveillance, anti-smuggling and
anti-piracy operations, logistic supports, rescue
operations and to supplement Naval resources.

e) Project Multi Purpose Vessels (MPV) -
Commercial Vessels:

Multi-purpose vessels, or MPVs, are known
for their versatility, flexibility, and capability to
perform across various functions.

MDL has signed an order with M/s Navi
Merchants, Denmark for the construction of
six 7500 DWT Multi-Purpose Hybrid Powered
Vessel at a value of USD 85 million (7 715 Crores)
with an optional clause for four more vessels.

The production of the first three vessels is already
commenced on 24 September 2024, 16 October
2024 & 03 January 2025 respectively.

f) Submarine Project:

The Scorpene Submarines are State-of-the Art
Conventional Diesel Electric Submarines built
by MDL in collaboration with M/s Naval Group
(NG), France. MDL is the only Shipyard in India
which has constructed Conventional Submarines
with two different technologies viz., German SSK
Class Submarines and French Scorpene Class
Submarines. Sixth Scorpene Submarine of Project
75, ‘INS Vaghsheer’ was delivered to the Indian
Navy on 09 January 2025.

g) Offshore Projects:

MDL is also diversifying its business into following
offshore projects. Currently, 03 Nos. Offshore
projects for M/s ONGC are in progress:

1. Part Replacement of Pipeline Project (PRPP)
- MDL has received a NOA (Notification of
Award) for PRPP from M/s ONGC on 07
December 2023 for part replacement of
Subsea pipelines (approx. 44 kms).

2. Discover Small Field-II Project - MDL has
received a NOA (Notification of Award)
for the project DSF-II from M/s ONGC on
08 August 2024 for building new Six (06)
Nos. well Head platforms and modification
of three (03) Nos. of platforms along with
Subsea pipe laying of approx. 200 kms.

3. PRP 8(a) Project- MDL has received a NOA
(Notification of Award) for PRPP 8(a) on 05
September 2024 for Subsea pipe laying
of approx. 59.8 kms. & 17.9 kms. of Piggy
back along with modification to the existing
platforms.

2.2 Capital Projects and their progress

a) Your Company is committed towards up
gradation/modernization of existing facilities
from time to time. The company has taken up
replacement of existing 08 nos. vintage Level
Luffing cranes with new modernized cranes
in a phased manner which is expected to be
completed in August 2027.

b) Your Company has undertaken the work of
manufacture of new Caisson Gate for the East
Yard Dry dock for replacement of existing
old Caisson gate. The replacement of gate is
completed in June 2025.

c) Your Company has taken up setting up a green
field shipyard at its Nhava Yard in phased manner
with short term and long term developments
plan. Short term development shall enable MDL
to facilitate the immediate use of the existing
infrastructure for shipbuilding and ship repair
business whereas long term development is to
facilitate construction of large size vessels and
submarines including major refit and repairs. The
facilities include construction of Dry Dock cum
Wet Basin, Grand Assembly Area, Hard Stands,
provision of Goliath Cranes of 400T, LL Cranes
50T to 120T, Workshops, Stores, offices and
Allied Services.

d) Your Company has taken up development of
newly acquired land parcel of approx. 15 acres
at adjacent MPA land to facilitate construction of
large size vessels and submarines including major
refit and repairs.

e) Your Company is setting up a New Fabrication
Workshop including stores at Alcock Yard in MDL
Premises.

2.3 Other Infrastructure Projects:

For undertaking the construction of advanced and next
generation vessels, MDL has undertaken construction
of a New Floating Dry Dock of 12000T capacity.

Your Company is committed towards up-liftment
of under privileged sections of society and towards
this a skill development hub is being created with
an Apprentice Training School (ATS) and associated
development work at Gavhan village, Navi Mumbai.

2.4 Performance against MoUs:

During the year, MDL had signed Memorandum
of Understanding (MoU) with Ministry of Defence,
Government of India for the FY 2024-25. The MoU
outlines targets and various performance parameters
for the Company. The value of production for FY 2024¬
25 was targeted at k 11,250 Crores against which
achievement of value of production is k 11,196.04
Crores.

During the year FY 2024-25, your Company achieved
a Profit before Tax (PBT) before exceptional items of
k 3,109.20 crore. The import content in Value of
Production for FY 2024-25 is k 1885.61 Crore and for
FY 2023-24 was k 2,414.71 Crores.

2.5 Research & Development (R&D):

The Company’s R&D policy was approved by the Board
in June 2013, following the guidelines issued by the
Department of Public Enterprises in September 2011.
A dedicated committee was established to oversee its
implementation.

MDL for the period under review, pursued targeted
R&D initiatives in collaboration with academic
institutions, start-ups, and MSMEs—not only within the
core defence sector but also in critical areas such as
autonomous underwater technology and sustainable,
eco-friendly transportation solutions.

Further, MDL actively participated in the Government
of India’s iDEX initiative and, in partnership with start¬
ups, MSMEs, and innovators, has taken on several
challenges.

Three major R&D projects were successfully completed
through collaboration with IIT Chennai, and start-ups
within the Tamil Nadu Defence Corridor. These projects
involved the development of Al-powered technologies,
including:

• Al-enabled Computerized Radiography (RT)

• Al-based Robotic Weld Inspection using Phased
Array Ultrasonic Testing (UT)

• Al-enabled Remotely Operated Vehicles (ROVs)

These solutions have been effectively deployed in their
respective domains, with full-scale Al optimization
anticipated as more operational data becomes available.

MDL continues to explore innovative Al initiatives in
partnership with domestic industry, academia, and
start-ups.

ln addition, MDL has developed a state-of-the-art basic
design framework for naval vessels, featuring advanced
and optimized systems for equipment, machinery,
weaponry, and overall arrangement.

MDL has also implemented Product Data Management
(PDM) and Product Lifecycle Management (PLM)
systems for the frigates currently under construction.

The Submarine Division has undertaken focused
R&D initiatives through collaboration with Academic
lnstitutions, Start Ups & MSMEs not only in the
core Defence sector but also other critical areas like
underwater autonomous technology, sustainable &
environment friendly transport solutions etc.

lnnovative R&D projects are currently in progress at
Submarine division not only in the defence sector but
also in the field of energy and other civil applications.
Military products like Expendable Underwater Target
(EUT) and Mobile Target Emulator (MTE) which are
being developed in partnership with the Industry and
are designed to simulate the situation of actual moving
submarine for training purpose and for decoy measures.

MDL has developed lndia’s first Fuel Cell powered
Electric Vessel (FCEV) as a ‘Proof of Concept’. MDL
is also undertaking a few Artificial intelligence (Al)
Projects under R & D viz; Autonomous/ unmanning
of Surface vessels and Optimum utilization of Fuel cell
under Hybrid power management.

Modern marine transport solutions like Hybrid Electric
& Solar boats which can provide sustainable and
environment friendly options have been developed.
Solar Boat has been launched in December 2023. This
Boat can offer a better alternative to conventional diesel
boats. The R&D team has also developed prototype of

Lithium Ion Battery system for Submarine in collaboration with M/s QMAX as technology partner.

In addition to the above, MDL is actively participating in iDEX initiative of Govt of India and in collaboration with
Start-ups/ MSMEs/ Innovators has already accepted various challenges like Autonomous Underwater Swarm Drone,
Development of Steering console for maneuvering of Underwater platform, Design & Development of Submersible Boat
etc.

Your Company has spent approximately 5.06% of the PAT towards R&D expenditure during the FY 2024-25. The various
projects undertaken under R&D are elaborated in Appendix ''F’.

In order to promote R&D, your Company has joined hands under CSR with IIT Bombay, IIT Madras, IIT Hyderabad and
IIT Indore. MDL has supported following five research projects with IITs under CSR.

2.6. Indigenization & Make in India:

a) Strong Commitment to Indigenisation: MDL has

consistently demonstrated a firm commitment
to advancing indigenisation, in line with the
vision of the Hon’ble Prime Minister’s Make-in-
India and AtmaNirbhar Bharat initiatives. Since
the establishment of a dedicated Indigenisation
Department in October 2015, MDL has actively
collaborated with Indian industries to develop
indigenous alternatives to imported components.
To-date, a total of 74 major systems and
components for ships and submarines have been
successfully indigenised, a majority of which were
developed in partnership with MSMEs.

b) Key Indigenous Development Initiatives of
MDL includes:

• Electric Propulsion Motor (EPM) critical
for submarine propulsion - Concept
finalized; Design and Development is in
progress;

• Controllable Pitch Propeller (CPP) &
Shaft System, converts engine power into
propulsion - Development of the system is
in progress; and

• Helicopter Fire Fighting System (HFFS)
ensures on-board Helo-deck safety -

Development of the system is in progress

c) MDL Innovation Program (MIP): MDL has

introduced its own in-house innovation scheme,
the MDL Innovation Program (MIP), mirroring the
Ministry of Defence’s iDEX initiative. The program
is administered by the Indigenisation Department
and has a dedicated funding allocation of 7 10
Crores for the period 2024-2027. It is aimed
at providing financial assistance—up to Rs One
Crore per project—to start-ups, MSMEs, academic
institutions, industry professionals, and partner
incubators to foster indigenous development.

d) Success Stories under Innovation in Defence
Excellence (iDEX) DISC-6 : As a proof of concept
under the iDEX DISC-6 Challenge, MDL has
indigenously developed the Steering Console
for Midget Submarines. This critical system
is responsible for controlling the submarine’s
movement in all three dimensions by managing
the Rudder and Diving planes.

e) Ongoing Projects under Innovation in Defence
Excellence (iDEX) DISC-10: MDL is actively
contributing to the iDEX DISC-10 initiative with
projects aimed at indigenising key submarine

technologies such as the Sonar Beacon, Windlass
& Capstan, and Digital Bearing Time Device.
These items are currently under development.

f) Contribution to the Positive Indigenisation List
(PIL): MDL has made a substantial contribution to
the Ministry of Defence’s Positive Indigenisation
List (PIL) by submitting 1,024 items. Out of
these, 24 items have already been indigenised,
while the rest are in various stages of Research,
Design, and development.

g) Outreach and Industry Engagement: In its efforts
to promote indigenisation and enhance industry
participation, MDL also conducted a seminar
through the SRIJAN Portal on 26 November
2024. The event served as a platform to share
information, invite industry collaboration, and
discuss future opportunities in indigenous
development of Naval equipment and system
components.

h) MDL remains committed to strengthening India’s
Defence manufacturing ecosystem by fostering
innovation, supporting MSMEs, and reducing
dependency on imports through focused
indigenisation initiatives.

i) Indigenization of Submarine Equipment: MDL
has proactively pursued indigenous development
for items/ equipment of foreign OEMs for
conventional Submarine. 51 out of total 174
Submarine equipment have been indigenized.
35 items are being developed by Indian Navy,
balance 88 are under various stages of tendering/
scrutiny, out of which Project Sanction Order
(PSO) for 42 items have been issued including
Main Electric Propulsion Motor.

2.7 Quality Assurance

a) Quality Management System (QMS)

MDL has obtained & maintained QMS as per
ISO 9001 Standards since 1998 onwards. Your
Company is committed to implement Quality
Management Systems (QMS) as per ISO
9001:2015 standard. A total of 55 Lead Auditors
and 65 Internal Auditors were trained for carrying
out the Internal Audits for sustenance of QMS in
Shipbuilding Division.

As a part of sustaining QMS as per ISO
9001:2015 Standard, 1st Surveillance Audit of
Shipbuilding Division including Nhava and Ship
Repair & Refit was carried out successfully from
10 to 14 February 2025 by M/s International
Certification Services Pvt Ltd (ICS).

Renewal Audit for Submarine Division as per
QMS ISO 9001:2015 was conducted from 24
to 26 April 2024 and successfully completed
with ‘NIL’ Non-conformity reports by M/s
ICS (International Certification Services Pvt
Ltd) with the scope of “Design, Development,
Construction, Refit, Test & Trials of Submarines”.
Based on audit results, M/s ICS has certified
that Quality Management System of Submarine
Division has been assessed and registered as
complying with the requirements of International
Standard ISO 9001:2015.

b) Quality Concepts

5S (Work Place Management System)

MDL has implemented 5S (Workplace
Management System) in the 21 Workshops/
Stores/Offices and carried out internal audits
regularly. As a part of sustaining 5S certification,
all 21 workshops/offices/stores were re-certified
through external agency.

c) Quality Circles (QC)

Quality Circle movement was started in October
2004. In a span of 20 years, MDL has developed
QC in various Shops/Sections/Projects. They
are actively working in their respective areas &
solving their respective work related problems
proactively. QC teams from MDL presented their
case studies in Chapter Convention on Quality
Concepts (CCQC-2024) and 38th National
Convention on Quality Concepts (NCQC-2024)
and have won various awards in the FY 2024-25
as mentioned under Awards and Recognition.

d) Technology Advancement in Quality control &
Assurance

India has caught up with the Industry 4.0 trends
and MDL is not far behind in incorporating the
best practices. Design and development in

the field of Robotics, Machine Learning, Data
Analytics, Big Data has started and is in different
stages of maturity. MDL has implemented the
following new initiatives in the field of Quality:

1. With the implementation of AI-

Enabled Weld Inspection Machine
with Computerized Radiography-(AI-
RT) & Advanced TFM/FMC Ultrasound
Technique-(AI-UT) MDL has increased the
use of more environment friendly imaging
plate film reducing the conventional
process of film processing with chemical.
Along with these system various other QA

4.0 advancement are either implemented
like Parikshan Portal for online Inspection,
QR code compartment inspection or in
process of implementation i.e. PAUT for UT
& other methods.

2. To enhance skill and expertise within the
QC team, targeted training programs
were organized. As a result of these
initiatives, three personnel successfully
cleared the level III certification in
different methods, one achieved NACE
level I certification. On similar line
various certification course as per ISO
9712, ISO 13805, Coating Inspector as
per NACE, Certified welding Inspector
as per TWI etc. are already scheduled
as a reflection of the organizations
commitment to continuous learning and
professional growth.

3. Vacuum test was implemented at the shop
level as a quality control measure to ensure
the integrity of tanks and to enable detect
any potential leaks. This testing method
involves creating a vacuum inside the tank
and monitoring pressure levels to identify
any loss that would indicate a leak. By
incorporating an additional activity of this
new test into the production process, early
detection of defects is now possible prior to
erection stage of units under construction.

4. MDL QC teams also actively participated
in National and International level
conferences.

!.8 Information Technology

Your Company has completed the following activities
during the year:

a) Cyber Security of Internet PCs as per CIRA
guidelines

The guidelines have been received from MoD-
Cyber Security Operation Centre (CSOC) for
implementation of CHAKRAVYUH solution to
ensure the automated audit response of Defence
Industries Network Endpoints of internet enabled
PCs/ laptops of DPSUs at CSOC.

Accordingly, the following actions were
completed in time bound manner:

1. Procurement of Chakravyuh Servers along
with its installation was completed in
November 2024.

2. The Cyber security posture ensured by
migrating of all internet facing machines
(241 No.) to MAYA OS in February 2025.

b) MoD guidelines related to Information Security
are complied as and when received from the
authority.

c) MDL has successfully completed 2nd Surveillance
Audit ISO/IEC 27001:2013 in October 2024.

d) Targets set and achieved for 2024-25

• Cyber Security Audit for VAPT of Business
Application Servers & Physical Audit of the
Computers: - Completed from September
2024 to December 2024.

• Implementation of Vigilance Management
System (e-Vidhan): -

The existing manual vigilance system has
been migrated to IT driven system with the
theme ‘Increasing Transparency through
use of Technology’ of Central Vigilance
Commission.

The various procedures of Vigilance Dept.
such as Action on Investigation Report,
Annual Property Returns, Complaint
Register along with the required reports
have been implemented in e-Vidhan
Module which is integral part of in SAP ERP

6.0 (ECC system).

• The existing IT infrastructure of Servers/
Storage/ Backup/ VM (Make-Fujitsu) at CIT
domain was procured in Year 2016 under
CAPEX which hosts critical MDL business
applications like SAP, Emailing, AD, file
server, etc.

• In order to overcome the challenges
of oversized/ under sized data storage
followed by the scale up requirement
and technological obsolescence, the
procurement of this critical requirement
with OPEX model has been initiated
wherein the IT infrastructure is procured as
a service.

• SAP QM Inspection Module enhancement
for SB Division: This development
successfully completed in January 2025
which ensured for availability of inspection
status on real time basis across the ongoing
projects.

• SAP configuration for auto deletion of PR’s
which are not processed for RFQ/ tendering
within 6 months from PR creation date:-
Activity completed in February 2025. This
ensured for data quality and consistency by
data cleansing activity.

2.9 Procurement from MSMEs

Your Company is complying with the Public Procurement
Policy for Micro and Small Enterprises (MSEs) Order,
2012. According to which, minimum 25% of the total
annual procurement is to be made from MSEs. During
the FY 2024-25, your Company has achieved 34.32%
procurement from MSEs.

During the FY 2024-25 your Company had conducted
2 and participated in 2 Vendor Development Programs
exclusively for MSEs owned by SC/ ST and Women
Entrepreneurs. To further enhance the vendor
base, your Company had participated in 8 online/
offline National level programs conducted by MSME
Development Institute (DI), State Directorates, NSSH
and industry associations such as DICCI, FICCI, CII, etc.

2.10 Marketing Initiatives and Exports:

During the FY 2024-25, MDL participated in Africa
Aerospace and Defence (AAD)-South Africa, Asian
Defence & Security Exhibition(ADAS)-Philippines,
EXPO Naval-Chile, Vietnam International Defence
Expo(VIDEX)-Vietnam and Naval Defence & Maritime
Security Exhibition (NAVDEX)-UAE as an exhibitor for
marketing and business promotions.

Further, MDL was also part of Ministry of Defence,
Government of India/FICCI/SIDM led delegation
and participated in the seminars organized by High
Commission/Embassy of India in Australia, Romania,
Indonesia, Mozambique, UAE, Vietnam, Kazakhstan,
Saudi Arabia, Malaysia, DR Congo and Oman.

The above exhibitions/seminars have immensely helped
in showcasing MDL’s capabilities and technical strength
in Warship Building and Submarine construction. The
exhibitions were successful in projecting the image and
capabilities of India in the Defence production sector in
general and Warship/Submarine building capabilities in
particular. MDL had obtained various leads for potential
future projects.

During the exhibitions/seminars, MDL also interacted
with the Armed forces/ Navy representatives of various
countries and showcased Indian shipbuilding capacities
and capabilities.

Your company has been awarded an order for
Construction of additional 03 Nos. Dry Cargo Ship
(7500 Tons) by M/s Navi Merchants, Denmark in
addition to existing order for similar 03 Ships.

Your company has the capability for Refit, Overhaul and
Life Extension of Ships & Submarines. MDL intends to
tap the global ship repair market for both Naval and
Commercial Ships and Submarines in future. Your
company has also bagged an order for Inspection of
Pipes & Valves from M/s BHIC Submarine Engineering
Services Sdn. Bhd. Malaysia.

In addition to above your company has also been
awarded contract for Maintenance Repair & Overhaul
(MRO) 01 No. MI 17 Helicopters of Nepali Army in
addition to earlier similar order.

Further, your company has also signed Memorandum
of Understanding (MoU) with Asyad Drydock Company
(ADC), Oman for collaboration on new build / repair of
Commercial and Defence platforms.

2.11 Health Safety & Environment Management System:

Your company has been conferred with “Certificate
of Registration” for its integrated Health, Safety
& Environment Management System (HSEMS) in
compliance with ISO 14001:2015 and OHS AS
18001:2007 w.e.f. April 2019. The Certificate is issued
by M/s KBS Certification, a firm accredited by Joint
Accreditation System of Australia and New Zealand
(JAS-ANZ), a member of the International Accreditation
Forum (IAF).

MDL having qualified the above standards has joined
the exclusive club of companies, committed to
sustainable development by continual improvement in
performance towards Health, Safety & Environment in
their operations/ processes. This qualification fortifies
MDL’s credibility in all its functioning and future
business prospects.

The standard OHSAS 18001:2007 was upgraded to
ISO 45001:2018 w.e.f. September 2021. Accordingly,
MDL has successfully completed the transition of its
HSEMS system from OHSAS 18001:2007 to ISO
45001:2018 in September 2021. The Current HSEMS
Certification is valid till July 2025. Revalidation of the
HSEMS Certification is under process.

3. Human Resource Development:

Your Company has been putting emphasis on the overall
growth & development of Human Resources and is
committed to continue its relentless efforts in updating
the competencies of its employees through exposure to
various Learning & Development programs organized

by Institutes of National Importance and through
sponsoring function based Seminar/Conferences/
workshops. Besides, in order to ensure smooth supply
of skillsets for Company’s requirement and shipbuilding
industry, various Training Programs Viz. Trainings of
Trade Apprentices under the Apprentices Act, 1961,
BOAT Apprentices and Marine Engineering students
under the aegis of DG, Shipping at the Company’s
run Apprentice Training School have regularly been
organized.

a) In house Training session of 03 batches on ‘5S &
6 SIGMA and Kaizen’ Organised for employees
wherein around 108 Non-Executives actively
participated.

b) In today’s digital world, Cyber Security plays a
pivotal role in terms of sensitivity and security
of information. In order to address the above,
Training sessions on Cyber Security Awareness
organised through external faculty and internal
faculty. 07 sessions were organised for employees
wherein 340 executives, 77 Non-Executives and
135 contract employees actively participated.
Further, 03 online sessions were conducted
wherein 296 executives actively participated.

c) An in-house capsule program comprising ‘Health’,
First Aid, ‘Safety’ & ‘Fire Fighting’ was developed
and conducted. Around 48 programs were
conducted on the said topics and around 722
Executives and 2012 Non-executives employees
were trained. Also, 735 contract employees,
outsourced employees and apprentice trainees
were provided training.

d) Induction Training programme of 04 weeks were
conducted for 51 newly recruited Executives.

e) Various in house Training programmes were
organised on wealth management, Direct
and indirect taxation and financial investment
wherein 14 Training Sessions were organised and
total 273 Executives and 186 Non Executives
and 185 contract employees participated.

f) A capsule programmes on “Retirement Planning”
for the retiring employees and their spouse
were conducted. 191 employees along with
their spouses participated. The said program
encompasses 04 aspects of ‘Diet Management’,
‘Wealth Management’, ‘Stress Management’ and
‘superannuation benefits’.

g) MDL being a DPSU, Information Security is
a highly sensitive issue in the current times. In
order to restrict vulnerability of the information

and to sensitise the employees 09 sessions on
“Security Sensitization” were conducted in¬
house, benefiting around 571 employees.

h) A customised programs consisting of 13
sessions on ‘Design Thinking, Strategic Thinking,
Leadership presence, Leadership skills, Stress
management, Work life balance, Business
Communication Skills & Presentation Skill’ were
conducted for 345 Executives.

i) In order to ensure safety and dignity of women
employees, MDL had conducted two sensitization
programs on ‘Prevention of Sexual Harassment
of Women at Workplace’ (POSH). Wherein
122 Executives and 254 Non-Executives had
participated in the said program.

j) Various training programs for Women employees
Training on ‘Women Empowerment’, ‘Health’
and ‘Suraksha Bandhan’ was conducted wherein
840 women employees participated. On the
occasion of Women’s Day, MDL had organized
various outreach activities for women Executives
including outsourced women employees. These
programmes were aiming to empower the women
employees in MDL.

k) In order to spread awareness on Procurement,
various training programs on Commercial
procedures, procurement through GeM portal
and Public procurement was organised, wherein
04 sessions were organised and 224 Employees
have undergone the Training.

l) A customized training program on “Preventive
Vigilance” were conducted wherein 225
employees actively participated through 05
sessions.

m) 01 program on Intellectual Property Rights (IPR),
through External faculty to create an IPR driven
Innovation Culture wherein 119 employees were
trained.

n) With view to develop standardisation in
production, ISO Awareness and HSE Awareness
(under Soch Badlo Initiative) Programmes were
conducted wherein 82 Executives and 542 Non¬
Executives participated in 14 sessions.

o) As per CVC directives, 05 core subjects were
identified such as Cyber Hygiene & security,
System & procedure organization, Ethics &
Governance, Public procurement and Role of
IO & PO to train the trainers under Capacity

Building programme. Five in house programmes
were conducted wherein around 204 Executives
participated and potential trainers were identified
for carrying out training outside MDL.

p) Training Sessions on ‘Enterprise Risk Management’
exclusively for Executives were organised wherein
88 Executives attended through 04 Sessions.

q) 07 sessions on YOGA were carried out for
employees for understanding the importance of
Physical and Mental health. Total 180 employees
were trained under this initiative.

r) 09 sessions on Hindi Karyashala were conducted
for employees, wherein 124 participants were
trained.

s) 03 sessions on Microsoft Excel, PPT and Word
were conducted wherein 36 employees were
trained.

t) An application ‘e-library’ was developed on MDL
Intranet Portal for knowledge sharing, wherein
all employees can contribute with e-books/
Journals/Magazines/Articles to be read by all
other employees.

3.1 National Integration:

Your Company has undertaken a number of measures,

which have immensely facilitated towards National

Integration. Some of these activities are enumerated

below:

a) MDL follows necessary directives of the
Government in so far as recruitment of SCs/STs/
OBCs/PWDs and Minorities.

b) Observes ''Quami Ekta Diwas'' every year and
extends financial assistance. This amount is
primarily spent towards those children, who
become destitute and orphan in communal, caste,
ethnic or terrorist violence for care education and
training for effective rehabilitation.

c) Taken sincere efforts in bringing the backward and
downtrodden of the society in the mainstream
through various CSR initiatives in the field of
Health, Sanitation, Skill Development, Rural
Development, Education and Rehabilitation etc.

d) Empowered women through various measures
such as Learning and Development initiatives,
Committee on WIPS and through Internal
Complaint Committee (ICC) for redress of
complaints of Sexual Harassment.

3.2 Welfare Activities

Your Company values its Human Resources the most.

In order to keep their moral high, apart from statutory

Welfare measures. MDL also extends several other

voluntary Welfare Activities these are as under:

a) Life Insurance Coverage:

Company has made a customised scheme
i.e. Group Savings Linked Insurance Schemes
(GSLIS), which provides financial assistance in
case of untimely death (accidental/illness) of an
employee while on duty. Besides this, Group
Personal Accident Insurance Scheme (GPAIS)
has also been in place, which provides 24 hours’
coverage for compensation in the event of an
accident of an employee resulting in death or
permanent/partial disability.

b) Medical Scheme:

All the serving employees, including their

dependent family members, are covered under
the Medical scheme. Hospitalization claims of
around 7 55.23 Crore were disbursed towards
treatment to the employees and their dependent
family members during the FY 2024-25.

c) Funeral Expenses:

If any permanent employee of MDL expires for
any reason whatsoever, while in employment;
a non- refundable financial assistance of

7 20,000/- (Rupees Twenty thousand only) is
given to the next of kin of the deceased employee
towards funeral expenses.

d) Death Benefit Scheme:

a) The contribution of employees, in case
of death of a fellow employee due to
accident in the premises of the Company
will continue to be 7 50/-per head and the
company grants a matching contribution
and the total amount so collected is handed
over to the next of kin of the deceased
employee.

b) The contribution of employees in case of
death of a fellow employee due to natural
causes and other than as mentioned above
is 7 25/- per employee and your Company
grants a matching contribution and the
total amount so collected is handed over to
the next of kin of the deceased employee.

e) Other Welfare Activities:

Your Company also provides number of

welfare measures viz., Onsite Dispensary and
Occupational Health Centre, Hospitalization,
Wellness Centre, Onsite Gym & Club, Uniform,
Monsoon Gears, Canteen Facility, Incentive for
acquiring higher qualification, Scholarship to
Unemployed Wards of Employees etc.

f) Financial assistance to legal heir in the event of
death in harness:

Financial assistance of total 7 10,50,000/- was
given to the beneficiary of 02 deceased non¬
executives in death in harness during the FY
2024-25.

Superannuation Benefits to Ex-employees

1. Post-Retirement Medical Scheme (PRMS):

Your Company has Post-Retirement
Medical Scheme to provide medical
facilities to the retired employees and
their spouse. The Scheme is administered
through a Health Service Benefit Provider
and is funded directly by MDL. In terms
of the Scheme, expenses incurred beyond
the stipulated ceiling is also provided in
case of critical diseases. MDL also provides
medical expenses to Executives retired
before 2007 and Non-Executives retired
before 2006 as per extant Scheme.

Your Company has facilitated Group
Personal Accident Policy covering all
active employees (Executives and Non¬
Executives).

2. Executive’s Superannuation (Pension)
Scheme

Defined Contributory Superannuation
(Pension) Scheme is in operation for
Executives which is in line with the
Department of Public Enterprise’s Pay
Revision Guidelines, operated through
NPS. MDL contributes 10% of Basic pay
and DA to the Superannuation Pension
Fund whereas minimum 3% contribution is
made by the employees which is credited
to National Pension Scheme.

3. Non-Executive’s Superannuation

(Pension) Scheme

Defined Contributory Superannuation
(Pension) Scheme for Non-Executives is
also operational in MDL similar to Pension
Scheme for executives. The pension
scheme is operated through NPS. MDL

contributes 5% of Basic pay and DA
to the Superannuation Pension Fund
whereas similar contribution is made by the
employees which is credited to National
Pension Scheme.

4. Group Personal Accident Scheme (GPA)

Company funded Group Personal Accident
Scheme (GPA) is operational in order to
provide compensation towards accident/
injury of any Permanent/ Fixed Term/
Apprentice/ Outsourced employee as well
as visitors in MDL.

5. Significant step is taken in providing PPOs
to retiring employees on the day of their
retirement under the scheme PRAYAAS
implemented by EPFO. Help desk has been
set up under the concept of “Pension Mitra”
to assist employees for getting pension.

3.3 Manpower and Reservation of Posts for SCs/STs:

a) The Company has been following Presidential
Directives of the Government with regard to
reservation of posts for SCs/STs in recruitments.

b) Total Manpower strength as on 31 March 2025
is at 6039 (including functional directors) out

of which the number of persons on Fixed Term
basis was 3385 of the total strength, 87 are
Ex-servicemen, 886 are of Schedule Caste and
531 are of Scheduled Tribes. The percentage
of Scheduled Caste and Scheduled Tribes in
respect of Employees was at 14.68% and 8.79%
respectively.

c) Number of persons on Fixed Term basis as on 31
March 2025 is 3385 out of which 465 belong
to Scheduled Caste and 300 belong to the
Scheduled Tribes category.

Details of the statement showing position regarding
representation of Schedule Castes and Schedule Tribes
in various categories of post on 01 January 2024 and
01 January 2025 is annexed at Appendix ''A’.

3.4 Employment of Women:

As per the recommendation No.51, Para (ii)(a) of the
National Commission for Women (NCW) in its Annual
Report for the year 1995-96, the employment position
of Women as on 31 March 2025 is given below as
directed by the Ministry of Defence, vide their letter
Nos. 39(6)/99/D(B&C), dated 27 August 1999.

Note: MDL being a heavy engineering industry, the
number of women applying in various trades and
disciplines against vacancies notified is low.

i) Executives

iii) Nnn-FYernHves (Staff)

As on 31 March 2025, out of 6040 employees, 5/96 constitutes male ana 244 constitutes females. i nere are no

transgender employees.

3.5 Persons with Disabilities (PWD) as on 31 March 2025:

The total number of physically challenged employees as on 31 March 2025 was 126 and its percentage to total employees

/—\ i i - Q 0/

HI- Hearing Impaired, LD-Locomotive Disability, Vl-Visually Impaired.

3.6 Industrial Relations:

a) Industrial relation scenario during this period was cordial and harmonious. There were no man-hours loss on
account of Industrial conflict. In the absence of a recognized Union, efforts were made to resolve issues of mutual
concern through deliberations with the Unions on the Bargaining Council and other Unions.

b) The Meetings with the Unions on Bargaining
Council were conducted on regular basis anc
issues of mutual concerns like Safety Precautions
Recruitment of Fixed Term employees etc. were
settled through bilateral negotiation process
Industrial Relations & Labour situation at MDL
Mumbai is normal and peaceful.

3.7 Reservation for SCs/STs/OBCs:

Your company has been observing all the Governmen
directives and instructions issued from time to time
on reservation of posts for SCs/STs/OBCs. All the
rosters of SC/ST/OBC/PWD are maintained, which i;
inspected by the respective Liaison Officer from time to
time and perused by the SC/ST Unions also. Detailed
statistics regarding the total number of employees
number of women employees, recruitment made
during the calendar year 2024 and the representation
of SCs/STs/Ex-servicemen as on 01 January 2025 are
given at Appendices A, B & C to this Report.

3.8 Grievance Redressal Committees for SCs/STs:

Weaker sections of the society are given adequate
protection in the form of just and equitable treatment a~
the hands of employer. To ensure the same, a separate
“Grievance Redressal Cell” has been constituted for SC/
ST employees. A quarterly meeting of representatives o
SC/ST is held with Director (CP&P) wherein grievance;
related to SC/ST are discussed and resolved.

3.9 Report on Sexual Harassment under the Act.:

In compliance with “The Sexual Harassment of Womer
at Workplace (Prevention, Prohibition and Redressal
Act, 2013”, our organisation has established an Interna
Complaint Committee (ICC) to address and redres;
complaints related to sexual harassment. During the
period 2024-25 ICC did not receive any complain
related sexual harassment at work place.

Number of complaints received during the financia
year- NIL

Number of complaints disposed off - NA

Number of complaints pending for more than 90 days
NA

To promote awareness and prevention, your Compan
conducts regular Awareness programs, utilize prin
and digital media and engage external agencies fo
employee training on appropriate behaviour and
prevention of sexual harassment.

3.10 Compliance with the Maternity Benefit Act, 1961:

Company is fully compliant with the Maternity Benetr
Act, 1961.

4. Awards and Recognitions:

The awards won in the year 2024-2025 are as under:

a) 23 Quality Circle teams from MDL presented
their case studies in Chapter Convention on
Quality Concepts (CCQC-2024) hosted by M/s
Quality Circle Forum of India, Mumbai Chapter
held on 28 & 29 September 2024. Out of 21
QC teams won Gold (highest) Award and 02 QC
teams won Silver Award.

Special Awards Won by MDL QC teams at
CCQC-24.

• 1st Prize in “Poster” “Poem” and “Essay”
Competition

• 3rd Prize in “Slogan” Competition

• “Best of Best QC Team of the day Award”

• “Certificate of Excellence for NAVRATNA
Status”

• “Corporate Patronage Excellence Award”

b) 20 QC teams from MDL had participated in
38^th National Convention on Quality Concepts
(NCQC - 2024) hosted by M/s Quality Circle
Forum of India held at ABV-IIITM, Gwalior from
27 to 30 December 2024. Out of 20, 14 QC
teams won “Par Excellence” Award and 06 QC
teams won “Excellent” Award.

c) Four Quality Circle teams, Parivartan, Ganaji,
Eagle Eye and Anurakshak Participated in ICQCC
at Sri Lanka, Colombo from 11 to 14 November
2024. All the QC teams prepared well and shown
outstanding performance in the International
Convention and all teams won Gold Award.

d) SODET and M/s. BEML Ltd jointly organized
National Level Quality Circle Competition (QCC
for DPSU) from 21 to 22 November 2024 held
at BEML Mysore, Karnataka. 03 QC teams from
MDL had participated in SODET QCC and 02 QC
team won the gold award and one QC team won
Silver award

e) Official language Magazine ''Jaltarang'' published
by MDL was awarded First prize on 17 July
2024 by Mumbai TOLIC (Town Official Language
Implementation Committee).

f) MDL was awarded the Rajbhasha Samman Shield
for excellent Hindi work by Rajbhasha Academy
Institute on 30 August 2024.

g) MDL’s in-house magazine ''Jaltarang'' was selected
as the best magazine and its Corporate Film was

awarded best CSR Film by Ashirwad Rajbhasha
Sansthan and awarded the first prize on 27
September 2024.

h) MDL was awarded the Rajbhasha Samman Shield
for excellent Hindi work by Official Language
and Management Development Institute on 19
November 2024.

5. Official Language Implementation Activities

a) Hindi Diwas/Week/Pakhwada/Month

Hindi Diwas was celebrated in MDL on 14
September and Hindi Pakhwada was celebrated
from 16 September 2024 to 01 October 2024
in which Hindi typing, Quiz, Translation, Hindi
essay, Story-telling, Poetry-reading, Crossword,
Slogan and Singing competitions were organized.
Separate competitions are organized in MDL
for Hindi speaking and non-Hindi Speaking
Executive and Non-Executives. A program on
singing competition was organized which started
with the lighting of the lamp by the CMD.

b) Under the Hindi Teaching Scheme, a total Number
of 26 Executives and Non-Executives passed
the Pravin, Pragya and Parangat examination in
November 2024 Session.

c) A grand event on Official Language Seminar was
organized in the MDL premises on 29 January
2025, under the aegis of TOLIC during the FY
2024-25.

d) Information related to Hindi implementation was
given to the newly selected Executives in MDL
through Hindi workshop on 28 March 2025.

e) In order to enhance implementation of Hindi
language, MDL management has installed 06
digital boards of “Aaj ka shabd’’ and Aaj ka Vichar"
at important places of the company and apart from
this, Management has also approved to install 05
Hindi digital boards in major departments.

f) An incentive award of 7 5000/- is given to officers
and employees who do the maximum typing
work in Hindi through Unicode on Computers.

g) An Executive has been nominated as Hindi
coordinator in each department of MDL for
smooth implementation of Hindi.

h) Hindi Notings have been compiled on the intranet
portal of MDL for the promotion of Hindi.

i) Daily “Suvichar” are uploaded on MDL’s intranet
portal.

MDL has a well-established vigilance departmer
which carries out preventive, participative and punitiv
vigilance, suggests Systemic Improvements based o
the investigation of the complaints/ spot checks/ CT
type examination and also ensures that integrity
maintained in all functions of the organization.

Major activities carried out by Vigilance Departmen
are as follows:

a) Preventive Vigilance:

During the period, 11 surprise/ spot check
6 CTE type intensive examinations wer
carried out across the company and thereafte
6 suggestions/ corrective measures wer
recommended for Systemic Improvements an
the same were promulgated through Circulars b
the Directors concerned. Further, 59 complaint
were handled during the period 1 CAG Aud
and 27 Internal Audit Reports were scrutinized.

b) Vigilance Awareness Week (VAW):

Following programs were conducted during th
Vigilance Awareness Week (VAW):

Precursor to VAW 2024 - Capacity buildin
programs on related topics were undertake
during the 3 months’ period (16 August 2024 t
15 November 2024).

Vigilance Awareness Week commencing o
28 October 2024 was observed on the them
“Culture of Integrity for Nation’s Prosperity

The digital version of MDL’s In-house Vigilanc
Journal “Sucharita (Vol. XXVII)” was release
during the Inaugural function and a skit on th
Theme of VAW - 2024 was also performed.

Inhouse activities like Essay, Slogan, Poster, Qu
competitions, Street plays were organized t
create awareness about Vigilance.

Outreach activities like Drawing, Essa
Slogan, Poetry writing, running relay and othe
competitions were also carried out. Gram-sabh
was arranged for creating awareness abou
Corruption citizens at Vani village in Nashik whic
received a good response. Drawing competitio
was also conducted at National Skill Trainin
Institute (Women), Mumbai.

Sensitization programs on Vigilance Awarenes
and Preventive Vigilance were organized fo
MDL employees so as to create awareness fo
eradicating corruption.

7.1 Corporate Governance

In terms of Regulation 34 read with Schedule V of SEBI
(LODR) Regulations, 2015 and the DPE Guidelines, a
report on Corporate Governance for the year ended
31 March 2025 has been prepared and annexed to this
Report. The Company’s Secretarial Auditor has issued
a certificate on Corporate Governance and the same
is appended to the Corporate Governance Report at
Appendix ''D’.

7.2 Implementation of Right to Information (RTI) Act,
2005

Under the Right to Information (RTI) Act, 2005, to
facilitate provision of information to the citizens
requesting for the same, your Company has evolved
necessary structure by designating officers as
Assistant Public Information Officer, Public Information
Officer and Appellate Authority for the purpose of
implementation of the Act in the Company. During the
FY 2024- 25, the Company received 130 applications
and 24 first appeals though online/offline mode. The
information/ replies sought for were duly furnished.
The Quarterly Returns are being uploaded on the
Central Information Commission’s (CIC) website.
Proactive disclosures of information were updated on
the website of MDL under RTI Link as directed by CIC

7.3 Meetings of the Board

During the FY 2024-25, the Board of the Company
met 8 (eight) times on 29 May 2024, 19 June 2024,
23 July 2024, 14 August 2024, 22 October 2024, 05
November 2024, 16 January 2025 and 07 February
2025 respectively. Further details with regard to
meetings attended by each Director are available in the
Corporate Governance Report at Appendix ''D’.

7.4 Company’s Policy on Directors Appointment and
Remuneration

As your Company is a Central Government Public
Sector Enterprise (CPSE), the appointment, tenure
and remuneration of Directors (Functional Directors
including the CMD) are determined by Government
of India through Search & Selection Committee of the
Public Enterprises Selection Board (PESB), the terms
and conditions of appointment, including the period of
appointment, the scale of pay and other entitlements
are notified by the Government of India.

The Ministry of Defence (Administrative Ministry)
appoints the Government Nominee Director and they
are not entitled to any remuneration or sitting fees.

The Non-Executive Independent Directors are
appointed by the Government of India and they
are entitled to sitting fees for attending the Board/
Committee meetings as prescribed by the Board in
accordance with the statutory rules and regulations.

Pursuant to exemption granted by the Ministry of
Corporate Affairs, vide Government of India’s Gazette
Notification No GSR 463 (E) dated 05 June 2015,
your Company, a Government Company, is not
required to frame a Policy on Directors’ appointment
and remuneration including criteria for determining
qualifications, evaluation etc., as per section 134(3)(e)
of the Companies Act, 2013.

7.5 Board Evaluation

Pursuant to exemption granted by the Ministry of
Corporate Affairs, vide Government of India’s Gazette
Notification No GSR 463 (E) dated 05 June 2015,
the statement indicating the manner in which formal
Annual Evaluation has been made by the Board of
its own performance and that of its committees and
individual Directors is not required for your Company,
as the performance of Directors is evaluated by the
Administrative Ministry.

7.6 Changes in the Board of Directors and Key Managerial
Personnel

The following changes took place in the Directorship of
the Company during the year under review: -

Shri. Amit Satija, Joint Secretary (DIN: 08989543) was
appointed as the Government Director (Part Time
Official Director) w.e.f 14 August 2024 in place of Shri.
Anurag Bajpai, Additional Secretary (DIN: 08948155).

Cdr. Jasbir Singh, IN (Retd.), Director (DIN: 08556592)
ceased to be a Director due to retirement on 31
October 2024.

Shri. Rajeev Prakash, Joint Secretary (DIN: 08590061)
was appointed as the Government Director (Part Time
Official Director) w.e.f 10 December 2024 in place of
Shri. Amit Satija, Joint Secretary (DIN: 08989543).

Shri. Mallikarjunarao Bhyrisetty, Non-Official
Independent Director (DIN: 06557777) ceased to be
an Independent Director w.e.f 24 December 2024 on
completion of his tenure on 23 December 2024.

Smt. Neeru Singh Jagjeet Kaur, Non-Official
Independent Director (DIN: 09449410) ceased to be
an Independent Director w.e.f 27 December 2024 on
completion of her tenure on 26 December 2024.

Shri. Sanjeev Singhal, Director (Finance) (DIN:
07642358) of the Company, holding Additional Charge

of Chairman and Managing Director ceased to be
Director due to superannuation from the services of
the Company on 28 February 2025.

Shri. Biju George, Director (Shipbuilding) (DIN:
09343562), was conveyed the additional charge of the
post of Chairman & Managing Director of the Company
by MOD till the appointment of Capt. Jagmohan (Retd.)
as Chairman & Managing Director w.e.f. 21 April 2025.

Shri. Ruchir Agrawal (DIN: 10166533) was appointed
as Director (Finance) on the Board of the Company for
a period of five years with effect from 07 March 2025.
Shri. Biju George, Director (Shipbuilding) ceased to hold
the additional charge of the post of Director (Finance)
of the Company which was assigned to him w.e.f. 01
March 2025.

Cmde. S B Jamgaonkar, (Retd.) (DIN: 11017821),
was appointed as Director (Submarine & Heavy
Engineering) on the Board of the Company w.e.f. 25
March 2025 till the date of his superannuation i.e. 30
April 2027 or until further orders, whichever is earlier,
Cdr. Vasudev Puranik, IN (Retd.) held the Additional
Charge of Director (Submarine & Heavy Engineering)
w.e.f. 28 May 2024 till 24 March 2025.

Capt. Jagmohan (Retd.) (DIN: 08630668), was
appointed as Chairman & Managing Director on the
Board of the Company w.e.f. 21 April 2025 till the date
of his superannuation i.e. 30 September 2029 or until
further orders, whichever is earlier.

Dr. Vivek Atul Bhuskute (DIN: 09417992), was
appointed as Part-Time Non-Official (Independent)
Director on the Board of the Company for a period of
1 year, with effect from 21 April 2025, or until further
orders, whichever is earlier.

Smt. Veni Thapar (DIN: 01811724), was appointed as
Part-time Non-Official (Independent) Director on the
Board of the Company for a period of 1 year, w.e.f. 21
April 2025, or until further orders, whichever is earlier.

Shri. Kedarnath Gupta (DIN: 06460508), was appointed
as Part-time Non-Official (Independent) Director on
the Board of the Company for a period of 3 years,
with effect from 21 May 2025, or until further orders,
whichever is earlier.

Shri. Lalatendu Acharya was appointed as Company
Secretary and Compliance Officer w.e.f 01 June 2025.

Smt. Madhavi Kulkarni ceased to be the Company
Secretary and Compliance Officer w.e.f 01 June 2025.

7.7 Constitution of Audit Committee

Audit Committee pursuant to the provisions of Section
177 of the Companies Act, 2013 and the Rules made

thereunder has been constituted by the Board. The
Committee acts in accordance with the terms of
reference as approved by the Board. The composition
and other details are disclosed in the Corporate
Governance Report. All recommendations made by the
Audit Committee were accepted by the Board.

7.8 Declaration and Meeting of Independent Directors

All Independent Directors of your Company have
confirmed that they meet the criteria of Independence
as prescribed under both the Companies Act, 2013
and the SEBI Listing Regulations. In the opinion of the
Board the Independent Directors fulfill the conditions
specified under SEBI (LODR) Regulations, 2015 and are
independent of the management.

A Separate Meeting of Independent Directors in
accordance with the provisions of the Companies Act,
2013 was held on 19 December 2024 and all the
Independent Directors were present.

The Independent Directors have also confirmed
that they have complied with the “Code of Business
Conduct and Ethics for Board Members and Senior
Management” of the Company.

In the opinion of the Board the Independent Directors
fulfil the conditions specified under SEBI (LODR)
Regulations, 2015 and are independent of the
management.

7.9 Corporate Social Responsibility (CSR)

MDL is the only Shipyard which builds Destroyers
class of Ships and conventional Submarines. While the
warships and submarines built by us help in securing
nation and making it formidable power, MDL believes
in what Mahatma Gandhi said “a chain is as strong as
its weak link”. Therefore, strengthening of weakest link
is our mantra while undertaking CSR activities.

MDL is committed to undertake various programs for
integrating social and business goals in a sustainable
manner through inclusive growth so as to make a
positive impact for the society at large. MDL has
adopted Corporate Social Responsibility policy in
compliance with Section 135 of the Companies Act,
2013 and Rules framed there under.

The CSR Budget of MDL for the FY 2024-25 was
^ 30.51 Cr (2% of average profit of the previous three
financial years as per section 198 of Companies Act -
2013). In addition to above, a sum of 7 2.15 Cr was
carried forward from the previous financial years as part
of multi-year ongoing projects and an additional 7 0.21
Cr has been spent in excess of budget during FY 2023¬
24 which was also set off in expenditure for FY 2024¬
25. Out of total obligation of ^ 32.45 Cr, MDL has spent

^ 33.10 Cr (7 30.95 Cr against 2% of average net profit
and 7 2.15 Cr against multi-year ongoing projects)
towards CSR activities during FY 2024-25. Thus, MDL
has complied with the requirement of spending 2%
of average net profit with an excess amount spent of
^ 0.65 Cr as part of CSR expenditure for FY 2024-25,
which will be set off against expenditure for FY 2025¬
26 in accordance with rules governing CSR expenditure.

MDL has executed 46 projects as part of its CSR
initiatives mainly in sectors of Education, Health &
Sanitation, Skill Development and Village Development.
The executed projects are in line with Schedule VII of
the Companies Act. The details of the major projects
executed in FY 2024-25 are as under: -

a) Aspirational Districts: MDL has completed the
project to support the Community Hospital at
Gadchiroli District run by Society for Education,
Action and Research in Community Health by
providing medical equipment. In order to address
the problem of malnutrition in Gadchiroli district,
MDL has undertaken a project to provide 200
ml of Fortified flavored milk to 4000 Govt.
School Students through NDDB Foundation for
Nutrition.

MDL has also supported towards cataract surgery
of 4000 persons in Gadchiroli, Chandrapur &
Vidharbha region of Maharashtra in FY 2024¬
25. MDL has also undertaken construction of
Anganwadi centers in the Aspirational District
Nandurbar.

b) Healthcare & Nutrition: Your Company has
continued undertaking new initiatives in the
Healthcare sector in the FY 2024-25. Your
company has continued its support to the Govt.
Hospitals i.e. Sir J J Group of Hospitals, BYL Nair
Charitable Hospital, LTMMC & GH Sion Hospital
and King Edward Memorial Hospital, Byculla,
Mumbai and thereby helped in equipping these
hospitals with necessary medical items so as to
serve the needy sections of the society.

Further MDL has completed treatment and
surgeries for 175 children suffering from
Congenital Heart Disease (CHD) at Sri Sathya Sai
Sanjeevani Hospital in Navi Mumbai (Maharashtra)
& Raipur (Chhattisgarh). Your company has also
supported Charitable Hospitals/Trust like Indian
Red Cross Society, Gwalior, Saidham Charitable
Hospital, Rahuri (Ahilyanagar), Narmada Samagra
Nyas (Alirajpur), Sewa Bharati Guntur etc. by
providing medical equipment & mobile medical
unit.

Cancer Care: Your company has given special
focus towards cancer care/ treatment and
undertook several projects in FY 2024-25. MDL
has been pioneer in providing much needed
support for vaccination against Cervical Cancer
for 2800 adolescent girls between 9-14 Years
in Maharashtra. MDL has supported 200 cancer
patients financially getting treatment at Tata
Memorial Hospital, Mumbai.

MDL has continued its support to two shelter
homes in Mumbai & Navi Mumbai so as share the
burden of high living cost required to be borne by
the Cancer patients & their dependents who are
required to visit Mumbai, for availing the cancer
treatment facilities at reputed institution such as
Tata Memorial Hospital etc.

MDL has provided support for intellectually
deficient children and adults at Children’s Home
in Mankhurd for the benefit of 265 children who
are basically victims of natural calamities, social
apathy and loss of parents. In order to eradicate
thalassemia from society, under Thalassemia
Mukt Bharat Abhiyan, MDL has supported 105
Thalassemia patients with their medicinal needs.

Further, MDL has undertaken to support the
medical & nutritional requirement of 150
orphans, destitute & homeless children in the age
group of 0-7 years, 13-18 years at residential care
institution run by Maharashtra State Women’s
Council Asha Sadan.

c) Education Sector: MDL has continued its support

for “MDL Super 10” project and by enrolling 20
new students to get quality education at Bhonsala
Military School, Nagpur in FY 2024-25. A total
of 44 students from tribal dominated Shahapur
area (Thane district) have been provided support
under this project.

MDL has continued its support to the educational
institutions who are serving to the needy
sections of the society like Bombay Utkal Samiti,
Sri Saraswathi Sisu Mandir Sanchalitha Samithi,
Sadguru Madhyamik Aashram Shala, Ek Kadam
Aur Foundation, Vijnana Vihara Vidya Kendram
Committee, thereby helped in upgradation of
their infrastructure facility for providing at par
education.

Further, MDL has continued its support
towards 100 Abhyasikas (Tuition Centres) in
Vijayawada Urban slum areas for educating 3000
underprivileged slum children.

d) Contribution to Indian Institute of Technology
(IITs): Being part of Schedule VII of Companies
Act, 2013 in order to promote efforts of Research
& Development through support to Country’s
premier institutions, MDL has joined hands with
IIT Bombay, IIT Hyderabad, IIT Chennai and IIT
Indore. The research projects undertaken with
IITs is expected to develop technologies in
Marine/ Ocean/Naval fields which will benefit
Startups, MSMEs & Indian Industry in particular.

e) Skill Development: MDL has continued
its support for Apprenticeship Training at
Apprenticeship Training School, MDL Mumbai.
MDL has also undertaken construction of
one floor of Rural Youth Development Center
at Nautakki, Vijayawada to impart vocational
training.

f) Heritage: MDL has also boosted the functioning
of the Museum Ship Khukri by completing
significant enhancements, value additions for
expanding visitor engagement and interest with
the aim of establishing Museum Ship Khukri as a
tourist attraction of international standards.

The CSR committee certifies that the
implementation and monitoring of the CSR
projects being executed are in accordance with
the CSR objectives and policy of the company.
The Annual Report on CSR contains the requisite
details as specified in the Companies Act, 2013
and is placed at Appendix ''E’.

7.10 Environment and Pollution Control:

In alignment with the Government of India’s policy
to increase the quantum of renewable energy and
to reduce energy consumption various projects were
undertaken by your Company. MDL is committed
to reduce the consumption of energy generated by
fossil fuel and to increase the generation of renewable
energy to the maximum possible extent. MDL has
already installed 1.85 MWp roof top Solar Power Plant.

Information required under Section 134(3)(m) of the
Companies Act, 2013, pertaining to Conservation of
Energy, Technology Absorption is given in Appendix ''F’
to this Report.

7.11 Swachh Bharat Initiatives

In line with the Swachh Bharat Mission of Government
of India, your Company has continued the clean-ship of
areas/wards in Mazagon, Mumbai:

a) Clean-ship of adjacent areas/roads of MDL by
external agency: MDL has engaged a clean-ship -

specific agency for carrying out daily cleaning of
roads (approx. 4.5 km) adjacent to MDL.

b) Celebration of ''Swacchata hi Seva 4.0 Campaign’
from 17 September 2024 to 02 October 2024.

Cleanliness drive (Shramadaan) was organized
from 17 September 2024 to 02 October 2024
within and surrounding areas of MDL and
conducted various outreach activities like:

1. Identifications of Scraps

2. Segregation of records and weeding of old
records

3. Cleanliness drive in MDL residential
Complex

4. Cleanliness drive (Shramadaan) in the
surrounding public areas viz road, and
market areas

5. Plogging (Picking of Single Use Plastic) and
collection of Plastic waste

6. Tree Plantation

c) Celebration of Swachhta Pakhwada, 2024 from
01 December 2024 to 15 December 2024.
In accordance with the Ministry’s guidelines
promulgated, various outreach activities has
been conducted from 01 December 2024 to 15
December 2024 at MDL.

7.12 Particulars of Employees and Related Disclosures

In accordance with the Ministry of Corporate Affairs
notification no. GSR 463(E) dated 05 June 2015,
Government Companies are exempt from Section
197 of the Companies Act, 2013 and rules thereof
regarding disclosure of particulars of employees
drawing remuneration in excess of the specified limit.

7.13 Extract of Annual Return

In terms of the Companies Act, 2013 as amended, the
Annual Return is available on https://mazagondock.in/
English/pages/Annual-Return

7.14 Directors’ Responsibility Statement

As required under Section 134(3)(c) and 134(5) of the
Companies Act, 2013, the Board of Directors, to the
best of their knowledge and ability, confirm that: -

a) in the preparation of the Annual Accounts for
FY ended on 31 March 2025, the applicable
Accounting Standards have been followed and
that there are no material departures.

b) they have selected such Accounting Policies
and have 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
FY 2024-25 and of the Profit and Loss of the
Company for the FY ended on 31 March 2025;

c) they have taken proper and sufficient care for the
maintenance of adequate accounting records in
accordance with the provisions of the Companies
Act, 2013, as amended from time to time, for
safeguarding the assets of the Company and
for preventing and detecting fraud and other
irregularities;

d) they have prepared the Annual Accounts for the
FY ended on 31 March 2025 on a going concern
basis;

e) they have laid down Internal Financial Controls
to be followed by the Company and such Internal
Financial Controls are adequate and are operating
effectively and

f) they have devised proper systems to ensure
compliance with the provisions of all the
applicable laws and such systems are adequate
and operating effectively.

7.15 Statutory Auditors and their Report

The Comptroller and Auditor General of India under
Companies Act, 2013 appointed M/s. C.R. Sagdeo &
Co, Chartered Accountants, Mumbai as the Statutory
Auditors of the Company for the FY 2024-25, as MDL
is a CPSE. The Auditors have certified the Accounts and
their Report is placed as a part of Annual Report.

The Notes on the Financial Statements referred to in
the Auditors’ Report are self-explanatory and do not call
for further comments. During the year under review, no
fraud has been reported by the Auditors under section
143(12) of the Companies Act, 2013 read with Rule
13 of the Companies (Audit and Auditors) Amendment
Rules, 2015.

7.16 Comments of the Comptroller & Auditor General of
India

The Comments of the Comptroller and Auditor General
of India under Section 143 of the Companies Act, 2013
forms part of this Annual Report.

7.17 Cost Auditors

M/s. Dhananjay V Joshi & Associates, Mumbai were
appointed as Cost Auditors for conducting Cost Audit
of the Company under Section 148 of the Companies
Act, 2013 for the FY 2023-24 and FY 2024-25 and
accordingly such accounts and records are made and
maintained.

7.18 Secretarial Audit

M/s. Ragini Chokshi & Co., Practicing Company
Secretaries, Mumbai were appointed to conduct
Secretarial Audit of the Company for the FY 2024¬
25 pursuant to the provisions of Section 204 of the
Companies Act, 2013 and Regulation 24A of the SEBI
Listing Regulations. The Report of the Secretarial Audit
in Form MR-3 is annexed to the Board’s Report as
Appendix ''J’ and forms part of this report. The Report
does not contain qualification, reservation or adverse
remark except that “As per Regulation 17 of the SEBI
(LODR), 2015, and the DPE Guidelines on Corporate
Governance, the Company could not comply with the
following requirements such as Fifty percent of the Board
of Directors as Non-Executive Directors w.e.f 25 March
2025, Independent Directors w.e.f. 23 December 2024,
an Independent Woman Director w.e.f. 27 December

2024, and non-availability of a minimum of six directors
during the period from 01 March 2025 to 06 March

2025. "

In this regard, it is clarified that your Company being a
Government Company, falls under the Administrative
Control of the Ministry of Defence, Department of
Defence Production. The power to appoint Directors
(including Independent Directors) and finalizing the
terms and conditions of appointment vest with the
Government of India. The matter regarding appointment
of required number of Independent Directors is being
taken up with the Administrative Ministry from time to
time and the Government is seized of the matter.

7.19 Adequacy of Internal Financial Controls with
Reference to the Financial Statements

a) The Company has an Internal Audit Department,
which monitors compliances of Company’s
procedures and policies with well-defined Annual
Audit Program and significant audit observations
are reported to the Audit Committee of Board of
Directors. The Internal Audit function is headed
by AGM/HOD (Internal Audit) who is reporting
directly to the Chairperson & Managing Director
of the Company.

b) Internal Audit of specific areas of the Company’s
operations has been outsourced to Chartered
Accountant firm. In addition to outsourced audit
activities, other audit activities are carried out
by in-house Internal Audit department. Audit
reports given by Internal Auditors were reviewed
by Audit Committee and necessary directives
were issued. The Company had initiated suitable
actions on the said directives.

8. Management Discussion & Analysis Report

As per Regulation 34(2) (e) of the SEBI Listing
Regulations, the Management Discussion and Analysis
Report is attached to this Report as Appendix ''G’.

9. Business Risk Management

As per Regulation 21 of the SEBI Listing Regulations,
the Company has constituted a Risk Management
Committee and its terms of reference, Risk Management
Policy etc. are set out in the Corporate Governance
Report.

Details of any application made or any proceeding
pending under the Insolvency and Bankruptcy Code,
2016 (31 of 2016) during the year along with their
status as at the end of the financial year - Nil

Details of the difference between the amount of
valuation done at the time of one-time settlement and
the valuation done while taking loans from banks or
financial institutions, along with the reasons for such
differences - Not applicable

10. Business Responsibility Sustainability Report (BRSR)

In terms of Regulation 34(2)(f) of SEBI (LODR)
Regulations, 2015 the Company has prepared Business
Responsibility and Sustainability Report (BRSR) on
Environment, Social and Governance (ESG) parameters
in the prescribed format for the FY 2024-25 along
with reasonable assurance Report of BRSR Core, which
is received from Independent Assurance Provider ,
JointValues ESG Services Pvt. Ltd. which is available
on the Company’s website at https:7mazagondock.in/
English/pages/Business-Responsibility-and-Sustainability-
Report

11. Future Outlook

Your Company has envisaged following measures of
future outlook.

a) Infrastructure:

1. Your Company has taken up setting up
a green field shipyard at its Nhava Yard
in phased manner with short term and
long term developments plan. Short
term development shall enable MDL
to facilitate the immediate use of the
existing infrastructure for shipbuilding and
ship repair business whereas long term
development is to facilitate construction of
large size vessels and submarines including
major refit and repairs. The facilities
include construction of Dry Dock cum Wet
Basin, Grand Assembly Area, Hard Stands,

provision of Goliath Cranes of 400T, LL
Cranes 50T to 120T, Workshops, Stores,
offices and Allied Services.

2. Your Company has taken up development
of newly acquired land parcel of approx.
15 acres at adjacent MPA land to facilitate
construction of large size vessels and
submarines including major refit and
repairs.

3. Your Company is setting up a New
Fabrication Workshop including stores at
Alcock Yard in MDL Premises.

b) Diversification:

1. MDL has also diversified its portfolio and
is undertaking the Maintenance, Repair &
Overhaul (MRO) and spare parts of MI-17
helicopter of Nepalese Army.

2. Reinitiated the Heavy Engineering and
Offshore Projects vertical and obtained
orders from ONGC for Part Replacement
of Pipeline Project worth approx. 7 7000
Cr.

3. MDL has offered and undertaken
maintenance support for scorpene
submarines of Malaysian Navy.

c) Exports:

1. Your Company has a rich legacy of building
805 platforms since its inception, which
includes a broad spectrum of exports
carried out in the past and comprising of
more than 240 vessels. The impeccable
quality of the products delivered to date
which have been internationally acclaimed
is being leveraged in a concerted manner
to rejuvenate the thrust for exports in
consonance with GoI impetus in increasing
Defence Exports. MDL’s export portfolio
covers a wide gamut of products comprising
of new builds for Civilian and Military end-
use, repairs of commercial vessels and
Refits and Repair of warships/Submarine.

2. Your Company intends to revamp its
presence in the export market. MDL
has been in dialogue with various Indian
Embassies/High Commissions abroad to
expand its product outreach to prospective
customers. MDL is participating
aggressively in the global tenders issued by
various countries and are in dialogue with

foreign navies to fulfil their requirements.
The commercial shipbuilding sector world¬
wide is passing through a down turn and
MDL is deeply aware of the situation.
Nevertheless, the Defence needs in the
international market continues to rise. MDL
has certain unique strengths and skill sets
that have been painstakingly developed in
the past decades and are adapted in the
complex activities of weapon integration
sensors for high tech Defence platforms.
This gives a cutting edge advantage for
MDL against their competitors and MDL
is all set to cash-in this scenario. MDL has
also appointed Marketing Representatives/
Channel Partners for canvasing MDL’s
rich legacy in construction of Naval
and Commercial vessels and promoting
MDL’s products in the global market.
The Marketing Representatives/ Channel
Partners will also facilitate expansion and
growth of MDL business in near future.

3. Your Company’s strategic positioning on
the west coast of the country provides
proximity to the main sea routes criss¬
crossing the Arabian Sea and Indian Ocean
with accessibility to Europe and Middle
East. Tie-ups with other small shipyards in
the country are in place. MDL has aligned
itself with the new thrust on Defence
exports.

4. MDL is expecting an export order for
construction of additional four (04) units
of 7,500 DWT Multi-Purpose Hybrid
Powered Vessels from Navi Merchants,
Denmark.

5. Leads of various marine platforms are being
aggressively and expeditiously pursued for
bagging export orders.

6. Products mentioned under R&D and
diversification have huge export potential.
MDL is in touch with Indian Embassies
and also with authorized agents for export
opportunities. MDL is also participating
in various National & International level
Defence Exhibitions like Defexpo, Aero
India etc. to give impetus to export. MDL
has facilities & capacity for fabrication of
Pressure hull sections. Export of Pressure
Hull sections to any other country
manufacturing/ procuring Scorpene class
Submarines is being explored.

d) Parallel lines for Submarine Construction:

MDL has augmented necessary infrastructure for
Submarine construction through a modernisation
project. Presently, high skill level has been
developed in MDL for Submarine construction
and at the same time local vendors have
been developed for complex and high quality
fabrication jobs. The skilled workforce of MDL
and vendors are ready to take on new challenges
in submarine construction. Post infrastructure
augmentation, MDL submarine building capacity
has been enhanced substantially to cater for two
dedicated Submarine Assembly Lines fully ready
for operations. With these assembly lines, MDL
has a capacity to undertake construction of 11
Submarines at any given time.

Acknowledgements

Your Directors wish to place on record their gratitude and
sincere appreciation for the assistance, co-operation and
guidance received by the Company from various Ministries of
the Government of India especially the Ministry of Defence,
Department of Defence Production, the Indian Navy, Greater
Mumbai Municipal Corporation, Mumbai Port Trust, Principal
Controller of Defence Accounts (Navy), the Departments of
Customs, Income Tax and GST.

Your Directors also place on record their appreciation for the
assistance extended by the Company’s Bankers, the valuable
advice rendered and co-operation extended by the Statutory
Auditors, M/s. Sagdeo & Co., Mumbai, and the officers of the
Principal Director of Commercial Audit and Ex-Officio Member
of the Audit Board, Bengaluru. Your Directors express their
gratitude to the clients, who have extended patronage to the
Company. Your Directors also appreciate and acknowledge
the devoted efforts put in by the Company’s employees at
all levels.

Sincere thanks also to all the Stakeholders for having
unwavering confidence in the Company and willingness to
extend all support to the Company.

For and on behalf of the Board
Sd/-

Capt. Jagmohan (Retd.)

Chairman & Managing Director
DIN:08630668

Place: Mumbai
Date: 06 August 2025

Your Directors have immense pleasure in presenting to you the 91^st Annual Report together with the Audited Financial Statements of the Company for the year ended 31 March 2024 and reports of the Statutory Auditors’ and the Comptroller & Auditor General of India thereon.

Important Events:

i) Fourth Stealth Frigate of Project 17A, ‘INS Mahendragiri’ was launched on 01 Sept 2023 by Dr. (Smt.) Sudesh Dhankhar, wife of Hon’ble Vice President Shri Jagdeep Dhankhar Ji who was the chief guest on the occasion.

iii) Final Reading D448 of third Scorpene Submarine of Project 75 ‘INS Karanj’ was completed on 01 Dec 2023.

ii) Third Guided Missile Destroyer of Project 15B , ‘INS Imphal’ was delivered to Indian Navy on 20 Oct 2023 and commissioned on 26 Dec 2023 by the Hon’ble Raksha Mantri Shri. Rajnath Singh Ji.

iv) Launching of India’s fastest Solar-Electric-Boat (SaurShakti) completed on 13 Dec 2023 at Kochi. It has been meticulously conceptualized and developed by MDL with M/s NavAlt as technology partner. This Vessel represents a paradigm shift in eco-friendly Maritime transportation.

v) INS Shishumar was handed over to Indian Navy after successful completion of MRLC in March 2024.

1. Financial Review

1.1 Financial Results and Performance Highlights:

(^ in crore)

During the year, the Company achieved the Revenue from Operations of 7 9,466.58 crore as compared to the previous year 7 7,827.18 crore. The Profit before Tax and Exceptional Items is 7 2,461.38 crore for FY 2023-24 as against 7 1,429.33 crore in the previous year. Highest ever Revenue from Operations with a whopping increase of more than 30% over the next best achieved in FY 2022-23. In the history of the Company, it is first time that the Company is reporting PAT in four digits with a significant rise of 83% over the PAT of FY 2022-23.

Income Distribution for the year FY2023-24 as against previous year is summarised as under:-

(in %)

Rules, 2014, a statement containing salient features of the financial statement of the Associate Company is attached to the Financial Statements in Form AOC-1 (Appendix 1).

1.3 Capital Structure:

The authorised Equity Share Capital of the Company as on 31 Mar 2024 stood at 7 323.72 crore comprising of 32,37,20,000 (Thirty-Two Crores Thirty Seven Lakh Twenty Thousand) equity shares of 7 10 each.

The paid-up Equity Share Capital as on 31 March 2024 is 7 201.69 crore comprising of 20,16,90,000 (Twenty Crores Sixteen Lakh Ninety Thousand) equity shares of 7 10 each. During the year, under review there was no increase in the authorised or paid up share capital of the company. The Company has not issued any equity shares with differential rights as to dividend, voting or otherwise during the year.

1.4 Dividend:

The Interim Dividend of 7 15.34 per equity share (153.00%), amounting to 7 309.39 crore was paid in the FY 2023-24 in accordance with the provisions of the Income Tax Act, 1961, as approved by the Board of Directors in their meeting held on 08 Nov 2023. The Board of Directors recommended a Final Dividend of 7 244.25 crore which is 121.10% of the paid up share capital. The total Dividend declared for FY 2023-24 is 7 553.64 crore, which is 274.50 % of the paid up share capital including the Interim Dividend amounting to 7 309.39 crore.

1.5 Contribution to the Central Exchequer:

Your Company’s contribution during the FY 2023-24 to the Central Exchequer by way of Income Tax, GST, IGST on imports and Custom Duty was 7 753.12 crore.

interest on deposits from public was outstanding either at the beginning or at the end of the FY 2023-24.

1.7 Loans, Guarantees or Investments:

Your Company has not given any loans, guarantees or made any Investments under Section 186 of the Companies Act, 2013.

2. Review of Operations

Your Company recorded a revenue of 7 9,466.58 crore for the FY 2023-24 as against 7 7,827.18 crore in the previous year.

2.1 Performance/Project Progress:

At present your Company is handling two major Shipbuilding projects for the Indian Navy, comprising of four Destroyers & four Frigates. Besides, MDL is also handling construction of six Scorpene class Submarines for the Indian Navy, out of which five Submarines have already been delivered.

a) Destroyer Project:

Destroyer Ships are potent combatants which are Contemporary and State-of-the-Art platforms. First Destroyer of current project was delivered on 28 Oct 2021 and has been commissioned into the Indian Navy on 21 Nov 2021. Second Destroyer of the project was delivered on 24 Nov 2022 and has been commissioned on 18 Dec 2022. Third Destroyer of the project was delivered on 20 Oct 2023 and has been commissioned on 26 Dec 2023. The Fourth Destroyer of the project was launched on 17 May 2022.

To increase the pace of production for the fourth Ship, MDL had adopted a new method of Mega Block outsourcing with enhanced outfitting in machinery compartments where units/blocks were constructed simultaneously at more than one geographical location and brought to MDL and joined together thereby further facilitating launching of Ship within reduced timelines.

b) Frigate Project:

Production of the first Ship had commenced on 16 Feb 2017 and the keel was laid on 28 Dec 2017. The first Ship was launched on 28 Sep 2019. Production of Second Ship commenced on 27 Feb 2018 and keel laid on 07 May 2019. The second Ship was launched on 17 May 2022. Production of third Ship commenced on 31 Jan 2019 and keel laid on 10 Sep 2020. The third Ship was launched on 11 Sep 2022. Production

of fourth Ship commenced on 22 Jan 2020 and the keel was laid on 28 Jun 2022. The fourth Ship was launched on 01 Sep 2023.

In order to meet the contractual timelines, the units and blocks are being built at three different geographical location viz MDL premises, M/s SSPL, Bharuch and M/s CCPL, Goa. These blocks are being constructed by resorting to the ‘Integrated Construction Methodology’ wherein the pre-outfitting of various elements are being carried out at the unit and block stages itself. The infrastructure of the yard has been modernized for realizing ‘Integrated Construction Methodology’ that is at par with the global best practices for Warship building.

c) Submarine Project:

MDL is the only Shipyard in India which has constructed Conventional Submarines. MDL has constructed Submarines of two different technologies i.e. German SSK class and French Scorpene class Submarines.

Presently, MDL is constructing Six nos. Scorpene class Conventional Submarines under transfer of technology with M/s Naval Group, France. 5 out of 6 Submarines have already been delivered to Indian Navy.

The Scorpene Submarines are State-of-the-Art Conventional Submarines built by MDL in collaboration with Naval Group (NG), France.

2.2 Capital Projects and their progress

a) Your Company has undertaken construction of a new State-of-the-art Security Complex at the main entrance. This G 2 storey building will be equipped with latest security equipment, gadgets, access control etc. This Complex will be the centralized hub and provide effective

b) Your Company is committed towards upgradation/ modernization of existing facilities from time to time. The company is taking up replacement of existing twelve nos. vintage Level Luffing cranes with new cranes in a phased manner. Company has also commenced the work of manufacturing new Caisson Gate for the East Yard Dry Dock for replacement of existing old Caisson Gate. The construction is expected to be completed by June 2024.

c) Beautification of its peripheral Boundary wall at the entrance has also been undertaken in order to improve the overall aesthetic appeal and have a positive impression on VVIPs , visitors visiting the yard and also morale of the MDL employees since it also serves as a canvas for showcasing Company’s product and Logo in addition to enhancing the security measures

d) Your Company has undertaken renovation of Banquet Hall for its Recreational Club to have a visually appealing club for organizing events and gatherings. The project has been completed in Mar 2024.

f) Your Company has concluded a lease agreement of 15 Acres adjacent land on 29 years lease from MPA to enable undertake repairs/construction orders in future.

2.3 Other Infrastructure Projects:

Your Company is exploring the possibility for setting up a green field Shipyard at its Nhava Yard in phased manner with short-term and long-term development plans. Short-term development shall enable MDL to facilitate the immediate use of the existing infrastructure for Shipbuilding and Ship repair business whereas long term development is to facilitate construction of large size Vessels and Submarines including major refit and repairs.

Towards undertaking the construction of advanced and next generation Vessels, your Company has undertaken construction of a New Floating Dry Dock of 12000T capacity.

Your Company is committed towards the up-liftment of under privileged sections of society and towards this a skill development hub is being created with an Apprentice Training School (ATS) and associated development work at Gavhan village, Navi Mumbai.

2.4 Performance against MoUs:

During the year, MDL had signed Memorandum of Understanding (MoU) with Ministry of Defence, Government of India for the FY 2023-24. The MoU outlines targets and various performance parameters for the Company. The value of production was targeted at ^ 9,101.00 Crores. Achievement of value of production is ^ 9,068.01 Crores for FY 2023-24.

During the year, your Company achieved a Profit before Tax (PBT) before exceptional items of 7 2,461.38 crore. Final evaluation will be carried out post CAG Audit of the accounts for FY 2023-24. The import content in Value of Production for FY 2023-24 is 7 2,414.71 Crore and for FY 2022-23 is 7 2,817.72 Crores.

2.5 Research & Development (R&D):

The R&D policy of the Company was approved by the Board in June 2013 and a committee was formed to drive the implementation of the R&D policy, in accordance with the guidelines issued in September 2011 by the Department of Public Enterprises on R&D.

MDL has undertaken focused R&D initiatives through collaboration with academic institutions, start-ups & MSMEs not only in the core defence sector but also other critical areas like underwater autonomous technology, sustainable & environment friendly transport solutions etc.

MDL has started flagship R&D program of design and development of indigenous conventional Submarine. As a proof of concept, Midget Submarine is under construction. In addition, military products like Expendable Underwater Target (EUT) and Mobile Target Emulator (MTE) are being developed in partnership with the industry and are designed to simulate the situation of actual moving Submarine for training purpose and for decoy measures.

MDL has developed India’s first Fuel Cell powered Electric Vessel (FCEV) as a ‘Proof of Concept’. MDL is also undertaking a few Artificial Intelligence (AI) projects under R&D viz; Underwater Swarm Drones, Autonomous/unmanning of Surface Vessels and optimum utilization of fuel cell under hybrid power management.

Modern marine transport solutions like Hybrid Electric & Solar boats which can provide sustainable and environment friendly options have been developed. Solar boat has been launched in Dec 2023 & undergoing sea Trials. This boat can offer a better alternative to conventional diesel boats. The R&D team has also developed prototype of Lithium Ion Battery system for Submarine in collaboration with M/s QMAX as technology partner.

In addition to the above, MDL is actively participating in iDEX initiative of Govt of India and in collaboration with start-ups/MSMEs/innovators has already accepted various challenges like Autonomous Underwater Swarm Drone, development of Steering Console for maneuvering of underwater platform, design & development of Submersible boat etc.

Your Company had successfully completed three major R&D projects with enabling of Artificial Intelligence (AI) algorithm, through an industry academy participation with I IT Madras, IIT Chennai as well as involving startups in Tamil Nadu Defence Corridor. The three products viz. AI enabled Computerized Radiography (RT), AI enabled Robotic Weld Inspection using phased array technique with Ultrasonic Testing (UT) and Remotely Operated Vehicles (ROV) which is also AI enabled, have been successfully deployed in their respective domains and the full leveraging of the AI is envisaged as and when the requisite data gets accumulated with usage of these products.

Your company is exploring development of innovative AI projects with the help of domestic industry, academia and startups. Some of the major projects includes Artificial Intelligence (AI) enabled Autonomous Underwater Swarm Drones, Artificial Intelligence based predictive maintenance of Ship equipment and Artificial Intelligence based energy management of Fuel Cell .

The in-house projects as well as projects in collaboration with academic institutions of repute like Welding Research Institute, Trichy, IISc Bangalore and NID are all aimed at solving the unique issues faced by the Ship Yards during the detailed design and integration of complex systems into a front line Naval platform. The specialists’ groups functioning under GM(Design) contributes consistently in the areas of structural analysis, ergonomics & HFE, noise & vibration control, RCS management, propulsion system integration, materials and HVAC.

MDL has validated an innovative Shaft Alignment procedure wherein the propeller shaft line assembly is completed at the Dry Dock itself leading to significant cost saving to the yard and reduction in the build period of the Vessel.

In addition to the above, MDL has developed State-of-the-Art basic design of Naval Vessels, incorporating advanced and optimized equipment, machineries, weapon and arrangement etc.

MDL has initiated implementation of Product Data Management/Product Lifecycle Management (PDM/ PLM) for the Frigates under construction.

Your Company has spent approximately 5.26% of the PAT as expenditure towards R&D during the FY 202324. The various projects undertaken under R&D are elaborated in Appendix ''F’.

In order to promote R&D, your Company has joined hands under CSR with IIT Bombay, IIT Hyderabad and IIT Indore. MDL has supported following five research projects with IITs under CSR.

2.6. Indigenization & Make in India:

1. MDL, having set up a dedicated ‘Department of Indigenization’ in Oct 2015, to provide focused impetus to the Hon’ble Prime Minister’s ‘Make in India & Atmanirbhar Bharat’ initiative and through this MDL has been successfully able to partner with the Indian industry to undertake Indigenization/import substitution of various equipment/items which have been imported. Till date MDL has indigenised 57 major items/ systems, for Ships and Submarines.

2. The items indigenised in the FY 2023-24 are Shock Mount, Acoustic Structure, Safety Valve, Ultrasonic flowmeter, Servo Valve, Electrical Mobile Part, Life Raft, HP Air Bottle, Navigation Radar, Junction box Inboard & Outboard for Submarines and Induction type cooking ranges for Ship’s Galley.

3. Electric Propulsion Motor (EPM) which is only means of propulsion for the Submarine, Combat

System used to fire weapons accurately & precisely from Submarine, Shafting & Propeller used to propel the Submarine and Ship, RSS Screen Louvers to reduce RCS signature of Ships, etc. are some of the major items being indigenised by MDL to attain Atmanibharta.

4. To promote Indigenization drive and ensure maximum participation of Indian industry in indigenization, MDL has taken several initiatives which includes: -

(a) Details of imported items for indigenisation are uploaded on Srijan defence portal and intimated to following organizations for wider participation of Indian Industry.

(i) Confederation of Indian Industries (CII)

(ii) Federation of Indian Chambers of Commerce and Industry (FICCI)

(iii) Society of Indian Defence Manufacturers (SIDM)

(iv) Nashik Defence Innovation Center (NDIC)

(v) Coimbatore District Small Industries Association (CODISSA)

(b) Conducted visit of Industries to MDL for better appreciation of equipment to be indigenised.

(c) Presented indigenisation opportunities at various webinars/seminars/conferences.

(d) Conducted MSME Vendors meet to showcase indigenisation opportunities.

5. MDL has contributed 1017 items to Positive Indigenisation List (PIL) initiatives of MoD/DDP. Total 18 items are indigenised and remaining items are in different stages of indigenisation.

6. iDEX (Innovations for Defence Excellence) aims at creation of an ecosystem to foster innovation & technology development in Defence and Aerospace by engaging Indian industries including MSMEs, start-ups, individual innovators, R&D institutes & academia. iDEX throws challenges to Indian industry as Defence India Startup Challenges (DISC). MDL has participated in DISC-VI with one challenge & DISC-X with eight challenges for developing imported equipment with Indian industry. In addition, MDL has also joined hands with iDEX winners to develop products for Indian Armed Forces.

7. Indigenization of Submarine Equipment

MDL has proactively pursued indigenous development for items/equipments of foreign OEMs for conventional Submarine. 48 out of total 174 Submarine equipments have been indigenized. 30 items are being developed by M/s BEL. Balance 96 are under various stages of tendering/scrutiny, out of which Project Sanction Order (PSO) for 39 have been issued including for Main Electric Propulsion Motor.

!.7 Quality Assurance

a) Quality Management System (QMS):

MDL has obtained & maintained QMS as per ISO 9001 standards since 1998. Your Company is committed to implement QMS as per ISO 9001:2015 standard. 56 Lead Auditors and 73 Internal Auditors were trained for carrying out the Internal Audits for sustenance of QMS in Shipbuilding division.

and have won various awards in the FY 2023-24 mentioned under Awards and Recognition.

d) Technology Advancement in Quality control & Assurance:

India has caught up with the Industry 4.0 trends and MDL is not far behind in incorporating the best practices. Design and development in the field of Robotics, Machine Learning, Data Analytics, Big Data has started and is in different stages of maturity. MDL has implemented the following new technologies in the field of Quality: o With the implementation of AI-Enabled Weld Inspection Machine with Computerized Radiography- (AI-RT) & Advanced TFM/FMC Ultrasound Technique-(AI-UT), MDL has increased the use of environment friendly imaging plate film reducing the conventional process of film processing with chemicals. For these advancements hand holding & guidance is done by IIT Chennai.

o MDL is enhancing its technical competency by training more individuals in Level 2 & Level 3 International Certifications in various NDT/process method according to ISO 9712 and PAUT training. o In order to meet the ever increasing project demand, we have trained additional manpower in Radiation safety course (by BARC/AERB) last year to supervise various related work in various project. o Our executives & staff has also participated in various national tech event organized by ISNT/IIT Chennai/NCB/NCQC & have been in panel of honorary judge.

2.8 Information Technology

• Your Company has completed the following activities during the year:

a) SAP Implementation

Implementation of e-Vidhan (Vigilance Management System):

Migration from manual system to IT driven system with the theme “Increasing Transparency through use of Technology” of Central Vigilance Commission by designing, development and implementation of first module “Complaint Registration” and second Module “Investigation Report” of e-Vidhan (Vigilance Management System) in SAP ERP 6.0 (ECC system) with two

level security for the access to the application as well as for database access to maintain confidentiality of vigilance data.

b) Latest know how on IT

MDL is in the process of refreshing Business Applications hardware. Study was carried out by visiting other PSUs and private organizations to explore latest technology available in the market.

c) MoD guidelines on Safety measures adopted/ followed

MoD guidelines related to Information Security are complied as and when received.

d) Achievements of IT in MDL

MDL has successfully completed 1^st Surveillance Audit ISO/IEC 27001:2013 in Sept 2023.

e) Targets set and achieved for 2023-24

• MDL Cyber Security Policy was revised in Sept 2023.

• E-waste Management - Around 427 old/ technologically obsolete IT assets were disposed in Oct 2023.

2.9 Procurement from MSMEs

Your Company is complying with Public Procurement Policy for Micro and Small Enterprises (MSEs) Order, 2012. Accordingly, out of the total annual procurement, 25% procurement is to be made from MSEs. During the FY 2023-24, your Company has achieved 27.66% procurement from MSEs.

During the FY 2023-24 your Company had conducted one and participated in one vendor development program exclusively for MSEs owned by SC/ST and Women Entrepreneurs. To further enhance the vendor base, your Company had participated in eight online/ offline National level programs conducted by MSME-Development Institute (DI) across India.

2.10 Marketing Initiatives and New Orders:

During the FY 2023-24, MDL participated in Latin America Aerospace and Defence Exhibition (LAAD), Brazil-2023, Langkawi International Maritime Aerospace Exhibition (LIMA), Malaysia-2023, Seoul International Aerospace & Defence Exhibition (ADEX), South Korea-2023 and Egypt Defence Expo (EDEX), Egypt-2023 as an exhibitor for marketing and business promotions.

The exhibitions have immensely helped in showcasing MDL’s capabilities and technical strengths in Warship

building and Submarine construction. The exhibitions were successful in projecting the image and capabilities of India in the Defence Production Sector in general and Warship/Submarine building capabilities in particular. MDL had obtained various leads for potential future projects. MDL was also part of Ministry of Defence, Government of India delegation which visited and participated in the seminars held in Tanzania, Oman, Vietnam, Kenya, Saudi Arabia, Sri Lanka, Malaysia, Singapore and Nigeria organized by High Commission/ Embassy of India. During the seminar MDL interacted with the Armed Forces/Navy Representatives wherein Indian Shipbuilding capacities and capabilities were showcased.

MDL signed three separate contracts with Indian Coast Guard for construction and delivery of One training Ship, Six Next Generation Offshore Patrol Vessels and Fourteen Fast Patrol Vessels. In addition to the new construction, MDL has also signed contracts for Short Refit (SR-1) of ICGS Sachet and Short Refit (SR-1) of ICGS Vikram.

MDL has signed contract with a Danish client for construction and delivery of Six 7500 DWT Multi Purpose Hybrid Powered Vessels (three Vessels during FY 2023-24 and three Vessels in April 2024).

2.11 Health Safety & Environment Management System:

Your company has been conferred with Certificate of Registration for its integrated Health, Safety & Environment Management System (HSEMS) in compliance with ISO 14001:2015 and OHSAS 18001:2007 w.e.f. Apr 2019. The Certificate is issued by M/s KBS Certification, a firm accredited by Joint Accreditation System of Australia and New Zealand (JAS-ANZ), a member of the International Accreditation Forum (IAF).

MDL having qualified the above standards has joined the exclusive club of companies, committed to sustainable development by continual improvement in

performance towards Health, Safety & Environment in their operations/processes. This qualification fortifies MDL’s credibility in all its functioning and future business prospects.

The standard OHSAS 18001:2007 was upgraded to ISO 45001:2018 w.e.f. Sept 2021. Accordingly, MDL has successfully completed the transition of its HSEMS system from OHSAS 18001:2007 to ISO 45001:2018 in Sept 2021. The current HSEMS Certification is valid till July 2025.

3. Human Resource Development:

Your company has been putting emphasis on the overall growth & development of Human Resources and is committed to continue its relentless efforts in updating the competencies of its employees through exposure to various Learning & Development programs organized by Institutes of National importance and through sponsoring function based Seminar/Conferences/ workshops. Besides, in order to ensure smooth supply of skillsets for Company’s requirement and Shipbuilding industry, various training Programs viz. trainings of trade Apprentices under the Apprentices Act, 1961, BOAT Apprentices and Marine Engineering students under the aegis of DG, Shipping at the Company’s run Apprentice Training School have regularly been organized as listed below:

• With a view to encourage deeper engagement of the top management with employees at all levels cutting hierarchies, a flagship program of interaction with employees ‘Sanskar Se Samriddhi’ was introduced in Mar 2023. During the program, the Senior Management interacts with cross section of employees and exchanges information about the Company. The forum also receives suggestions from the employees

that can contribute towards better environment, efficiency, productivity, etc. A total of 49 such sessions were conducted till date wherein all the employees of the Company have been covered. Apart from clarifying many issues, a total of 90 noteworthy suggestions were received from the employees and majority of these suggestions have been implemented for the benefit of the Company.

• In-house training session of 2 batches on ‘5S 6 SIGMA and Kaizen’ organised for employees wherein around 219 Non-Executives & 40 Executives actively participated.

• Training Session on Artificial Intelligence (AI) was organised wherein 40 Executives actively participated.

• A Workshop on ‘Employee Welfare & Benefits’ was organised through Maharashtra Labour Welfare Board, Mumbai on 07 Aug 2023 wherein 99 Non-Executives actively participated.

• In today’s digital world, Cyber Security plays a pivotal role in terms of sensitivity and security of information. In order to address the above, Training sessions on Cyber Security Awareness were organised through external faculty. 06 sessions were organised for Executives, wherein, 424 Executives actively participated. Further, 10 online sessions were conducted consisting of 20 participants in each batch. In addition to the above, exclusive training programme were also organized for outsourced employees, wherein, 183 outsourced employees actively participated.

• An In-house capsule program comprising ‘Health, ‘Safety’ & ‘Fire Fighting’ was developed and conducted. Around 32 programs were conducted

on the said topics and around 1700 employees were trained.

• An In-house 2 days training session consisting of 04 batches on ‘Improving Energy Efficiency’ were conducted wherein 260 Employees actively participated.

• Induction Training programme of 4 weeks was conducted for 22 newly recruited Executives. Similarly, Induction Training programme of 1 week was conducted for 159 Non-Executives.

• Interactive sessions of women employees with Women Independent Director and Executives with CVO were organized wherein 60 & 130 employees, respectively had actively participated.

• In order to improve attendance of absentee NonExecutives, a capsule training programme ''Parihar'' was organised for Chronic absentee employees, wherein 30 employees along with their spouse had attended.

• In order to improve efficiency of absentee and low performing employees a capsule Training programme ''Arohon'' was organised at Jeevan Vidya Mission, Karjat where in 35 employees had attended.

• Various in house Training programmes were organised on Cost estimation and budgeting, Export Management, Quality Circle, Safety Training wherein 9 Training Sessions were organised and total 303 Non-Executives and 175 Executives participated.

• In-house on the job training was completed for Fitter, Rigger, Electrician, Electronic Mechanic Store Staff, Draughtsman & Quality Control Inspector, and Electronic Mechanic, Store Staff wherein 194 Non-Executive have actively participated.

• A Cross Functional Training program named ‘Symbiosis’ was organised for Non-Executives for acquiring knowledge on various process of Shipbuilding and Submarine. Around 1120 NonExecutives had participated in 08 sessions.

• Knowledge sharing sessions of Quality Circles teams with various departments were organised for Non-Executives wherein 137 from different Section/Department have actively participated.

• Refreshing Programme on ‘Life Vision Architect’ steered through Jeevan Vidya Mission consisting of 3 batches were organized, wherein 267 employees actively participated.

• A capsule programmes named ‘Second Innings’ for the retiring employees and their spouse were conducted for 270 retiring employees through 4 sessions. The said program encompasses 4 aspects of ‘Diet Management’, ‘Wealth Management’, ‘Mind Management’ & ‘Wellness’.

• MDL being a DPSU, Information Security is a highly sensitive issue in the current times. In order to restrict vulnerability of the information and to sensitise the employees 2 sessions were conducted In-house, benefiting around 272 employees.

• Workshop on ‘Vishva Guru Bharat’ was conducted for Apprentices wherein 148 Apprentices participated.

• Customised programs consisting of 7 sessions on ‘Business Communication Skills & Presentation Skill’ were conducted for 229 Executives.

• In-house training programs on Reservations for SC/ST/OBC/PWD/EWS/ESM were organised for SC/ST/OBC employee’s representatives and employees wherein 88 employees had participated.

• In order to ensure safety and dignity of women employees, MDL had conducted two sensitization programs on ‘Prevention of Sexual Harassment of Women at Workplace’ (POSH). A total of 260 Women Employees had participated in the said program. Training on ‘Women Empowerment’ was conducted wherein 148 women employees had been participated. On the occasion of Women’s Day, MDL had organized various outreach activities for women Executives including outsourced women employees. These programmes were aiming to empower the women employees in MDL.

• In order to safe guard the safety of women employees from fraud, extortion, exploitation, harassment etc. outside the premises of MDL, 2 Sessions were organised through Mumbai police wherein approximately 150 employees attended.

• Training on ‘Decoding of Core Values’ for identifying Core Values of MDL was conducted through external faculty. Total 10 Training Sessions were conducted out of which 6 were for Executives & 4 for Non-Executives. A total of 291 Employees actively participated.

• In order to spread awareness on procurement through GeM portal, 2 Training sessions through TCS were organised, wherein 175 Employees

along with Outsourced Employees participated. Further, 2 sessions on Public procurement were organised wherein 53 Employees have undergone the Training.

• A customized program on ‘Ethics for Corporate Governance’ was conducted through External faculty wherein 49 Executives actively participated through 2 sessions.

• In-house Training program on ‘Finance for NonFinance’ were conducted by Internal Faculty through 4 sessions, wherein 236 Executives took active participation.

• In order to implement ‘Mentoring’, 4 sessions were organised by CMD/D(F), D(S) & D(CP&P) wherein 74 Executives participated.

• 2 programs on Intellectual Property Rights (IPR), MOD, GOI’s flagship program were conducted at MDL through External faculty to create an IPR driven Innovation Culture wherein 61 employees were trained.

• With view to develop standardisation in production, ISO Awareness Programmes were conducted for 87 executives in 3 sessions.

• 3 programs on ''Wealth Management'' were conducted without any cost implication to MDL wherein on roll 75 Executives were benefited.

• With a view to develop MDL as a family amongst the employees and dedication towards work, Behavioural Training Programs on Soch Banao'', Mentoring, Leadership, Communication, Work life Balance, Ethics and Governance, Stress Management, Heart Fullness Yoga, Mission life style awareness etc were organised wherein 720 Employees actively participated and benefited.

• Workshops on Cyber Security Awareness, Digital workplace were organised for employees wherein 445 Employees participated.

• In house Training Programs on Export Marketing, Cost Estimation & Budgeting, Preventive Vigilance, Commercial Procedures, Public Procurement, Environment Awareness, Ethics & Governance, Financial Planning etc. were organised.

• As per CVC directives, 5 core subjects were identified such as Cyber Hygiene & security, System & procedure organization, Ethics & Governance, Public procurement and Role of IO & PO for train the trainers under Capacity Building programme. Five in-house programmes

were conducted wherein around 130 Executives participated and potential trainers were identified for carrying out training outside MDL.

• Training Sessions on ‘Risk Management’

exclusively for Executives were organised wherein approx. 600 employees attended through 8 Sessions.

• Customised 2 days Training modules on ‘Life Vision Architect’ has been devised for employees for their Spiritual and Material development. Total 10 sessions were conducted at Jeevan Vidya Mission at Karjat & 1241 Executives and NonExecutives participated and benefited.

• 2 days Customised Training Program on ‘Calibration of Measuring Instrument’ was organised for Quality Control Inspectors at IDEMI, Mumbai.

• 5 days Training workshops were organised at National Skill Training Institute (NSTI), Sion for upgradation of skill and knowledge. Total 86 NonExecutives actively participated under Capacity building.

• In accordance with CVC guidelines and to develop a highly ethical Organisation, both Executives and Non-executives were nominated for Exposure Visit at National Dairy Development Board (NDDB), Anand, Gujarat. The exposure visit was a mix of classroom training with experiential learning through village visit. 6 programs were conducted and around 150 employees participated in 6 batches.

• 2 days customised ‘Team Building’ Program were organised at RCF, Alibaug for Non Executives wherein around 360 Non-Executives participated in 10 batches.

• Customised 4 days’ programmes on ‘Fire Fighting’ at Naval Maritime Academy, Mumbai was organised wherein 70 employees participated.

• 4 days Training programme on ‘Capacity Building’ was organised at National Academy of Human Resource Development, Pondichery wherein 11 Personal Assistants participated and benefited.

• Customised Management Development Programmes (MDP) for Executives had been organised in Association with IIM, Trichy wherein 145 Executives participated.

• A customised 3 days Training program on ‘Project Management’ was developed and conducted by National Academy of Indian Railways (NAIR) at

• A customised 2 days Training program on ‘Team Building’ exclusively for Middle and Junior Level Executives was conducted at NISM, Mumbai wherein 38 Executives actively participated.

• Training programme on ‘Stress Management and Financial Planning’ of 4 days was organised by National Productivity Council, NPC at Leh Ladakh, wherein 5 Executives participated.

• ‘Team Building’ for AGM and above Executives was organised at Lonavala, Pune wherein 47 Senior level Executives participated.

• 31 Regional Meet of Forum of Women in Public Sector (WIPS) was held at Banglore wherein 3 Women employees participated and 5 employees participated in National Meet of Forum of women in Public Sector (WIPS) conducted at Banglore.

• Employees were nominated for various Training Programmes organised by external Agencies/ Institute on Functional, Cross-Functional and Behavioural subject like Project Management, Public Procurement, Industrial Safety, Preventive Vigilance, Digital workplace, SAP, Procurement and Tendering, CSR, Enterprises Risk Management, Marketing & Branding, & Stress Management, Management of Training for Training and HR Managers, Cyber-crimes & Cyber Security, Industry 4.0, Digital Work place, GST- E- invoicing, Advancement of Occupational Health, RTI, Environment & Workshop on Best sharing best Practices etc.

• Executives were nominated outside MDL for various programs conducted by Department of Public Enterprises (DPE) with no cost implication to MDL. Topics include ‘Project Planning & Monitoring’, ‘Outsourcing & Contract Management’, ‘Strategic Marketing Management’, ‘Industrial Artificial Intelligence in Industry 4.0’, ‘Leadership Development’, ‘Building Competencies for Personal Excellence’, ‘Risk Management’, ‘Decision Making with Data Analytics’, ‘Corporate Branding in Digital Era’, ‘Ethics in Governance & Preventive Vigilance’, ‘Supply Chain Management’, ‘Capital Market Reforms, Registration, e-invoicing, returns, TDS & GST’, etc.

• An application ‘e-library’ was developed on MDL Intranet Portal for knowledge sharing, wherein all employees can contribute with e-books/ Journals/Magazines/Articles to be read by all other employees.

• Various organisations like AVNL, ISRO, RCF, ITI and other Educational Institutes visited MDL as part of Industry Institute Interface leading to interaction between MDL and Corporates/ Colleges.

• MDC had conducted Training programmes/ Strategic Conclave for Board Level Executives on Corporate Governance, Core values etc.

3.1 National Integration:

Your Company has undertaken a number of measures, which have immensely facilitated towards National Integration. Some of these activities are enumerated below:

a) MDL follows necessary directives of the Government in so far as recruitment of SCs/STs/ OBCs/PwDs and Minorities are concerned.

b) Observes ''Quami Ekta Diwas'' every year and extends financial assistance. This amount is primarily spent towards those children who become destitute and orphan in communal, caste, ethnic or terrorist violence for care education and training for effective rehabilitation.

c) MDL has taken sincere efforts in bringing the backward and downtrodden of the society in the mainstream through various CSR initiatives in the field of Health, Sanitation, Skill Development, Rural Development, Education and Rehabilitation etc.

d) Empowered women through various measures such as Learning and Development initiatives, Committee on Women in Public Sector (WIPS) and through Internal Complaint Committee (ICC) for redressal of complaints of Sexual Harassment.

3.2 Welfare Activities

Your Company highly values its human resources. To

keep their morale high, apart from statutory welfare

measures, your company extends several other welfare

activities.

a) Life Insurance Coverage:

Company has made a customised scheme i.e. Group Savings Linked Insurance Schemes(GSLIS), which provides financial assistance in case of untimely death of an employee while on duty due to accident/illness. Besides this, Group Personal Accident Insurance Scheme (GPAIS) has also been in place, which provides 24 hours’ coverage for compensation in the event of an accident of an employee resulting in death or permanent/ partial disability.

b) Medical Scheme:

All the serving employees, including their

dependent family Members, are covered under the Medical scheme. Hospitalization claims of around 67.99 Crore were disbursed towards treatment of the employees and their dependent family Members during the FY 2023-24.

c) Other Welfare Activities:

Your Company also provides number of welfare measures viz., Onsite Dispensary and

Occupational Health Centre, Hospitalization,

Wellness Centre, Onsite Gym & Club, Uniform, Monsoon Gears, Canteen Facility, Incentive for acquiring higher qualification, Scholarship to Unemployed Wards of Employees etc.

Superannuation Benefits to Ex-employees

a) Post-Retirement Medical Scheme (PRMS):

Your Company has Post-Retirement Medical Scheme to provide medical facilities to the retired employees and their spouse. The Scheme is administered through a Health Service Benefit Provider and is funded directly by MDL. In terms of the Scheme, expenses incurred beyond the stipulated ceiling is also provided in case of critical diseases. MDL also provides medical expenses to Executives retired before 2007 and Non-Executives retired before 2006 as per extant Scheme.

b) Executive’s Superannuation (Pension) Scheme

Defined Contributory Superannuation (Pension) Scheme is in operation for Executives which is in

line with the Department of Public Enterprise’s Pay Revision Guidelines, operated through NPS. MDL contributes 7% of basic pay and DA to the Superannuation Pension Fund whereas minimum 3% contribution is made by the employees which is credited to National Pension Scheme.

c) Non-Executive’s Superannuation (Pension) Scheme

Defined Contributory Superannuation (Pension) Scheme for Non-Executives is also operational in MDL similar to Pension Scheme for Executives. The pension scheme is operated through NPS. MDL contributes 5% of basic pay and DA to the Superannuation Pension Fund whereas similar contribution is made by the employees which is credited to National Pension Scheme.

d) New initiative by HR- SBC during FY 2023-24

i) Your company has introduced a new GPA (Group Personal Accident) Policy covering all permanent, fixed term employees, apprentices, outsourced employees as well as visitors in MDL where the premium is borne by the Company.

ii) Significant steps are taken in providing Personal Pay Off (PPOs) to retiring employees on the day of their retirement under the scheme PRAYAAS implemented by EPFO. Help desk has been set up under the concept of ‘Pension Mitra’ to assist employees for getting pension.

3.3 Manpower and Reservation of Posts for SCs/STs:

a) The Company has been following Presidential Directives of the Government with regard to reservation of posts for SCs/STs in recruitments.

b) Total manpower strength as on 31 Mar 2024 was at 6327 (including Functional Directors) out of which the number of persons on fixed term basis were 3513 of the total strength, 95 were ex-servicemen, 927 were of Schedule Caste and 550 were of Scheduled Tribes. The percentage of Scheduled Caste and Scheduled Tribes in respect of Employees was 14.65% and 8.69% respectively.

c) Number of persons on fixed term basis as on 31 Mar 2024 were 3513 out of which 497 belonged to Scheduled Caste and 312 belonged to the Scheduled Tribes category.

d) Details of the statement showing position regarding representation of Schedule Castes and Schedule Tribes in various categories of post on 01 Jan 2023 and 01 Jan 2024 is annexed at Appendix ''A’.

3.4 Employment of Women:

As per the Recommendation No.51, Para (ii)(a) of the National Commission for Women (NCW) in its Annual Report for the FY 1995-96, the employment position of Women as on 31 Mar 2024 is given below as directed by the Ministry of Defence, vide their letter no. 39(6)/99/D(B&C), dated 27 Aug 1999.

Note: MDL being a heavy engineering industry, the number of women applying in various trades and disciplines against vacancies notified is low.

i) Executives below Board level:

ii) Non-Executives (Operatives)

3.5 Persons with Disabilities (PWD) as on 31 Mar 2024:

The total number of physically challenged employees as on 31 Mar 2024 were 131 and its percentage to total employees works out to 2.07%.

HI- Hearing Impaired, LD-Locomotive Disability, VI-Visually Impaired.

3.6 Industrial Relations:

a) Industrial relation scenario during this period was cordial and harmonious. There were no manhours loss on account of Industrial Conflict. In the absence of a recognized Union, efforts were made to resolve issues of mutual concern through deliberations with the Unions on the Bargaining Council and other Unions.

b) The Meetings with the Unions on Bargaining Council were conducted on regular basis and issues of mutual concerns like Safety Precautions, Recruitment of Fixed Term employees etc. were settled through bilateral negotiation process. Industrial relations & labour situation at MDL, Mumbai is normal and peaceful.

3.7 Reservation for SCs/STs/OBCs:

Your company has been observing all the Government directives and instructions issued from time to time on reservation of posts for SCs/STs/OBCs. All the rosters of SC/ST/OBC/PWD are maintained, which is inspected by the respective Liaison Officer from time to time and perused by the SC/ST Unions also. Detailed

statistics regarding the total number of employees, number of women employees, recruitment made during the Calendar Year 2023 and the representation of SCs/STs/Ex-servicemen as on 01 Jan 2023 are given at Appendices A, B & C to this Report.

3.8 Grievance Redressal Committees for SCs/STs:

Weaker sections of the society are given adequate protection in the form of just and equitable treatment at the hands of employer. To ensure the same, a separate ‘Grievance Redressal Cell’ has been constituted for SC/ ST employees. A quarterly meeting of representatives of SC/ST is held with Director (CP&P) wherein grievances related to SC/ST are discussed and resolved.

3.9 Report on Sexual Harassment under the Act.:

Following enactment of The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013, an Internal Complaint Committee (ICC) has been in place to deal with and redress complaints on sexual harassment. Two (2) complaints were received during the FY 2023-24 and both were disposed-off.

4. Awards and Recognitions:

a. 21 Quality Circle teams from MDL presented their case studies in Chapter Convention on Quality Concepts (CCQC-2023) hosted by M/s Quality Circle Forum of India, Mumbai Chapter held at Zaverben Auditorium, Ghatkopar East, Mumbai -400 077 from 30^th Sept to 01 Oct ’2023. All 21 QC teams won Gold (highest) Award. Following awards were Won by MDL QC teams at CCQC-23:

• 1^st & 2^nd Prize in Poster Competition

• 2^nd Prize in Essay Competition and 2^nd and 3^rd prize in Slogan Competition

• Best QC Co-ordinator award

• Best Presentation of the Day Award

b. 19 QC teams from MDL had participated in 37^th National Convention on Quality Concepts (NCQC - 2023) hosted by M/s Quality Circle Forum of India held at Shree Ramdeobaba College of Engineering and Management, Nagpur from 04 to 07 Jan ‘24. Out of 19, 15 QC teams won Par Excellence Award and 04 QC teams won Excellent Award.

c. SODET and M/s. GRSE Ltd jointly organized National Level Quality Circle Competition (QCC for DPSU) from 28-29 Nov ’23 held at GRSE Main Unit, Kolkata, West Bengal. 3 QC teams from MDL had participated in SODET QCC and

all the QC teams won top most Gold Award.

d. Dr. Santosh Kumar Mallick, ED(HR) received HR Leadership Award during 10^th PSU Awards by Governance now, presented by Mrs. Nirmal Kaur, IPS DGP and Padmashri Dr. Sanjeev Bagai, Chairman-NEPHRON on 22 Aug 2024.

e. MDL won the HR Excellence (Overall) Award during 10^th PSU Awards by Governance Now, presented by Mrs. Nirmal Kaur, IPS DGP and Padmashri Dr. Sanjeev Bagai, Chairman-NEPHRON on 22.03.2024

f. Official language Magazine ''Jaltarang'' published by MDL was awarded second prize on 25^th July 2023 by Mumbai TOLIC (Town Official Language Implementation Committee).

g. MDL’s In-house magazine ''Jaltarang'' was selected as the best magazine and awarded the first prize by Ashirwad Rajbhasha Sansthan on 26 September 2023.

h. MDL was honored for the best seminar in the 72nd meeting (half yearly) of TOLIC held at Hotel Trident, Mumbai on 20^th December, 2023.

5. Official Language Implementation

a) Hindi Diwas/Week/Pakhwada/Month

Hindi Diwas was celebrated in MDL on 14 September 2023 and Hindi Pakhwada was celebrated from 4^th September 2023 to 14^th September 2023 in which hindi typing, quiz, dictation, translation, hindi essay, story-telling, poetry-reading and Singing competitions were organized. Separate competitions are organized in MDL for Hindi speaking and non-hindi speaking Executive and Non-Executives. A program on singing competition was organized which started with the lighting of the lamp by the CMD.

b) In order to enhance implementation of Hindi language, MDL management has installed 06 digital boards of Aaj ka shabd" and Aaj ka Vichar at important places of the company and apart from this, Management has also approved to install 05 Hindi digital boards in major departments.

c) Hindi comments have been compiled on the intranet portal of MDL for the promotion of Hindi.

6. Vigilance Activities

Your company has a well-established Vigilance

Department which carries out preventive, participative

and punitive vigilance, suggests systemic Improvements

based on the investigation of the complaints/spot checks/CTE type examination and also ensures that integrity is maintained in all functions of the organization.

Major activities carried out by Vigilance Department are as follows:

• Preventive Vigilance

During the period, 17 surprise/spot checks, 7 CTE type intensive examinations were carried out across the company and thereafter, 17 suggestions/corrective measures were recommended for Systemic Improvements and the same were promulgated through Circulars by the Directors concerned. Further, 62 complaints were handled during the period and penal action was taken against 3 employees whereas administrative action was taken against 12 employees. The Vigilance Department also scrutinized 3 CAG Audit and 20 Internal Audit Reports.

• Vigilance Awareness Week (VAW)

Following programs were conducted during the VAW:

Precursor to VAW - 2023- Awareness program on PIDPI complaints, Capacity building programs on related topics were undertaken during the 3 months’ period 16 Aug 2023 to 15 Nov 2023.

VAW was observed commencing on 30 Oct 2023 on the theme Say No to Corruption; Commit to the Nation The digital version of MDL’s Inhouse Vigilance Journal Sucharita (Vol. XXVI) was released during the Inaugural function and a skit on the Theme of VAW - 2023 was also performed.

In house activities like essay, slogan, poster, quiz competitions, street plays were organized to create awareness about Vigilance. A session on Preventive Vigilance and case studies was taken by CVO for Executives of the Company.

Outreach activities like mini marathon, drawing, essay, slogan competitions were also organized, Gram-Sabha was arranged for creating awareness about Corruption among school children and citizens at Moroshi village which received a good response. Drawing competition was also conducted at National Skill Training Institute (Women), Mumbai.

Sensitization programs on Vigilance Awareness and Preventive Vigilance were organized using In-house as well as external resources for MDL employees so as to create awareness for eradicating corruption.

• Two-Days Training module on Preventive Vigilance as part of Induction/Mid-Career Training was imparted by MDL Vigilance Team to a total of 83 MDL Executives. Exposure visit of Executives at NDDB Anand was attended by 215 employees of MDL. Capacity Building Initiatives were taken in which Vigilance executives were trained on various vigilance related aspects through internal & external resources; in turn these executives impart training to MDL Executives & NonExecutives.

7. Governance & Sustainability

7.1 Corporate Governance

In terms of Regulation 34 read with Schedule V of SEBI (LODR) Regulations 2015 and the DPE Guidelines, a report on Corporate Governance for the year ended 31 March, 2024 has been prepared and annexed to this Report. The Company’s Secretarial Auditor has issued a certificate on Corporate Governance and is appended to the Corporate Governance Report at Appendix ‘D’.

7.2 Implementation of Right to Information (RTI) Act, 2005

Under the (RTI) Act, 2005, to facilitate provision of information to the citizens requesting for the same, your Company has evolved necessary structure by designating officers as Assistant Public Information Officer, Public Information Officer and Appellate Authority for the purpose of implementation of the RTI 2005 Act in the Company. During the FY 202324, the Company received 218 applications and 17 first appeals though online/offline mode. The information/

replies sought for were duly furnished. The Quarterly Returns are being uploaded on the Central Information Commission’s (CIC) website. Proactive disclosures of information were updated on the website of MDL under RTI Link as directed by CIC

7.3 Meetings of the Board

Against the Statutory requirement of minimum 4 meetings of the Board in a Financial Year, nine meetings of the Board of Directors of the Company were held. These were held on 28 April 2023, 30 May 2023, 26 July 2023, 10 Aug 2023, 10 Oct 2023, 08 Nov 2023, 20 Dec 2023, 12 Feb 2024 and 20 March 2024 during the FY 2023-24.

7.4 Company’s Policy on Directors Appointment and Remuneration

As your Company is a Central Government Public Sector Enterprise (CPSE), the appointment, tenure and remuneration of Directors (Functional Directors including the CMD) are determined by Government of India through Public Enterprises Selection Board (PESB), the terms and conditions of appointment, including the period of appointment, the scale of pay and other entitlements are notified by the Government of India.

The Ministry of Defence (Administrative Ministry) appoints the Government Nominee Director and they are not entitled to any remuneration or sitting fees.

The Non-Executive Independent Directors are appointed by the Government of India and they are entitled to sitting fees for attending the Board/ Committee meetings as prescribed by the Board in adherence with the statutory rules and regulations.

According to the Ministry of Corporate Affairs, Government of India’s Gazette Notification No GSR 463 (E) dated 5 June 2015, your Company, a Government Company, is not required to frame a Policy on Directors’ appointment and remuneration including criteria for determining qualifications, evaluation etc., under section 134(3)(e) of the Companies Act, 2013.

7.5 Board Evaluation

Pursuant to the Ministry of Corporate Affairs, Government of India’s Gazette Notification No GSR 463 (E) dated 5 June 2015, the statement indicating the manner in which formal Annual Evaluation has been made by the Board of its own performance and that of its committees and individual Directors is not required for your Company, as the performance of Directors is evaluated by the Administrative Ministry.

7.6 Changes in the Board/Charge of Director

The following changes took place in the Directorship/ Charge of the Company during the year under review:-

Shri. Chandu Sambasiva Rao (DIN 02296283) was appointed as Independent Director (Part Time Non- Official) w.e.f. 22 Feb 2024 pursuant to the appointment letter received from Department of Defence Production, Ministry of Defence dated 22 Feb 2024.

Ministry of Defence, Dept of Defence Production vide Letter No. F No. 4/1(2)/2018/D(NS) dated May 27, 2024 regarding Current Charge arrangement of the post of Director (Submarine & Heavy Engineering) has conveyed the approval of competent authority that Director (Submarine & Heavy Engineering), MDL, Cdr Jasbir Singh is relieved of this charge with immediate effect. Cdr. Vasudev Puranik, Director Corporate Planning & Personnel, MDL is given the current charge of the post of Director (Submarine & Heavy Engineering), MDL, for a period of three months or till the further orders, whichever is earlier.

Shri. Amit Satija, Joint Secretary (DIN:08989543) has been appointed as the Government Director (Part Time Official Director) on the Board of the Company w.e.f 14 August 2024 in place of Shri. Anurag Bajpai, Additional Secretary (DIN-08948155) pursuant to order conveyed by the Ministry of Defence vide their letter No. 8(32)/2019-D (Coord/ DDP) dated 14 August 2024

7.7 Constitution of Audit Committee

Audit Committee pursuant to the provisions of Section 177 of the Companies Act, 2013 and the Rules made thereunder has been constituted by the Board. The Committee acts in accordance with the terms of reference as approved by the Board. The composition and other details are disclosed in the Corporate Governance Report. All recommendations made by the Audit Committee were accepted by the Board.

7.8 Declaration and Meeting of Independent Directors

All Independent Directors of your Company have confirmed that they meet the criteria of Independence as prescribed under both the Companies Act, 2013 and the SEBI Listing Regulations.

A Separate Meeting of Independent Directors in accordance with the provisions of the Companies Act, 2013 was held on 19 March 2024 and all the Independent Directors were present.

The Independent Directors have also confirmed that they have complied with the “Code of Business

Conduct and Ethics for Board Members and Senior Management” of the Company.

7.9 Corporate Social Responsibility (CSR)

MDL is committed to undertake various programs for integrating social and business goals in a sustainable manner through inclusive growth so as to make a positive impact on the society at large. Your Company has adopted CSR policy in compliance with the Section 135 of the Companies Act, 2013 and Rules framed there under.

The CSR Budget of your company for the FY 202324 was 7 18.37 Crores (2% of average profit of the previous three (3) Financial Years as per section 198 of Companies Act, 2013). In addition to above, a sum of 7 5.87 Crores was carried forward from the previous Financial Years as part of multi-year ongoing projects. Out of total amount of 7 24.24 Crores, your Company has spent 7 22.30 Crores (Rs 18.58 Crores against 7 18.37 Crores and 7 3.72 Crores against 7 5.87 Crores) towards CSR activities during FY 2023-24. Thus, MDL has complied with the requirement of spending 2%of average net profit (7 18.37 Crores) as a part of CSR expenditure for FY 2023-24. However, 7 2.15 Crores remains unspent towards multiyear/ongoing projects, which will be spent as part of an ongoing projects.

Your Company has executed 30 projects as part of its CSR initiatives mainly in sectors of Education, Health & Sanitation, Skill Development and Village Development. The executed projects are in line with Schedule VII of the Companies Act, 2013. The details of the major projects executed in FY 2023-24 are as under:

a) Aspirational Districts: In line with National Sickle

Cell Anaemia Elimination Mission of GoI, your Company has supported District Administration in elimination of Sickle Cell Anaemia in Nandurbar district (one of the Aspirational districts in Maharashtra). Under this project, screening of 1.20 lakhs persons from the target age groups in the district was completed.

In order to address the problem of malnutrition in Nandurbar district, your Company has undertaken creation of awareness with regard to the Breastfeeding techniques & Mother/Child Nutrition project through DA - Nandurbar.

Your Company has also undertaken construction of Anganwadi centres in Nandurbar district. Your Company has also worked towards making Nandurbar, a TB Mukt district which is one of the flagship project of Government of India.

b) Contribution to Indian Institute of Technology (IITs): Being part of Schedule VII of Companies Act, 2013 in order to promote efforts of Research & Development through support to Country’s premier institutions, your company has joined hands with IIT Bombay, IIT Hyderabad and IIT Indore. The research projects undertaken with IITs is expected to develop technologies in Marine/Ocean/Naval fields.

c) Healthcare & Nutrition: Your Company has continued undertaking new initiatives in the Healthcare sector in the FY 2023-24. Your Company has supported the Government Hospitals in Mumbai i.e. Sir J J Group of Hospitals, Cama & Albess Hospital, BYL Nair Charitable Hospital, Seth A J B Municipal ENT Hospital, and Bharat Ratna Dr. Bhimrao Ambedkar Memorial Hospital and thereby helped in equipping these hospitals with necessary medical items so as to serve the needy sections of the society.

MDL has completed the project to support the Charitable Hospital in Kota district, Rajasthan by providing medical equipment. MDL has continued its support towards construction of health & nutritional facility in Rajkot district, Gujarat and towards Anemia Mukt Bharat project which has benefitted 5898 patients in FY 2023-24.

Cancer Care: Your Company has given special focus towards cancer care/treatment and undertook several projects in FY 2023-24. MDL supported two shelter homes in Mumbai & Navi Mumbai so as share the burden of high living cost of patients & their dependents who are required to visit Mumbai, for availing the cancer treatment facilities at reputed institution such as Tata Memorial Hospital etc. MDL has also supported Socio - Psycho counseling of more than 1.5 Lakhs cancer patients at seven Regional Cancer Centers in five different States of India.

a) Clean-ship of adjacent areas/roads of MDL by external agency: MDL has engaged a clean-ship -specific agency for carrying out daily cleaning of roads (approx. 4.5 km) adjacent to MDL.

b) Celebration of Swacchata hi Seva 3.0 Campaign'' from 01 Oct 2023 to 31 Oct 2023 - Cleanliness drive (Shramadaan) was organized from 01 Oct 2023 to 31 Oct 2023 within and surrounding areas of MDL and conducted various outreach activities like were conducted during the month of Oct 2023:

i) Identifications of Scraps

ii) Segregation of records and weeding of old records

iii) Cleanliness drive in MDL residential complex

iv) Cleanliness drive (Shramadaan) in the surrounding public areas viz, road, and market areas

v) Plogging (Picking of Single Use Plastic) and collection of Plastic waste

vi) Tree Plantation

c. Celebration of Swachhta Pakhwada, 2023 from 01^st Dec 2023 to 15^th Dec 2023. In accordance with the Ministry’s guidelines promulgated, various outreach activities has been conducted from 01 Dec 2023 to 15 Dec 2023 at MDL.

7.12 Particulars of Employees and Related Disclosures

In accordance with the Ministry of Corporate Affairs notification no. GSR 463(E) dated 05 June 2015, Government Companies are exempt from Section 197 of the Companies Act, 2013 and rules thereof regarding disclosure of particulars of employees drawing remuneration in excess of the specified limit.

7.13 Extract of Annual Return

In terms of the Companies Act, 2013 as amended, the Annual Return is available on http://mazagondock.in/ Annual Return.

7.14 Directors’ Responsibility Statement

As required under Section 134(3) (c) and 134(5) of the Companies Act, 2013 the Directors’ Responsibility Statement is given as under, that:-

(a) In the preparation of the Annual Accounts for Financial Year ended on 31 March 2024, the applicable Accounting Standards have been followed along with proper explanation relating to material departures;

(b) The Directors have selected such Accounting Policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the Financial Year 2023-24 and of the Profit and Loss of the Company for the Financial Year ended on 31 March 2024;

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

(d) The Directors have prepared the Annual Accounts for the Financial Year ended on 31 March 2024 on a going concern basis;

(e) The Directors have laid down Internal Financial Controls to be followed by the Company and that such Internal Financial Controls are adequate and are operating effectively and

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

7.15 Statutory Auditors and their Report

The Comptroller and Auditor General of India under Companies Act, 2013 appointed M/s. C.R. Sagdeo & Co, Chartered Accountants, Mumbai as the Statutory Auditors of the Company for the FY 2023-24 as MDL is a CPSE. The Auditors have certified the Accounts and their Report is placed as a part of Annual Report.

The Notes on the Financial Statements referred to in the Auditors’ Report are self-explanatory and do not call for further comments. During the year under review, no fraud has been reported by the Auditors under section 143(12) of the Companies Act, 2013 read with Rule 13 of the Companies (Audit and Auditors) Amendment Rules, 2015.

7.16 Comments of the Comptroller & Auditor General of India

The Comments of the Comptroller and Auditor General of India under Section 143 of the Companies Act, 2013 and the Management reply are placed as a part of Annual Report.

7.17 Cost Auditors

M/s. Dhananjay V Joshi & Company, Mumbai were appointed as Cost Auditors for conducting Cost Audit of the Company under Section 148 of the Companies Act, 2013 for the FY 2023-24 and 2024-25 and accordingly such accounts and records are made and maintained.

7.18 Secretarial Audit

M/s Ragini Chokshi & Co., Practicing Company Secretaries, Mumbai were appointed to conduct Secretarial Audit of the Company for the FY 202324 pursuant to the provisions of Section 204 of the Companies Act, 2013 and Regulation 24A of the SEBI Listing Regulations. The Report of the Secretarial Audit in Form MR-3 is annexed to the Directors’ Report as Appendix 3 and forms part of this report. The Report does not contain qualification, reservation or adverse remark except that the Company did not have sufficient numbers of Non Executive & Independent Directors on the Board of the Company as stipulated under the SEBI Listing Regulations 2015.

In this regard, your Company being a Government Company, under the Administrative Control of the Ministry of Defence, Department of Defence Production, the power to appoint Directors (including Independent Directors) and finalizing the terms and conditions of appointment vest with the Government of India. The matter regarding appointment of required number of Independent Directors has been taken up with the Administrative Ministry from time to time and the Government is seized of the matter.

7.19 Adequacy of Internal Financial Controls with Reference to the Financial Statements

i. The Company has an Internal Audit Department, which monitors compliances of Company’s procedures, and policies with well-defined Annual

Audit Program and significant audit observations are reported to the Audit Committee of Board of Directors. The Internal Audit function is headed at the level of Executive Director who is reporting directly to the Chairperson & Managing Director of the Company.

ii. Internal Audit of specific areas of the Company’s operations has been outsourced to Chartered Accountant firm. In addition to outsourced audit activities, other audit activities are carried out by in-house Internal Audit department. Audit reports given by Internal Auditors were reviewed by Audit Committee and necessary directives were issued. The Company had initiated suitable actions on the said directives.

8. Management Discussion & Analysis Report

As per Regulation 34(2) (e) of the SEBI Listing Regulations, the Management Discussion and Analysis Report is attached to this Report as Appendix ‘G’.

9. Business Risk Management

As per Regulation 21 of the SEBI Listing Regulations, 2015 the Company has constituted a Risk Management Committee and its terms of reference, Risk Management Policy etc. are set out in the Corporate Governance Report.

10. Business Responsibility Sustainability Report (BRSR)

The Listing Regulations mandates the inclusion of the BRSR as a part of Annual Report for the top 1000 listed entities based on Market Capitalization. In compliance with the Listing Regulations, we have integrated BRSR disclosures into our Annual Report.

11. Future Outlook

Your Company has envisaged following measures of future outlook.

i. Infrastructure

Your Company is exploring the possibility for setting up a green field shipyard at its Nhava Yard in phased manner with short term and long term development plans. Short term development shall enable MDL to facilitate the immediate use of the existing infrastructure for Shipbuilding and Ship repair business whereas long term development is to facilitate construction of large size Vessels and Submarines including major refit and repairs.

Towards undertaking the construction of advanced and next generation Vessels, MDL has placed order for construction of a New Floating Dry Dock of 12000T capacity.

(d) Two orders for Maintenance, Repair & Overhaul (MRO) of MI 17 Helicopter for Nepalese Army.

(e) In addition, MDL has signed Master Ship Repair Agreement (MSRA) with the US Government represented by NAVSUP Fleet Logistics Centre Yokosuka to carry out Voyage repairs of US Navy Vessels.

Your Company’s strategic positioning on the west coast of the country provides proximity to the main sea routes criss crossing the Arabian Sea and the Indian Ocean with accessibility to Europe and Middle East. Tie-ups with other small shipyards in the country are in place. MDL has aligned itself with the new thrust on Defence exports.

Acknowledgements

Your Directors wish to place on record their gratitude and sincere appreciation for the assistance, co-operation and guidance received by the Company from various Ministries of the Government of India especially the Ministry of Defence, Department of Defence Production, the Indian Navy, Greater Mumbai Municipal Corporation, Mumbai Port Trust, Principal Controller of Defence Accounts (Navy), the Departments of Customs, Income Tax and GST.

Your Directors also place on record their appreciation for the assistance extended by the Company’s Bankers , the valuable advice rendered and co-operation extended by the Statutory Auditors, M/s. Sagdeo & Co., Mumbai, and the officers of the Principal Director of Commercial Audit and Ex-Officio Member of the Audit Board, Bengaluru. Your Directors express their gratitude to the clients, who have extended patronage to the Company. Your Directors also appreciate and acknowledge the devoted efforts put in by the Company’s employees at all levels.

Sincere thanks also to all the Stakeholders for having unwavering confidence in the Company and willingness to extend all support to the Company.

Place: Mumbai Date: 14 August, 2024

For and on behalf of the Board Sanjeev Singhal

Chairperson & Managing Director (Additional Charge) & Director (Finance)

DIN:07642358

On behalf of the Board of Directors, it gives me immense pleasure in presenting to you 90^th Annual Report together with the audited financial statements of the Company for the year ended 31 Mar 2023 and reports of the Statutory Auditors' and the Auditor General of India thereon.

Important Events:

i) Second Ship of Project Destroyer (P15B), 'Mormugao' was delivered on 24 Nov 2022 & commissioned on 18 Dec 2022 by Hon'ble Raksha Mantri, Shri. Rajnath Singh.

iii) Sixth Scorpene Submarine of Project 75 ' Vagsheer' launched on 20 Apr 2022.

 

 

 

 

 

During the year under review, the Company achieved the Revenue from Operations of H 7827.18 crore as compared to the previous year H 5733.28 crore. The Profit before tax and exceptional items is H 1429.33 crore for 2022-23 as against H 786.66 crore in the previous year. Highest ever Revenue from Operation with a whopping increase of more than 30% over the next best achieved in FY 2021-22. In the history of the Company, it is first time that Company is reporting PAT in four digits with a significant rise of 83% over the PAT of FY 2021-22.

Income Distribution for the year 2022-23 as against previous year is summarised as under:-

1.2 Consolidated Financial Statement:

The consolidated financial statements of your Company and its associate Company Goa Shipyard Limited (GSL) for the year ended 31 March 2023 prepared pursuant to provisions of section 129(3) of the Companies Act, 2013 and applicable accounting standards together with the Auditors' Report forms part of this Report.

In accordance to Section 129(3)(1) of the Companies Act, 2013 read with Rule 5 of the Companies (Accounts) Rules, 2014, a statement containing salient features of the financial statement of the associate Company is attached to the financial statements in Form AOC-1 (Appendix 1).

1.3 Capital Structure:

The Authorised Equity Share Capital of the Company as on 31 Mar 2023 stood at H 323.72 crore comprising of 323720000 (Thirty-two crore thirty seven lakh twenty thousand) Equity shares of H 10 each.

The Paid-up Equity Share Capital as on 31 March 2023 is H 201.69 crore comprising of 20,16,90,000 (Twenty crore sixteen lakh ninety thousand) shares of H 10 each. During the year under review there was no increase in the Authorised or Paid up Share Capital. The Company

has not issued any equity shares with differential rights as to the Dividend, Voting or otherwise, during the year under review.

1.4    Dividend:

The Interim dividend of H 9.10 per equity share (91.00%), amounting to H 183.54 crore was paid in the year 202223 in accordance with the provisions of the Income Tax Act, 1961, as approved by the Board of Directors in their meeting held on 10 Nov 2022. The Board of Directors recommended a Final Dividend of H 138.36 crore which is 68.60% of the paid up share capital. The total Dividend declared for F.Y. 2022-23 is H 321.90 crore, which is 159.60% of the paid up share capital including the interim dividend amounting to H 183.54 crore.

1.5    Contribution to the Central Exchequer:

Your Company's contribution during 2022-23 to the Central Exchequer by way of Income Tax, GST, IGST on imports and custom duty was H 1216.21 crore.

1.6    Public Deposits:

The Company has not accepted any deposits from the public and as such, no amount on account of principal or interest on deposits from public was outstanding either at the beginning or at the end of the Financial year 2022-23.

1.7    Loans, Guarantees or Investments:

Your Company has not given any loans, guarantees or made any investments under section186 of the Companies Act, 2013.

2. Review of Operations:

Your Company recorded a Revenue of H 7827.18 crore for 2022-23 as against H 5733.28 crore of the previous year.

Performance / Project Progress:

At present your Company is handling two major Shipbuilding projects for the Indian Navy, comprising of four Destroyers & four Frigates each. Besides, MDL is also handling construction of six Scorpene class Submarines for the Indian Navy, out of which five Submarines have already been delivered. Medium Refit cum Life Certification(MRLC) of INS Shishumar is currently at an advanced stage of refit completion and presently undergoing trials.

a)    Destroyer Project

Destroyers are potent surface combatants that are contemporary and state- of- the- art platforms. First Destroyer was delivered on 28 Oct 2021 and has been commissioned into the Indian Navy on 21 Nov 2021. Second Ship of the project was delivered on 24 Nov 2022 and has been commissioned on 18 Dec 2022. The highlight of both these deliveries is that both the Ships have been delivered within contractual timelines with out any delay. The Third ship of the project was launched on 20 Apr 2019 and is currently undergoing Sea Trials and is expected to be delivered ahead of the contractual timelines. The fourth Ship of the Project was launched on 17 May 2022 and is currently at an advance stage of outfitting.

To enhance the pace of production and undertake parallel construction for third and fourth ships, your Company has adopted new method of Mega Block outsourcing with enhanced outfitting in the Machinery Compartments where Units / Blocks are constructed simultaneously at two different geographical locations and towed to MDL and joined together, facilitating launching of ship from MDL premises.

b)    Frigate Project:

Production of the first ship had commenced on 16 Feb 2017 and the keel was laid on 28 Dec 2017. The first ship was Launched on 28 Sep 2019. Production of Second ship commenced on 27 Feb 2018 and Keel laid on 07 May 2019 and was launched on 17 May 2022. Production of third ship commenced on 31 Jan 2019 and Keel laid on 10 Sep 2020 and was launched on 11 Sep 2022. Production for fourth ship commenced on 22 Jan 2020.

In order to meet the contractual timelines , the Units and Blocks are being built at three (03) different geographical location. These Blocks are being constructed by resorting to the 'Integrated Construction Methodology' wherein the preoutfitting of various element are being carried out at the Unit and Block stages itself. The infrastructure of the yard has been modernized for realizing 'Integrated Construction Methodology' that is at par with the global best practices for warship building. All the four ships are at an advanced stage of outfitting.

The Scorpene Submarines under construction at MDL are state- of-the art Conventional Submarines being built in collaboration with Naval Group (NG), France.

d) Submarine refit project MRLC:

Medium Refit cum Life Certification(MRLC) of INS Shishumar (SSK class) is at an advance stage of refit completion and is presently undergoing trials.

2.1 Capital Projects and their progress

a) Your Company has undertaken construction of a new state-of-art Security Complex at the main entrance. This G+2 storey building will be equipped with latest Security equipment, Gadgets, Access Control etc. This Complex will be the centralized hub for key MDL departments such as Security, PRO, Safety, Fire, Estate and HSE for effective coordination. The project is expected to be completed by July 2023.

b) Your Company has undertaken the construction of Submarine Launch Facility to facilitate load out/ launch of fully constructed Submarine from the Submarine Assembly Workshop at Alcock Yard. The project is expected to be completed by Sept 2023.

c)    Your Company has completed the work of "Capital Dredging of Navigational Channel from Kanhoji Angre Wet Basin (MDL Water Front) to Offshore Container Terminal berth of MbPT, Mumbai in Nov 2022. This will facilitate the movement of vessels independent of tide variation.

d)    Your Company is committed towards up gradation /modernization of existing facilities from time to time. The company is replacing existing 12 nos. LL cranes by new Cranes in a phased manner. Company has also commenced the work of replacement of old Caisson Gate of East Yard Dry dock by new Caisson gate.

e)    Your Company, in Jan 2022 completed modernization of MDL Medical & OHS Center to transform it into a 'State of the Art' Medical Centre in Jan 2022. The Medical Centre is equipped with latest cutting edge Medical Emergency Equipment and OPD Consulting Rooms for Doctors into modern aesthetically designed consulting rooms equipped with modern diagnostic equipment.

f)    Your Company has undertaken Setting up of a Centralized Kitchen at Alcock Yard spread over an area of 550 Sqm. The project is expected to be completed by June 2023.

g)    Your Company has completed modernization of MDL Guest House located at 17^th & 18^th floor of Angre House in Dec 2022. The Guest House has a tranquil ambience for pleasant stay of VVIPs/ VIPs/Visitors in Residential Complex and to enable preparation of quality food for the workplace of MDL the kitchen will be equipped with modern cooking equipment having a capacity to cook meals for 2500 personnel under hygienic conditions.

2.2    Other infrastructure projects:

Your Company is also exploring the possibility for setting up a green field shipyard at its Nhava Yard in a phased manner with short term and long term developments plan. Short term development shall enable MDL to facilitate the immediate use of the existing infrastructure for Shipbuilding and Ship Repair business whereas long term development is to facilitate construction of large size vessels and Submarines including major refits and repairs.

Towards undertaking the construction of advanced and next generation vessels, MDL intends to build a New Floating Dry Dock of 12000T capacity.

Your Company is committed towards up-liftment of under privileged sections of society and towards this a skill development hub is being created with an Apprentice Training School (ATS) and associated development work at Gavhan village, Navi Mumbai.

The progress of all the ongoing projects were affected in 2020-22 on account of pandemic. All efforts are being made to complete ongoing projects as per revised time schedules.

2.3    Performance against MOUs:

During the year, MDL had signed Memorandum of Understanding (MoU) with Ministry of Defence, Government of India for the financial year 2022-23. The MoU outlines targets and various performance parameters for the Company. The value of production was targeted at H 7654 Crs. Achievement of value of production is H 7,584.03 crs for FY 2022-23. During the year, your Company achieved a Profit Before Tax (PBT) before exceptional items of H 1,429.33 crore. Final evaluation will be carried out post CAG Audit of the accounts for FY 2022-23. The Import Content in VOP for 2022-23 is Rs.2817.72 and for FY 2021-22 IS Rs. 1684.21 Cr.

2.4    Research & Development

The R&D policy of the Company was approved by the Board in June 2013 and a committee was formed to drive the implementation of the R&D policy, in accordance with the guidelines issued (September 2011) by the DPE on R&D.

Under the "Atmanirbhar Bharat" initiative, MDL has undertaken the challenge of Indigenously Designing and Development of conventional Submarine.

In addition to the Midget Submarine, many other innovative R&D projects are currently in progress at Submarine division through collaboration with Academic Institutions, Start Ups & industry not only in the defence sector but also in the field of energy and

other civil applications. Military products like Expendable Underwater Target (EUT) and Mobile Target Emulator (MTE) which are being developed in partnership with the Industry and are designed to simulate the situation of actual moving submarine for training purpose and for decoy measures.

MDL has developed and launched India's first Fuel Cell powered Electric Vessel (FCEV) as a 'Proof of Concept'. This will provide a sustainable green technology solution for waterways transportation with zero emissions.

Modern marine transport solutions like Hybrid Electric & Solar boats which can provide an environment friendly options are also under development. This hybrid boat can offer a better alternative to conventional diesel boats. The R&D team is also developing prototype of Lithium Ion Battery system solution for conventional Submarines.

In addition to the above, MDL is actively participating in iDEX initiative of Govt. of India and in collaboration with Start-ups/ MSMEs/ Innovators has already accepted various challenges like Autonomous Underwater Swarm Drone, Development of Steering console for manoeuvring of Underwater platform, Design & Development of Submersible Boat etc.

Your Company has executed and completed trials for three major R&D projects, through Industry-Academia participation with IIT Madras, Chennai through their incubated start-ups belonging to the Tamil Nadu Corridor. Your Company has ventured into the area of Artificial Intelligence (AI) also through these projects. The product developed through the first Project, AI enabled weld inspection tool with computerized radiography to replace manual radiography (RT), was launched during the Defexpo 2020 at Lucknow. The second project fruitfully concluded by developing an AI enabled robotic weld inspection tool employing phased array technique, and this can replace computerized radiography. The product was at display during Defexpo 2020. An AI enabled Remotely Operated

Vehicle (ROV) is the third project which was also displayed during DEFEXPO 2020. This AI ROV can detect and classify underwater images, thus making the inspections of Ships quick and safe. The products are now 100% operational and are deployed in-house for weld inspections and underwater inspections. Once the AI learning is completed with the current deployment, the commercializing of AI products will be explored.

Your company is exploring development of innovative AI projects with the help of Domestic industry, academia and startups. Some of the major projects includes Artificial Intelligence (AI) enabled Autonomous Underwater Swarm Drones, Artificial Intelligence Based Predictive Maintenance of Ship Equipment and Artificial Intelligence Based Energy Management of Fuel Cell .

The in-house projects as well as projects in collaboration with academic institutions of repute like Welding Research Institute, Trichy, IISc Bangalore and NID are all aimed at solving the unique issues faced by the Ship Yard during the detailed design and integration of complex systems into a front line Naval platform. The specialists' groups functioning under GM(Design) contributes consistently in the areas of structural analysis, ergonomics & HFE, noise & vibration Control, RCS management, propulsion system integration, materials and HVAC.

MDL has validated an innovative Shaft Alignment procedure wherein the propeller shaft line assembly is completed at the Dry Dock itself leading to significant cost saving to the Yard and reduction in the build period of the vessel.

In addition to the above, MDL has developed state-of-the-art Basic Design of Naval vessels, incorporating advanced and optimized equipment, machineries, weapon and arrangement etc.

MDL has initiated implementation of Product Data Management/Product lifecycle Management(PDM/ PLM) for the Frigates under construction.

Your Company has spent approximately 1.13 % of the total income as expenditure towards R&D during the FY year 2022-23. The various projects undertaken under R&D are elaborated in Appendix 'F'.

2.5. Indigenization & Make in India

1. MDL, having set-up a dedicated 'Department of Indigenization' in Nov 2015, to provide focused impetus to the Hon'ble Prime Minister's "Make-in-India" initiative has been successfully able to partner with the Indian industry to undertake indigenization/import substitution of various equipment/items which have been imported. Till date MDL has indigenised 27 major items / system

for ships and Submarines. Some of the major items which have been indigenised include the Fire Fighting System for the Magazines (storage compartment on-board warship for Missiles, Torpedoes and other ammunition for the close range weapon system), Soda lime used in the carbon dioxide level monitoring system on-board submarines, Polychloroprene rubber flow straighter is used to bridge the gap between two casing panel so as to maintain the flow of water turbulent free, and GRP Panel provisioned for stream line the structure for a laminar flow and walls around the submarine.

2.    Further indigenisation efforts are in progress for Shock mounts for attenuating the vibration levels of on-board machinery of Submarines, Rubber hoses for High pressure system, Ball valves for critical hydraulic system of submarines are presently in progress. There are many more items listed on the Srijan Defence Portal.

3.    MDL has hosted 559 imported items of around H2474.31 Crores on the MoD/DDP initiated Srijan Defence portal. The website for the same is website www.sriiandefence.gov.in.

4.    MDL has contributed to Positive Indigenisation List (PIL) initiatives of MoD/DDP. The PIL-1 contains 05 items, PIL-2 contains 06 items, PIL-3 contains 134 items of MDL. Total 05 items are already indigenised amongst all the PILs and remaining items are in different stages of indigenisation.

5.    Indigenisation of Conventional Submarine Design:

As a major leap in line with National Mission of "Atmanirbhar Bharat" and "Make in India" and with an aim of indigenizing the design of conventional submarines, MDL has initiated an ambitious program of Design and Construction of Indigenous Conventional Submarine.

MDL has proactively pursued indigenous development for items/ equipment for conventional Submarine. 31 out of total 165 submarine equipment have been indigenized. Balance 134 have been tendered and PSO for 26 have been issued including for Main Electric Propulsion Motor, 03 out of 26 equipment have been indigenized for conventional Submarine.

2.6 QUALITY CONCEPTS

1)    5S (Work Place Management System)

Your Company has implemented 5S (Workplace Management System) in the 20 Workshops/ Stores/Offices.

As a part of sustaining 5S certification, all 20 workshops/offices/stores were re-certified during the period of report for continuation of 5S certification through surveillance audit.

2)    Quality Circles

The Quality Circle teams are solving at least three numbers work related problems in a year and are presenting their case studies at Chapter, National and International Conventions and winning Top Most Awards for the company. The awards won by the QC teams in the year 2022-2023 are as under:

•    16 Quality Circle teams from MDL presented their case studies in Chapter Convention on Quality Concepts (CCQC-2022) hosted by M/s Quality Circle Forum of India, Mumbai Chapter from 17 to 18 Sep '22.

•    16 out of 11 QC teams won Gold (highest) Award and

•    05 QC team won Silver Award.

Awards Won by MDL QC teams at QC Events 22-23.

a)    "Best QC - Case Study Award" for the day one Presentation of CCQC-22 won by Rainbow QC Team from Welding Department of Shipbuilding.

b)    1^st and 3^rd Prizes in "Slogan" Competition are also won MDL Personnel in CCQC-22.

c)    "Best of Best QC Award" - [Oral Presentation + Case Study] for the day one Presentation of CCQC-22 won by Shramik QC Team from Fitting and Machinery Shop of Shipbuilding.

d) 11 QC teams from MDL participated in National Convention on Quality Concepts (NCQC -

2022) Aurangabad held at 27 to 30 Dec-2022. 08 out of 11 QC teams won PAR Excellence Award and 03 QC teams won Excellent Award.

e) 02 Quality Circle Teams from MDL participated in International Convention on Quality Control Circles (ICQCC - 2022) Jakarta, Indonesia held in Nov 2022. Both MDL QC Teams won Gold Award.

Benchmarking

MDL has a long Legacy of producing more than 800 ships of various types. Over the year Quality Inspection Procedure has evolved to suit the latest construction methodology for Ships and Submarine.

MDL has three tier Quality Management System, which comprises self-Inspection by Production Quality Team constituted from the best qualified executives/ operatives/ staff followed by inspection by QA department and finally by the Customer rep. (WOT/THIRD PARTY) which leaves no scope for any error right from the raw material stage to post completion of final product. The non-conformity management with three level monitoring and advising does not allow any anomaly to remain un-attended/un-resolved.

Other Achievements/Facts:

a. Coordination for PDM/PLM:

Quality Management and product Lifecycle Management (PLM) are both proven disciplines that help companies improve Quality and Product Profitability. All activities for P17A, specially Inspection process, (except those whose design module upload is in progress) are being managed through PLM, which offers potential cost savings and simplicity of a single system. All basic QIP and

one combine project QAP has been converted into PDM/PLM format with their relevant context parameters.

b.    Inspection Process Achievement through Yard Practices Documentation and Modification:

1)    In accordance with the Integrated Construction methodology, the process of existing QIP for preliminary shaft sighting was modified and implemented in the fourth Frigate.

2)    To minimize the repeated type of inspection a mechanism was put in place and to save time, an amendment was done in the compartment dry survey process.

3)    A detailed Quality Inspection procedure was prepared for identifying the pitting corrosion areas/eccentricity in shaft of the fourth Destroyer.

4)    SQC section upgraded and documented the Inspection process of HVAC balancing, which leads to less rejections and reworks during Harbor acceptance trial (HATS) of ongoing projects.

5)    SQC section has also modified and documented the Keel sighting activities for Frigates by considering mean weight of the Keel plates.

c.    Integrated Construction & MEGA BLOCKs:

Integrated Constrution (IC) is being implemented on a live project on Project P17A for the first time in the Warship Building history of the Nation. In IC, the pre-outfitted blocks are prepared at multiple geographical locations and thereafter assembled into a Ship of the Yard with a significant benefit of reduced build period. The concept leverages on executing various activities in parallel instead of Sequentially. One of the complex activities like shaft alignment that used to take 6-8 months has been reduced to less than two(2) months.

d.    AI Enabled Innovations and AI Def Expo 2022

MDL in partnership with IIT Madras, Chennai(IITM) has designed and developed different ARTIFICIAL INTELEGANCE enabled products, out of which below mentioned two are being used on regular work by SB QA :

1.    AI enabled Computerized Radiography.

2.    AI enabled Advance Phase Array Ultrasonic Testing(APAUT).

These products are being developed for improved quality assurance of weld with less time, less labor consumption and higher efficiency. Both the products are safer than the conventional methods in many ways. With data migration, they will become more smart and AI UT can altogether replace radiography (y-rays).

Artificial Intelligence (AI) enabled weld inspection with computerized radiography has

been frequently utilized for all the thickness. The results are visible as it has reduced the cost of film by reusing the imaging plate in place of hundreds of films.

Artificial Intelligence (AI) enabled Robotic Weld Inspection using advanced phased array technique: Once mature, this system will enable us to reduce the use of conventional RT in many folds.

Your company is also exploring the development of innovative AI projects like Artificial Intelligence (AI) enabled Autonomous Underwater Swarm Drones, Artificial Intelligence Based Predictive Maintenance of Ship Equipment and Artificial Intelligence Based Energy Management of Fuel Cell .

AI Def Expo 2022

Hon'ble Raksha Mantri Shri. Rajnath Singh launched 75 Artificial Intelligence products / solutions developed by DPSUs, SERVICES (IA, IN, IAF), DRDO, IDex, SIDM and associated Startups, as part of "AiDEF" event on11^th July 2022 at Vigyan Bhavan, New Delhi. This event showcased large number of AI projects / solutions that increase the efficiency of complex systems / manufacturing processes of the organizations with AI value addition. MDL presented it's 3 AI products in "AiDEF "expo which was well appreciated by Hon'ble Raksha Mantri during his visit at exhibition.

2.7 Quality Management System

Your Company is committed to implement Quality Management Systems (QMS) as per ISO 9001:2015 standard. 71 Lead Auditors and 77 Internal Auditors are trained for carrying out the Internal Audits for sustenance of QMS in Shipbuilding Division. As a part of sustaining QMS as per ISO 9001:2015 Standard,

1^st Surveillance Audit for Submarine Division as per QMS ISO 9001:2015 was conducted on 26 & 27 Apr 2022 and successfully completed with 'NIL' Non-conformity reports by M/s IRQS with respect to the scope of "Design, Development, Construction, Refit, Test & Trials of Submarines. Based on audit results, M/s IRQS has recommended the continuation for "Certificate of Approval" of QMS ISO 9001:2015.

2.8 Information Technology

• Your Company completed the following activities during the year under review:

1.    SAP Implementation

Implementation of e-Measurement Book (e-MB): In compliance with Govt. of India guidelines, Online measurement book 'e-MB' has been developed in existing SAP system in September 2022. This e-MB system will replace the existing system of physical Measurement Book for works undertaken by Technical Service Dept. The features of e-MB system include linking of each MB with service purchase order and its service line item, Automatic preparation of service entry sheet with e-MB submission, online document attachment facility.

2.    Latest know how on IT

MDL is in the process of revamping MDL official website with new design, look, user features and product centric approach. The purpose and goal of the revamped website is to provide our Visitors / Clients / Vendors / Employees / other Stakeholders a user friendly platform which will give an insight of MDL and facilitate information about MDL's products and Services. The new website shall be interactive and provides convenient access to information about the company through classification under intuitive tabs such as About Us, Products, Services, Investors, Sustainability, Careers, Procurement and Employee information.

3.    MoD guidelines on Safety measures adopted / safety measures followed

MoD guidelines related to Information Security are complied as and when received.

4.    Achievements of IT in MDL

MDL is (International Organization for Standardization / International Electro Technical Commission) ISO/IEC 27001:2013 (Information Security Management System) ISMS Certified organization w.e.f November 22, 2022.

Indian Register Quality Systems has certified that the Information Security Management Systems (ISMS) of Mazagon Dock Shipbuilders Limited (MDL) has been assessed and found conforming to the Standard ISO/IEC 27001:2013.ISO 27001 is an international compliance framework set by the International Organization for Standardization (ISO). MDL has implemented an ISMS Information Security Management System and achieved conformity with the requirements for its Data Centre at Mumbai, Near Disaster Recovery (DR) at Mumbai & Far DR at Bangalore under CIT functions. ISO 27001 certification reinforces our commitment to Customers, Partners and Regulators to protect their information in all forms. This achievement demonstrates MDL's commitment to continual improvement, development, and protection of Information Assets/Sensitive Data by implementing appropriate Risk Assessments, Policies & Procedures and Controls.

5. Targets set and achieved for 2022-23

•    Managed Print Services (MPS) implemented in MDL in January 2023. Around 250+ secured PIN based printers installed all over the yard. All printers are managed & monitored centrally through print server, hence print from any location within the yard is possible. New features of the printers reduced wastage of papers drastically.

•    Network Monitoring System is implemented in November 2022 to reduce breakdown/fault finding of network equipment's.

2.9    Procurement from MSMEs

Your Company is complying with Public Procurement Policy for Micro and Small Enterprises (MSEs) Order, 2012. Accordingly, out of the total annual procurement, 25 % procurement is to be made from MSE.During the FY 2022-23, your Company has achieved 34.20 % procurement from MSEs.

During the FY 2022-23 your Company had conducted two vendor development programs exclusively for MSes owned by SC/ST and Women entrepreneurs. Your Company had also arranged supplier meeting (Buyer Seller) during the year. To futher enhance the vendor base, your Company had participated in eight online/ offline national level programs conducted by MSME-Development Institute (DI) across India.

2.10    Marketing initiatives

During the financial Year 2022-23, MDL participated in DEFEXPO 2022 in Gandhinagar and Africa Aerospace and Defence (AAD) in City of Tshwane - South Africa

 

as an exhibitor for marketing and business promotions. The exhibitions immensely helped in showcasing MDL's capabilities and technical strength in warship building and submarine construction. The exhibitions were successful in projecting the image and capabilities of India in the defence production sector in general and warship/ submarine building capabilities in particular. MDL had obtained various leads for potential future projects. MDL delegation visited 16^th International Defence Exhibition 2023 (IDEX) and the 7^th edition of Maritime Defence Exhibition 2023 (NAVDEX) held in Abu Dhabi. MDL was also part of Ministry of Defence, Government of India delegation who visited and participated in the seminars held in Tanzania, Malaysia, Australia and Bangladesh organized by High Commission of India. During the seminar MDL interacted with the Armed forces / Navy representatives wherein Indian shipbuilding capacities and capabilities were showcased.

system from OHSAS 18001:2007 to ISO 45001:2018 in Sept 2021. The Current HSEMS Certification is valid till July 2025.

3. Human Resource Development

Your company has been putting emphasis on the overall growth & development of Human Resources and is committed to continue its relentless efforts in updating the competencies of its executives through exposure to various Learning & Development programs organized by Institutes of National Importance and through sponsoring function based Seminar / Conferences / workshops. Besides, in order to ensure smooth supply of skillsets for Company's requirement and shipbuilding industry, various training programs viz. trainings of Trade Apprentices under the Apprentices Act, 1961, BOAT Apprentices and Marine Engineering students under the aegis of DG, Shipping at the Company's run Apprentice Training School have regularly been organized.

A list of Programmes/Trainings conducted during 202223 is as below:

a)    To provide an opportunity to the grass root level employees to place their issues/suggestions directly before the management, an Interactive session of CMD & D(CP&P) along with employees under theme 'Sanskar Se Samrudhi' has been started since 09 Mar 2023 onwards wherein a total of 782 employees have participated under HR initiative. This Platform has received wide appreciation and is designed to bring a cultural change in the organization.

b)    A customised program 'Ethics for Corporate Governance' for Finance Directors of all DPSUs was conducted on 11 Nov '22 through External faculty at MDL.

c)    Three programs on Intellectual Property Rights (IPR), MOD, GOI's flagship program were conducted at MDL through External faculty to create an IPR driven Innovation Culture wherein 179 employees were benefited.

d)    A Customized Online Training platform (COLT) was developed by BEL for training Executives for IPR. 34 Executives from MDL were trained through this platform.

e)    In accordance with CVC guidelines, with a view to develop a highly ethical organisation, Executives were nominated for Exposure Visit at National Dairy Development Board (NDDB), Anand, Gujarat.

The exposure visit was a mix of classroom training with experiential learning by way of village visit. 3 programs have already been conducted and 65 Executives trained. The Executives trained at NDDB, Anand further shared the knowledge via a capsule program with a view to develop the Culture, Ethics & Values for MDL. 12 such programs were conducted and around 1565 employees were trained.

f)    Executives who had received 'Certified Welding Inspector' training from Welding Research Institute (WRI), Trichy during FY 2021-22 further shared their knowledge to around 269 non-Executives during FY 2022-23.

g)    A customised certification program on 'Business Communication Skills' was conducted for a batch of 23 Executives through Engineering Staff College of India.

h)    Four programs were conducted on 'Retirement Planning' for the retiring employees. These programs were comprehensive programs encompassing 4 aspects of 'Diet Management', 'Wealth Management', 'Mind Management' & 'Wellness'.

i)    To hone the technical skills, Executives were nominated for various training programs like Fundamentals of Coating and Lining for Paint Officers, Industry 4.0, 'Material Management, Technology & Advances in Heat Treatment', Procurement through GeM Portal, Non-Destructive Testing in Level-II & III, Vibration Analysis etc.

j)    A customised training program on 'Project Management' was developed and conducted by National Academy of Indian Railways (NAIR) at Vadodara for 30 MDL Executives.

k)    Executives were nominated outside MDL for various programs conducted by Department of Public Enterprises (DPE). Topics include 'Project Planning & Monitoring', 'Outsourcing & Contract Management', 'Strategic Marketing Management', 'Industrial Artificial Intelligence in Industry 4.0', 'Leadership Development', 'Building Competencies for Personal Excellence', 'Risk Management', 'Decision Making with Data Analytics', 'Corporate Branding in Digital Era', 'Ethics in Governance & Preventive Vigilance', 'Supply Chain Management', 'Capital Market Reforms, Registration, e-invoicing, returns, TDS & GST', etc.

l)    Five programs on 'Wealth Management' were conducted wherein on roll employees were benefited.

m)    A Neuro Linguistic Programming (NLP) course was conducted through External faculty for HR Executives, wherein 10 HR Executives were certified as NLP Practitioner.

n)    With a view to develop a family feeling amongst the employees and dedication towards work, 2 capsule programs were developed viz 'Soch Badlo' for Non-Executives and 'Soch Banao' for Executives. A total of 633 Non-Executives were covered under 'Soch Badlo' & 577 Executives covered under 'Soch Banao'.

o)    One outbound 'Team Building' program was conducted for around 45 Senior level Executives at Lonavala. Similarly, 10 Outbound 'Team Building' programs were conducted for Non-Executives at RCF, Thal, Alibag wherein around 249 NonExecutives were covered under the said program.

p)    Information Security is a highly sensitive issue in current times and being a Defence PSU, further adds on to the vulnerability of the information. To sensitise the employees on the importance of Information Security, 10 programs were conducted in-house, benefiting around 684 employees.

q)    Cyber Security, which is of utmost importance in today's digital world needs to be addressed with high sensitivity. Around 12 programs were conducted on 'Cyber Security' benefiting 620 employees.

r)    A capsule program developed comprising 'Health', 'Safety' & 'Fire Fighting' was developed and conducted in-house. 30 programs have been conducted on the said topic and around 700 Employees were trained.

s)    Two days capsule program on 'Preventive Vigilance' was developed in line with CVC guidelines and 2 programs were conducted, benefiting around 85 employees.

t)    A customised program 'Life Vision Architect' was developed for MDL employees with a view to develop the employees internally & externally and develop dedication towards work. The program was conducted at Jeevanvidya foundation, Karjat; 10 programs were conducted and 993 employees were benefited.

u)    With a view to develop a pool of training faculty inhouse, employees were nominated to 'Management of Training for Training Managers' was conducted at Shimla, wherein 16 employees were trained.

v)    Executives were nominated for External training

programs for development of their Technical, Managerial and Behavioural Skills such as 'National Cost Convention' through ICAI, 'Legal Aspects of Contract Management' through ASCI, 'Higher Command Course' through Army War College, 'Enhancing Assertiveness & Positive Attitude & Disciplinary Rules, Procedure and Vigilance Proceedings in the Organization' through DPC, 'Emotional Intelligence-The Language of Leadership in a new hybrid world through IPE', 'How to be an Effective Vigilance Officer' through Sterling Institute of Corporate Conference and Events, 'International Maritime Law' through International Business Conference, 'Innovation of Decoding of Human Resources' through Indian Society for Training and Development, 'Leadership Excellence for Atma Nirbhar Bharat' through Indian Institute of Public Administration, 'Materials, Engineering, Technology and Advances in Heat Treatment' through ASM International, 'Strategy for Exports and Export Management & Executives Development Program for Defence Industries' through National Academy of Defence Production, 'ESG (Energy, Social & Governance) for Industry Transformation' through National Productivity Council (NPC), 'Administrative Effectiveness, Focus:    Human Resource Management',

'Administrative Effectiveness, Focus Preventive Vigilance, E-Procurement & RTI', 'Developing Managerial Leadership Skill & E-Procurement & Tendering; GFR' through National Productivity Council, 'Interactive Workshop on Preparation of Financial Statements as per best Financial Reporting Practices' through Standing Conference of Public Enterprises, 'Procurement by CPSEs from MSEs and through GeM' through Indian Institute of Materials Management, 'Workshop on RTI' through Standing Conference of Public Enterprises, 'Emotional Intelligence for Vigilance Officers' through Sterling Institute of Corporate Conference and Events, 'Workshop on Power Quality' through Centre for Indian Industry, 'Transformational Leadership' through Manushou Uthan.

w)    One Executive was nominated for 'Technical Management Course' at INS Mandovi.

x)    Special emphasis is laid in MDL to develop the skills of women employees at MDL. In order to ensure safety and dignity of women employees, MDL had conducted two sensitization programs on 'Prevention of Sexual Harassment of Women at Workplace' (POSH). A total of 97 Employees had participated in the said program. 30^th Regional Meet of Forum of Women in Public Sector (WIPS) was

conducted at Goa wherein 12 Women employees had been participated and in National Meet of Forum of women in Public Sector (WIPS) was conducted at Kolkata wherein 13 women employees participated. Training on 'Women Empowerment' was conducted wherein 130 women employees participated. On the occasion of Women's Day, MDL organized Self Defence program for women Executives wherein 25 women Executives benefited. Apart from that, participation of lady employees is ensured in all the above mentioned programs.

y)    An application 'e-library' was developed on MDL Intranet Portal for knowledge sharing, where all employees can contribute with e-books/ journals/ magazines to be read by all other employees.

z)    Various Institutes like Ordnance Factory, ISRO, RCF, ITI and other Educational Institutes visited MDL as part of Industry Institute Interface leading to interaction between MDL and Corporates/ Colleges.

aa) MDC had conducted training for Board Level Executives on 'Strategic Conclave' on 28-29 Jan 2023 wherein 06 Board Level Executives participated, and Masterclass for Directors was conducted on 11-13 March 2023.

3.1 National Integration:

Your Company has undertaken a number of measures, which

have immensely facilitated towards National Integration.

Some of these activities are enumerated below:

a)    MDL follows all directives of the Government with regard to recruitment of SCs/STs/OBCs/PWDs and Minorities.

b)    Observes 'Quami Ekta Diwas' every year and extends financial assistance. This amount is primarily spent towards those children, who become destitute and orphan in Communal, Caste, Ethnic or Terrorist violence for Care, giving Education and Training for their effective rehabilitation.

c)    Consistent efforts in bringing the backward and downtrodden of the society in the mainstream through various CSR initiatives in the field of Health, Sanitation, Skill Development, Rural Development, Education and Rehabilitation etc.

d)    Women Empowerment through various measures such as Learning and Development initiatives, Committee on WIPS and through Internal Complaint Committee (ICC) for redress of complaints of Sexual Harassment.

3.2    New initiative by HR- SBC during FY 2022-23

i)    Your company assists employees in registering for pension under EPS-95 scheme. MDL has taken significant step in providing PPOs to retiring employees on the day of their retirement under the scheme PRAYAAS implemented by EPFO. Help desk has been set up under the concept of "Pension Mitra" to assist employees for exercising option for higher pension under the Para 11 (3) and Para 11 (4) of Employees Pension Scheme, 1995 in terms of direction given by Hon'ble Supreme Court vide Order dated 04^th November 2022 and subsequent guidelines issued by EPFO in this regard.

ii)    All Non-Executives (retired before 2006, retired between 2006-2016 and retired after 2017) are extended similar coverage for medical expenses.

iii)    Earlier Health Insurance Policies for providing medical expenses coverage to retired employees is replaced by Self-Funded Scheme which is managed by MDL with assistance from Health Benefit Service Provider.

3.3    Welfare Activities

Your Company values its human resources highly. To keep

their morale high, apart from statutory welfare measures,

your company extends several other welfare activities.

i)    Life Insurance Coverage:

Your Company has arranged various Group Savings Linked Insurance Schemes, which provide financial assistance in case of untimely death (accidental/ illness) of an employee while on duty. Besides, Group Personal Accident Insurance Scheme has also been in place, which provides 24 hours' coverage for compensation in the event of an accident of an employee resulting in death or permanent / partial disability.

ii)    Medical Scheme:

All the serving employees, including their dependent family members, are covered under the Medical scheme. Hospitalization claims of around H 45.78 Crore were disbursed towards treatment of the employees and their dependent family members during the FY 2022-23.

iii)    Other Welfare Activities:

Your Company also provides number of welfare measures viz., Onsite Dispensary and Occupational Health Centre, Hospitalization, Wellness Centre,

 

b)    Total manpower strength as on 31 Mar 2023 is at 5914 (including functional directors) out of which the number of persons on temporary rolls was 2926 of the total strength, 96 are Ex-servicemen, 825 are of Schedule Caste and 487 are of Scheduled Tribes. The percentage of Scheduled Caste and Scheduled Tribes in respect of Employees stood at 13.95% and 8.24% respectively.

c)    Number of persons on temporary rolls as on 31 Mar 2023 is 2926 out of which 388 belong to Scheduled Caste and 272 belong to the Scheduled Tribes category.

d)    Details of the statement showing position regarding representation of Schedule Castes and Schedule Tribes in various categories of post on 01 Jan 2022 and 01 Jan 2023 is annexed at Appendix 'A'

3.5 Employment of Women:

As per the recommendation No.51, Para (ii)(a) of the National Commission for Women (NCW) in its Annual Report for the year 1995-96, the employment position of Women as on 31 Mar 2023 is given below as directed by the Ministry of Defence, vide their letter Nos. 39(6)/99/D(B&C), dated 27 Aug 1999.

Note: MDL being a heavy engineering industry, the number of women applying in various trades and disciplines against vacancies notified is low.

 

 

through bilateral negotiation process and Industrial Relations & Labour situation at MDL, Mumbai, in general, is normal and peaceful.

3.8 Reservation of Posts

Your company has been observing all the Government directives and instructions issued from time to time on reservation of posts for SCs / STs / OBCs. All the rosters of SC / ST / OBC / PWD are maintained, which is inspected by the respective Liaison Officer from time to time and perused by the SC/ST Unions also. Detailed statistics regarding the total number of employees, number of women employees, recruitment made during the calendar year 2022 and the representation of SCs / STs / Ex-servicemen as on 01 Jan 2022 are given at Appendices A, B & C to this Report.

3.9    Grievance Redressal Committees for SCs/STs:

Weaker sections of the society are given adequate protection in the form of just and equitable treatment at the hands of employer. To ensure the same, a separate "Grievance Redressal Cell" has been constituted for SC / ST employees. A quarterly meeting of representatives of SC/ST is held with Director (CP&P) wherein grievances related to SC/ST are discussed and resolved.

3.10    Report on Sexual Harassment under the Act.

Following enactment of The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redress) Act, 2013, an Internal Complaint Committee (ICC) has been in place to deal with and redress complaints on sexual harassment. 01 (One) complaints were received during the fiscal year out of which 01 was disposed-off.

5.    Official Language Implementation

Your Company has been adhering to the directives issued by the Govt. of India from time to time for extensive use of Hindi for official purposes. MDL's efforts towards progressive use of Official Language are detailed below:

a)    Hindi Diwas was celebrated in MDL on 14 September 2022 and Hindi Pakhwada was celebrated from 19 September 2022 to 29 September 2022 in which Hindi typing, Quiz, dictation, Translation, Hindi essay, Story-telling, Poetry-reading and Singing competitions were organized. Separate competitions are organized in MDL for Hindi speaking and non-Hindi speaking employees and officers. The program of singing competition started with the lighting of the lamp by the CMD.

b)    Under the Hindi Teaching Scheme, in the year 2022, in January-May and July-November session, a total of 17 officers/employees passed the Parangat examination.

c)    MDL's in-house magazine "Jaltarang" was selected as the best magazine by Ashirwad Rajbhasha Sansthan and on 20 September 2022 was awarded first prize by Honorable Governor Shri Bhagat Singh Koshyari at Raj Bhavan.

d)    Official language magazine "Jaltarang" published by MDL was awarded first prize on 25 July, 2022 by Mumbai TOLIC (Town Official Language Implementation Committee).

e)    Information related to implementation of Hindi was given through Hindi workshop by Hindi officers for the newly selected officers in MDL.

f)    06 digital boards has been installed for displaying of "Aaj ka Shabd" and "Aaj ka Vichar" at major places of the company

g)    Officers and employees were given an incentive award of H 5,000/- for maximum Hindi typing.

h)    Officer has been designated as Hindi Coordinator in each department of MDL for better implementation of Hindi.

i)    Hindi Diwas and Akhil Bharatiya Rajbhasha Sammelan was organized in Surat on 14-15 September, 2022 where 02 officers/employees participated in the Official Language Conference.

6.    Vigilance Activities

Vigilance is an integral Managerial function. Vigilance department takes appropriate action to carry out preventive, participative and punitive vigilance in

Mazagon Dock Shipbuilders Limited (MDL). It promotes transparency, integrity, fairness, accountability in various activities including all commercial procurement functions, recruitment, outsourcing activities etc. Vigilance department suggests Systemic Improvements based on the investigation of the complaints/ spot checks/ CTE type examination and also ensures that integrity is maintained in all functions of the organization.

Activities carried out by Vigilance Department during the period from 01 April 2022 to 31 March 2023 are as follows.

i.    CTE Type Examination:

As a part of Preventive Vigilance, CTE type intensive examination of Procurements/ Service Contracts/ Consultancy Contracts/ Subcontracts/ Outsourcing orders are taken to verify compliance to prescribed procedures and statutory norms/ regulations. Five (05) such CTE type examinations were carried out by Vigilance department and Systemic Improvements were suggested.

ii.    Complaints:

Vigilance department received 47 complaints. Investigation of 11 complaints were pending from 2021-22. Out of these cumulative 58 nos., investigation has been completed for 51 complaints and the remaining 07 complaints are under investigation at various stages as on 31 March 2023.

iii.    Spot check/ Surprise Checks:

Surprise/Spot checks of various functions of the organization are also being conducted by Vigilance department. 13 nos. surprise/spot checks have been conducted and suggestions/corrective measures were recommended for Systemic Improvements.

iv.    Scrutiny of Audit Reports & CAG Reports:

40 nos. of Audit Reports (CAG-01 no. & Internal Audit Reports -39 nos.) were scrutinized.

v.    Disciplinary Proceedings:

The pending Disciplinary proceedings against delinquent executives are being closely monitored by Vigilance Department. As on 31 March 2023, 02 Major Disciplinary Proceeding are in process. Penal action is recommended against 03 employees and administrative actions such as recordable warning, advisory, counseling etc. were recommended against 10 employees. Administrative actions were taken against 13 employees.

vi.    Vigilance Clearances:

Timely vigilance clearances were issued for personnel/ officials proceeding on foreign tours

and official duty abroad, compulsory retirement (FR 56J), separation (resignation/ retirement), DPC (Promotion), Board Level PESB Recruitment and attending interview/ forwarding application.

vii.    Scrutiny of Annual Property Returns (APRs) of executives:

82 APRs of MDL Executives were scrutinized by Vigilance department manually. From the year 2022 onwards, online submission of APRs has been implemented. Exception report to enable faster scrutiny is under development.

viii.    Preventive Vigilance:

Sixteen (16) Systemic Improvements in the areas of procurement, project execution and other organizational functions like HR, Medical, Administration etc. were suggested to management as an initiative for Preventive Vigilance and the same were accepted by the management and promulgated through Circulars by Directors concerned.

ix.    Vigilance Awareness Week Activities:

a)    Observance of VAW - 2022 on the theme "Corruption free India for a developed Nation" as per CVC guidelines, was commenced with the Integrity Pledge on 31 October.2022 (Monday) at 10:00 a.m. during the Inaugural function which was led by CMD, MDL and attended by all Functional Directors, CVO, EDs and GMs/HODs. The digital version of MDL's In-house Vigilance Journal "Sucharita (Vol. XXV)" was released during the Inaugural function of VAW-2022.

b)    In house activities like Essay, Slogan and Poster competitions were organized. An online quiz competition for all MDL employees and an online vendors meet were also organized to create awareness about Vigilance. A Street Play based on the theme of VAW 2022 was performed by students of Apprentice Training School of MDL at prominent places within MDL. Awareness on PIDPI was promoted by sending bulk SMS to stakeholders. A session on Preventive Vigilance and Case Studies was taken by CVO for executives of the Company.

c)    Outreach activities like Mini Marathon,

Drawing,    Essay, Slogan and Rangoli

Competition were also organized at Zilla Parishad School, Shahapur and D B Mohane Ashram Shala, Shahapur, Maharashtra for creating awareness about Corruption among school children and citizens.

d)    Similarly, Essay competition    in NSTI(General),

Mumbai and    Drawing    competition in

NSTI(Women), Mumbai were also conducted on the theme of VAW 2022. Total 328 students of these institutes participated in the said competitions.

e)    Certificates/Prize    awards    were

given away to    the winners of various

competitions organized.

x.    During observance of VAW-2022, Sensitization programs on Vigilance Awareness and Preventive Vigilance were organised using in-house as well as external resources for MDL employees covering 336 executives and 243 non-executives at MDL so as to create awareness for eradicating corruption.

Two-Days Training module on Preventive Vigilance as part of Induction/ Mid-Career Training:

As per CVC guidelines to all CPSEs, 2-Days training module has been effectively implemented for MDL Executives at the Induction/Mid-Career level. Training has been imparted by MDL Vigilance Team to a total of 85 executives in 2 such batches during the year, in co-ordination with MDC.

xi.    Exposure visit of executives at NDDB Anand:

In terms of the CVC Letter No. 015/MXC/017 (Pt 16) dated 08 Jan' 21, MDL in coordination with NDDB, Anand organized Exposure Visit for executives at induction and mid-career level. This training at NDDB was attended by 100 executives of MDL, in 03 batches for induction level and 02 batches for mid-carrier level executives.

xii.    Capacity Building Initiative:

Vigilance executives are trained on various vigilance related aspects through internal & external resources; in turn these executives impart training to MDL Executives & Non-Executives.

7. Governance & Sustainability

7.1    Corporate Governance

In terms of Regulation 34 read with Schedule V of SEBI (LODR) Regulations and the DPE Guidelines, a report on Corporate Governance for the year ended 31 March, 2023 has been prepared and annexed to this Report. The Company's Secretarial Auditor has issued a certificate on Corporate Governance and is appended to the Corporate Governance Report at Appendix 'D'.

7.2    Implementation of RTI Act, 2005

Under the Right to Information (RTI) Act, 2005, to facilitate provision of information to the citizens requesting for the same, your Company has evolved necessary structure by designating officers as Assistant Public Information Officer, Public Information Officer and Appellate Authority for the purpose of implementation of the Right to Information Act in the Company. During the year, the Company received 145 applications and 09 First appeals through online/ offline mode. The information/ replies sought for were duly furnished. The Quarterly Returns are being uploaded on the Central Information Commission's (CIC) website. Proactive disclosures of information were updated on the website of MDL under RTI Link as directed by CIC

7.3    Meetings of the Board

Against the Statutory requirement of minimum 4 meetings of the Board in a financial year, Ten meetings of the Board of Directors of the Company were held. These were on 30 May 2022, 30 July 2022, 10 Aug 2022, 27 Sep 2022, 10 Nov 2022, 06 Jan 2023, 21 Jan 2023, 30 Jan 2023, 28 Feb 2023 and 28 March 2023 were held during FY 2022-23.

7.4    Company's Policy on Directors Appointment and Remuneration

As your Company is a Central Government Public Sector Enterprise(CPSE), the appointment, tenure and remuneration of Directors (Functional Directors including the CMD) are determined by Government of India through Public Enterprises Selection Board (PESB), The terms and conditions of appointment, including the period of appointment, the scale of pay and other entitlements are notified by the Government of India.

The Ministry of Defence (Administrative Ministry) appoints the Government Nominee Directors and they are not entitled to any remuneration or sitting fees.

The non-executive Independent Directors are appointed by the Government of India and they are entitled to sitting fees for attending the Board/Committee meetings as prescribed by the Board in adherence with the statutory rules and regulations.

According, to the Ministry of Corporate Affairs, Government of India's Gazette Notification No GSR 463 (E ) dated 5 June 2015, your Company, a Government Company, is not required to frame a Policy on Directors' appointment and remuneration including criteria for determining qualifications, evaluation etc., under section 134(3)( e ) of the Companies Act.

7.5    Board Evaluation

Pursuant, to the Ministry of Corporate Affairs, Government of India's Gazette Notification No GSR 463 (E ) dated 5 June 2015, the statement indicating the manner in which formal annual evaluation has been made by the Board of its own performance and that of its committees and individual directors is not required for your Company, as the performance of directors is evaluated by the Administrative Ministry.

7.6    Changes in the Board

The following changes took place in the Directorship of the Company during the year under review:-

VAdm. Narayan Prasad, IN(Retd) (DIN 08644492) was appointed as the Chairman & Managing Director w.e.f. 30 December 2019 pursuant to appointment letter from Department of Defence Production, Ministry of Defence dated 29 November 2019. He superannuated on 31 Januaray 2023, the Board placed on record its appreciation for the valuable support, contribution and guidance provided by VAdm Narayan Prasad, IN (Retd) during his tenure.

Shri. Sanjeev Singhal, (DIN 07642358) Director(Finance) has been entrusted with additional charge of CMD of the Company w.e.f. 01 February 2023 as per the directions of Department of Defence Production, Ministry of Defence.

Shri. Anurag Bajpai,JS(DIP/P&C) (DIN 08948155) was appointed as the Government Nominee Director ( Part Time Official Director) on the Board of the Company w.e.f 10 November 2022 in place of Shri Sanjay Jaju, exAdditional Secretary (DP) (DIN 01671018) pursuant to orders conveyed by the Ministry of Defence vide their letter dated 10 November, 2022. The Board placed on record it's appreciation for the support and contribution provided by Shri Sanjay Jaju during his tenure.

Cdr. Vasudev Puranik, IN (Retd) (DIN 09623387) was appointed as the Director (Corporate Planning & Personel) w.e.f. 09 June 2022 pursuant to appointment letter from Department of Defence Production, Ministry of Defence dated 08 June 2022.

Shri. Dattaprasad Kholkar (DIN 10054086) was appointed as Independent Director (Part Time NonOfficial) w.e.f. 23 Feb 2023 pursuant to appointment letter from Department of Defence Production, Ministry of Defence dated 13 Feb 2023.

Shri. Shambhuprasad B Tundiya (DIN 03245725) was appointed as Independent Director (Part Time NonOfficial) w.e.f. 24 Dec 2021 pursuant to appointment letter from Department of Defence Production, Ministry of Defence dated 24 Dec 2021. He resigned on 13 Nov 2022 due to pre-ocupations, the Board placed on record its appreciation for the support and contribution provided by Shri. Shambhuprasad B Tundiya during his tenure.

7.7    Constitution of Audit Committee

Audit Committee pursuant to the provisions of Section 177 of the Companies Act, 2013 and the Rules made thereunder has been constituted by the Board. The Committee acts in accordance with the terms of reference as approved by the Board. The composition and other details are disclosed in the Corporate Governance Report. All recommendations made by the Audit Committee were accepted by the Board.

7.8    Declaration and Meeting of Independent Directors

All Independent Directors of your Company have confirmed that they meet the criteria of Independence as prescribed under both the Companies Act, 2013 and the SEBI Listing Regulations.

A Separate Meeting of Independent Directors in accordance with the provisions of the Companies Act, 2013 was held on 28 March 2023 and all the Independent Directors were present.

The Independent Directors have also confirmed that they have complied with the "Code of Business Conduct and Ethics for Board Members and Senior Management" of the Company

7.9    Corporate Social Responsibility

The Company is committed to all its stakeholders to conduct business in an economically, socially and environmentally sustainable manner as part of its CSR & Sustainability policy.

Your Company is committed to undertake various programs for integrating social and business goals in a sustainable manner through inclusive growth so as to make a positive impact for the society at large. Your Company has adopted Corporate Social Responsibility & Sustainability Policy in compliance with Section 135 of the Companies Act 2013 and Rules framed there under.

The CSR Budget of your company for the FY 2022-23 was H13.92 crore (2% of average profit of the previous three financial years as per section 198 of Companies Act 2013). In addition to above, a sum of H4.56 crore were carried forward from the previous financial year (2021-22). Out of total amount of H18.48 crore, your company spent H12.61 crore towards CSR activities during FY 2022-23 (current FY). Balance sum of H5.87 crore remains unspent

as several projects/programs could not be accomplished/ completed due to delay in the submission of required documents and/or delay in execution of some projects by the implementing agencies. The same was transferred to the Unspent CSR expenses on 26 April 2023.

Your Company has executed 27 projects as part of its CSR initiatives mainly in sectors of Education, Health & Sanitation, Skill Development and Village Development. The executed projects are in line with schedule VII of the Companies Act. The details of the major projects executed in FY 2022-23 are as under: -

a)    COVID Management: Keeping MDL's commitment to support the nation's fight against the Covid-19 pandemic, your Company has supported Cama & Albless Hospital, Mumbai towards supply of oxygen from Oxygen Tank to the hospital wards.

b)    Aspirational Districts: In line with Pradhan Mantri TB Mukt Bharat Abhiyaan, your Company has supported District Administration in eradication of TB in Nandurbar district (one of the Aspirational Districts in Maharashtra). Under this project, MDL has supported District Administration - Nandurbar in setting up of a mobile diagnostic facility and also provided nutrition support to 400 TB patients.

MDL has continued its support for Gift Milk project in Gadchiroli district (another Aspirational district of Maharashtra) under which fortified milk was supplied to about 4400 students of 40 Govt. Schools in the district.

c)    Healthcare & Sanitation: Your Company has continued undertaking new initiatives in the Healthcare sector in the FY 2022-23. MDL has supported a Charitable Hospital in Kota district (Rajasthan) by providing medical equipment. MDL has also supported construction of health & nutritional facility in Rajkot district (Gujarat). Your company has also commenced Anemia Mukt Bharat project which will benefit 10000 patients.

MDL continued its project in supporting and counseling more than 93,000 cancer patients at nine Regional Cancer Centres in 5 different States/ UTs of India. Further, MDL provided much needed support for intellectually deficient children and adults at Children's Home in Mankhurd for the benefit of 265 children who are victims of natural calamity, social apathy and loss of parents. MDL has also made contribution to PMCARES fund.

In line with the Swachh Bharat Mission of Govt. of India, your company has continued the clean-ship of areas/ wards in Mazagon, Mumbai. MDL has also made contribution to Swacch Bharat Kosh.

 

 

The CSR committee certifies that the implementation and monitoring of the CSR projects being executed are in accordance with the CSR objectives and policy of the company. The Annual Report on CSR contains the requisite details as specified in the Companies Act, 2013 and is placed at Appendix E.

7.10    Environment and Pollution Control:

Your Company has engaged various initiatives towards sustainable development and energy conservation in the year under report. In alignment with the Government of India's policy to increase the quantum of renewable energy and to reduce energy consumption various projects were undertaken by your company as follows:

i)    MDL is committed to reduce the consumption of energy generated by fossil fuel and to increase the generation of renewable energy to the maximum possible extent. MDL has already installed 1.85 MWp Roof Top solar power plant.

ii)    Procurement of 40,000 Nos. 110V LED bulbs.

iii)    Procurement of 40 Nos. LED flood lights

Information required under Section 134(3)(m) of the Companies Act 2013, pertaining to Conservation of Energy, Technology Absorption is given in Appendix 'F' to this Report.

7.11    Swachh Bharat Initiatives

Your Company, adhering to the Prime Minister's Swachh Baharat Abhiyaan, has been able to make positive impact in creating mass awareness movement in and around MDL and bring about lasting behavior change in the society through participation of employees at all levels as well as the people from the surrounding area.

a)    Clean-ship of adjacent areas/Roads of MDL by external agency: MDL has engaged a specific agency for carrying out daily cleaning of roads (approx. 4.5 km) adjacent to MDL.

b)    MDL carried out special Swachhta Drive at Sewari Fort.

7.12    Particulars of Employees and Related Disclosures

In accordance with Ministry of Corporate Affairs notification no. GSR 463(E) dated 05 June 2015, Government Companies are exempt from Section 197 of the Companies Act, 2013 and rules thereof regarding disclosure of particulars of employees drawing remuneration in excess of the specified limit.

7.13    Extract of Annual Return

In terms of the Companies Act, 2013 as amended, the Annual Return is available on http://mazagondock.in/ Annual Return.

7.14    Directors' Responsibility Statement

As required under Section 134(3) (c) and 134(5) of the Companies Act, 2013 the Directors' Responsibility Statement is given as under, that:-

(a)    In the preparation of the Annual Accounts for financial year ended 31 March 2023, the applicable Accounting Standards have been followed along with proper explanation relating to material departures;

(b)    The Directors have selected such Accounting Policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the State of Affairs of the Company at the end of the Financial Year i.e. 31 March 2023 and of the Profit and Loss of the Company for the year ending on 31 March 2023;

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

(d)    The Directors have prepared the Annual Accounts for the financial year ended on 31 March 2023 on a going concern basis;

(e)    The Directors have laid down Internal Financial Controls to be followed by the Company and that such Internal Financial Controls are adequate and are operating effectively and

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

7.15    Statutory Auditors and their Report

The Comptroller and Auditor General of India under Companies Act 2013, appointed M/s. C.R. Sagdeo & Co, Chartered Accountants Mumbai, as the Statutory Auditors of the Company for the financial year 202223 as MDL is a CPSE. The Auditors have certified the Accounts and their Report is placed as a part of Annual Report.

The Notes on the Financial Statements referred to in the Auditors' Report are self-explanatory and do not call for further comments. During the year under review, no fraud has been reported by the Auditors under section 143(12) of the Companies Act, 2013 read with Rule 13 of the Companies (Audit and Auditors) Amendment Rules, 2015.

7.16    Comments of the Comptroller & Auditor General of India

The Comments of the Comptroller and Auditor General of India under Section 143 of the Companies Act 2013 are placed as a part of Annual Report.

7.17    Cost Auditors

M/s. Dhananjay V Joshi & Company, Mumbai, were appointed as Cost Auditors for conducting cost Audit of the Company under section 148 of the Companies Act, 2013 for the year 2022-23 and accordingly such accounts and records are made and maintained.

7.18    Secretarial Audit

M/s Ragini Chokshi & Co., Practicing Company Secretaries, Mumbai were appointed to conduct Secretarial Audit of the Company for the financial year 2022-2023 pursuant to provisions of Section 204 of the Companies Act, 2013 and Regulation 24A of the SEBI(LODR) Regulations, 2015. The Report of the Secretarial Audit in Form MR-3 is annexed to the Directors' Report as Appendix 3 and forms part of this report. The Report does not contain Qualification, Reservation or Adverse remark except that the Company did not have sufficient numbers of Independent Directors on the Board of the Company as stipulated under the SEBI (LODR) Regulations, 2015.

In this regard, your Company being a Government Company, under the Administrative Control of the Ministry of Defence, Department of Defence Production, the power to appoint Directors (including Independent Directors) and finalizing the terms and conditions of appointment vest with the Government of India. The matter regarding appointment of required number of Independent Directors has been taken up with the administrative Ministry from time to time and the Government is seized of the Matter.

7.19    Adequacy of Internal Financial Controls with Reference to The Financial Statements

i.    The Company has an Internal Audit Department, which monitors compliances of Company's procedures, and policies with well-defined annual audit program and significant audit observations are reported to the Audit Committee of Board of Directors. The Internal Audit function is headed at the level of Executive Director who is reporting directly to the Chairman & Managing Director.

ii.    The implementation of SAP/ERP system has helped to strengthen the Internal Control Systems with its in built checks and balances at various level of operations and it has set up disaster recovery site at distant locations.

iii.    The system of Internal Control comprises well defined organization structures, pre-identified authority level and procedure issued by management covering all vital and important areas of activities which includes Purchase, Stock verification, Inventory Consumption, Fixed Assets, Cash & Bank Management & Treasury, Payroll, HR, Risk Management, Statutory Compliance and all other activities involved in financial statement closing process.

iv.    Internal audit of specific areas of the Company's operations has been outsourced to Chartered Accountant firm. In addition to outsourced audit activities, other audit activities are carried out by in-house Internal Audit department. Audit reports given by Internal Auditors were reviewed by Audit Committee and necessary directives were issued. The Company had initiated suitable actions on the said directives.

8.    Management Discussion &Analysis Report

As per Regulations 34(2) (e) of the SEBI (LODR) Regulations, the Management Discussion and Analysis Report (MDAR) is attached to this Report as Appendix 'G'.

9.    Business Risk Management

Pursuant to regulation 21 of the SEBI(LODR), 2015 the Company has constituted a Risk Management Committee and its terms of reference, Risk Management Policy etc. are set out in the Corporate Governance Report.

10.    Business Responsibility Sustainability Report (BRSR)

The Listing Regulations mandates the inclusion of the BRSR as part of the Annual Report for the top 1000 listed entities based on Market Capitalization. In compliance with the Listing Regulations, we have integrated BRSR disclosures into our Annual Report.

11.    Future Outlook

Your Company has envisaged following measures of future outlook.

i. Infrastructure

Your Company is exploring the possibility for setting up a green field shipyard at its Nhava Yard in a phased manner with short term and long term developments plan. Short term development will enable MDL to facilitate the immediate use of the existing infrastructure for shipbuilding and ship

repair business whereas long term development will facilitate the construction of large size vessels and submarines including major refit and repairs.

To undertake the construction of advanced and next generation vessels, MDL intends to build a New Floating Dry Dock of 12000T capacity.

Your Company is committed towards up-liftment of under privileged sections of society and towards this a skill development hub is being created with an Apprentice Training School (ATS) and associated development work at Gavhan village, Navi Mumbai.

The progress of all the ongoing projects were affected in 2020-21 & 2021-22 on account of the prolonged pandemic situation worldwide. All efforts are being made to complete ongoing projects as per revised time schedules.

ii) Submarine Project

a)    Project 75 (I):

MDL has been shortlisted as one of the Strategic Partners (SP) for future submarine project P 75(I). RFP from MoD for P75 (I) was issued on 20 July 2021 to shortlisted strategic partners and revised bid submission date is 01 Aug 2023.

b)    Additional 03 nos. Scorpene class Submarines:

Preliminary proposal for additional 03 nos. Scorpene class Submarines with higher Indigenization content has been submitted to IHQ/MoD(N) on 10 Oct 2022. MDL comments on IN's SOC were forwarded on 08 Apr 2023. case is currently under deliberation at MOD.

c)    Product Life Cycle Support for Conventional Submarines:

Successful completion of construction of two SSK class submarines, Modernization & Refit of four SSK class submarines, present construction of six Scorpene class submarines and Medium Refit cum Life Certification (MRLC) of one SSK class Submarine, INS Shishumar has forged MDL's position as the only Indian Shipyard with capabilities to build & provide Life Cycle Support for conventional submarines.

Medium Refit cum Life Certification (MRLC) of INS Shishumar, SSK class Submarine is currently in advanced stage of refit completion. RFP for second SSK class Submarine has been issued by IN on 28 Apr 2022 and order placement is expected by Jun 2023. MDL is fully poised to render Life Cycle support for Submarines of Indian and Foreign Navies.

d) Parallel lines for Submarine Construction

MDL has augmented necessary infrastructure for Submarine construction through a modernisation project. Presently, high level of skill has been developed in MDL for Submarine construction and at the same time local vendors have been developed for complex and high quality fabrication jobs. The skilled workforce of MDL and vendors are ready to take on new challenges in submarine construction. Post infrastructure augmentation, MDL submarine building capacity has been enhanced substantially to cater for two dedicated Submarine Assembly Lines fully ready for operations. With these assembly lines, MDL has a capacity to undertake construction of 11 Submarines at any given time.

iii. Exports:

a.    Your Company has a rich legacy of building close to 801 ships since inception, a broad spectrum of exports carried out in the past comprising of more than 250 vessels, the impeccable quality of the products delivered that has been internationally acclaimed are all being leveraged in a concerted manner for exports. MDL's export portfolio covers a wide gamut of products comprising of new builds for civilian and military end-use, repairs of commercial vessels and refits of war vessels. Customized service portfolios wherein MDL can pitch-in as a Know-How Provider for specific needs of developing nations are also in the offer. The last export order was delivered in 2014 and MDL now intends to revamp its presence in the Export market. Highly competitive markets, changing technology, stringent quality criteria, increased expectations of the customer and competitive pricing of the products from North-East Asian countries are some of the challenges that MDL is working upon.

b.    Your Company intends to revamp its presence in the export market. MDL has been in dialogue with various Indian Embassies/High Commissions abroad to expand its product outreach to prospective customers. MDL is participating aggressively in the global tenders issued by various countries and is in dialogue with foreign navies to fulfil their requirements. The commercial shipbuilding sector world-wide is passing through a down turn and MDL

is deeply aware of the situation. Nevertheless, the defence needs in the international market continue to rise. MDL has unique strengths and skill sets that have been painstakingly developed in the past eight decades and are adapted in the complex activities of weapon integration sensors for high tech defence platforms. This gives a cutting edge for MDL against their competitors and MDL is all set to cash-in this scenario. MDL has also appointed Management Representatives for canvasing MDL's rich legacy in construction of Naval and Non-Naval vessels and promoting MDL's products in the global market. The Management Representative will also facilitate expansion and growth of MDL business in near future.

c.    In addition to constructing vessels, MDL is also ready to provide the services like design of Warships and Commercial Ships, Transfer of Technology and imparting training in construction of large Warships, Auxiliary Boats and Ferries, hand-holding to the Customer's Shipyard for construction and first line repairs of Warships and auxiliary vessels and Training the technical teams from customer's side in the field of Setting to Work of systems and Ship trials. Your company has the capability for Refit, Overhaul and Life extension refits of Ships and Submarines. MDL has provided yard facility to a luxury yatch from Caymans Island and an Ofshore supply vessel from United Arab Emirates. MDL intends to tap the global Ship Repairs market for both Naval and Commercial Ships, and Submarines in future.

d.    MDL also has facilities & capacity for fabrication of Pressure hull subsections. Export of Pressure Hull sections to any other country manufacturing / procuring Scorpene class Submarines is being explored. Your Company also intends to undertake infrastructure development and become part of global supply chain for products. MDL was awarded an order for supply of various types of valves from M/s. Fortune Engineering & Energy services, Dubai, United Arab Emirates.

e.    Your company is exploring the possibility of converting the requirements of government agencies of target countries to projects under LoC. Efforts are on for pursuing exports with various countries following both the G2G route wherein

the GoI have opened Lines of Credit with funding typically extended by EXIM bank as well as the B2B route with sovereign guarantee of the recipient nation.

f.    Your Company's strategic positioning on the west coast of the country provides proximity to the main sea routes crisscrossing the Arabian Sea and Indian Ocean with accessibility to Europe and Middle East. Tie-ups with other small shipyards in the country are in place. MDL has aligned itself with the new thrust on Defence exports.

g.    Products mentioned under R&D and diversification also have export potential. MDL is in touch with Indian Embassy's and also with authorised agents for export opportunities. MDL is also participating in various National & International level Defence Exhibitions like Defexpo, Aero India etc. to explore export opportunities.

Acknowledgements

Your Directors wish to place on record their gratitude and sincere appreciation for the assistance, co-operation and guidance received by the Company from various Ministries of the Government of India especially the Ministry of Defence, Department of Defence Production, the Indian Navy, Greater Mumbai Municipal Corporation,

Mumbai Port Trust, Principal Controller of Defence Accounts (Navy), the Departments of Customs, Income Tax and GST.

Your Directors also place on record their appreciation for the assistance extended by the Company's Bankers Viz. State Bank of India the valuable advice rendered and co-operation extended by the Statutory Auditors, M/s. Sagdeo & Co Chartered Accounts, Mumbai, and the officers of the Principal Director of Commercial Audit and Ex-Officio Member of the Audit Board, Bengaluru. Your Directors express their gratitude to the clients, who have extended patronage to the Company. Your Directors also appreciate and acknowledge the devoted efforts put in by the Company's employees at all levels.

Sincere thanks also to all the Stakeholders for having unwavering confidence in the Company and willingness to extend all support to the Company.

For and on behalf of the Board Sanjeev Singhal

Chairman & Managing Director DIN: 07642358

Place: Mumbai Date: 10 Aug, 2023