Annual report
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Subject: The Annual Report for the Financial Year 2024-25 Dear Sir/ Madam, This is to inform that pursuant to Regulation 34 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are enclosing herewith the Annual Report for the Financial Year 2024-25. The aforesaid document is also available on the website of the Company at https://mazagondock.in and is being sent to all eligible shareholders of the Company whose email addresses are registered with the Company/ Depositories. Further, pursuant to Regulation 36(1)(b) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, a letter providing the web-link of the Annual Report, is being sent to those members who have not registered their e-mail addresses. This is for your information and record. Thanking You, Yours Faithfully, For MAZAGON DOCK SHIPBUILDERS LIMITED (Lalatendu Acharya) Company Secretary and Compliance Officer Encl: as above माझगाव डॉक िशपिबʒसŊ िलिमटेड MAZAGON DOCK SHIPBUILDERS LIMITED (Formerly known as MAZAGON DOCK LIMITED) CIN: L35100MH1934GO1002079 (A Govt. of India Undertaking) डॉक याडŊ रोड, मुंबई-400010 Dockyard Road, Mumbai 400 010 Certified: ISO 9001-2015 संदभŊ Ţमांक : Ref: SEC/BSENSEDISCL/34/2025-26 िदनांक : Date : 28 August 2025 To BSE Limited Phiroze Jeejeebhoy Towers Dalal Street Mumbai– 400 001 Scrip Code: 543237 To National Stock Exchange of India Limited Exchange Plaza, C-1, Block G Bandra Kurla Complex Bandra (E), Mumbai - 400 051 NSE Symbol: MAZDOCK
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NAVIGATING NEW HORIZONS: EXPANDING INDIA’S MARITIME LEGACY Annual Report 2024-25 Ship & Submarine Builders to the Nation
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MISSION: To deliver quality ships in time within budgeted costs and be a World leader in Warship building. VISION: MDL shall strive to be a progressive and profitable shipyard building World Class Warships and Submarines using State-of-the- Art Technology. OBJECTIVES: • To progressively reduce overhead expenditure and operational costs. • To attain technological leadership in warship and submarine construction through in house R&D activities and partnership with academic institutions. • To enhance the productivity level by optimizing internal processes through benchmarking and innovative practises. • To take initiatives for growth by undertaking capacity augmentation, technological upgradation and modernisation of facilities. • To upgrade capabilities of employees as per HRM guidelines issued by DPE. • To maintain consistent quality and ensure a high degree of Customer Satisfaction. • To undertake Corporate Social Responsibility and Sustainability projects as per guidelines. • To enhance indigenisation process in line with ‘Make in India’ policy. • To adhere to project timelines to deliver quality ships and submarines in time. • To promote export of MDL products.
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Papers to be laid on the table of Lok Sabha / Rajya Sabha
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CORPORATE OVERVIEW About This Report 04 About us 06 Key Highlights In Numbers 12 Mazagon’s Maritime Milestones 14 Charting The Course Forward 16 Board of Directors 24 Senior Management As on 01.08.2025 28 Corporate Information 29 Message from Chairman & Managing Director 30 Q&A with Director (Finance) & CFO 32 Financial Performance Highlights 34 TABLE of CONTENT Financial Capital 40 Products & Services 42 Infrastructure And Facilities 44 Intellectual Capabilities 50 How We Integrated ESG Into Our Business Model 52 Human Capital 54 Corporate Social Responsibility (CSR) at MDL 56 Environmental Sustainability 58 STATUTORY REPORTS Notice 60 Board’s Report 78 Corporate Governance 103
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STANDALONE FINANCIAL STATEMENTS Independent Auditors’ Report 149 Standalone Balance Sheet 164 Statement of Standalone Profit & Loss 165 Statement of Standalone Cash Flows 166 Statement of Changes in Equity 168 Statement of Significant Accounting Policies 170 CONSOLIDATED FINANCIAL STATEMENTS Independent Auditors’ Report 226 Consolidated Balance Sheet 236 Statement of Consolidated Profit & Loss 237 Statement of Consolidated Cash Flows 238 Statement of Changes in Equity 240 Statement of Significant Accounting Policies 242 Forward-looking Statement: Certain statements in this Report regarding our business operations may be forward looking. These include all statements other than statements of historical fact, including those regarding the financial position, business strategy, management plans and objectives for future operations. Forward-looking statements can be identified by words such as 'believes', 'estimates', 'anticipates', 'expects', 'intends', 'may', 'will', 'plans', 'outlook' and other words of similar meaning in connection with a discussion of future operating or financial performance. Forward-looking statements are necessarily dependent on assumptions, data or methods that may be incorrect or imprecise and may be incapable of being realised and as such, are not intended to be a guarantee of future results, but constitute our current expectations based on reasonable assumptions. Actual results could differ materially from those projected in any forward-looking statements due to various events, risks, uncertainties and other factors. We neither assume any obligation nor intend to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
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ABOUT this REPORT We are delighted to present our Annual Report for FY 2024-25, which provides a comprehensive overview of our financial and non-financial performance during the reporting period. Reporting period: This Report covers the period from April 1, 2024, to March 31, 2025, and is released annually. The previous year’s Report was for FY 2023-24. 4
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Frameworks, Guidelines, and Standards: To ensure transparency and consistency in reporting, this Report is prepared in accordance with the International Framework published by the Value Reporting Foundation (formerly known as the International Integrated Reporting Council). Furthermore, it adheres to the following guidelines and standards: The Companies Act, 2013 (and the rules made thereunder); National Voluntary Guidelines on Social, Environmental & Economic Responsibilities of Business (NVG - SEE); Indian Accounting Standards; Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015; Secretarial Standards issued by the Institute of Company Secretaries of India; and Cost Accounting Standards as applicable from time to time. Data integrity: For this Report, we collected and analysed relevant data using our integrated data management system. To maintain the highest standards of accuracy, reliability, and comparability, we employed stringent internal controls during the data collection process. Any significant limitations in the information provided are appropriately cited. Our Approach: At MDL, we adopt a precautionary approach to minimise business risks and mitigate the impact of our operations on the environment. To address environmental, health, safety, and environment (HSE) concerns, MDL has implemented robust HSE management systems across our plants. These systems undergo regular audits by independent auditors to ensure compliance with best practices. Feedback: As always, we value feedback from our stakeholders and investors. Your inputs are crucial in enhancing the relevance and effectiveness of our reporting. Please feel free to share your queries or suggestions with us at investor@mazdock.com. We remain committed to providing transparent and comprehensive reporting, empowering our stakeholders to make informed decisions in line with our sustainable value creation journey. Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 5
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ABOUT US Legacy We have consistently revolutionised maritime services with a distinguished history spanning more than two centuries. Mazagon Dock Shipbuilders Limited (MDL), known as the ‘Ship & Submarine Builders to the Nation,’ is one of India’s premier defence shipyards, operating under the Ministry of Defence. We specialise in constructing, repairing, and refurbishing warships and submarines at our facilities in Mumbai and Nhava. Since our inception as a private limited company in 1934, we have rapidly expanded our capabilities, becoming a key player in strengthening national defence. MDL is a Lead Shipyard for major Surface Combatants (Destroyers & Frigates); Only Shipyard possessing two Independent Submarine Assembly and Launch Lines. We are the only Indian shipyard to produce both destroyers and conventional submarines for the Indian Navy and were pioneers in manufacturing Veer & Khukri Class Corvettes. Our consistent focus on innovation and quality, supported by investments in cutting-edge technologies, has enabled us to deliver a wide array of sophisticated products for both domestic and international clients. In 2006, we received the ‘Mini-Ratna-I’ status. MDL has been conferred “Navratna” status by the DPE in June 2024. MDL is the 21st PSU, first amongst the government owned shipyards and 3rd amongst Defence PSUs of the country having “Navratna” status Building maritime capability for national defence and economic advancement 6
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Our Purpose: Shipbuilder to the Nation At MDL, we are more than a defence contractor—we are a trusted nation-builder. Guided by the mission to strengthen national security and contribute to economic growth, we design, build, and deliver world-class maritime assets. Our vessels not only defend the nation’s shores but also advance its maritime trade, energy security, and industrial innovation. As the Shipbuilder to the Nation, we build with precision, sail with pride, and serve with unwavering commitment. MDL holds the distinction of being India’s only shipyard to have built: Destroyers Conventional Submarines Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 7
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FOR THE INDIAN NAVY Our contributions encompass the entire spectrum of naval warfare capabilities—ranging from cutting-edge stealth technologies and sophisticated underwater systems to advanced surface combat readiness. We have played a pivotal role in the design, construction, and timely delivery of a diverse range of frontline naval assets, demonstrating our engineering precision and project execution excellence. Our engagements have seen us deliver complex warships and submarines, some of them ahead of time, establishing benchmarks in quality, integration, and operational preparedness. We have also been instrumental in several landmark moments in India’s naval history, including the simultaneous commissioning of multiple frontline platforms—each a testament to indigenous shipbuilding capabilities and strategic alignment with the Navy’s evolving needs. FOR OTHERS Beyond naval defence, our expertise encompasses a wide range of maritime and offshore engineering solutions. Our track record includes the design and construction of vessels serving commercial, industrial, and civilian applications, spanning cargo, dredging, towing, passenger transportation, and offshore support. We have also delivered complex marine and offshore structures tailored for the energy sector, including platforms and rigs used in oil and gas exploration. With a history of wide-ranging vessel deliveries, our shipyard continues to meet the demands of clients across diverse sectors in India and internationally, reinforcing our standing as a versatile and reliable provider of maritime solutions. Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 9
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MODERN INFRASTRUCTURE and SCALE 10
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Backed by ISO 9001:2015 certification, MDL boasts world-class manufacturing infrastructure to support complex shipbuilding and modular construction. These capabilities allow MDL to execute multiple projects simultaneously— streamlining timelines and delivering high-quality, mission-ready platforms. Goliath Crane for heavy-lift operations 300-TONNE with retractable roof enabling advanced modular construction MODULE WORKSHOP (Dead Weight T onnage) T otal shipbuilding capacity, featuring digital design and production systems integrated with global standards. 4,17,600 DWT Mini Ratna-I status in 2006, recognising its operational autonomy and financial soundness Navratna status in 2024, making MDL the only shipyard in India to receive this elite classification by the Department of Public Enterprises STRATEGIC RECOGNITION AND NATIONAL STANDING Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 11
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KEY HIGHLIGHTS in NUMBERS 250+ Years Legacy (Established in 1774) 4 Destroyers Delivered Ahead of Schedule 300 TONNE Crane Capacity 4,17,600 DWT T otal Shipbuilding Capacity 4 (First delivered on 20 Dec 2024) Nilgiri Class Frigates Under Construction 6 Kalvari Class Submarines (2017–2025) 805 T otal Vessels Delivered Since 1960 30 Warships 8 Submarines Delivered & 12
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 13
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MAZAGON’S maritime MILESTONES 2015 Signed an agreement to build four frigates. 2017 Delivered the first Scorpene- class submarine, INS Kalvari. 2020 Listed shares on BSE & NSE – oversubscribed 157 times. 2021 Delivered 2 submarines and 1 destroyer in a single calendar year. 1774 The journey began with a small dry dock. 1934 Incorporated as a private limited company. 1960 Acquired by the Government of India. 1972 Delivered the first frigate, INS Nilgiri. 1984 Began constructing submarines. 1992 Commissioned the first Indian-built submarine, INS Shalki. 1997 Commissioned the first destroyer, INS Delhi. 2006 Awarded Mini Ratna Category-I status. MDL celebrated 250 years of successful operations in May 2024, marking a significant milestone that demonstrates resilience and growth. 14
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2023 Launched 4th stealth frigate (Project 17A) Mahendragiri on 1st September Commissioned INS Imphal, a third destroyer, on 26th December 2024 Awarded Navratna status by the Department of Public Enterprises. Delivered the 4th Visakhapatnam Class Destroyer, INS Surat and 1st Nilgiri Class Frigate, INS Nilgiri on 20 Dec 2024. 2022 Launched a frigate and a destroyer on the same day – a first in the company’s history. 2025 Delivered the 6th, P-75 Scorpene Class Submarine, INS Vaghsheer on 09 Jan 2025. Tri-Commissioning on 15th January: Indian Navy commissioned three frontline combatants – INS Nilgiri, INS Surat & INS Vagsheer. Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 15
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CHARTING the COURSE FORWARD At Mazagon Dock, we are proud to be at the helm of India’s naval shipbuilding capability. FY 2024– 25 has been a defining year, not only because it marks 250 years since our founding in 1774, but also for the operational and strategic milestones that signal our readiness for a larger role in India’s maritime ambitions and global shipbuilding opportunities. Being conferred with Navratna status by the Department of Public Enterprises stands as a recognition of our track record, governance maturity, and ability to independently pursue large strategic opportunities. We are the first government-owned shipyard—and only the third Defence PSU—to receive this prestigious status. This was also the year we celebrated our legacy through a commemorative ₹250 coin released by the Defence Secretary and expanded our industrial footprint with the acquisition of a significant parcel of MbPA land to enable long-term infrastructure growth. Commencement of production activity for Next Generation Offshore Patrol Vessels (NGOPV) in May 2024 16
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Commencement of production activity for First Fast Patrol Vessels FPV1 and 2nd Next Generation Offshore Patrol Vessel (NGOPV2) in Dec 2024 MDL handed over Second Interim Dividend cheque of Rs. 98.29 Cr for FY 2024-25 to Hon’ble RM Shri Rajnath Singh Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 17
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A Year Marked by DELIVERY EXCELLENCE and COMMISSIONING LANDMARKS Delivered the 6th P75 Scorpene Class Submarine, INS Vaghsheer in Jan 2025. The Keel laying ceremony of the 01 Training ship on 13 Jan 2025. Commencement of Steel Cutting FPV1 and NGOPV2 Project – 14 FPV & 06NGOPVs for Indian Coast Guard on 19 Dec 2024 Delivered the 1st P17A Nilgiri Class Frigate, INS Nilgiri in Dec 2024. Delivered the 4th P15B Visakhapatnam Class Destroyer, INS Surat in Dec 2024. 18
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MAJOR DELIVERIES and LAUNCHES FY 24-25: In FY25, several key Naval assets as stated below were delivered and commissioned, enhancing operational capabilities and technological advancements: Commissioning of INS Surat, INS Nilgiri and INS Vaghsheer (Tri-Commissioning Event): The three frontline Naval Platforms, that is, P15B Guided Destroyer, INS Surat, P17A Stealth Frigate, INS Nilgiri and P75 Scorpene Submarine, INS Vaghsheer were commissioned on 15 Jan 2025 by Hon’ble Prime Minister Shri. Narendra Modi. Delivery of INS Surat and INS Nilgiri: 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 Dec 2024. Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 19
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Signed Export Contracts for • Six 7,500 DWT Multi-Purpose Hybrid Powered Vessels (MPHPVs) for a European client • Total value: ~USD 85 million (₹715 crore), with an option for four more vessels Commenced Production for the First Export Cargo Vessel for Navi Merchants, Denmark Launched Two Green Marine Innovations • SaurShakti, India’s fastest solar-electric boat (in partnership with NavAlt) • A 24 Pax Hydrogen Fuel Cell Boat – a first for the country Received Second MRO Order from the Nepal Army for Helicopter Support DIVERSIFYING beyond DEFENCE: EXPORTS, GREEN VESSELS, and EPC This year, we expanded our commercial footprint and demonstrated a commitment to sustainability. 20
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Secured Two Major Offshore Contracts from ONGC: • DSF-II Wellhead Platform Project – ₹4,676 crore • PRP-8 Group A Pipeline Replacement Project – ₹1,486 crore Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 21
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BUILDING CAPACITY for the FUTURE To meet upcoming demand, we are executing long-term infrastructure expansion across ship and submarine construction. Current Capacity Allows Building of: • 11 Submarines • 10 Warships Concurrently Ongoing CAPEX Investment of approx ₹ 6400 crore Spread Across: Capacity enhancement underway to support future orders from Indian Navy and commercial clients • Nhava Yard • Newly acquired MbPA land (on 29-year lease) • Others 22
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OUR make in INDIA JOURNEY MDL has been at the forefront of the Make in India movement, aligning closely with the Government of India’s AtmaNirbhar Bharat vision. Since the formation of a dedicated Indigenisation Department in October 2015, MDL has actively engaged Indian industries—especially MSMEs—to replace imported components with indigenous alternatives for naval platforms. This commitment spans not just retrofitting and replacement, but also fostering a vibrant ecosystem of innovation and industry collaboration. MDL’s in-house initiatives and partnerships under programs like iDEX and MDL Innovation Program demonstrate a deep-rooted resolve to reduce import dependency and enhance domestic capability in defence manufacturing. 3 Submarine technologies currently under development under iDEX DISC-10 (Sonar Beacon, Windlass & Capstan, Digital Bearing Time Device) 1 Industry outreach seminar held via the SRIJAN Portal (26 Nov 2024) to foster collaboration and share opportunities 24 Items already indigenised from the PIL submissions 42 Project Sanction Orders issued for indigenising submarine equipment, including Electric Propulsion Motor 3 Key systems under current development: Electric Propulsion Motor, Controllable Pitch Propeller & Shaft, and Helicopter Fire Fighting System 1 Steering Console for Midget Submarine successfully developed under iDEX DISC-6 74 Major systems and components indigenised for ships and submarines 51 Submarine equipment indigenised out of 174 total items 10 Crores – Total allocation for MDL Innovation Program (MIP) for 2024–2027 1 Crore – Maximum financial assistance per project under MIP 1,024 Items submitted by MDL to the Ministry of Defence’s Positive Indigenisation List (PIL) Key Numbers: Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 23
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Capt. JAGMOHAN (Retd.) Chairman & Managing Director BOARD of DIRECTORS Capt. Jagmohan (Retd.) is appointed as Chairman & Managing Director of the Company w.e.f. 21 April 2025. He is a Naval Architect from Cochin University of Science & Technology. He has also done post- graduation & M. Tech in Naval Construction & Ocean Engineering from IIT Delhi and IIT Kharagpur, respectively. He served for over 25 years with the Indian Navy during which he held several important assignments in the Directorate of Naval Design and at Naval Dockyard, Mumbai. Prior to joining MDL, he was Director (Corporate Planning, Project & Business Development) and Director (Operations) - Addl. Charge at Goa Shipyard Ltd, he worked with Garden Reach Shipbuilders & Engineers Ltd., Kolkata as Chief General Manager (Design). As Head of Design at GRSE, he was responsible for the execution and management of design of various complex warship projects such as Advanced Stealth Frigate, P28 ASW Corvette, Survey Vessel, ASW Shallow Water Craft and Fast Patrol Vessels for the Indian Navy & Indian Coast Guard. Shri. BIJU GEORGE Director (Shipbuilding) Shri. Biju George is appointed as the Director (Shipbuilding) of the Company w.e.f. 27.10.2021. Apart from construction of Naval ships, he is also heading Refits of Naval and Coast Guard ships, Export, R&D innovation and AI projects. He graduated in Engineering from NSS College of Engineering, Palakkad and later on completed his post graduate degree in Ocean Engineering and Naval Architecture from the Indian Institute of Technology, Kharagpur. He joined MDL in November 1991 as Management Trainee. Prior to his appointment as Director (Shipbuilding), he was the project Superintendent of the prestigious P17A Frigate Program for the Indian Navy. Prior to this, he was heading the Shipbuilding Design Department of MDL and has more than three decades of experience in Design and Construction of frontline warships viz. Missile Destroyers and Stealth Frigates. He has headed Committees of several key initiatives for MDL including Capex Projects, Revival of Ship Repair & Refit Vertical and Diversification initiatives. He is currently spearheading Major Infrastructure development projects for MDL including development of a Green Field Shipyard at MDL’s Nhava Yard. Under his guidance and leadership MDL has delivered four Destroyer class vessels ahead of their schedule, delivered two stealth frigates, launched four major surface combatants (01 Destroyer and 03 Frigates) for the Indian Navy. Shri. RAJEEV PRAKASH JS (NS), MoD (DDP) Government Nominee Director Shri. Rajeev Prakash is appointed as Government Nominee Director on the Board of the Company w.e.f. 10.12.2024. He is a 1995 batch Indian Post & Telecommunication Accounts and Finance Service officer (IP&TAFS). He has completed B.A. Honours in English from St. Stephen’s College, University of Delhi, and M.A. in Development Studies from the Institute of Social Studies, Erasmus University, the Hague, Netherlands. He has vast experience in the field of Telecommunications and has held various important positions in the Government of India. He has been working as Joint Secretary (Naval Systems) in the Department of Defence Production (DDP), Ministry of Defence, Government of India since June 2022. He deals with all financial, administrative & operational matters of the Defence Public Sector Undertaking shipyards. He is also responsible for indigenisation of technologies and exports pertaining to the shipyards and other Government companies. Shri. Prakash is the nodal officer in DDP for all naval/maritime aero issues. Shri. Prakash is also the Country Officer in DDP for SAARC, ASEAN and East Asian Countries. He is also the Government Nominee Director in Hindustan Shipyard Limited and Garden Reach Shipbuilders & Enginers Limited. 24
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Cdr. VASUDEV PURANIK, IN (Retd.) Director (Corporate Planning & Personnel) Cdr. Vasudev Puranik, IN (Retd.), is appointed as the Director (Corporate Planning & Personnel) of the Company w.e.f. 09.06.2022. He has been associated with the Company since June 2010. An alumnus of INS Shivaji, he holds a B.Tech (Mechanical) degree from Jawaharlal Nehru University (New Delhi), He has also completed Masters in Engineering from Pune University. Previously, he has served in the Indian Navy for over 22 years and has held several assignments afloat and onboard such as INS Rana, INS Nishank, INS Mysore and various appointments in Directorate of Naval Design, Gas Turbine Overhaul Centre, Visakhapatnam, Directorate of Ship Production and Naval Dockyard, Mumbai. He has received commendations from the Flag Officer Commanding Officer in Chief, Western Naval Command. Prior to the appointment, he was the Project Superintendent of the prestigious P-75 scorpene submarine construction programme at MDL. Shri. RUCHIR AGRAWAL Director (Finance) & CFO Shri. Ruchir Agrawal, is appointed as the Director (Finance) of the Company w.e.f. 07.03.2025. He is a fellow member of the Institute of Cost and Works Accountants of India and the Institute of Chartered Ship Brokers, London. Shri Agrawal has wide experience of over 31 years in Oil & Gas Industry. Before joining MDL, Shri. Agrawal held the position of Executive Director (Finance) in Indian Oil Corporation Limited, since Feb 2024, a Maharatna and leading PSU in Fortune “Global 500”. Having joined Indian Oil in the year 1994, he has worked at various locations in divergent positions covering departments like International Trade, Treasury, Business Development, R&D, Corporate Audit. He served as member of the board for various JV and subsidiaries of Indian Oil in India and abroad. Shri. Agrawal is having rich experience in the field of Treasury, Shipping, International Trade, Gas, Corporate Finance and E&P. He had been associated with various studies undertaken by Indian Oil like restructuring JV/Subsidiaries and Improvement of Market capitalization. He was instrumental in incorporating India’s First Finance Company by a Non Finance Company in IFSC, Gandhinagar. Cmde. S B JAMGAONKAR (Retd.) Director (Submarine & Heavy Engineering) Cmde S B Jamgaonkar (Retd.) is appointed as Director (Submarine & Heavy Engineering) of the Company w.e.f. 25.03.2025. He joined MDL in September 2023 as Executive Director (Technical E.Y.) on superannuation from the Indian Navy. He has been working as the Project lead on MDL Projects of P75 Additional Submarines, Air Independent Propulsion (AIP) Plug for installation on Scorpene Submarines and Indigenisation of Submarine Equipment. Prior to his appointment as Director (Submarine & Heavy Engineering) on the Board of the Company, he was positioned as Executive Director (Services) in the East Yard of MDL. He is a Graduate in Mechanical Engineering from Birla Vishwakarma Mahavidyalaya (Engg. College), Vallabh Vidyanagar, Anand (Gujarat) and has completed a Post Graduate Course in Nuclear Technology from BARC, Mumbai. He has a rich experience of serving in the Submarine Arm of the Indian Navy for about 29 years in various capacities on board Submarines and Ashore. He was also associated with Construction & Commissioning activities of non-conventional platforms of IN. Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 25
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BOARD of DIRECTORS Shri. DATTAPRASAD PRABHAKAR KHOLKAR Independent Director Shri. SAMBASIVA RAO CHANDU Independent Director Dr. VIVEK ATUL BHUSKUTE Independent Director Shri. Dattaprasad Prabhakar Kholkar is appointed as Independent Director on the Board of the Company w.e.f. 22.02.2023. He is a BE in Mechanical Engineering from Goa Engineering College Ponda, Goa. He has more than 35 years of experience in areas of Trade and Commerce Business. His area of specialization are Management, Communication and Administration. Shri. Sambasiva Rao Chandu is appointed as Independent Director on the Board of the Company w.e.f. 23.02.2024. He worked as a Space Scientist/ Engineer, Educator, Communicator, and an Award Winning Management expert. A certified Project Management Professional (PMP) who served for over 20 years, at various prestigious organisations like ISRO, NASA, Cable and Wireless, Booz | Allen | Hamilton, both in India and in the USA. Educated and earned advanced degrees in the fields of Engineering, and Management from NIT Surathkal, University of Kentucky, University of Maryland at College Park, and Johns Hopkins University. He interacts regularly with faculty and students at many professional colleges throughout India, and teaches courses on Technology and Business Administration. Received the Performance Excellence Award, the highest recognition from Booz | Allen | Hamilton, for his Management Consulting Services. Recognising his meritorious services to the Indian Red Cross Society, the Governor of Andhra Pradesh, awarded him a Gold Medal. Regular participant in TV discussions on various topics including Project Management, Science and Technology, Space Technologies, Infrastructure Development, Quality Assurance, Socio-Economic Issues, and Creation of Employment Opportunities. Dr. Vivek Atul Bhuskute is appointed as Independent Director on the Board of the Company w.e.f. 21.04.2025. He is a practicing pediatrician and neonatologist with extensive experience, particularly in providing care to infants and children in rural areas. He holds an M.B.B.S and a D.C.H. degree, and is an alumnus of NSCB Medical College in Jabalpur, Madhya Pradesh. Dr. Bhuskute is the director of “Aarogyanilayam,” a center that has been providing “Tender Loving Care” to infants, neonates, and children in rural areas since January 2007. Prior to this, he served as a Registrar in the Department of Paediatrics at Dr. Hedgewar Rugnalaya in Aurangabad, Maharashtra. Beyond his medical career, Dr. Bhuskute has held several leadership positions. He was an independent director at The State Trading Corporation of India Ltd from November 2021 to November 2024. Additionally, he serves as the president of the Saraswati Shiksha Mandal Samiti, which operates Saraswati Vidya Mandir Higher Secondary School in Timarni. He is also the treasurer for Swami Tilak Vaidik Vidya Samiti at “Vaidik Vidyapeetham” in Chichot, Madhya Pradesh. In addition to his professional life, Dr. Bhuskute has a unique interest in organic farming, a practice he has been engaged in for over 20 years. 26
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Shri. KEDAR NATH GUPTA Independent Director Smt. VENI THAPAR Independent Director Shri. Kedar Nath Gupta is appointed as Independent Director on the Board of the Company w.e.f. 21.05.2025. He is a graduate in Science and Law. He has been actively involved in public service since 1989. He has been Vice Chairman of Tourism Board (Chhattisgarh) (Rank-State Minister) on two occasions in the year 2008 and 2016, respectively. His social work contributions include leading the construction of religions and community welfare projects, organizing massive blood donation drives, modernaization of government schools and ensuring food distribution for the underprivileged. Known for his integrity, simplicity, and cultural nationalism, he has always championed causes like modern education and women’s empowerment in rural and urban sectors. Smt. Veni Thapar is appointed as Independent Director on the Board of the Company w.e.f. 21.04.2025. She is a qualified Chartered Accountant and a practicing fellow member of the ICAI, a Cost Accountant from ICMA, a Certified Information Systems Auditor from ISACA (USA), Diploma holder in Information Systems Audit and a Certificate holder in International Taxation from ICAI. She has completed the certificate programme in IT and Cyber Security for Board Members from IDRBT, and the IICA Valuation Certificate Programme from IICA and has a certification of successfully completing the Directors Development Program from Harvard Business Publishing and EgonZehnder. She is a senior partner in a well-respected firm of Chartered Accountants and has knowledge and experience in the fields of Statutory and Internal Audits, Bank Audits, Government Audits, Information Systems Audit, Consultancy in Company Law, Indirect Taxes, FEMA and RBI Matters. She is a sitting member on the Board of listed and other organizations and has a vast experience of over a decade in this role across varied businesses. Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 27
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Shri. RAJIV RANJAN KUMAR Executive Director (EY) Shri. VINOD A Executive Director (SB) Shri. ARUN KUMAR CHAND Executive Director (HR) Shri. CHINTAMANI LATKAR General Manager (SB-QA) Shri. THOMAS E R General Manager (SB Works) Shri. CHANDRA VIJAY SRIVASTAVA General Manager (F-P&S) Shri. SAURABH KUMAR GUPTA General Manager (F-CA& CIT) Shri. SANJAY KUMAR SINGH General Manager / PS (Offshore Projects) Shri. DHANARAJ P General Manager (SB-Design) Shri. SANJAY KUMAR General Manager (TS & Estate) Shri. VINCENT MARK D’SOUZA General Manager (EY-Production) Shri. BINAY SINHA General Manager (CP & EPC) Senior MANAGEMENTAs on 01.08.2025 Shri. M C JAYAPRAKASH General Manager (EY-Commercial) Shri. HARE RAM SINGH General Manager (Material) Shri. VENKATESAN PILLAY General Manager / PS (P75) Shri. ASIF IQBAL QURAISHI General Manager (OTS) Shri. SHYAMACHARAN MANDAL General Manager (C-NP) Shri. M A HIDAYATHULLAH General Manager (F-NP) Shri. P SRINIVAS RAO General Manager (GM Services-East Yard) Shri. RAJESH BHARDWAJ General Manager (CMD Secretariat) Shri. SHRINIWAS SINHA General Manager (HR) Shri. RAJ PRAKASH NEGI Additional General Manager (Legal Advisor) Shri. AVADHOOT KARANJKAR Additional General Manager (HOD-IA) Shri. LALATENDU ACHARYA Company Secretary & Compliance Officer 28
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Corporate INFORMATION Board of Directors Chairman & Managing Director Capt. Jagmohan (Retd.) Government Nominee Director Shri. Rajeev Prakash JS(NS), MoD (DDP) Functional Directors Shri. Biju George Director (Shipbuilding) Cdr. Vasudev Puranik IN (Retd.) Director (Corporate Planning & Personnel) Shri. Ruchir Agrawal Director (Finance) & CFO Cmde. S B Jamgaonkar (Retd.) Director (Submarine & Heavy Engineering) Independent Directors Shri. Dattaprasad P Kholkar Independent Director Shri. Sambasiva Rao Chandu Independent Director Dr. Vivek Atul Bhuskute Independent Director Smt. Veni Thapar Independent Director Shri. Kedar Nath Gupta Independent Director Past Directors Shri. Sanjeev Singhal Chairman and Managing Director (Additional Charge) and Director (Finance) & CFO, till 28.02.2025 Shri. Amit Satija, IAS Joint Secretary, MOD, DDP Government Nominee Director w.e.f. 14.08.2024 till 10.12.2024 Shri. Anurag Bajpai AS(DP), MOD Government Nominee Director till 14.08.2024 Cdr. Jasbir Singh, IN (Retd.) Director till 31.10.2024 Shri. Mallikarjunarao Bhyrisetty Independent Director till 23.12.2024 Smt. Neeru Singh Jagjeet Kaur Independent Director till 26.12.2024 Company Secretary Shri. Lalatendu Acharya w.e.f. 01.06.2025 Smt. Madhavi Kulkarni till 31.05.2025 Statutory Auditors M/s C R Sagdeo & Co., Chartered Accountants Secretarial Auditor Ragini Chokhsi & Co., Company Secretaries Banker State Bank of India Registered Office Mazagon Dock Shipbuilders Limited Dockyard Road, Mumbai - 400 010 CIN: L35100MH1934GOI002079 Website: https:/ /mazagondock.in Email: investor@mazdock.com Telephone: +91 22 2376 2000/ 3000/ 4000 Registrar & Transfer Agent M/s Alankit Assignments Limited 205-208 Anarkali Complex, Jhandewalan Extension, New Delhi – 110055 Website-www.alankit.com Email id: rta@alankit.com Tel: +911- 42541100; 42541234 Fax: +911-23552001 Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 29
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MESSAGE from CHAIRMAN & MANAGING DIRECTOR Dear Shareholders, It is my privilege to present to you the Annual Report of Mazagon Dock Shipbuilders Limited (MDL) for FY 2024–25. The year under review has been a landmark one for the Company, defined by robust performance, decisive strides in national defence shipbuilding, and renewed momentum in exports and innovation. We have always been driven by the vision to strengthen India’s maritime capabilities. FY 2024–25 marked a new high point in that journey. In a rare and proud moment in India’s naval history, three major platforms built by MDL—INS Surat, INS Nilgiri, and INS Vaghsheer—were commissioned by the Hon’ble Prime Minister on the same day. This historic event underscored MDL’s contribution to Atmanirbhar Bharat and reaffirmed our commitment to designing and delivering sophisticated combat platforms from Indian soil. Financial Performance that Reflects Capability and Discipline FY 2024–25 was a year of remarkable financial growth. Our execution excellence, milestone-based billing, and enhanced production capacity enabled record revenues and strong margins. • Revenue from Operations increased by 20.76 % from ₹9,466.58 Crores in the FY 2023-24 to ₹ 11,431.88 Crores in the FY 2024-25. • Profit Before Tax (PBT) increased by 26.32 % from ₹2,461.38 Crores in the FY 2023-24 to ₹3,109.20 Crores in FY 2024-25. • Your Company achieved a historic milestone with a record Profit After Tax (PAT) of ₹ 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 Rs 1845.43 Crores. Our operational profitability, supported by cost discipline and Revenue Cycle optimization, enabled us to maintain a healthy return on net worth while rewarding shareholders with a steady and generous dividend. A Robust and Visible Execution Pipeline MDL closed the year with a strong and diversified order book of ₹32,260 crore, providing robust visibility for the next several years. We are currently executing multiple prestigious defence and commercial projects, including Project 17A (stealth frigates), where three vessels are under construction and outfitting; Training Ships, Next Generation Offshore Patrol Vessels, Fast Patrol Vessels for the Indian Coast Guard; Multi Purpose Vessels and offshore oil & gas platforms for ONGC. Our teams are now driving stage-wise progress through digitalised workflows, modular fabrication, and strengthened vendor alignments. Emerging as a Credible Export Shipbuilder FY 2024–25 also marked a strategic pivot in our export journey. We are currently executing an order for six Hybrid Multi Purpose Vessels for a Denmark-based client—a critical step that validates MDL’s reputation globally for complex marine engineering. This project, worth approximately ₹715 crore, is significant not just for its value 30
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but for what it represents: our growing readiness to serve international clients with high-spec, low-emission commercial vessels. We are actively pursuing new orders across Southeast Asia, the Middle East, and Africa, leveraging our expertise in patrol vessels, offshore support vessels, and green shipping technologies. Stepping into FY 25-26, the Company has entered into a definitive agreement to acquire a majority stake in Colombo Dockyard PLC (CDPLC), a leading Sri Lankan public limited company incorporated in 1974 and listed on the Colombo Stock Exchange, with operations in ship building and ship repair. The acquisition, for an aggregate cash consideration of USD 52.96 million (approximately INR 452 crore at prevailing exchange rates), will secure a minimum 51% equity stake and controlling interest, making CDPLC a subsidiary of the Company. This acquisition marks our first international foray and reflects our ambition to transform into a global shipbuilding enterprise. With CDPLC’s strategic location, proven capabilities and strong regional presence , this step will position MDL as a key player in South Asia and lay the foundation for our emergence as a global shipyard.Subject to customary closing conditions, including statutory and regulatory approvals, the transaction is anticipated to conclude within four to six months, positioning the Company for sustained growth in the maritime sector. Environmental Commitment & Governance Environmental, Social and Governance (ESG) practices are central to our strategy. On the environmental front, a 1,375 kW rooftop solar plant is under progress to increase our renewable energy share. Energy-efficient LED lights, BLDC fans, inverter-based systems, and 5-star AC units were deployed across our facilities. In FY 2024–25, we generated 16.4 million MJ from renewables, accounting for 28.5% of our total energy mix, and kept Scope 1 and 2 emissions in check through operational upgrades. Our approach to sustainability also includes compliance with global standards—MDL is certified under ISO 14001 for Environmental Management, ISO 45001 for Occupational Health & Safety, and ISO 27001 for Information Security. These certifications reflect not only adherence but commitment to global benchmarks. The social dimension of ESG saw us investing ₹33.10 crore in CSR initiatives, covering education, health, skill development, and nutrition programs. Our recruitment policies are aligned with government reservation norms, and we continue to be an inclusive employer with strong welfare support systems. Over 2,000 person- days of training were imparted during the year. Your Company is complying with the Guidelines on Corporate Governance for CPSEs issued by the Department of Public Enterprises (DPE) and SEBI (LODR) Regulations. Necessary disclosures have been made in this regard in the Corporate Governance Report. Focused Innovation for Next- Generation Shipbuilding Our investments in innovation are focused on driving automation, reducing build time, and enhancing vessel performance. In FY 2024–25, MDL allocated ₹117.54 crore—5.06% of PAT—towards R&D initiatives. We advanced projects in AI-driven weld inspections, Fuel Cell Electric Vessel prototypes, and robotic systems. Collaborations with IIT Bombay, IIT Madras, and other premier institutes are shaping our next-generation shipbuilding roadmap. Preparedness and Promise for the Future MDL’s future is anchored in four pillars—strategic project execution, exports expansion, technological modernisation, and ESG performance. Our bid pipeline remains strong, The upcoming Nhava Yard, enhanced ERP systems, and smart inspection tools will further improve our execution agility and reduce project cycle times. To all our stakeholders—including the Government of India, the Indian Navy, employees, partners, customers, regulators, and shareholders—thank you for your trust. Your continued confidence propels us forward. MDL is not only building vessels; it is building a more secure, self-reliant, and sustainable India. Jai Hind! Warm Regards, Capt. Jagmohan (Retd.) Chairman and Managing Director Indigenisation as a Strategic Imperative In line with Atmanirbhar Bharat, MDL’s stellar efforts and commitment towards indigenisation are evident from the fact that percentage of indigenous content in the ships built by MDL has been steadily increasing from 42% in P15 Delhi Class Destroyers (built in 90s) to 75% in P17A Nilgiri Class Frigates (under construction). MDL has already successfully indigenized Ninety Four items/equipment through the Indian Industries which are mostly MSMEs. Our indigenisation efforts have delivered not just cost and control advantages but strategic security benefits for the nation. Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 31
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Q&A with DIRECTOR (Finance) & CFO Q1: How would you briefly describe FY 2024–25 for MDL: CFO: FY 2024–25 was a landmark year for Mazagon Dock Shipbuilders Limited (MDL) - both in operational execution and financial performance. We delivered record revenues and profits, advanced multiple strategic capital projects, expanded our order book with high-value domestic and export contracts, and reinforced our position as India’s leading defence shipyard. This growth was driven by the timely execution of key shipbuilding and submarine projects, On January 15, 2025, Prime Minister Narendra Modi commissioned three indigenously built naval vessels-INS Surat, INS Nigiri, and INS Vaghsheer- at the Naval Dockyard in Mumbai. This historic tri-commissioning, the first of it’s kind, underscores Mazagon Dock Shipbuilders Limited’s (MDL) advanced shipbuilding capabilities and India’s commitment to self-reliance in Defense manufacturing. Q2: Could you walk us through MDL’s financial performance in FY 2024–25? CFO: This year we have recorded the highest ever Revenue from Operations of ₹ 11,432 crores and the highest ever Profit before Tax of ₹ 3,109 crores. On similar lines highest ever Profit after tax of ₹ 2,325 crores have resulted in Earning per Share of ₹ 57.63. MDL has delivered stellar performance by way of highest ever Operating profit of ₹ 1,940 crores. EBITDA margin has increased to 28.24% against 26.93% on Y-O-Y basis. The Value of Production reached ₹ 11,196 crore, meeting 99.5% of the MoU target agreed with the Ministry of Defence (MoD). Import content in production declined sharply to ₹ 1,885.61 crore from ₹ 2,414.71 crore, demonstrating the impact of indigenisation and localisation initiatives. Q3: Your revenue has been growing at 20% plus over past couple of years. Can we expect the similar kind of revenue growth over next 2-3 years or will the revenue growth temporarily slow down as there seems to be a delay in finalisation of large orders? CFO: MDL have seen a growth in excess of 20% on a year-to-year basis in last few years. This may slow down in future as the order finalisation for major projects is delayed, upon receipt of the order Company would need some time towards the design finalization of the basic parameters. In view of above, maintaining 20% growth shall be a challenge. However, we expect that the growth of the company to be in the range around 10%. Q4: How has MDL strengthened its capital base and invested in future capacity? CFO: MDL’s Net Worth grew to ₹ 7,181 crores from ₹ 5,571 crores, supported by strong retained earnings. Gross Block expanded by 54.36% to ₹ 2,091 crore, reflecting strategic capital 32
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expenditure in the completion of the Submarine Launch Facility at Alcock Yard, ongoing capex projects of ₹ 6400 crores (Approx) which includes, greenfield shipyard development at Nhava Yard to build capacity for large vessels and submarines, development at newly acquired MbPA land, and other projects. Working capital rose to ₹ 4,891 crore from ₹ 3,169 crore in line with the execution scale-up in multi-year contracts. Despite these expansions, finance cost remained negligible at ₹ 4.40 crore, reaffirming the strength of our debt- free balance sheet. Q5 I can see some provisions of ₹ 746 crores in the financial year. So could you please provide some more detailed insight and is it one time or whether it is going to come next year also or whether there is a probability of reversal of these provisions because this has impacted our EBITDA margin substantially? CFO: The company recognized total provisions of ₹746 crores in the financial year, with ₹521 crores attributed to anticipated losses under two contracts - coast guard projects and MPV project. These estimates are reviewed regularly in line with project progress and risk assessments. Depending on the evolving risk profile, the provisions may be retained, reduced, or reversed in subsequent periods. The balance amount has been provided towards guarantee defects and inventory, reinforcing the company’s conservative and transparent financial reporting practices. Q6 Could you provide some insight what kind of this provisions like includes liquidated damages or some other losses? CFO: We bid for this contract in 2022-23 and the prices of the parts and components have increased significantly after those bids. This is because of the global shipbuilding boom, pricing of a number of equipment has shot up from what was originally envisaged and factored into our costing. But we have not yet ordered the entire package, entire equipment, so as of now for the equipment that has been ordered, there is a potential loss that has been provisioned. But the real picture will emerge as we complete the procurement and execution. Q7: What is the future outlook of MDL? CFO: From the perspective of future growth, FY 2024–25 was a year of positioning the Company for scale. Capacity has been augmented to enable the construction of 11 submarines and 10 major warships simultaneously. The Company is poised to sign contracts for major projects in the near term. These contracts will potentially raise the order book of the Company and strengthen revenue visibility for over a decade. Revenue growth in the medium term is expected in the 8%–10% range, factoring in design and preparatory stages for new large-scale projects. PBT margins are guided at around 15%, in line with global shipbuilding averages, although specific delivery cycles of high-value contracts may temporarily lift margins above this level. Ongoing CAPEX, including Nhava Yard development and modernisation of handling infrastructure, will double yard capacity over the next three to four years. Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 33
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FINANCIAL performance HIGHLIGHTS We closed the year with our strongest performance to date, while maintaining a disciplined and conservative financial approach. ₹11,431.88 crore Revenue from Operations T otal Dividend Payout for FY25: [FV- Rs. 5/shares] Rs. 11.595/share (interim)+ Rs. 3/share (second interim)=Rs. 14.595/share [proposed final; Rs. 2.71/share subject to approval at AGM] ₹32,260 crore Order Book as on March 31, 2025 (Includes Defence, Offshore and Commercial Contracts including exports, and Commercial contracts) 28.24% EBITDA Margin 17% Operating Margin ₹2,324.88 crore Profit After Tax (PAT) Zero Debt Company ₹57.63 Earnings per Share 34
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Key RATIOS Gross Profit: Capital Employed FY25 FY24 FY23 FY22 FY21 0.43 0.44 0.34 0.24 0.26 T otal Comprehensive Income: Net Worth FY25 FY24 FY23 FY22 FY21 0.32 0.33 0.26 0.18 0.17 Gross Margin: Gross Block FY25 FY24 FY23 FY22 FY21 1.54 1.88 1.01 0.64 0.72 Revenue from Operations: Gross Block FY25 FY24 FY23 FY22 FY21 5.47 6.99 5.24 4.20 3.55 Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 35
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Key Performance INDICATORS PROFIT & LOSS Revenue from Operations FY25 FY24 FY23 FY22 FY21 11,431.88 9,466.58 7,827.18 5,733.28 4,047.82 (₹ in Cr.) PBT FY25 FY24 FY23 FY22 FY21 3,109.20 2,461.38 1,429.33 786.66 756.06 (₹ in Cr.) PAT FY25 FY24 FY23 FY22 FY21 2,324.88 1,845.43 1,072.72 586.47 479.57 (₹ in Cr.) EBITDA FY25 FY24 FY23 FY22 FY21 3,228.79 2,549.63 1,511.28 868.33 824.07 (₹ in Cr.) Normalised EPS FY25 FY24 FY23 FY22 FY21 57.63 45.75 26.60 14.54 11.89 (Face Value - ₹ 5 per share) Book Value FY25 FY24 FY23 FY22 FY21 178.02 138.10 103.56 82.34 72.37 (Face Value - ₹ 5 per share) 36
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BALANCE SHEET OPERATIONAL Networth FY25 FY24 FY23 FY22 FY21 7,180.84 5,570.68 4,177.56 3,321.36 2,919.06 (₹ in Cr.) Gross Block FY25 FY24 FY23 FY22 FY21 2,091.00 1,354.70 1,493.57 1,363.62 1,140.39 (₹ in Cr.) Equity Share Capital FY25 FY24 FY23 FY22 FY21 201.69 201.69 201.69 201.69 201.69 (₹ in Cr.) Return on Capital Employed FY25 FY24 FY23 FY22 FY21 43.36 44.28 34.37 23.90 26.19 (%) Dividend Distribution (Paid Basis) (₹ in Cr.) FY25 FY24 FY23 FY22 FY21 711.97 447.75 216.41 180.11 155.28 Order Book FY25 FY24 FY23 FY22 FY21 32,260.00 38,561.00 38,755.00 45,874.00 50,310.00 (₹ in Cr.) Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 37
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`in Crore PARTICULARS 2024-25 2023-24 2022-23 2021-22 2020-21 2019-20 2018-19 2017-18 2016-17 2015-16 (A) FINANCIAL POSITION: Equity Share Capital 201.69 201.69 201.69 201.69 201.69 201.69 224.10 224.10 249.00 199.20 Preference Share Capital 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Other Equity 6979.15 5368.99 3975.87 3119.67 2717.37 2389.24 2581.79 2198.30 2359.78 2647.03 Net Worth 7180.84 5570.68 4177.56 3321.36 2919.06 2590.93 2805.89 2422.40 2608.78 2846.23 Gross Block 2091.00 1354.70 1493.57 1363.62 1140.39 1113.00 919.12 763.35 844.54 594.20 Net Fixed Assets (Net Block) 1465.72 837.94 1024.33 964.62 806.85 848.35 753.96 646.37 546.27 344.59 Capital Employed 7180.84 5570.68 4177.56 3321.36 2919.06 2590.93 2805.89 2422.40 2608.78 2846.23 Working Capital 4890.78 3169.46 1945.34 1345.50 1301.47 1627.49 1907.17 1937.32 2522.63 2188.39 (B) OPERATING RESULTS: Revenue from Operations 11431.88 9466.58 7827.18 5733.28 4047.82 4977.65 4649.15 4409.59 3529.74 4141.83 Value Added 4408.91 2838.98 2216.57 1682.48 1179.05 1351.62 1288.82 1358.26 1228.50 1287.99 Gross Margin (EBIDTA) 3228.79 2549.63 1511.28 868.33 824.07 856.96 892.20 750.43 891.01 925.42 Gross Profit 3113.60 2466.50 1435.70 793.82 764.42 788.27 830.78 700.22 851.62 893.92 Profit Before Tax and Exceptional Items 3109.20 2461.38 1429.33 786.66 756.06 779.01 826.68 696.37 847.72 925.59 Provision for Tax 784.32 615.95 356.61 186.22 150.35 351.67 307.28 256.57 314.23 319.51 Profit for the year 2324.88 1845.43 1072.72 586.47 479.57 415.02 519.40 439.80 533.49 637.82 T otal Comprehensive Income 2322.13 1840.87 1072.64 582.41 493.14 397.91 503.92 400.61 525.12 637.82 (C) APPROPRIATION: Dividend-Equity Shares (Declared) 698.05 553.63 321.90 176.08 146.02 207.51 155.82 180.00 165.41 199.20 Tax on Dividend (Declared) 0.00 0.00 0.00 0.00 0.00 42.66 32.04 36.65 33.68 40.55 (D) RATIOS: Gross Profit : Capital Employed 0.43 0.44 0.34 0.24 0.26 0.30 0.30 0.29 0.33 0.31 T otal Comprehensive Income : Net Worth 0.32 0.33 0.26 0.18 0.17 0.15 0.18 0.17 0.20 0.22 Gross Margin : Gross Block 1.54 1.88 1.01 0.64 0.72 0.77 0.97 0.98 1.06 1.56 Profit Before Tax : Revenue from Operations 0.27 0.26 0.18 0.14 0.19 0.16 0.18 0.16 0.24 0.22 Revenue from Operations : Gross Block 5.47 6.99 5.24 4.20 3.55 4.47 5.06 5.78 4.18 6.97 Value Added : Revenue from Operations 0.39 0.30 0.28 0.29 0.29 0.27 0.28 0.31 0.35 0.31 Current Ratio 1.25 1.14 1.08 1.05 1.06 1.10 1.12 1.12 1.17 1.07 No. of Employees: 6039 6687 5914 4972 5969 6622 6933 8790 8655 8945 Gross Margin per Employee 0.53 0.38 0.26 0.17 0.14 0.13 0.13 0.09 0.10 0.10 TEN YEARS at a GLANCE (Published) 38
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`in Crore PARTICULARS 2024-25 2023-24 2022-23 2021-22 2020-21 2019-20 2018-19 2017-18 2016-17 2015-16 (A) FINANCIAL POSITION: Equity Share Capital 201.69 201.69 201.69 201.69 201.69 201.69 224.10 224.10 249.00 199.20 Preference Share Capital 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 Other Equity 6979.15 5368.99 3975.87 3119.67 2717.37 2379.51 2568.12 2198.43 2375.54 2124.21 Net Worth 7180.84 5570.68 4177.56 3321.36 2919.06 2581.20 2792.22 2422.53 2624.54 2323.41 Gross Block 2091.00 1354.70 1493.57 1363.62 1140.39 1101.17 1006.60 763.35 617.48 637.70 Net Fixed Assets (Net Block) 1465.72 837.94 1024.33 964.62 806.85 836.35 810.29 646.37 546.25 367.76 Capital Employed 7180.84 5570.68 4177.56 3321.36 2919.06 2581.20 2792.22 2422.53 2624.54 2323.41 Working Capital 4890.78 3153.84 1945.34 1345.50 1294.84 1612.05 1853.72 1941.96 2519.01 2349.11 (B) OPERATING RESULTS: Revenue from Operations 11431.88 9466.58 7827.18 5733.28 4047.82 4904.84 4613.95 4487.98 3530.48 4127.06 Value Added 4408.91 2838.98 2216.57 1682.48 1179.05 1329.62 1253.62 1344.93 1229.23 1286.29 Gross Margin (EBIDTA) 3228.79 2549.63 1511.28 868.33 824.07 848.44 898.41 750.59 880.29 977.03 Gross Profit 3113.60 2466.50 1435.70 793.82 764.42 779.69 834.08 700.38 840.90 933.22 Profit Before Tax and Exceptional Items 3109.20 2461.38 1429.33 786.66 756.06 770.43 825.01 696.53 837.00 929.32 Provision for Tax 784.32 615.95 356.61 186.22 150.35 349.63 307.73 256.60 288.01 360.84 Profit for the year 2324.88 1845.43 1072.72 586.47 479.57 408.48 517.28 439.93 548.99 568.48 T otal Comprehensive Income 2322.13 1840.87 1,072.64 582.41 493.14 391.37 501.80 400.74 548.11 575.23 (C) APPROPRIATION: Dividend-Equity Shares (Declared) 698.05 553.63 321.90 176.08 146.02 207.51 155.82 180.00 165.41 199.20 Tax on Dividend (Declared) 0.00 0.00 0.00 0.00 0.00 42.66 32.04 36.65 33.68 40.56 (D) RATIOS: Gross Profit : Capital Employed 0.43 0.44 0.34 0.23 0.26 0.30 0.29 0.28 0.32 0.40 T otal Comprehensive Income : Net Worth 0.32 0.33 0.25 0.17 0.16 0.15 0.18 0.16 0.20 0.24 Gross Margin : Gross Block 1.54 1.88 1.01 0.63 0.72 0.77 0.89 0.98 1.42 1.53 Profit Before Tax: Revenue from Operations 0.27 0.26 0.18 0.13 0.18 0.15 0.17 0.15 0.23 0.22 Revenue from Operations : Gross Block 5.47 6.98 5.24 4.20 3.55 4.45 4.58 5.87 5.71 6.47 Value Added : Revenue from Operations 0.39 0.30 0.28 0.29 0.29 0.27 0.27 0.30 0.34 0.31 Current Ratio 1.25 1.13 1.08 1.05 1.06 1.09 1.11 1.12 1.16 1.15 No. of Employees 6039 6687 5914 4972 5969 6622 6933 8790 8655 8945 Gross Margin per Employee 0.53 0.38 0.25 0.17 0.13 0.12 0.13 0.08 0.10 0.10 TEN YEARS at a GLANCE (Restated) Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 39
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Financial CAPITAL The Company continued its upward financial trajectory in FY25, marking another year of sustained growth in topline and profitability. The results are indicative of its consistent execution focus, improved operating leverage, and strengthened market position. Robust Growth in Revenue and Profitability Revenue from operations grew by nearly ₹2,000 crore during the year, reaching ₹11,431.88 crore in FY25 from ₹9,466.58 crore in FY24. This represents a 20.76% year-on-year growth. The healthy revenue performance reflects strong execution across order books and timely fulfilment of contracts. Profitability metrics also witnessed meaningful improvement. EBITDA rose to ₹3228.79 crore, up from ₹2,549.63 crore in FY24, reflecting increased efficiencies and better gross margins. EBITDA nearly doubled over the two years (FY23: ₹1,511.28 crore), reinforcing the improved quality of earnings. Profit before tax (PBT) stood at ₹3,109.20 crore, translating to a margin improvement over the previous year. The Company reported a profit after tax (PAT) of ₹2,324.88 crore in FY25, compared to ₹1,845.43 crore in FY24 – a rise of 25.98%, indicating improved bottom-line performance. 40
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Enhancing Return Ratios Key financial ratios underscore the Company’s strong capital productivity and profitability: Gross Profit to Capital Employed stood at 0.434 in FY25, reflecting the Company’s ability to generate significant returns on the capital deployed. T otal Comprehensive Income to Net Worth was at 0.323, in line with the previous year’s 0.330, indicating stable shareholder value creation. Gross Margin to Gross Block declined to 1.544 from 1.882 in FY24, which is attributable to capacity additions and capex-related asset base growth. Revenue from Operations to Gross Block also declined slightly to 5.467 from 6.988 in FY24, reflecting the expansion of asset base ahead of future scale-up. These trends, while showing a short- term compression in asset utilisation metrics, suggest a forward-looking investment approach and headroom for growth without immediate capital infusion. Strengthened Balance Sheet and Healthy Cash Flows The Company’s financial position remains robust, with strengthened reserves and sustainable gearing. The consistent cash generation from operations has supported investment in capacity and technology without stressing the balance sheet. Operating cash flows remained healthy, enabling growth, capital expenditure, and working capital efficiency. In FY25, the Company continued to maintain a prudent approach to capital allocation while maintaining adequate liquidity to pursue upcoming opportunities. Healthy Order Book Visibility The Company closed FY25 with a strong order book, reflecting sustained demand visibility across its key sectors. The order inflow during the year remained healthy, aided by increased customer confidence, strong relationships, and a diversified project pipeline. This order book provides a solid revenue pipeline for FY26 and beyond, aligning with its strategic roadmap for long-term value creation. Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 41
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PRODUCTS & SERVICES MDL a premier shipyard in India, offers a diverse and comprehensive range of products and services, catering to various sectors such as defence, oil, and merchant shipping. The company is renowned for its capability to build advanced warships and submarines for the Indian Navy and other clients. NAVAL PLATFORMS Destroyers: MDL constructs advanced destroyers equipped with state-of-the-art weaponry and sensors. These ships are designed for multiple roles, including anti-air, anti-surface, and anti-submarine warfare. Conventional Submarines: The shipyard builds conventional submarines like the Scorpene class, known for their stealth, endurance, and striking power. Frigates: MDL is the lead shipyard for building Nilgiri Class Stealth Frigates, designed to operate in all combat scenarios. Corvettes: These are smaller, agile warships designed for close-in combat and patrol duties. Missile Boats: These fast-attack craft are armed with anti-ship missiles, making them formidable opponents in naval warfare. Offshore Patrol Vessels: Designed to patrol maritime boundaries, these vessels are essential for coastal security. Floating Border Outposts: These platforms monitor and secure maritime borders. MDL has a distinguished track record in constructing various naval platforms that play a critical role in enhancing India’s maritime defence capabilities: 42
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MERCHANT SHIPS General Cargo Vessels: These ships are designed to carry a wide range of goods, providing versatile transportation options. Multipurpose Support Vessels: These vessels support various offshore operations, including supply, maintenance, and repair activities. Offshore Supply Vessels: Essential for transporting goods, equipment, and personnel to offshore oil and gas platforms. Tugs: These small yet powerful ships are used to manoeuvre larger vessels in harbours and ports. Dredgers: Utilized for excavating and maintaining waterways, ports, and harbours. Passenger cum Cargo Vessels: These vessels are designed to transport both passengers and cargo, ensuring efficient and flexible operations. Water Tankers: These transport fresh water to remote locations and islands. Barges: Flat-bottomed vessels carrying heavy loads, usually in rivers and canals. Trawlers: Fishing vessels designed for commercial fishing operations. Windmill T owers and Pontoons: Structures used in offshore wind energy projects and floating platforms for various maritime activities. In addition to its defence and oil sector offerings, MDL manufactures a variety of merchant vessels catering to commercial needs: OIL SECTOR Offshore Platforms: These structures are crucial for oil and gas extraction in offshore fields. MDL provides specialised platforms for the oil and gas industry, ensuring robust support for offshore exploration and production: Jack-up Rigs: Used for exploratory drilling of new oil or gas wells, these rigs are movable and can be transported to different locations COAST GUARD SHIPS Training Ships Next Generation Offshore Patrol Vessels Fast Patrol Vessels Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 43
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INFRASTRUCTURE and FACILITIES MDL has continuously upgraded its infrastructure and operational capabilities to support the construction of advanced warships and submarines. In alignment with the ‘Make-in-India’ initiative, MDL plays a key role in strengthening India’s maritime defence ecosystem by building indigenous capabilities and ensuring the timely delivery of complex naval platforms. Its focus on modernisation, adoption of new technologies, and strategic expansion ensures high-quality output, customer satisfaction, and enhanced production capacity. 44
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SHIPBUILDING DIVISION 3 Dry Docks, 3 Wet Basins, 3 Large Slipways, 6 Small Slipways: Critical for ship construction, launching, and repair operations of surface vessels. Production, Assembly & Electrical Shops: Equipped with advanced equipment to support fabrication, assembly, fitting, and electrical works of various ship systems. Machine and Fitting, Instrumentation Shop: Dedicated shop for fine mechanical fitting and precise instrumentation works. 300 T onne Goliath Crane: Enables the lifting and handling of large ship components during construction and integration, ensuring seamless workflow and safety. Shore Integration Facility: Allows for comprehensive testing and integration of onboard systems before deployment—improving reliability and mission-readiness. Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 45
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SUBMARINE DIVISION Submarine Dry Dock: A dedicated dock to undertake complex maintenance, repair, and construction activities for submarines. Fabrication Shops: Specialized facilities for metal fabrication of pressure hulls and structural sections of submarines. Sub-section Assembly and Section Formation Shops: Cater to the assembly of various submarine modules with precise dimensional control. Cradle Assembly Shop for Equipment Outfitting: Supports the outfitting of critical systems and equipment prior to final integration. Shore Integration Facility: Facilitates complete validation and integration of submarine systems in a controlled, onshore environment. Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 47
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TECHNOLOGICAL ADVANCEMENTS Adoption of Modern Welding T echnologies: Includes the use of inverter-based TIG welding machines and SMAW welding systems that improve the quality, accuracy, and speed of welding operations. Operational Efficiency through Innovation: Integration of modern machinery and process automation enhances quality, reduces errors, and boosts productivity. STRATEGIC EXPANSION Land Acquisition from Mumbai Port Authority (MPA): Approximately 15 acres of land were acquired on a 29-year lease, adjacent to MDL’s southern boundary, to decongest shipyard operations and expand capacity. The acquisition cost is approximately ₹354 crore. MDL can construct 11 submarines and 10 warships simultaneously, showcasing its scale, readiness, and leadership in complex defence manufacturing. Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 49
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Intellectual CAPABILITIES MDL has built a strong foundation in innovation, backed by a formal R&D policy and a dedicated implementation committee since 2013. Its approach integrates advanced design, AI-enabled technologies, digital systems, and collaborative research— positioning it as a key contributor to India’s naval engineering and defence innovation landscape Focus on AI and Automation MDL has successfully completed three AI-powered projects in collaboration with IIT Chennai and start-ups: • AI-enabled Computerised Radiography (RT) • AI-based Robotic Weld Inspection (UT) • AI-enabled Remotely Operated Vehicles (ROVs) Further AI projects include autonomous surface vessels and hybrid fuel cell optimisation. Advanced Digital Systems To modernise shipbuilding, MDL has adopted: • Basic Design Framework for naval vessels • Product Data Management (PDM) and Product Lifecycle Management (PLM) systems for frigates R&D Commitment • 5.06% of PAT invested in R&D in FY 2024–25 • Expanding R&D beyond defence into green energy and transport 50
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iDEX-Led Innovation MDL is actively engaged in the iDEX initiative, working with start-ups on: • Autonomous Underwater Swarm Drone • Steering Console for Underwater Platforms • Design of Submersible Boat Innovation in Defence and Sustainability MDL developed India’s first Fuel Cell Electric Vessel (FCEV) and launched a solar boat in December 2023. It is also developing: • Hybrid electric boats • Lithium-ion battery system for submarines (with QMAX) • Defence systems like Expendable Underwater Target (EUT) and Mobile Target Emulator (MTE) Collaboration with Academia Under CSR, MDL is funding six R&D projects with IITs (Bombay, Madras, Indore, Hyderabad), including: • Robotic welding for shipbuilding • Plasma treatment for corrosion resistance • Laser-based biofouling cleaning • Structural health monitoring • Circulating Water Channel development at IIT Madras Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 51
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How we INTEGRATED ESG into OUR BUSINESS MODEL At MDL ESG is not treated as an auxiliary agenda but as a strategic lens through which the company safeguards its operational resilience, enhances stakeholder value, and contributes meaningfully to national priorities. The disclosures in the BRSR report reflect a deliberate and evolving ESG framework that is embedded across functions—from operations and procurement to design and workforce engagement—anchored by Board-approved policies and reinforced by regular review and third-party assessment. ENVIRONMENTAL STEWARDSHIP MDL’s environmental strategy is defined by an integrated approach to energy efficiency, emission reduction, and responsible resource use. Energy, being a critical input in shipbuilding, is addressed not just as a cost element but as a sustainability lever. The company has undertaken substantial infrastructure upgrades during FY 2024–25, deploying inverter-based welding machines, LED lighting, VFD units, and five star air conditioning systems. Beyond energy efficiency, the transition to clean energy is evident in the adoption of green tariff electricity which is 50 % of total electricity consumption. Further installation of a 1,375 kW rooftop solar is under progress which is a significant milestone in its decarbonization pathway. Waste management, particularly for hazardous materials, is handled through a closed-loop framework involving authorised recycling and disposal vendors, in compliance with environmental standards. These practices are underpinned by an ISO 14001:2015-certified ecological management system, ensuring regulatory alignment and continual improvement. In parallel, MDL’s ecological responsibility is moving beyond operations into product design. By embedding fuel economy and emissions control features into its vessels, the company is aligning with global sustainability trends and enhancing customer value in downstream operations. The development of the Nhava Greenfield Shipyard further illustrates MDL’s forward-thinking approach to integrating sustainability into its capacity expansion. 52
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SOCIAL RESPONSIBILITY AND HUMAN CAPITAL DEVELOPMENT In a sector where operational risks to human health and safety are high, MDL has established a rigorous safety culture supported by structured protocols and active workforce engagement. The Medical and Occupational Health & Safety Department drives daily safety checks, mandatory training sessions, and structured audits. The absence of serious incidents in the reporting year is a reflection of the system’s effectiveness, reinforced by visible signage, incident reporting tools, and an embedded safety mindset across employees and contractors. MDL’s social commitments also extend into the communities it operates in, through well-targeted CSR programs that address education, health, skilling, and gender equity. The company’s vendor development initiatives, focusing on SC/ST and women entrepreneurs, illustrate how social inclusion is being integrated into its supply chain engagement. Internally, MDL’s Equal Opportunity Policy ensures fairness and representation, while training and upskilling programs empower employees at all levels. Its alignment with national missions, such as ‘Skill India’ and ‘Make in India’, is not just programmatic, but outcome-focused, with partnerships, assessments, and disclosures underscoring the delivery of impact. Importantly, mechanisms to address human rights and employee grievances are robust. The company has not reported any violations relating to child labour, discrimination, or harassment, reflecting a culture of dignity and compliance. The presence of Unions (Bargaining Council) and transparent dialogue with employees further underscores the company’s commitment to participatory growth. GOVERNANCE MDL’s governance ecosystem is grounded in transparency, compliance, and ethical conduct. All nine NGRBC principles are covered by specific policies, many of which are publicly disclosed and regularly reviewed by the Board and specialised committees. The company operates with a high degree of regulatory alignment, including adherence to SEBI norms and CPSE governance guidelines. These policies are not static documents—they are actively translated into internal procedures, communicated across all levels, and periodically reviewed and audited. An example of this dynamism is the company’s cybersecurity framework, which is especially critical given its role in defence manufacturing. MDL collaborates closely with national cyber agencies, implements advisories, and undergoes regular VAPT audits to pre-empt data breaches. The company’s ethical conduct is reinforced through its Code of Business Conduct, supported by a whistleblower policy that has seen no reported misuse or retaliation. Beyond internal structures, MDL submits its ESG and policy performance to independent assessments—as evidenced by the external evaluation conducted by Dhir & Dhir Associates during the reporting year—providing a layer of validation to its governance credibility. In line with SEBI Circular No SEBI/HO/CFD/CFD-SEC-2/ CIR/2023/122 dtd 12.07.2023, the BRSR Core KPI’s hae been reasonably assured by Jointvalues ESG Services Private Ltd. Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 53
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Human CAPITAL MDL continues to strengthen its commitment to environmental stewardship through proactive strategies aimed at conserving resources, reducing emissions, and promoting long-term sustainability. The Company’s approach encompasses the adoption of clean energy, efficient use of water, minimisation of waste, and adherence to global environmental standards. Employee Engagement & Welfare: Celebrated key national and cultural events; over 2,600 employees participated in a blood donation camp; 5,750 employees underwent annual medical checks. Women Empowerment: 255 women employees; leadership and technical training provided; crèche facility and POSH training in place; women promoted to middle and senior management. Key Highlights 54
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Learning & Development: Executives trained through premier institutions and national conferences; skill-building for apprentices and women employees. Skill Development: Inducted over 900 apprentices across trade, diploma, graduate, and marine streams; partnered in national skilling programs like PMIS and Vishwakarma Yojana. HR Process Efficiency: SAP payroll integration and MDL e-Connect digital portal enhanced service delivery and reduced manual effort. Social Outreach & Environment: Conducted campaigns like “Har Ghar Tiranga” and “Ek Ped Maa Ke Naam” (7,101 trees planted); cleanliness drives and Swachhta-themed events organized. Promotions & Recruitment: Timely promotions for executives and non-executives; filled 62 vacancies under the Government’s Mission Mode initiative. Diversity & Inclusion: Special consideration in promotions for SC/ST employees; women representation across committees and union leadership. Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 55
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CORPORATE SOCIAL RESPONSIBILITY (CSR) at MDL MDL, India’s only shipyard building Destroyer-class warships and conventional submarines, integrates social development into its business mission. The company believes, as Mahatma Gandhi said, “a chain is as strong as its weakest link,” and focuses its CSR efforts on strengthening the most vulnerable sections of society. CSR activities at MDL are implemented and monitored in strict adherence to the CSR policy and objectives of the Company, in line with Section 135 of the Companies Act, 2013. The CSR Committee ensures full compliance, and requisite disclosures are provided in Appendix ‘E’ of the Annual Report. In FY 2024–25, MDL spent ₹33.10 Cr on CSR activities (₹30.95 Cr as mandated + ₹2.15 Cr for multi-year projects), exceeding its obligation of ₹32.45 Cr by ₹0.65 Cr. A total of 46 projects were executed across the following sectors. SECTOR-WISE EXPENDITURE in FY 2024-25 (in %) 60.25 04.76 03.62 01.60 08.29 09.47 12.00 Healthcare & Nutrition Education Research Skill Development Conservation of Heritage Others (Gol Funds) Admin Education • Supported 44 students from socially backward communities under “MDL Super 10” at Bhonsala Military School, Nagpur. • Upgraded facilities in under- resourced schools (e.g., Bombay Utkal Samiti, Sisu Mandir). • Operated 100 tuition centres (Abhyasikas) in Vijayawada for 3000 underprivileged slum children. Healthcare & Nutrition • Funded 175 congenital heart surgeries at Sri Sathya Sai Sanjeevani Hospitals (Mumbai & Raipur). • Supplied medical equipment to major Mumbai hospitals (JJ, BYL Nair, Sion, KEM). • Supported 4000 cataract surgeries in Gadchiroli, Chandrapur & Vidarbha regions. 56
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R&D Support to IITs • Collaborated with IIT Bombay, Hyderabad, Chennai & Indore for marine/naval R&D projects benefiting MSMEs and startups. Skill Development • Continued Apprenticeship Training at MDL’s in-house training school. • Constructed a new floor at a Rural Youth Development Centre in Nautakki, Vijayawada. Cancer Care • Vaccinated 2800 girls (ages 9–14) against cervical cancer. • Financially supported 200 cancer patients at Tata Memorial Hospital. • Provided lodging support at 2 shelter homes for cancer patients in Mumbai/Navi Mumbai. Child Welfare & Nutrition • Assisted 265 intellectually deficient children at a home in Mankhurd. • Provided medication support to 105 thalassemia patients. • Funded nutrition and healthcare for 150 orphans and destitute children through Asha Sadan. Aspirational Districts • Supplied fortified milk (200 ml) daily to 4000 schoolchildren in Gadchiroli. • Provided medical equipment to a community hospital run by SEARCH. • Constructed Anganwadi centres in Nandurbar district. Heritage & Culture • Enhanced visitor engagement and infrastructure at Museum Ship Khukri to develop it as an international maritime tourism destination. Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 57
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Environmental SUSTAINABILITY MDL continues to strengthen its commitment to environmental stewardship through proactive strategies aimed at conserving resources, reducing emissions, and promoting long-term sustainability. The Company’s approach encompasses the adoption of clean energy, efficient use of water, minimisation of waste, and adherence to global environmental standards. ENVIRONMENTAL IMPACT AND SUSTAINABILITY MDL approaches environmental management with a comprehensive framework that embeds sustainability into all facets of its operations. By emphasising renewable energy, low-emission practices, and circular resource use, the Company strives to reduce its ecological footprint and support national and global environmental goals. Integrated sustainability approach: MDL adopts a holistic approach to sustainability, embedding ecological responsibility in operations through energy, water, and waste management practices. Compliance-focused systems: Robust HSE systems are in place and regularly audited to ensure adherence to environmental regulations and international best practices. CLIMATE CHANGE MITIGATION As part of its climate action strategy, MDL has significantly increased its reliance on renewable energy and implemented operational upgrades that reduce its carbon emissions. These steps help the Company build resilience against energy price fluctuations and comply with evolving emission norms. • 16,399,104 MJ of Energy generated from renewable sources. • 28.5% Share of renewable energy in the total energy mix. • 0.00050 MJ/INR Energy intensity per rupee of turnover. • 594.84 tCO2e Scope 1 greenhouse gas emissions. • 10,282.39 tCO2e Scope 2 greenhouse gas emissions. • 0.00000010 tCO2e/INR GHG emissions intensity. ENVIRONMENTAL SUSTAINABILITY EFFORTS The Company focuses on minimising environmental impact through the deployment of energy-efficient technologies Investments in solar energy, LED lighting, and efficient machinery underscore MDL’s shift towards greener operations. 1,375 kW Rooftop solar plant is being installed to increase renewable power capacity. Energy-efficient systems such as LED lighting, BLDC fans, VFDs, and inverter-based equipment deployed across facilities. 5-star rated AC units installed to reduce cooling-related power demand. 58
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CERTIFICATIONS AND STANDARDS MDL’s commitment to responsible environmental management is further reflected in its adherence to globally recognised standards. The certifications obtained underscore its focus on health, safety, environmental sustainability, and data security. • ISO 14001:2015 Environmental Management. • ISO 45001:2018 Occupational Health and Safety. • ISO/IEC 27001:2013 Information Security Management. WASTE MANAGEMENT MDL has implemented a structured waste management framework that emphasises reuse, recycling, and safe disposal. Partnerships with NGOs and authorised vendors have strengthened the company’s efforts in building a circular economy, while reducing landfill waste and environmental risk. WATER MANAGEMENT Water efficiency is central to MDL’s environmental focus. The Company has installed systems for recycling grey water and treating sewage at one of its facility enabling significant reuse of water and a reduction in freshwater dependency. Notably, a Zero Liquid Discharge (ZLD) mechanism has been implemented within the Submarine Section, reinforcing the Company’s commitment to sustainable water management in that area. • Zero Liquid Discharge mechanism operational since FY 2016–17. • 2 m³/hr Sewage Treatment Plant capacity. • 4 m³/hr Grey Water Treatment Unit capacity. Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 59
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60 Notice of Annual General Meeting NOTICE is hereby given that the 92nd Annual General Meeting (AGM) of the members of Mazagon Dock Shipbuilders Limited (MDL) will be held on Friday, 26 September, 2025 at 11.00 A.M. (IST) through Video Conference (VC)/ Other Audio Visual Means (OAVM), to transact the following businesses. ORDINARY BUSINESS: (1) To receive, consider and adopt Audited Standalone and Consolidated Financial Statements of the Company for the Financial Year ended March 31, 2025, together with the Reports of the Board of Directors and Auditors thereon and comments of the Comptroller & Auditor General of India. (2) To confirm payment of first Interim Dividend of ₹23.19 per equity share of ₹10/- each (i.e. @ 231.9%) paid in November 2024, second Interim Dividend of ₹3 per equity share of ₹5/- each (i.e. @ 60 %) paid in May 2025 and to declare Final Dividend of ₹2.71 per equity share of ₹5/- each (i.e. @ 54.2%) for the Financial Year ended March 31, 2025. (3) To appoint a Director in place of Cdr. Vasudev Puranik, IN (Retd.) (DIN- 09623387) who retires by rotation in terms of Section 152(6) of the Companies Act, 2013 and, being eligible, offers himself for re-appointment. (4) To authorize the Board of Directors to fix remuneration of Statutory Auditors of the Company for the Financial Year 2025-26 in compliance with the orders and directions of appointment by the Comptroller and Auditor General of India and in terms of the provisions of Section 139(5) and Section 142 of the Companies Act, 2013. SPECIAL BUSINESS: (5) Appointment of Secretarial Auditors To consider and, if thought fit, to pass the following resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Regulation 24A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’) read with applicable provisions of the Companies Act, 2013, each as amended, and based on the recommendation(s) of the Audit Committee and the Board of Directors of the Company (‘Board’), M/s SVJS Associates, Company Secretaries having Firm Registration No. P2008KE017900, be and is hereby appointed as the Secretarial Auditors of the Company for a period of five years to hold office from the conclusion of this Annual General Meeting till the conclusion of the 97 th Annual General Meeting of the Company to be held in the year 2030, to conduct Secretarial Audit of the Company in terms of Section 204 and other applicable provisions of the Companies Act, 2013 read with Regulation 24A and other applicable provisions of the SEBI Listing Regulations, for the period beginning from the Financial Year 2025-26 through the Financial Year 2029-30, at such remuneration as may be mutually agreed upon between the Board, based on the recommendation(s) of the Audit Committee, and the Secretarial Auditors of the Company. RESOLVED FURTHER THAT the Board and/or any person authorized by the Board, be and is hereby authorized, severally, to settle any question, difficulty or doubt, that may arise in giving effect to this resolution and to do all such acts, deeds, matters and things, as may be considered necessary, desirable and expedient to give effect to this Resolution and/ or otherwise considered by them to be in the best interest of the Company.” (6) Ratification of Remuneration of Cost Auditors To consider and, if thought fit, to pass the following Resolution as an Ordinary Resolution: “RESOLVED THAT pursuant to the provisions of Section 148(3) and other applicable provisions, if any, of the Companies Act, 2013 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), and the Companies (Audit and Auditors) Rules, 2014, as amended from time to time, the Company hereby ratifies the remuneration of ₹2,25,000 plus applicable taxes to M/s Dhananjay V Joshi & Associates, Cost Accountants, who, based on the recommendation(s) of the Audit Committee, have been appointed by the Board of Directors of the Company (‘Board’), as the Cost Auditors of the Company, to conduct the audit of the cost records maintained by the Company for the Financial Year ending March 31, 2026. RESOLVED FURTHER THAT the Board and/or any person authorized by the Board, be and is hereby authorized severally to settle any question, difficulty or doubt, that may arise in giving effect to this resolution and to do all such acts, deeds and things as may be necessary, expedient or desirable for the purpose of giving effect to this resolution.”
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 61 (7) T o approve appointment of Shri. Rajeev Prakash as Government Nominee Director of the Company and in this regard to consider and if thought fit, to pass with or without modification(s), the following resolution as Ordinary Resolution “RESOLVED THAT pursuant to Sections 152, 161 of the Companies Act, 2013 read with Companies (Appointment and Qualification of Directors) Rules, 2014, Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and other applicable provisions, if any of the Companies Act, 2013, (including any statutory modifications or re- enactment thereof), provisions of regulation 17(1C) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (as amended) and provisions of the Articles of Association of the Company, the appointment of Shri. Rajeev Prakash, Joint Secretary, (Naval Systems), Ministry of Defence, having DIN No 08590061 as Part- Time Official Director (Government Nominee Director) by the Government of India, Ministry of Defence, vide letter No. 8(32)/2019-D (Coord/ DDP) dated December 10, 2024 on the Board of the Company be and is hereby approved with effect from December 10, 2024, not liable to retire by rotation, subject to further orders and on the terms & conditions as determined by the Government of India from time to time. FURTHER RESOLVED THAT Company Secretary be and is hereby authorized to take all such steps as may be necessary, proper, or expedient to give effect to this Resolution, including making necessary filings with the Registrar of Companies and other regulatory authorities.” (8) T o approve appointment of Capt. Jagmohan (Retd.), as Chairman & Managing Director of the Company and in this regard to consider and if thought fit, to pass with or without modification(s), the following resolution as Ordinary Resolution “RESOLVED THAT pursuant to Section 152 and other applicable provisions of the Companies Act, 2013, the Rules made thereunder, Regulation 17(1C) and other applicable regulations of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), and provisions of the Articles of Association of the Company, the appointment of Capt. Jagmohan (Retd.) (DIN: 08630668) by the Government of India, Ministry of Defence, vide letter No. 4/1(1)/2021/D(NS) dated April 18, 2025 as Chairman & Managing Director of the Company be and is hereby approved with effect from April 21, 2025, not liable to retire by rotation, on the terms and conditions, as determined by the Government of India. FURTHER RESOLVED THAT Company Secretary be and is hereby authorized to take all such steps as may be necessary, proper, or expedient to give effect to this Resolution, including making necessary filings with the Registrar of Companies and other regulatory authorities.” (9) T o approve appointment of Shri. Ruchir Agrawal as Director (Finance) of the Company and in this regard to consider and if thought fit, to pass with or without modification(s), the following resolution as Ordinary Resolution “RESOLVED THAT pursuant to Section 152 and other applicable provisions of the Companies Act, 2013, and the Rules made thereunder, Regulation 17(1C) and other applicable regulations of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), and provisions of the Articles of Association of the Company, the appointment of Shri. Ruchir Agrawal (DIN-10166533) as Director (Finance) by the Government of India, Ministry of Defence, vide letter No. 4/1(1)/2024/D(NS) dated March 6, 2025 be and is hereby approved with effect from March 7, 2025, liable to retire by rotation, on the terms and conditions, as determined by the Government of India. FURTHER RESOLVED THAT the Company Secretary be and is hereby authorized to take all such steps as may be necessary, proper, or expedient to give effect to this Resolution, including making necessary filings with the Registrar of Companies and other regulatory authorities.” (10) T o approve appointment of Cmde. S B Jamgaonkar (Retd.), as Director (Submarine & Heavy Engineering) of the Company and in this regard to consider and if thought fit, to pass with or without modification(s), the following resolution as Ordinary Resolution “RESOLVED THAT pursuant to Section 152 and other applicable provisions of the Companies Act, 2013, and the Rules made thereunder, Regulation 17(1C) and other applicable regulations of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), and provisions of the Articles of Association of the Company, the appointment of Cmde. S B Jamgaonkar (Retd.), (DIN: 11017821) as Director (Submarine & Heavy Engineering) by the Government of India, Ministry of Defence, vide letter No. 4/1(1)/2023/D(NS) dated 24 March 2025 be and is hereby approved with effect from March 25, 2025,
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62 liable to retire by rotation, on the terms and conditions, as determined by the Government of India. FURTHER RESOLVED THAT Company Secretary be and is hereby authorized to take all such steps as may be necessary, proper, or expedient to give effect to this Resolution, including making necessary filings with the Registrar of Companies and other regulatory authorities.” (11) T o approve appointment of Dr. Vivek Atul Bhuskute, as an Independent Director of the Company and in this regard to consider and if thought fit, to pass with or without modification(s), the following resolution as Special Resolution “RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152 and other applicable provisions, if any, of the Companies Act, 2013, and the Rules made thereunder, Regulation 17(1C) & Regulation 25(2A) and other applicable regulations of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) and provisions of the Articles of Association of the Company, the appointment of Dr. Vivek Atul Bhuskute (DIN: 09417992) as Part Time non official (Independent Director) by the Government of India, Ministry of Defence, vide letter No. 11(70)/2021/ Misc/D(NS) dated April 21, 2025 be and is hereby approved w.e.f. 21.04.2025 not liable to retire by rotation, on the terms and conditions, as determined by the Government of India. FURTHER RESOLVED THAT Company Secretary be and is hereby authorized to take all such steps as may be necessary, proper, or expedient to give effect to this Resolution, including making necessary filings with the Registrar of Companies and other regulatory authorities.” (12) T o approve appointment of Smt. Veni Thapar, as an Independent Director of the Company and in this regard to consider and if thought fit, to pass with or without modification(s), the following resolution as Special Resolution “RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152 and other applicable provisions, if any, of the Companies Act, 2013, and the Rules made thereunder, Regulation 17(1C) & Regulation 25(2A) and other applicable regulations of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) and provisions of the Articles of Association of the Company, the appointment of Smt. Veni Thapar (DIN: 01811724) as Part Time non official Director (Independent) by the Government of India, Ministry of Defence, vide letter No. 11(70)/2021/ Misc/D(NS) dated April 21, 2025 be and is hereby approved w.e.f. 21.04.2025 not liable to retire by rotation, on the terms and conditions, as determined by the Government of India. FURTHER RESOLVED THAT Company Secretary be and is hereby authorized to take all such steps as may be necessary, proper, or expedient to give effect to this Resolution, including making necessary filings with the Registrar of Companies and other regulatory authorities.” (13) T o approve appointment of Shri. Kedarnath Gupta, as an Independent Director of the Company and in this regard to consider and if thought fit, to pass with or without modification(s), the following resolution as Special Resolution “RESOLVED THAT pursuant to the provisions of Sections 149, 150, 152 and other applicable provisions, if any, of the Companies Act, 2013, and the Rules made thereunder, Regulation 17(1C) & Regulation 25(2A) and other applicable regulations of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (including any statutory modification(s) or re-enactment(s) thereof for the time being in force) and provisions of the Articles of Association of the Company, the appointment of Shri. Kedarnath Gupta (DIN: 06460508) as Part Time non official Director (Independent) by the Government of India, Ministry of Defence, vide letter No. 11(70)/2021/ Misc./D(NS) dated 15 May 2025 be and is hereby approved w.e.f. 21.05.2025 not liable to retire by rotation, on the terms and conditions, as determined by the Government of India. FURTHER RESOLVED THAT Company Secretary be and is hereby authorized to take all such steps as may be necessary, proper, or expedient to give effect to this Resolution, including making necessary filings with the Registrar of Companies and other regulatory authorities.” BY ORDER OF THE BOARD Mazagon Dock Shipbuilders Limited Sd/- (Lalatendu Acharya) Company Secretary and Compliance Officer Membership No.: FCS-6569 Mumbai 400 010 Dated: 06 August, 2025
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 63 Notes: 1. The Ministry of Corporate Affairs (‘MCA’), inter alia, vide its General Circular No(s). 14/2020 dated April 8, 2020, 17/2020 dated April 13, 2020, 20/2020 dated May 5, 2020, and subsequent circulars issued in this regard, the latest being General Circular No. 09/2024 dated September 19, 2024 (collectively referred to as ‘MCA Circulars’), and SEBI vide circular no. SEBI/HO/ CFD/CFD-PoD-2/P/CIR/2024/133 dated October 3, 2024 (“SEBI Circular”) and other applicable circulars and notifications issued (including any statutory modifications or re-enactment thereof for the time being in force and as amended from time to time, has permitted the holding of the AGM through Video Conferencing (‘VC’) or through Other Audio-Visual Means (‘OAVM’), without the physical presence of the Members at a common venue. The proceedings of the AGM will be deemed to be conducted at the registered office of the Company situated at Mumbai. 2. Pursuant to the Circular No. 14/2020 dated April 08, 2020, issued by the Ministry of Corporate Affairs, the facility to appoint proxy to attend and cast vote for the Members is not available for this AGM. However, the Body Corporates are entitled to appoint authorized representatives to attend the AGM through VC/OAVM and participate thereat and cast their votes through e-voting. 3. The Members can join the AGM in the VC/OAVM mode 30 minutes before and after the scheduled time of the commencement of the Meeting by following the procedure mentioned in the Notice. The facility to participate in the AGM through VC/OAVM will be made available for 1000 Members on first come first served basis. This will not include large Shareholders (Shareholders holding 2% or more shareholding), Promoters, Institutional Investors, Directors, Key Managerial Personnel, the Chairpersons of the Audit Committee, Nomination and Remuneration Committee and Stakeholders Relationship Committee, Auditors etc. who are allowed to attend the AGM without restriction on account of first come first served basis. 4. The attendance of the Members attending the AGM through VC/OAVM will be counted for the purpose of reckoning the quorum under Section 103 of the Companies Act, 2013. In case of joint holders attending the AGM through VC/OAVM, only such joint holders who are higher in the order of their names as per the Register of Members of the Company, as on the cut-off date i.e., Friday, 19 September, 2025, will be entitled to vote at the Meeting. 5. Pursuant to the provisions of Section 108 of the Companies Act, 2013 read with Rule 20 of the Companies (Management and Administration) Rules, 2014 (as amended) and Regulation 44 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 (as amended) (‘SEBI Listing Regulations’) and the Circulars issued by the Ministry of Corporate Affairs dated April 08, 2020, April 13, 2020, May 05, 2020, January 13, 2021 and December 28, 2022 the Company is providing facility of remote e-Voting to its Members in respect of the business to be transacted at the AGM. For this purpose, the Company has entered into an agreement with National Securities Depository Limited (NSDL) for facilitating voting through electronic means, as the authorized agency. The facility of casting votes by a member using remote e-Voting system as well as venue voting on the date of the AGM will be provided by NSDL. 6. In line with the Ministry of Corporate Affairs (MCA) Circular No. 17/2020 dated April 13, 2020, the notice calling the AGM has been uploaded on the website of the Company at https:/ /mazagondock.in. The notice can also be accessed from the websites of the Stock Exchanges i.e. BSE Limited and National Stock Exchange of India Limited at www.bseindia.com and www. nseindia.com respectively and the AGM notice is also available on the website of NSDL (agency for providing the Remote e-Voting facility) i.e. www. evoting.nsdl. com. In compliance with the aforesaid MCA Circulars and SEBI Circular, Notice of the AGM along with the Annual Report 2024-25 is being sent through electronic mode to those Members whose email addresses are registered with the Company / Depositories. Members whose email address has not been registered with the Company / Depositories, a letter providing the web- link and QR code through which Annual Report can be accessed, is being sent. Members who requires physical copy of the Annual Report, may request for the same at investor@mazdock.com mentioning their Folio No./ DP ID and Client ID. 7. AGM has been convened through VC/OAVM in compliance with applicable provisions of the Companies Act, 2013, SEBI Listing Regulations, MCA circulars and SEBI Circulars issued from time to time. 8. The Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 setting out material facts concerning the business under Item Nos 5 to 13 of the notice is annexed hereto. The relevant details, pursuant to Regulations 26(4) and 36(3) of the SEBI Listing Regulations and Secretarial Standards on General Meetings (SS-2) issued by the Institute of Company
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64 Secretaries of India, in respect of Directors seeking appointment/re-appointment at this AGM are also annexed. The Register of Directors and Key Managerial Personnel and their shareholding maintained under Section 170 of the Companies Act, 2013 and the Register of Contracts or arrangements in which the Directors are interested, maintained under Section 189 of the Act will be available for inspection by the Members electronically before and during the AGM. Members seeking to inspect such documents can send an email to investor@mazdock.com. 9. The Company has announced record date on September 19, 2025 for payment of Final Dividend on equity shares as recommended by the Board of Directors for the financial year 2024-25. If declared at the AGM, the same will be payable after deduction of applicable TDS, if any • To those eligible Members whose names appeared as Beneficial Owners, as at the close of business hours on Friday, September 19, 2025 as per the list of beneficial owners to be furnished by the NSDL and CDSL in respect of the shares held in electronic form; and • To those eligible members, in respect of shares held in physical form after giving effect to valid transmission and transposition requests lodged, if any with the Company as at the close of business hours on Friday, September 19, 2025. 10. Pursuant to the Finance Act, 2020, dividend income is taxable in the hands of the Members w.e.f. April 01, 2020 and the Company is required to deduct TDS from dividend paid to the Members at the rates prescribed under the Income Tax Act, 1961 (‘the IT Act’). Members are requested to complete and/or update their residential status, PAN, category as per the IT Act with their Depository Participants (‘DPs’) or update the same by sending email to rta@alankit.com on or before Friday, September 19, 2025 in order to enable the Company to determine and deduct appropriate TDS/ withholding tax. No communication/documents on the tax determination/deduction shall be considered post 11:59 PM (IST) of Friday, September 19, 2025. Copy of the TDS communication is available at the Company’s website at the below mentioned link: https:/ / mazagondock.in/images/pdf/TDS-ON-DIVIDEND- SEP-2025.pdf 11. To support the ‘Green Initiative’, Members who have not yet registered their e-mail addresses are requested to register the same with their DPs in case the shares are held by them in electronic form and with the Company/ RTA. Further, those Members who have already registered their addresses are requested to keep their e-mail addresses validated/updated with their DPs/ RTA to enable servicing of Notices/Documents/Annual Reports and other communication electronically to their e-mail addresses in future. 12. As per Regulation 40 of the SEBI Listing Regulations, as amended, securities of listed companies can be transferred only in dematerialized form with effect from April 01, 2019, except in case of request received for transmission or transposition of securities. 13. Investor Education and Protection Fund (IEPF): Members are requested to note that, Dividends if not en-cashed for a consecutive period of seven years from the date of transfer to Unpaid Dividend Account of the Company, are liable to be transferred to the IEPF. The shares in respect of such unclaimed dividends are also liable to be transferred to the demat account of the IEPF Authority. In view of this, Members/Claimants are requested to claim their dividends from the Company, within the stipulated timeline. Details of the unpaid dividend for FY 2020-21, FY 2021-22, FY 2022-23, FY 2023-24 and FY 2024-25 are available on the Company’s website. 14. Members are requested to intimate changes, if any, pertaining to their name, postal address, e-mail address, telephone/mobile numbers, PAN, registering of nomination, power of attorney registration, Bank Mandate details, etc., to their DPs in case the shares are held in electronic form and to the RTA at rta@ alankit.com in case the shares are held in physical form, quoting folio no. Further, Members may note that SEBI has mandated the submission of PAN by every participant in securities market. 15. Non-Resident Members: Non-Resident Indian Members are requested to inform Registrar and Transfer Agents/ their respective Depository Participants immediately of: a. Change in their residential status on return to India for permanent settlement. b. Particulars of their Bank Account maintained in India with complete name, branch, account type, account number, IFSC Code, MICR No., and address of the bank, if not furnished earlier, to enable the Company to remit dividend to the Bank Account directly.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 65 16. Registrar and Transfer Agents: The Address of the Registrar and Transfer Agents of the Company is as follows: Alankit Assignments Limited (Unit: Mazagon Dock Shipbuilders Limited) 205-208, Anarkali Complex, Jhandewalan Extension, New Delhi - 110055 Phone: 011-42541100, 42541234; Fax: 011-23552001 Email: rta@alankit.com 17. Any person holding shares in physical form and non- individual shareholders, who acquires shares of the Company and becomes member of the Company after the notice is send through e-mail and holds shares as on the cut-off date i.e. September 19, 2025 may obtain the login ID and password for remote e-voting by sending a request at evoting@nsdl.com or Issuer/RTA. However, if you are already registered with NSDL for remote e-voting, then you can use your existing user ID and password for casting your vote. If you forgot your password, you can reset your password by using ‘Forgot User Details/ Password’ or ‘Physical User Reset Password’ option available on www.evoting.nsdl.com or call on 022 - 4886 7000. In case of Individual Shareholders holding securities in demat mode who acquires shares of the Company and becomes a Member of the Company after sending of the Notice and holds shares as of the cut-off date i.e. September 19, 2025 may follow the steps mentioned in the Notice of the AGM under ‘Access to NSDL e-Voting system’.
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66 Item No. 5 In terms of Regulation 24A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘SEBI Listing Regulations’) and Section 204 and other applicable provisions of the Companies Act, 2013, each as amended, the Company is required to appoint a Secretarial Auditor for a period of 5 years commencing from Financial Year 2025-26, to conduct the Secretarial Audit of the Company. For identification of Secretarial Auditor, the Management had initiated the process and had detailed interactions with certain eligible audit firms and assessed them against a defined eligibility and evaluation criteria. The Appointment requires approval by the shareholders of the Company. Accordingly, a proposal for the appointment of M/s SVJS & Associates, Company Secretaries for undertaking Secretarial Audit of the Company and other services including Issuance of Annual Secretarial Compliance Report, Corporate Governance Compliance Certificate and Certificate of Non-Disqualification of Directors for a period of five years commencing from the conclusion of the ensuing 92nd Annual General Meeting scheduled to be held on September 26, 2025, through the conclusion of 97th Annual General Meeting of the Company to be held in the year 2030, as considered, approved and recommended by the Audit Committee and the Board of directors of the Company is submitted for the consideration of the Shareholders. M/s SVJS & Associates, Company Secretaries has provided its consent to be appointed as Secretarial Auditors and has confirmed that, if appointed, its appointment, will be in accordance with Regulation 24A of the SEBI Listing Regulations read with SEBI Circular No. SEBI/HO/CFD/CFD- PoD-2/CIR/P/2024/185 dated December 31, 2024 and other relevant applicable SEBI Circulars issued in this regard. The proposed remuneration to be paid to M/s SVJS & Associates, Company Secretaries, for the secretarial audit for FY 2025- 26 is ₹70,000 plus applicable taxes. The Audit Committee and the Board is of the view that ₹70,000 is reasonable audit fee considering size and scale of MDL. The remuneration to be paid to Secretarial Auditors for the remaining term i.e. from FY 2026-27 through FY 2029-30 shall be as mutually agreed between the Board, based on recommendation(s) of the Audit Committee, and the Secretarial Auditors, from time to time, which shall be decided considering changes in scope of audit and to meet inflationary costs of providing the audit service. The Company will seek shareholder approval in case there is a material change in the remuneration of secretarial auditor owing to significant enhancement in scope of work. It may be noted that none of the Directors, Key Managerial Personnel of the Company or their relatives are in any way, concerned or interested, financially or otherwise, in the resolution. The Board recommends for appointment M/s SVJS & Associates, Company Secretaries as Secretarial Auditor and for other services as specified above. Item No. 6 The Board, has approved the appointment M/s Dhananjay V Joshi & Associates, Mumbai as Cost Auditor of MDL at a remuneration of ₹2,25,000/- (Rupees two lakhs and twenty- five thousand only) excluding applicable taxes payable to conduct the Cost Audit of the Company for the Financial Year 2025-26. In accordance with the provisions of Section 148(3) of the Companies Act, 2013 read with Rule 14 of the Companies (Audit and Auditors) Rules, 2014, as amended, the remuneration payable to the Cost Auditor, as recommended by the Audit Committee and approved by the Board, has to be ratified by the Members of the Company. None of the Directors, Key Managerial Personnel of the Company or their relatives are in any way, concerned or interested, financially or otherwise, in the resolution. The Board of Directors recommends the Ordinary Resolution for your approval. Item No. 7 Pursuant to letter No. 8(32)/2019-D (Coord/ DDP) dated December 10, 2024 issued by Ministry of Defence, Government of India, Shri. Rajeev Prakash, JS (NS), MoD, DDP (DIN: 08590061) has been appointed as Part-Time Official (Government Nominee) Director of the Company with effect from December 10, 2024. As per the provisions of Sections 152 and 161 of the Companies Act, 2013 and the Rules made thereunder and Regulation 17(1C) of the SEBI (LODR) Regulations, 2015 as amended, appointment of a director in a Company requires approval by its shareholders through an ordinary resolution passed at the next general meeting of the Company. Accordingly, an ordinary resolution seeking approval of the shareholders for appointment of Shri. Rajeev Prakash, JS (NS), MoD, DDP (DIN: 08590061) as Part-Time Official (Government Nominee) Director of the company with effect from December 10, 2024, not liable to retire by rotation is proposed for the consideration of the Shareholders. The STATEMENT PURSUANT TO SECTION 102 OF THE COMPANIES ACT, 2013 The following statement sets out all material facts relating to special business Item Nos. 5-13 mentioned in the accompanying notice.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 67 Appointment is subject to such terms and conditions as determined by Government of India from time to time. Shri. Rajeev Prakash is not disqualified from being appointed as a Director in terms of Section 164 of the Companies Act, 2013. Other particulars as per Regulation 36(3) of SEBI (LODR) Regulations, 2015 are provided separately and forms part of this explanatory statement. As per the terms of the appointment read with Articles of Association of the Company, Shri. Rajeev Prakash as Part-Time Official (Government Nominee) Director of the Company is not entitled for any remuneration or sitting fees. None of the Directors, Key Managerial Personnel of the Company or their relatives except Shri. Rajeev Prakash, is in any way, concerned or interested, financially or otherwise, in the resolution. The Board of Directors recommends the Ordinary Resolution for your approval. Item No. 8 Capt. Jagmohan (Retd.) (DIN: 08630668), has been appointed as Chairman & Managing Director of the Company with effect from April 21, 2025 by the Department of Defence Production, Ministry of Defence, Government of India vide letter No. 4/1(1)/2021/D(NS) dated April 18, 2025 for a period with effect from the date of his assumption of charge of the post i.e. 21 April 2025 till the date of his superannuation i.e. September 30, 2029, or until further orders, whichever is earlier. As per the provisions of Section 152(2) of the Companies Act, 2013 and the Rules made thereunder and Regulation 17(1C) of the SEBI (LODR) Regulations, 2015 as amended, appointment of a director in a Company requires approval by its shareholders through an ordinary resolution passed at the next general meeting of the Company. Accordingly, an ordinary resolution seeking approval of the shareholders for appointment of Capt. Jagmohan (Retd.) (DIN: 08630668) as Chairman & Managing Director of the company with effect from April 21, 2025, not liable to retire by rotation and on the terms and conditions as determined by the Government of India, is proposed for the consideration of the Shareholders. Capt. Jagmohan (Retd.) is not disqualified from being appointed as a Director in terms of Section 164 of the Companies Act, 2013. Other particulars as per Regulation 36(3) of SEBI (LODR) Regulations, 2015 are provided separately and forms part of this explanatory statement. None of the Directors, Key Managerial Personnel of the Company or their relatives except Capt. Jagmohan (Retd.) is in any way, concerned or interested, financially or otherwise, in the resolution. The Board of Directors recommends the resolution as an Ordinary Resolution for your approval. Item No. 9 Shri. Ruchir Agrawal (DIN: 10166533) has been appointed as Director (Finance) of the Company with effect from 07 March 2025 by the Department of Defence Production, Ministry of Defence, Government of India vide letter No. 4/1(1)/2024/D(NS) dated March 6, 2025 for a period of five years with effect from the date of his assumption of charge i.e. March 7, 2025, or until further orders, whichever is earlier. As per the provisions of Section 152(2) of the Companies Act, 2013 and the Rules made thereunder and Regulation 17(1C) of the SEBI (LODR) Regulations, 2015 as amended, appointment of a director in a Company requires approval by its shareholders through an ordinary resolution passed at the next general meeting of the Company. Accordingly, an ordinary resolution seeking approval of the shareholders for appointment of Shri. Ruchir Agrawal (DIN: 10166533) as Director (Finance) of the company with effect from March 7, 2025, liable to retire by rotation and on the terms and conditions as determined by the Government of India, is proposed for the consideration of the Shareholders. Shri. Ruchir Agrawal, is not disqualified from being appointed as a Director in terms of Section 164 of the Companies Act, 2013. Other particulars as per Regulation 36(3) of SEBI (LODR) Regulations, 2015 are provided separately and forms part of this explanatory statement. None of the Directors, Key Managerial Personnel of the Company or their relatives except Shri. Ruchir Agrawal, is in any way, concerned or interested, financially or otherwise, in the resolution. The Board of Directors recommends the resolution as an Ordinary Resolution for your approval. Item No. 10 Cmde. S B Jamgaonkar (Retd.) (DIN: 11017821), has been appointed as Director (Submarine & Heavy Engineering) of the Company with effect from March 25, 2025 by the Department of Defence Production, Ministry of Defence, Government of India vide letter No. 4/1(1)/2023/D(NS) dated March 24, 2025 with effect from the date of his assumption of charge i.e. March 25, 2025 till the date of his superannuation i.e. April 30, 2027 or until further orders, whichever is earlier. As per the provisions of Section 152(2) of the Companies Act, 2013 and the Rules made thereunder and Regulation 17(1C) of the SEBI (LODR) Regulations, 2015 as amended, appointment of a director in a Company requires approval by its shareholders through an ordinary resolution passed
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68 at the next general meeting of the Company. Accordingly, an ordinary resolution seeking approval of the shareholders for appointment of Cmde. S B Jamgaonkar (Retd.) (DIN: 11017821) as Director (Submarine & Heavy Engineering) of the company with effect from March 25, 2025 on the terms and conditions as determined by the Government of India is proposed for the consideration of the Shareholders. Cmde. S B Jamgaonkar (Retd.) is not disqualified from being appointed as a Director in terms of Section 164 of the Companies Act, 2013. Other particulars as per Regulation 36(3) of SEBI (LODR) Regulations, 2015 are provided separately and forms part of this explanatory statement. None of the Directors, Key Managerial Personnel of the Company or their relatives except Cmde. S B Jamgaonkar (Retd.) is in any way, concerned or interested, financially or otherwise, in the resolution. The Board of Directors recommends the resolution as an Ordinary Resolution for your approval. Item No. 11 Dr. Vivek Atul Bhuskute (DIN: 09417992), has been appointed as a Part-Time Non-Official (Independent) Director of the Company with effect from April 21, 2025 by the Department of Defence Production, Ministry of Defence, Government of India vide letter No.11(70)/2021/Misc/D(NS) dated April 21, 2025 for a period of one year, with effect from the date of notification of their appointment/ re-appointment i.e. April 21, 2025, or until further orders, whichever is earlier. Pursuant to Regulation 25 (2A) read with Regulation 17(1C) of the SEBI (LODR) Regulations, 2015 as amended, provisions of Section 152(2) and other applicable provisions of the Companies Act, 2013 including the Rules made thereunder, appointment of an independent director on the Board of the Company is subject to approval by the shareholders by way of special resolution to be passed at the next general meeting of the Company. Therefore, shareholder’s approval through special resolution is being sought confirming the appointment of Dr. Vivek Atul Bhuskute (DIN: 09417992), as Part-Time Non-Official (Independent) Director of the company with effect from April 21, 2025 on the terms and conditions as determined by the Government of India. Dr. Vivek Atul Bhuskute, if appointed as Independent Director, will not be liable to retire by rotation. Dr. Vivek Atul Bhuskute has furnished Declaration of Independence as specified in Section 149 of the Companies Act, 2013 and is not disqualified from being appointed as a Director in terms of Section 164 of the Companies Act, 2013. Other particulars as per Regulation 36(3) of SEBI (LODR) Regulations, 2015 are provided separately and forms part of this explanatory statement. None of the Directors, Key Managerial Personnel of the Company or their relatives except Dr. Vivek Atul Bhuskute, is in any way, concerned or interested, financially or otherwise, in the resolution. The Board of Directors recommends for passing of the resolution as a Special Resolution. Item No. 12 Smt. Veni Thapar (DIN: 01811724), has been appointed as a Part-Time Non-Official (Independent) Director of the Company with effect from April 21, 2025 by the Department of Defence Production, Ministry of Defence, Government of India vide letter No.11(70)/2021/Misc/D(NS) dated April 21, 2025 for a period of one year, with effect from the date of notification of their appointment/ re-appointment i.e. April 21, 2025, or until further orders, whichever is earlier. Pursuant to Regulation 25 (2A) read with Regulation 17(1C) of the SEBI (LODR) Regulations, 2015 as amended, provisions of Section 152(2) and other applicable provisions of the Companies Act, 2013 including the Rules made thereunder, appointment of an independent directors on the Board of the Company is subject to approval by the shareholders by way of special resolution to be passed at the next general meeting of the Company. Therefore, shareholder’s approval through special resolution is being sought confirming the appointment of Smt. Veni Thapar (DIN: 01811724), as Part- Time Non-Official (Independent) Director of the company with effect from April 21, 2025 on the terms and conditions as determined by the Government of India. Smt. Veni Thapar, if appointed as Independent Director, will not be liable to retire by rotation. Smt. Veni Thapar has furnished Declaration of Independence as specified in Section 149 of the Companies Act, 2013 and is not disqualified from being appointed as a Director in terms of Section 164 of the Companies Act, 2013. Other particulars as per Regulation 36(3) of SEBI (LODR) Regulations, 2015 are provided separately and forms part of this explanatory statement. None of the Directors, Key Managerial Personnel of the Company or their relatives except Smt. Veni Thapar, is in any way, concerned or interested, financially or otherwise, in the resolution. The Board of Directors recommends for passing of the resolution as a Special Resolution. Item No. 13 Shri. Kedarnath Gupta (DIN: 06460508) has been appointed as a Part-Time Non-Official (Independent) Director of the Company with effect from May 21, 2025 by the Department of Defence Production, Ministry of Defence, Government of India vide letter No. 11(70)/2021/Misc./D(NS) dated May
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 69 15, 2025 for a period of three years or until further orders, whichever is earlier. Pursuant to Regulation 25 (2A) read with Regulation 17(1C) of the SEBI (LODR) Regulations, 2015 as amended, provisions of Section 152(2) and other applicable provisions of the Companies Act, 2013 including the Rules made thereunder, appointment of an independent director on the Board of the Company is subject to approval by the shareholders by way of special resolution to be passed at the next general meeting. Therefore, shareholder’s approval through special resolution is being sought confirming the appointment of Shri. Kedarnath Gupta (DIN: 06460508), as Part-Time Non-Official (Independent) Director of the company with effect from April 21, 2025 on the terms and conditions as determined by the Government of India. Shri. Kedarnath Gupta, if appointed as Independent Director, will not be liable to retire by rotation. Shri. Kedarnath Gupta has furnished Declaration of Independence as specified in Section 149 of the Companies Act, 2013 and is not disqualified from being appointed as a Director in terms of Section 164 of the Companies Act, 2013. Other particulars as per Regulation 36(3) of SEBI (LODR) Regulations, 2015 are provided separately and forms part of this explanatory statement. None of the Directors, Key Managerial Personnel of the Company or their relatives except Shri. Kedarnath Gupta, is in any way, concerned or interested, financially or otherwise, in the resolution. The Board of Directors recommends for passing of the resolution as a Special Resolution. BY ORDER OF THE BOARD Mazagon Dock Shipbuilders Limited Sd/- (Lalatendu Acharya) Company Secretary and Compliance Officer Membership No.: FCS-6569 Mumbai 400 010 Dated: 06 August, 2025 Additional information on Directors being appointed/ re- appointed as required under Regulation 36 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and SS -2 Issued by ICSI. A. Name of the Director: Shri. Rajeev Prakash DIN: 08590061 Date of Birth: October 21, 1969 Designation: Part-Time Official (Government Nominee) Director Date of First Appointment: December 10, 2024 Brief Resume: Shri. Rajeev Prakash has completed B.A. Honors in English from St. Stephen’s College, University of Delhi and M.A. in Development Studies from the Institute of Social Studies, Erasmus University. Further, he is a 1995 batch Indian Post & Telecommunication Accounts and Finance Service Officer (IP & TAFS). He has a vast experience in the field of finance and held various important posts in the Government of India. Prior to joining as Joint Secretary (Naval System) in Department of Defence Production, Ministry of Defence, Govt. of India in June 2022, he has worked as Deputy Director General (Wireless Planning & Finance) in Department of Telecommunication, Ministry of Communication. Disclosure of relationship with other Directors, Manager and other KMP of the company: Nil Directorship held in other Companies: Garden Reach Shipbuilders & Engineers Limited, Hindustan Shipyards Limited Membership/ Chairmanship of Committees of other Companies: Nil Names of the listed entities from which ceased to be a Director in past 3 years: Bharat Electronics Limited, Garden Reach Shipbuilders & Engineers Limited, BEML Limited & Hindustan Aeronautics Limited. Shareholding in Mazagon Dock Shipbuilders Limited: Nil Number of Meetings of the Board attended during the year (2025): 3 B. Name of the Director: Capt. Jagmohan (Retd.) DIN: 08630668 Date of Birth: September 23, 1969 Designation: Chairman & Managing Director Date of First Appointment: April 21, 2025 Brief Resume: Capt. Jagmohan (Retd.) is appointed as Chairman & Managing Director on the Board of the Company with effect from April 21,2025. He is a
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70 Naval Architect from Cochin University of Science & Technology. He has also done post-graduation & M. Tech in Naval Construction & Ocean Engineering from IIT Delhi and IIT Kharagpur, respectively. He served for over 25 years with the Indian Navy during which he held several important assignments in the Directorate of Naval Design and at Naval Dockyard, Mumbai. Prior to joining MDL, he was Director (Corporate Planning, Project & Business Development) and Director (Operations) - Addl. Charge at Goa Shipyard Ltd, he worked with Garden Reach Shipbuilders & Engineers Ltd., Kolkata as Chief General Manager (Design). As Head of Design at GRSE, he was responsible for the execution and management of design of various complex warship projects such as Advanced Stealth Frigate, P28 ASW Corvette, Survey Vessel, ASW Shallow Water Craft and Fast Patrol Vessels for the Indian Navy & Indian Coast Guard. Disclosure of relationship with other Directors, Manager and other KMP of the company: Nil Directorship held in other Companies: Nil Membership/ Chairmanship of Committees of other Companies: Nil Names of the listed entities from which ceased to be a Director in past 3 years: Nil Shareholding in Mazagon Dock Shipbuilders Limited: Nil Number of Meetings of the Board attended during the year (2025): 3 C. Name of the Director: Shri. Ruchir Agrawal DIN: 10166533 Date of Birth: January 31, 1970 Designation: Director (Finance) Date of First Appointment: March 7, 2025 Brief Resume: Shri. Ruchir Agrawal, has been appointed as the Director (Finance) of our Company. He is a fellow member of the Institute of Cost and Works Accountants of India and the Institute of Chartered Ship Brokers, London. Shri. Agrawal has wide experience of over 31 years in Oil & Gas Industry. Before joining MDL, Shri. Agrawal held the position of Executive Director (Finance) in Indian Oil Corporation Limited, since Feb 2024, a Maharatna and leading PSU in Fortune “Global 500”. Having joined Indian Oil in the year 1994, he has worked at various locations in divergent positions covering departments like International Trade, Treasury, Business Development, R&D, Corporate Audit. He served as member of the board for various JV and subsidiaries of Indian Oil in India and abroad. Shri. Agrawal is having rich experience in the field of Treasury, Shipping, International Trade, Gas, Corporate Finance and E&P. He had been associated with various studies undertaken by Indian Oil like restructuring JV/ Subsidiaries and Improvement of Market capitalization. He was instrumental in incorporating India’s First Finance Company by a Non Finance Company in IFSC, Gandhinagar. Disclosure of relationship with other Directors, Manager and other KMP of the company: Nil Directorship held in other Companies: Nil Membership/ Chairmanship of Committees of other Companies: Nil Names of the listed entities from which ceased to be a Director in past 3 years: Nil Shareholding in Mazagon Dock Shipbuilders Limited: NIL Number of Meetings of the Board attended during the year (2025): 4 D. Name of the Director: Cmde. S B Jamgaonkar, (Retd.) DIN: 11017821 Date of Birth: April 3, 1967 Designation: Director (Submarine & Heavy Engineering) Date of First Appointment: March 25, 2025 Brief Resume: Cmde. S B Jamgaonkar, (Retd.) joined MDL in September 2023 as Executive Director (Technical E.Y.) on superannuation from the Indian Navy. He has been working as the Project lead on MDL Projects of P75 Additional Submarines, Air Independent Propulsion (AIP) Plug for installation on Scorpene Submarines and Indigenization of Submarine Equipment. Prior to his appointment as Director (Submarine & Heavy Engineering) on the Board of the Company, he was positioned as Executive Director (Services) in the East Yard of MDL. He is a Graduate in Mechanical Engineering from Birla Vishwakarma Mahavidyalaya (Engg. College), Vallabh Vidyanagar, Anand (Gujarat) and has completed a Post Graduate Course in Nuclear Technology from BARC, Mumbai after joining the Indian Navy. He has a rich experience of serving in the Submarine Arm of the Indian Navy for about 29 years in various capacities on board Submarines and Ashore. He was also associated with Construction & Commissioning activities of non- conventional platforms of IN. Disclosure of relationship with other Directors, Manager and other KMP of the company: Nil Directorship held in other Companies: Nil
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 71 Membership/ Chairmanship of Committees of other Companies: Nil Names of the listed entities from which ceased to be a Director in past 3 years: Nil Shareholding in Mazagon Dock Shipbuilders Limited: NIL Number of Meetings of the Board attended during the year (2025): 4 E. Name of the Director: Dr. Vivek Atul Bhuskute DIN: 09417992 Date of Birth: January 26, 1974 Designation: Part-Time Non-Official (Independent) Director Date of First Appointment: April 21, 2025 Brief Resume: Dr. Vivek Atul Bhuskute is a Practicing Paediatrician & Neonatologist and also a Director at “AAROGYANILAYAM”, centre which provides “Tender Loving Care” to the infants, neonates and children of rural area since January 2007. He is an Ex. Registrar, Dept. of Paediatrics, Dr. Hedgewar Rugnalaya, Aurangabad, Maharashtra. Dr. Vivek Atul Bhuskute is an alumnus of NSCB Medical College, Jabalpur, Madhya Pradesh. He was also an Independent Director at the State Trading Corporation of India Ltd. from November 2021-November 2024. Disclosure of relationship with other Directors, Manager and other KMP of the company: Nil Directorship held in other Companies: Nil Membership/ Chairmanship of Committees of other Companies: Nil Names of the listed entities from which ceased to be a Director in past 3 years: The State Trading Corporation of India Limited Shareholding in Mazagon Dock Shipbuilders Limited: 43 shares Number of Meetings of the Board attended during the year (2025): 3 F. Name of the Director: Smt. Veni Thapar DIN: 01811724 Date of Birth: January 11, 1971 Designation: Part-Time Non-Official (Independent) Director Date of First Appointment: April 21, 2025 Brief Resume: Smt. Veni Thapar is a qualified Chartered Accountant and a practicing fellow member of the ICAI, a Cost Accountant from ICMA, a Certified Information Systems Auditor from ISACA (USA), Diploma holder in Information Systems Audit and a Certificate holder in International Taxation from ICAI. She has completed the certificate programme in IT and Cyber Security for Board Members from IDRBT, the Online Proficiency Self-Assessment Test for Independent Director’s Database and the IICA Valuation Certificate Programme from IICA and has a certification of successfully completing the Directors Development Program from Harvard Business Publishing and EgonZehnder. She is a senior partner in a well-respected firm of Chartered Accountants and has knowledge and experience in the fields of Statutory and Internal Audits, Bank Audits, Government Audits, Information Systems Audit, Consultancy in Company Law, Indirect Taxes, FEMA and RBI Matters. She is a sitting member on the Board of listed and other organizations and has a vast experience of over a decade in this role across varied businesses. Disclosure of relationship with other Directors, Manager and other KMP of the company: Nil Directorship held in other Companies: Bandhan Bank Limited, S.J.S. Enterprises Limited, Monedo Financial Services Private Limited, RVR Corporate Consultancy Private Limited. Membership/ Chairmanship of Committees of other Companies: Sr. No. Name of the Company Name of the Committee(s) Designation (Chairman/ Member) 1. SJS Enterprises Limited Audit Committee Chairperson Nomination & Remuneration Committee Chairperson Corporate Social Responsibility Committee Member Stakeholders Committee Member Risk Committee Member 2. Monedo Financial Services Private Ltd. Audit Committee Chairperson Risk Committee Member IT Strategy Committee Member
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72 Names of the listed entities from which ceased to be a Director in past 3 years: Bank of India. Shareholding in Mazagon Dock Shipbuilders Limited: Nil Number of Meetings of the Board attended during the year (2025): 3 G. Name of the Director: Shri. Kedarnath Gupta DIN: 06460508 Date of Birth: November 17, 1964 Designation: Part-Time Non-Official (Independent) Director Date of First Appointment: May 21, 2025 Brief Resume: Shri. Kedarnath Gupta is a graduate in Science and Law. Born on 17 November 1964 in Raipur, Chhattisgarh, he has been actively involved in public service since 1989. He has been Vice Chairman of Tourism Board (Chhattisgarh) (Rank-State Minister) on two occasions in the year 2008 and 2016, respectively. His social work contributions include leading the construction of religions and community welfare projects, organizing massive blood donation drives, modernization of government schools and ensuring food distribution for the underprivileged. Known for his integrity, simplicity, and cultural nationalism, he has always championed causes like modern education and women’s empowerment in rural and urban sectors. Disclosure of relationship with other Directors, Manager and other KMP of the company: Nil Directorship held in other Companies: Nil Membership/ Chairmanship of Committees of other Companies: Nil Shareholding in Mazagon Dock Shipbuilders Limited: Nil Number of Meetings of the Board attended during the year (2025): 3 H. Name of the Director: Cdr. Vasudev Puranik, IN (Retd.) DIN: 09623387 Date of Birth: December 13, 1966 Designation: Director (Corporate Planning and Personnel) Date of First Appointment: June 9, 2022 Brief Resume: Cdr. Vasudev Puranik, IN (Retd.), was appointed as the Director (Corporate Planning & Personnel) of Mazagon Dock Shipbuilders Limited on 09 June 2022. He has been associated with the Company since June 2010. An alumnus of INS Shivaji, he holds a B. Tech (Mechanical) degree from Jawaharlal Nehru University (New Delhi), He has also completed Masters in Engineering from Pune University. Previously, he has served in the Indian Navy for over 22 years and has held several assignments afloat and onboard such as INS Rana, INS Nishank, INS Mysore and various appointments in Directorate of Naval Design, Gas Turbine Overhaul Centre, Visakhapatnam, Directorate of Ship Production and Naval Dockyard, Mumbai. He has received commendations from the Flag Officer Commanding Officer in Chief, Western Naval Command. Prior to the appointment, he was the Project Superintendent of the prestigious P-75 scorpene submarine construction programme at MDL. Disclosure of relationship with other Directors, Manager and other KMP of the company: Nil Directorship held in other Companies: Nil Membership/ Chairmanship of Committees of other Companies: Nil Shareholding in Mazagon Dock Shipbuilders Limited: Nil Number of Meetings of the Board attended during the year (2025): 6
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 73 THE INSTRUCTIONS FOR MEMBERS FOR REMOTE E-VOTING AND JOINING GENERAL MEETING ARE AS UNDER: - The remote e-voting period begins on Monday, 22 September, 2025 at 9:00 A.M. and ends on Thursday, 25 September, 2025 at 5:00 P.M. The remote e-voting module shall be disabled by NSDL for voting thereafter. The Members, whose names appear in the Register of Members / Beneficial Owners as on the record date (cut-off date) i.e. Friday, 19 September, 2025, may cast their vote electronically. The voting right of shareholders shall be in proportion to their share in the paid-up equity share capital of the Company as on the cut-off date, i.e. Friday, 19 September, 2025. How do I vote electronically using NSDL e-Voting system? The way to vote electronically on NSDL e-Voting system consists of “Two Steps” which are mentioned below: Step 1: Access to NSDL e-Voting system A) Login method for e-Voting and joining virtual meeting for Individual shareholders holding securities in demat mode In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are advised to update their mobile number and email Id in their demat accounts in order to access e-Voting facility. Login method for Individual shareholders holding securities in demat mode is given below: Type of shareholders Login Method Individual Shareholders holding securities in demat mode with NSDL. 1. For OTP based login you can click on https:/ /eservices.nsdl.com/SecureWeb/evoting/ evotinglogin.jsp. You will have to enter your 8-digit DP ID,8-digit Client Id, PAN No., Verification code and generate OTP. Enter the OTP received on registered email id/mobile number and click on login. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. 2. Existing IDeAS user can visit the e-Services website of NSDL Viz. https:/ /eservices.nsdl.com either on a Personal Computer or on a mobile. On the e-Services home page click on the “Beneficial Owner” icon under “Login” which is available under ‘IDeAS’ section, this will prompt you to enter your existing User ID and Password. After successful authentication, you will be able to see e-Voting services under Value added services. Click on “Access to e-Voting” under e-Voting services and you will be able to see e-Voting page. Click on company name or e-Voting service provider i.e. NSDL and you will be re-directed to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. 3. If you are not registered for IDeAS e-Services, option to register is available at https:/ / eservices.nsdl.com. Select “Register Online for IDeAS Portal” or click at https:/ /eservices. nsdl.com/SecureWeb/IdeasDirectReg.jsp 4. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https:/ /www.evoting.nsdl.com/ either on a Personal Computer or on a mobile. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/Member’ section. A new screen will open. You will have to enter your User ID (i.e. your sixteen digit demat account number hold with NSDL), Password/OTP and a Verification Code as shown on the screen. After successful authentication, you will be redirected to NSDL Depository site wherein you can see e-Voting page. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting.
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74 Type of shareholders Login Method 5. Shareholders/Members can also download NSDL Mobile App “NSDL Speede” facility by scanning the QR code mentioned below for seamless voting experience. Individual Shareholders holding securities in demat mode with CDSL 1. Users who have opted for CDSL Easi / Easiest facility, can login through their existing user id and password. Option will be made available to reach e-Voting page without any further authentication. The users to login Easi /Easiest are requested to visit CDSL website www. cdslindia.com and click on login icon & New System Myeasi Tab and then use your existing my easi username & password. 2. After successful login the Easi / Easiest user will be able to see the e-Voting option for eligible companies where the evoting is in progress as per the information provided by company. On clicking the evoting option, the user will be able to see e-Voting page of the e-Voting service provider for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Additionally, there is also links provided to access the system of all e-Voting Service Providers, so that the user can visit the e-Voting service providers’ website directly. 3. If the user is not registered for Easi/Easiest, option to register is available at CDSL website www.cdslindia.com and click on login & New System Myeasi Tab and then click on registration option. 4. Alternatively, the user can directly access e-Voting page by providing Demat Account Number and PAN No. from a e-Voting link available on www.cdslindia.com home page. The system will authenticate the user by sending OTP on registered Mobile & Email as recorded in the Demat Account. After successful authentication, user will be able to see the e-Voting option where the evoting is in progress and also able to directly access the system of all e-Voting Service Providers. Individual Shareholders (holding securities in demat mode) login through their depository participants You can also login using the login credentials of your demat account through your Depository Participant registered with NSDL/CDSL for e-Voting facility. Upon logging in, you will be able to see e-Voting option. Click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote during the remote e-Voting period or joining virtual meeting & voting during the meeting. Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website. Helpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login through Depository i.e. NSDL and CDSL. Login type Helpdesk details Individual Shareholders holding securities in demat mode with NSDL Members facing any technical issue in login can contact NSDL helpdesk by sending a request at evoting@nsdl.com or call at 022 - 4886 7000 Individual Shareholders holding securities in demat mode with CDSL Members facing any technical issue in login can contact CDSL helpdesk by sending a request at helpdesk.evoting@cdslindia.com or contact at toll free no. 1800-21-09911
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 75 B) Login Method for e-Voting and joining virtual meeting for shareholders other than Individual shareholders holding securities in demat mode and shareholders holding securities in physical mode. How to Log-in to NSDL e-Voting website? 1. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https:/ /www.evoting.nsdl. com/ either on a Personal Computer or on a mobile. 2. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/ Member’ section. 3. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on the screen. Alternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https:/ /eservices.nsdl.com/ with your existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can proceed to Step 2 i.e. Cast your vote electronically. 4. Your User ID details are given below: Manner of holding shares i.e. Demat (NSDL or CDSL) or Physical Your User ID is: a) For Members who hold shares in demat account with NSDL. 8 Character DP ID followed by 8 Digit Client ID For example if your DP ID is IN300*** and Client ID is 12****** then your user ID is IN300***12******. b) For Members who hold shares in demat account with CDSL. 16 Digit Beneficiary ID For example if your Beneficiary ID is 12************** then your user ID is 12************** c) For Members holding shares in Physical Form. EVEN Number followed by Folio Number registered with the company For example if folio number is 001*** and EVEN is 101456 then user ID is 101456001*** 5. Password details for shareholders other than Individual shareholders are given below: a) If you are already registered for e-Voting, then you can use your existing password to login and cast your vote. b) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’ which was communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system will force you to change your password. c) How to retrieve your ‘initial password’? i. If your email ID is registered in your demat account or with the company, your ‘initial password’ is communicated to you on your email ID. Trace the email sent to you from NSDL from your mailbox. Open the email and open the attachment i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8-digit client ID for NSDL account, last 8 digits of client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your ‘initial password’. ii. If your email ID is not registered, please follow steps mentioned below in process for those shareholders whose email ids are not registered. 6. If you are unable to retrieve or have not received the “Initial password” or have forgotten your password: a) Click on “Forgot User Details/Password?”(If you are holding shares in your demat account with NSDL or CDSL) option available on www.evoting.nsdl.com. b) Physical User Reset Password?” (If you are holding shares in physical mode) option available on www. evoting.nsdl.com.
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76 c) If you are still unable to get the password by aforesaid two options, you can send a request at evoting@ nsdl.com mentioning your demat account number/folio number, your PAN, your name and your registered address etc. d) Members can also use the OTP (One Time Password) based login for casting the votes on the e-Voting system of NSDL. 7. After entering your password, tick on Agree to “Terms and Conditions” by selecting on the check box. 8. Now, you will have to click on “Login” button. 9. After you click on the “Login” button, Home page of e-Voting will open. Step 2: Cast your vote electronically and join General Meeting on NSDL e-Voting system. How to cast your vote electronically and join General Meeting on NSDL e-Voting system? 1. After successful login at Step 1, you will be able to see all the companies “EVEN” in which you are holding shares and whose voting cycle and General Meeting is in active status. 2. Select “EVEN” of company for which you wish to cast your vote during the remote e-Voting period and casting your vote during the General Meeting. For joining virtual meeting, you need to click on “VC/OAVM” link placed under “Join Meeting”. 3. Now you are ready for e-Voting as the Voting page opens. 4. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you wish to cast your vote and click on “Submit” and also “Confirm” when prompted. 5. Upon confirmation, the message “Vote cast successfully” will be displayed. 6. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page. 7. Once you confirm your vote on the resolution, you will not be allowed to modify your vote. General Guidelines for shareholders 1. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) are required to send scanned copy (PDF/JPG Format) of the relevant Board Resolution/ Authority letter etc. with attested specimen signature of the duly authorized signatory(ies) who are authorized to vote, to the Scrutinizer by e-mail to ragini.c@rediffmail.com with a copy marked to evoting@nsdl.com. Institutional shareholders (i.e. other than individuals, HUF, NRI etc.) can also upload their Board Resolution / Power of Attorney / Authority Letter etc. by clicking on “Upload Board Resolution / Authority Letter” displayed under “e-Voting” tab in their login. 2. It is strongly recommended not to share your password with any other person and take utmost care to keep your password confidential. Login to the e-voting website will be disabled upon five unsuccessful attempts to key in the correct password. In such an event, you will need to go through the “Forgot User Details/Password?” or “Physical User Reset Password?” option available on www.evoting.nsdl.com to reset the password. 3. In case of any queries, you may refer the Frequently Asked Questions (FAQs) for Shareholders and e-voting user manual for Shareholders available at the download section of www.evoting.nsdl.com or call on.: 022 - 4886 7000 or send a request to Sagar S. Gudhate, Senior Manager at evoting@nsdl.com Process for those shareholders whose email ids are not registered with the depositories for procuring user id and password and registration of e mail ids for e-voting for the resolutions set out in this notice: 1. In case shares are held in physical mode please provide Folio No., Name of shareholder, scanned copy of the share certificate (front and back), PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) by email to rta@alankit.com 2. In case shares are held in demat mode, please provide DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary ID), Name, client master or copy of Consolidated Account statement, PAN (self attested scanned copy of PAN card), AADHAR (self attested scanned copy of Aadhar Card) to rta@alankit.com. If you are an Individual shareholders holding securities in demat mode, you are requested to refer to the login method explained at step 1 (A) i.e. Login method for e-Voting
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 77 and joining virtual meeting for Individual shareholders holding securities in demat mode. 3. Alternatively, shareholder/members may send a request to evoting@nsdl.com for procuring user id and password for e-voting by providing above mentioned documents. 4. In terms of SEBI circular dated December 9, 2020 on e-Voting facility provided by Listed Companies, Individual shareholders holding securities in demat mode are allowed to vote through their demat account maintained with Depositories and Depository Participants. Shareholders are required to update their mobile number and email ID correctly in their demat account in order to access e-Voting facility. THE INSTRUCTIONS FOR MEMBERS FOR e-VOTING ON THE DAY OF THE AGM ARE AS UNDER: - 1. The procedure for e-Voting on the day of the AGM is same as the instructions mentioned above for remote e-voting. 2. Only those Members/ shareholders, who will be present in the AGM through VC/OAVM facility and have not casted their vote on the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting system in the AGM. 3. Members who have voted through Remote e-Voting will be eligible to attend the AGM. However, they will not be eligible to vote at the AGM. 4. The details of the person who may be contacted for any grievances connected with the facility for e-Voting on the day of the AGM shall be the same person mentioned for Remote e-voting. INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE AGM THROUGH VC/OAVM ARE AS UNDER: 1. Member will be provided with a facility to attend the AGM through VC/OAVM through the NSDL e-Voting system. Members may access by following the steps mentioned above for Access to NSDL e-Voting system. After successful login, you can see link of “VC/ OAVM” placed under “Join meeting” menu against company name. You are requested to click on VC/ OAVM link placed under Join Meeting menu. The link for VC/OAVM will be available in Shareholder/Member login where the EVEN of Company will be displayed. Please note that the members who do not have the User ID and Password for e-Voting or have forgotten the User ID and Password may retrieve the same by following the remote e-Voting instructions mentioned in the notice to avoid last minute rush. 2. Members are encouraged to join the Meeting through Laptops for better experience. 3. Further Members will be required to allow Camera and use Internet with a good speed to avoid any disturbance during the meeting. 4. Please note that Participants Connecting from Mobile Devices or Tablets or through Laptop connecting via Mobile Hotspot may experience Audio/Video loss due to Fluctuation in their respective network. It is therefore recommended to use Stable Wi-Fi or LAN Connection to mitigate any kind of aforesaid glitches. 5. Shareholders who would like to express their views/ have questions may send their questions in advance mentioning their name demat account number/folio number, email id, mobile number at investor@mazdock. com and rta@alankit.com. The same will be replied by the company suitably. 6. PROCEDURE FOR SPEAKER REGISTRATION AND TO RAISE QUESTIONS / SEEK CLARIFICATIONS WITH RESPECT TO ANNUAL REPORT: Members who would like to express their views or ask questions during the AGM may register themselves as a speaker by sending a request in the below given form from their Registered Email ID to rta@alankit.com or investor@mazdock.com. till Friday, 19 September, 2025. Only those members who have registered themselves as a Speaker will be allowed to express their views/ask questions during the AGM. SPEAKER REGISTRATION FORM * Name of Shareholder (including joint holder) DPID-CLID/Folio Number Permanent Account Number (PAN) Mobile Number Profession Query in brief *All fields are mandatory
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78 Board’s Report Dear Members, It gives your Board of Directors immense pleasure to present the 92nd 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 Shri. 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: (₹ in crore) PARTICULARS FY 2024-25 FY 2023-24 Revenue from Operations 11,431.88 9,466.58 Profit before Tax (before Exceptional Items) 3,109.20 2,461.38 Profit for the year 2,324.88 1,845.43 Gross Block 2,091.00 1,354.70 Net Block 1,465.72 837.94 Working Capital 4,890.78 3,169.46 Net Worth 7,180.84 5,570.68 Finance Cost 4.40 5.12 • Revenue from Operations increased by 20.76 % from ₹ 9,466.58 Crores in the FY 2023-24 to ₹ 11,431.88 Crores in the FY 2024-25. • Profit Before Tax (PBT) increased by 26.32 % from ₹ 2,461.38 Crores in the FY 2023-24 to ₹ 3,109.20 Crores in FY 2024-25. • Historic milestone with a record Profit After Tax (PAT) of ₹ 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 ₹ 1,845.43 Crores. Income Distribution for the FY 2024-25 as against the previous FY 2023-24 is summarised as under: - (in %) INCOME DISTRIBUTION FY 2024-25 FY 2023-24 Cost of Materials consumed 45.10 58.72 Employee benefit Expenses 7.77 8.45 Finance Costs 0.03 0.05 Depreciation and Amortization expenses 0.91 0.78 Sub-Contracting charges 10.48 3.61 Power & Fuel 0.16 0.17 Expenses related to Projects 2.38 1.57 Other Expenses 2.57 1.84 Provisions 5.93 1.59 Exceptional Items - - Tax Expense 6.22 5.81 Other Comprehensive Income 0.02 0.04 Total Comprehensive Income 18.43 17.36 T otal 100 100 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
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 79 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 ₹ 323.72 crore comprising of 64,74,40,000 (Sixty Four Crores Seventy Four Lakh Forty Thousand) equity shares of ₹ 5 each. The paid-up Equity Share Capital as on 31 March 2025 stood at ₹ 201.69 crore comprising of 40,33,80,000 (Forty Crores Thirty Three Lakh Eighty Thousand) equity shares of ₹ 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 ₹ 10 (Rupees Ten Only) each into two Equity Shares of face value of ₹ 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: 1st Interim Dividend of ₹ 23.19 per equity share of ₹ 10 each (231.90%) amounting to ₹ 467.72 Crores approved by the Board on 22 October 2024. 2nd Interim Dividend of ₹ 3 per equity share of ₹ 5 each (60%) amounting to ₹ 121.01 Crores approved by the Board on 08 April 2025. The Board of Directors has recommended a Final Dividend of ₹ 2.71 per equity share of ₹ 5 each (54.2%). The Final Dividend if approved by the shareholders, would involve cash outflow of ₹ 109.32 Crores. Thus, the total dividend including final dividend for the FY 2024-25 would be ₹ 17.305 per equity share of ₹ 5 each (346.10%), amounting to ₹ 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 ₹ 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 interest on deposits from public was outstanding either at the beginning or at the end of the FY 2024-25 or as on the date of this report. 1.8 Loans, Guarantees or Investments: Your Company has not given any loans, guarantees or made any Investments under Section 186 of the Companies Act, 2013. 1.9 Material Changes subsequent to the date of Financial Statements: No material changes / commitment of the Company have occurred after the end of the FY 2024-25 and till the date of this report, which affect the financial position of the Company. 2. Review of Operations Your Company recorded a revenue of ₹ 11,431.88 crore for the FY 2024-25 as against ₹ 9,466.58 crore in the previous FY 2023-24. There is no material change in the nature of business of the Company during the year. 2.1 Update on Ongoing Projects: At present your Company is handling the following important Projects - 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 second ship of the series is undergoing trials and is getting ready for delivery. The remaining two ships shall be delivered as per contractual timelines.
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80 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 ₹ 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 (₹ 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.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 81 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 ₹ 11,250 Crores against which achievement of value of production is ₹ 11,196.04 Crores. During the year FY 2024-25, your Company achieved a Profit before Tax (PBT) before exceptional items of ₹ 3,109.20 crore. The import content in Value of Production for FY 2024-25 is ₹ 1885.61 Crore and for FY 2023-24 was ₹ 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 AI-powered technologies, including: • AI-enabled Computerized Radiography (RT) • AI-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. MDL continues to explore innovative AI initiatives in partnership with domestic industry, academia, and start-ups. 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. 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
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82 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. Sr. No. IIT Name of Project Project Objectives a IIT Bombay Robotic welding for Shipbuilding: Sensors based automatic programming with collision detection for rapid deployment. Development of an automatic programming approach for robotic welding, which would enable the rapid deployment of robotic welding for Shipbuilding resulting in increased productivity b IIT Bombay Improved Adhesion & Corrosion Resistance for Marine Applications via Robotic Plasma Surface Treatment Technology. To explore the potential of dielectric barrier discharge (DBS) plasma surface treatment as a promising approach to enhance the performance of protective coatings in marine engineering applications c IIT Indore Investigations on Prototype Development for on Laser based Large Area Cleaning of Biofouling from Ship Hulls. • To Investigate the influence of laser parameters towards Laser Cleaning of Biofouling from Ship Hull. • To optimise the laser parameters for efficient clearing without any impact on the Ship Hull. • To design and optimise the Laser system for large area Cleaning. • To investigate the growth/complete removal of micro organism after the treatment of Laser. d IIT Indore Impact Induced Failure of Stiffened Curved FRP Ship Panels under Hygro - thermal Environment. To develop a computer code for contact forces (loading, unloading and reloading) due to impact on curved FRP Ship panels for varying shape, size and speed of Impactor. e IIT Hyderabad Time-dependent reliability analysis and structural health monitoring of Ship structure considering uncertainty. To perform a time dependent reliability analysis and Structural Health Monitoring (SHM) of Ship structures considering uncertainties. f IIT Madras Construction of Circulating Water Tank at Dept. of Ocean Engineering, IIT Madras The primary focus is on the design, analysis, and construction of the Circulating Water Channel (CWC), including the procurement of advanced instruments. This robust setup will facilitate precise experimental studies, enabling the CWC to become a foundational resource for fluid dynamics research. The CWC’s testing capabilities allow for scaled model studies of complex phenomena such as turbulence and cavitation. The above mentioned research based projects will help in developing technologies in marine/ocean/naval technologies.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 83 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 ₹ 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).
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84 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) T echnology 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. 2.8 Information T echnology 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.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 85 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.
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86 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
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 87 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.
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88 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 ₹ 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 ₹ 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 ₹ 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 ₹ 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 ₹ 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
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 89 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 Sr. No. Grade No. of Employees Women Percentage 1 E0 34 3 8.82 2 E1 43 9 20.93 3 E2 15 3 20.00 4 E3 168 14 8.33 5 E4 270 22 8.15 6 E5 251 8 3.19 7 E6 123 8 6.50 8 E7 45 7 15.56 9 E8 18 0 0 10 E9 3 0 0 11 CVO 1 0 0 12 Functional Directors 4 0 0 Total 975 74 7.59
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90 ii) Non-Executives (Operatives) Sr. No Grade No. of Employees Women Percentage 1 WG-01 11 0 0 2 WG-02 371 0 0 3 WG-03 6 0 0 4 WG-04 27 0 0 5 WG-05 2785 70 2.51 6 WG-06 341 7 2.05 7 WG-07 935 25 2.67 8 WG-08 127 0 0 9 WG-09 18 0 0 10 WG-10 17 0 0 11 WG-3A 1 0 0 12 WG-4A 60 0 0 Total 4699 102 2.17 iii) Non-Executives (Staff) Sr No. Grade No. of Employees Women Percentage 1 SI-03 1 0 0 2 SI-04 1 0 0 3 SI-05 290 52 17.93 4 SI-06 20 4 20.00 5 SI-07 36 8 22.22 6 SI-08 6 2 33.33 7 SI-09 8 1 12.50 8 SI-10 3 1 33.33 Total 365 68 18.63 *As on 31 March 2025, out of 6040 employees, 5796 constitutes male and 244 constitutes females. There 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 works out to 2.09%. Sr No. Group HI LD VI TOTAL 1 Group-A 7 15 10 32 2 Group-B 0 0 0 0 3 Group-C 17 71 6 94 T otal 24 86 16 126 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 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.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 91 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 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 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.: In compliance with “The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013”, our organisation has established an Internal Complaint Committee (ICC) to address and redress complaints related to sexual harassment. During the period 2024-25 ICC did not receive any complaint related sexual harassment at work place. Number of complaints received during the financial year- NIL Number of complaints disposed off - NA Number of complaints pending for more than 90 days- NA To promote awareness and prevention, your Company conducts regular Awareness programs, utilize print and digital media and engage external agencies for 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 Benefit 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 38th 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
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92 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 ₹ 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. 6. Vigilance Activities MDL 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: a) Preventive Vigilance: During the period, 11 surprise/ spot checks, 6 CTE type intensive examinations were carried out across the company and thereafter, 6 suggestions/ corrective measures were recommended for Systemic Improvements and the same were promulgated through Circulars by the Directors concerned. Further, 59 complaints were handled during the period 1 CAG Audit and 27 Internal Audit Reports were scrutinized. b) Vigilance Awareness Week (VAW): Following programs were conducted during the Vigilance Awareness Week (VAW): Precursor to VAW 2024 - Capacity building programs on related topics were undertaken during the 3 months’ period (16 August 2024 to 15 November 2024). Vigilance Awareness Week commencing on 28 October 2024 was observed on the theme “Culture of Integrity for Nation’s Prosperity ” The digital version of MDL’s In-house Vigilance Journal “Sucharita (Vol. XXVII)” was released during the Inaugural function and a skit on the Theme of VAW – 2024 was also performed. Inhouse activities like Essay, Slogan, Poster, Quiz competitions, Street plays were organized to create awareness about Vigilance. Outreach activities like Drawing, Essay, Slogan, Poetry writing, running relay and other competitions were also carried out. Gram-sabha was arranged for creating awareness about Corruption citizens at Vani village in Nashik 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 for MDL employees so as to create awareness for eradicating corruption.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 93 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 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
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94 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 ₹ 2.15 Cr was carried forward from the previous financial years as part of multi-year ongoing projects and an additional ₹ 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
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 95 ₹ 33.10 Cr (₹ 30.95 Cr against 2% of average net profit and ₹ 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.
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96 d) Contribution to Indian Institute of T echnology (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
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 97 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.
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98 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:/ /mazagondock.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. ₹ 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
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 99 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
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100 Appendix ‘A’ to the Board’s Report Statement showing position regarding representation of Schedule Castes and Schedule Tribes in various categories of post on 01 January 2024 and 01 January 2025 Classification of Posts / services As on 01st January, 2024 As on 01st January, 2025 T otal Strength Schedule Caste Schedule Tribe T otal Strength Schedule Caste Schedule Tribe Permanent: Group “A” 933 179 63 937 181 72 Group “B” 2 0 0 29 6 1 Group “C” (Excluding Safaiwala) 1840 241 143 1704 236 158 Group “C” Safaiwala 0 0 0 0 0 0 T emporary: Group “A” 0 0 0 0 0 0 Group “B” 0 0 0 0 0 0 Group “C” (Excluding Safaiwala) 0 0 0 0 0 0 Group “C” Safaiwala 0 0 0 0 0 0 Group “C” (Apprentice Under Act) 0 0 0 0 0 0 Fixed T erm Contract: Group “A” 0 0 0 0 0 0 Group “B” 0 0 0 0 0 0 Group “C” (Excluding Safaiwala) 3274 443 315 3426 473 303 Group “C” Safaiwala 0 0 0 0 0 0
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 101 Appendix ‘B’ to the Board’s Report Particulars of recruitment made during the Calendar Year 2024. The number filled by SC’s/ST’s, reason for shortfall and steps taken to improve the position Classification of Posts/ services T otal Number of posts Advertised Schedule Caste Schedule Tribes Reason for shortfall and steps taken to improve the positionPermanent: Notified Filled Notified Filled Group “A” 71 13 09 10 06 No suitable candidate was found Group “B” - - - - - Group “C” (Excluding Safaiwala) (Fix Term) 234 17 00 17 00 Recruitment is under process Group “C” Safaiwala - - - - - Fixed T erm Contract Group “A” 0 0 0 0 0 Group “B” 0 0 0 0 0 Group “C” (Excluding Safaiwala) 220 20 10 36 25 Joining is under process Group “C” Safaiwala 0 0 0 0 0
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102 Appendix ‘C’ to the Board’s’ Report Statement showing representation of Ex-Servicemen in Group ‘C’ & ‘D’ and number of women employees as on 01 January 2025 Classification of Posts / services T otal Strength Ex-servicemen Women Employees No % No % Permanent Group “A” 937 85 9.07 70 7.47 Group “B” 29 0 0 2 6.90 Group “C”(Excluding Safaiwala) 1703 4 0.23 51 2.99 Group “C” Safaiwala 0 0 0 0 0 Fixed T erm Contract Group “A” 0 0 0 0 0 Group “B” 0 0 0 0 0 Group “C” (Excluding Safaiwala) 3426 2 0.06 122 3.56 Group “C” Safaiwala 0 0 0 0 0
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 103 Appendix ‘D’ to the Board’s’ Report CORPORATE GOVERNANCE 1. PHILOSOPHY ON CORPORATE GOVERNANCE The Corporate Governance philosophy of your company is based on the principles of honesty, integrity, accountability, timely, adequate and accurate disclosures, compliances, Corporate Social Responsibility, transparency in decision making and accountability to take care of the interest of all the stakeholders. The Company continuously strives for enhancing the stakeholders’ value and financial prudence. The Company seeks to protect and facilitate the exercise of the right by the shareholders, provide timely, adequate and accurate information to them and ensure equitable treatment to all shareholders. Our corporate structure, business and disclosure practise have been aligned to our Corporate Governance Philosophy. Your Company being a Listed CPSE, adheres to Corporate Governance requirements for listed entities enunciated in Companies Act, 2013, SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI (LODR) Regulations, 2015 and Department of Public Enterprise. The Corporate Governance disclosure in compliance with Regulation 34 read with Schedule V of SEBI (LODR) Regulations, 2015 as well as guidelines on Corporate Governance for Public Sector Enterprises issued by the Department of Public Enterprises (DPE), are as under: 2. BOARD OF DIRECTORS 2.1 Composition of Board of Directors as on 31 March 2025 As on 31 March 2025, the Board of Directors of the Company comprised of four Whole-Time/ Functional Directors, one Government Nominee Director and two Independent Directors as under: Sr. No. Name DIN Whole-time Directors 1 Shri. Biju George - Director (Shipbuilding) (Additional charge of Chairman & Managing Director w.e.f 01 March 2025) 09343562 2 Cdr. Vasudev Puranik, IN (Retd.) - Director (Corporate Planning & Personnel) 09623387 3 Shri. Ruchir Agrawal, Director (Finance) w.e.f. 07 March 2025 10166533 4 Cmde. S B Jamgaonkar (Retd.), Director (Submarine & Heavy Engineering) w.e.f. 25 March 2025 11017821 Government Nominee Director 5 Shri. Rajeev Prakash, JS(NS), MoD(DDP) w.e.f. 10.12.2024 08590061 Independent Directors 6 Shri. Dattaprasad P Kholkar 10054086 7 Shri. Sambasiva Rao Chandu 02296283 Note: During FY 2024-25: Shri. Sanjeev Singhal, Director (Finance) (DIN:07642358) holding Additional Charge of Chairman and Managing Director ceased to be a Director on the Board of the Company due to superannuation on 28 February 2025 Cdr. Jasbir Singh, IN (Retd.) (DIN:08556592), ceased to be a Director on the Board on account of his retirement on 31 October 2024. Shri. Anurag Bajpai, AS(DP), MOD (DIN: 08948155) ceased to be a Government Nominee Director w.e.f 14 August 2024 Shri. Amit Satija, Joint Secretary, Mod, DDP (DIN: 08989543) appointed as the Government Director (Part Time Official Director) w.e.f 14 August 2024 and ceased to be a Director w.e.f 10 December 2024.
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104 Shri. Mallikarjunarao Bhyrisetty (DIN: 06557777) and Smt. Neeru Singh Jagjeet Kaur (DIN: 09449490) Independent Directors of the Company ceased to be Independent Directors on the Board of the Company w.e.f. 24 December 2024 and 27 December 2024 respectively pursuant to completion of their tenure. Note: As on 31 March 2025, position of one Functional Director (CMD) and positions of four Independent Directors were lying vacant. Your Company being a Government Company, the appointment of all Directors are made by the President of India, through the Administrative Ministry, Ministry of Defence. Capt. Jagmohan (Retd.) (DIN:8630668), has been as Chairman & Managing Director of the Company w.e.f 21 April 2025. Dr. Vivek Atul Bhuskute (DIN:09417992) and Smt. Veni Thapar (DIN:01811724) have been appointed as Independent Directors of the Company w.e.f. 21 April 2025 and Shri. Kedarnath Gupta (DIN:06460508) as an Independent Director of the Company w.e.f. 21 May 2025. As on date, position of one Independent Director is vacant. Directors are not inter-se related to each other. 2.2 Particulars of Directors including Board Meetings and attendance of Directors and their Committee details during the FY 2024-25 (In accordance with Regulation 26 of the SEBI (LODR) Regulations, 2015 Membership/ Chairmanship of only Audit Committee and Stakeholders Relationship Committee are considered) Sl. Directors No of Board Meeting(s) held during respective tenure of Director No. of Board Meet- ing(s) Attended Atten- dance in the last AGM held on 26 Septem- ber 2024 No of Di- rectorship in other Compa- nies Details of Director- ship in oth- er Listed Companies & category No. of Committee Memberships across all Companies as on 31 March 2025 As Chairperson As Member Whole-time/ Functional (Executive) Directors 1 Shri. Sanjeev Singhal-Chairman & Managing Director (Additional Charge) & Director (Finance) till 28 February 2025 8 8 Yes Nil Nil - - 2 Shri. Biju George - (Director Shipbuilding) (Addl Charge of CMD w.e.f. 01.03.2025) 8 8 Yes Nil Nil - 2 3 Cdr. Vasudev Puranik, IN (Retd.) - Director (Corporate Planning & Personnel) 8 8 Yes Nil Nil - 1 4 Cdr. Jasbir Singh, IN (Retd) - till 31 October 2024 5 4 Yes Nil Nil - - 5 Shri. Ruchir Agrawal -Director (Finance) w.e.f. 07 March 2025 0 0 NA Nil Nil - 1 6 Cmde. S B Jamgaonkar, (Retd.) - Director (Submarine & Heavy Engineering) w.e.f. 25 March 2025 0 0 NA Nil Nil - -
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 105 Sl. Directors No of Board Meeting(s) held during respective tenure of Director No. of Board Meet- ing(s) Attended Atten- dance in the last AGM held on 26 Septem- ber 2024 No of Di- rectorship in other Compa- nies Details of Director- ship in oth- er Listed Companies & category No. of Committee Memberships across all Companies as on 31 March 2025 As Chairperson As Member Government Nominee Directors (Non-Executive) 7 Shri. Anurag Bajpai, AS (DP), Mod till 14 August 2024 4 3 NA 2 1 Govt Nominee Director - - 8 Shri. Amit Satija, Joint Secretary, MOD, DDP till 10 December 2024 2 1 No 3 1 Govt Nominee Director - - 9 Shri. Rajeev Prakash, JS(NS), Mod, DDP w.e.f. 10 December 2024 2 0 NA 2 1 Govt Nominee Director - 1 Independent (Non-Executive) Directors 10 Shri. Mallikarjunarao Bhyrisetty till 23 December 2024 6 6 Yes Nil Nil - - 11 Smt. Neeru Singh Jagjeet Kaur till 26 December 2024 6 5 Yes Nil Nil - - 12 Shri. Dattaprasad Kholkar 8 8 Yes Nil Nil 1 - 13 Shri. Sambasiva Rao Chandu 8 8 Yes Nil Nil 1 1 Notes: i. None of the Directors is a Member in more than 10 Committees or Chairperson of more than 5 Committees, across all the Companies in which he/she is a Director; ii. None of the Directors serves as a Director in more than 7 listed Companies and as Independent Director in more than 7 listed Companies; iii. The Directorship held by Directors in other Companies as mentioned above includes Public Limited Companies, but does not include Private Limited Companies, Companies registered under Section 8 of the Companies Act, 2013. iv. As on 31 March 2025, none of the Directors is holding any share in the Company; v. Details of directorship on the Board of other Companies and Committee positions are as on the date of cessation from the Board of the Company. 2.3 Meetings of the Board of Directors During the FY 2024-25, the Board of Directors met on 8 (eight) occasions as mentioned below: Sr. No. Date of Board Meeting 1 29 May 2024 2 19 June 2024 3 23 July 2024 4 14 August 2024 5 22 October 2024 6 05 November 2024 7 16 January 2025 8 07 February 2025
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106 2.4 Skill/ Expertise/ Competence of the Board Mazagon Dock Shipbuilders Limited, is a Government Company under Section 2(45) of the Companies Act, 2013, under the administrative control of the Ministry of Defence, Department of Defence Production. The skills/ expertise/ competency of the Board as required in the context of the business pertaining to the Company are identified by the Government of India and accordingly the selection of Directors on the Board of the Company is made by the Government. The power to appoint/ re-appoint Directors (including Independent Directors) and the terms and conditions of such appointments including remuneration, evaluation etc., is vested with the President of India through the Administrative Ministry. Therefore, the Board Members of the Company carries requisite skills, expertise and competency as per Industry standards. 2.5 Familiarisation Programmes for Independent Directors The Company provides various familiarization/ training programmes from time to time for the Independent Directors in order to familiarize them with their role, rights, responsibilities, business model, nature of the industry in which the Company operates etc. The familiarization programme for Independent Directors is uploaded on the Company’s website at https:/ /mazagondock.in/images/pdf/mdl-familiarisation- programme-for-ind-directors.pdf 2.6 Following policies/ codes are uploaded on the Company’s website at https:/ /mazagondock.in/ English/pages/Policies in line with the Companies Act 2013, SEBI (LODR) Regulations 2015 and DPE guidelines: • Code of Business Conduct and Ethics for Board Members , Senior Management and Key Managerial Personnel • Corporate Policy on Materiality for Disclosure of events to the Stock Exchanges • CSR Policy • Familiarization Program for Directors • Materiality Policy • Preservation of Documents and Archival Policy • Policy on Related Party Transactions • Terms and conditions of Appointment of Part- Time Non-Official Directors • Code of Conduct for Prohibition of Insider Trading in Dealing with the Securities of Mazagon Dock Shipbuilders Limited • Whistle Blower Policy • Dividend Distribution Policy 3 SUB-COMMITTEES OF BOARD OF DIRECTORS 3.1 AUDIT COMMITTEE: a) Composition of the Committee and meetings attended by each member of the Audit Committee during the FY 2024-25 is as follows: Sr. No. Member of the Committee Category Position Number of meetings held during the tenure of the respective member Number of meetings attended 1. Shri. Dattaprasad Kholkar Independent Director Chairperson w.e.f 24.12.2024 7 7 2. Shri. Mallikarjunarao Bhyrisetty Independent Director Chairperson till 23.12.2024 4 4 3. Shri. Sambasiva Rao Chandu Independent Director Member w.e.f 24.12.2024 3 3 4. Shri. Biju George Whole-time Director Member w.e.f 29.05.2024 6 6 5. Cdr. Jasbir Singh, IN (Retd.) Whole-time Director Member till 29.05.2024 1 0 The Director (Finance) is a permanent invitee to the Committee.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 107 b) During the FY 2024-25, the Audit Committee met on 7 (seven) occasions as mentioned below: Sr. No. Date of Audit Committee Meeting 1 28 May 2024 2 13 August 2024 3 05 November 2024 4 29 November 2024 5 16 January 2025 6 07 February 2025 7 27 February 2025 c) The terms of reference to the Audit Committee: 1. The role of the Audit Committee shall include the following: i. Oversight of the Company’s Financial Reporting Process and the disclosure of its financial information to ensure that the Financial Statement is correct, sufficient and credible; ii. Recommendation to the Board for fixation of remuneration to the Auditors; iii. Approval of payment to Statutory Auditors for any other services rendered by the Statutory Auditors; iv. Reviewing, with the Management, the Annual Financial Statements and Auditors’ Report thereon before submission to the Board for approval, with particular reference to: (a) Matters required to be included in the Director’s Responsibility Statement to be included in the Board’s Report in terms of clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013; (b) Changes, if any, in Accounting Policies and practices and reasons for the same; (c) Major accounting entries involving estimates based on the exercise of judgement by management; (d) Significant adjustments made in the Financial Statements arising out of audit findings; (e) Compliance with Listing and other Legal requirements relating to Financial Statements; (f) Disclosure of any Related Party Transactions; (g) Modified opinion(s) in the Draft Audit Report. v. Reviewing, with the Management, the quarterly/ half yearly Financial Statements before submission to the Board for approval; vi. Reviewing with the Management, the statement of uses/ application of funds raised through an issue (i.e. public issue, rights issue, preferential issue etc.), the Statement of funds utilised for purposes other than those stated in the offer document/ prospectus, notice and the report submitted by the monitoring agency monitoring the utilisation of proceeds of a Public or Rights Issue and making appropriate recommendations to the Board to take up steps in these matters; vii. Reviewing and monitoring the Auditor’s independence and performance and effectiveness of audit process; viii. Approval or any subsequent modification of transactions of the Company with related parties; ix. Scrutiny of Inter-Corporate Loans and Investments; x. Valuation of undertakings or Assets of the Company wherever it is necessary; xi. Evaluation of Internal Financial Controls and Risk Management Systems; xii. Reviewing with the Management, performance of Internal Auditors, adequacy of the Internal Control Systems; xiii. Appointment and removal of Internal Auditors and determining the scope of Internal Audit in consultation with the Internal Auditors;
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108 xiv. Reviewing the adequacy of Internal Audit function, if any, including the structure of the Internal Audit Department, staffing and seniority of the official heading the department, reporting structure coverage and frequency of internal audit; xv. Discussion with Internal Auditors of any significant findings and follow up there on; xvi. Review the findings of any internal investigations by the Internal Auditors into matters where there is a suspected fraud or irregularity or a failure of Internal Control Systems of a material nature and reporting the matter to the Board; xvii. Review observations of statutory, internal & government auditors and provide recommendations based on the same; xviii. To review the follow up action on the audit observations of the C&AG audit; xix. discussion with Statutory Auditors before the audit commences, about the nature and scope of audit as well as post-audit discussion to ascertain any area of concern; xx. To look into the reasons for substantial defaults in the payment of the Depositors, Debenture holders, Shareholders (in case of non- payment of declared dividend and creditors); xxi. To review the functioning of the Whistle Blower Mechanism; xxii. Approval of appointment of Chief Financial Officer after assessing the qualifications, experience and background etc., of the candidate; xxiii. Review and monitor the Auditor’s independence and performance and effectiveness of audit process; xxiv. Examination of the Financial Statements and Auditor’s Report thereon; xxv. Carrying out any other function or matter that may be referred to the Audit Committee by the Board from time to time; xxvi. Reviewing the utilisation of loans and/ or advances from/ investment by the holding company in the subsidiary exceeding ₹100 crores or 10% of the asset size of the subsidiary, which- ever is lower including existing loans/ advances/ investments existing as on the date of coming into force of this provision. 2. The Audit Committee shall mandatorily review the following information: i. Management Discussion and Analysis of Financial condition and results of Operations; ii. statement of significant Related Party Transactions (as defined by the Audit Committee) submitted by Management; iii. Management letters/ letters of Internal Control weaknesses issued by the Statutory Auditors; iv. Internal Audit reports relating to Internal Control weakness; v. the appointment and removal of the Chief Internal Auditor, shall be subject to review of the Audit Committee; vi. Statement of deviations: (a) Quarterly statement of deviation(s) including report of monitoring agency, if applicable, submitted to the stock exchange(s) in terms of Regulation 32(1) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (b) Annual statement of funds utilized for purposes other than those stated in the offer document/ prospectus/ notice in terms of Regulation 32(7) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 109 3.2 NOMINATION AND REMUNERATION COMMITTEE: a) Composition of the Committee and meetings attended by each member of the Nomination and Remuneration Committee (NRC) during the FY 2024-25 was as follows: Sr. No. Member of the Committee Category Position Number of meetings held during the tenure of the respective member Number of meetings attended 1. Shri. Sambasiva Rao Chandu Independent Director Chairperson w.e.f 24.12.2024 1 1 2. Shri. Mallikarjunarao Bhyrisetty Independent Director Chairperson till 23.12.2024 5 5 3. Shri. Dattaprasad Kholkar Independent Director Member 6 6 4. Smt. Neeru Singh Jagjeet Kaur Independent Director Member till 23.12.2024 5 5 5. Shri. Rajeev Prakash, JS (DP), MoD Government Nominee Director Member w.e.f 24.12.2024 1 1 • The Director (Corporate Planning & Personnel) is a permanent invitee and Director (Finance) is a special invitee to the Committee. b) During the FY 2024-25, the Nomination and Remuneration Committee met on 6 (six) occasions as mentioned below: Sr. No. Date of NRC Meeting 1 19 June 2024 2 22 July 2024 3 13 August 2024 4 22 October 2024 5 05 November 2024 6 07 February 2025 c) The terms of reference of the Nomination and Remuneration Committee consists of the following: 1. To identify persons who may be appointed in senior Management in accordance with the criteria laid down & recommend to the Board their appointment and removal; 2. To recommend to the Board a policy, relating to the remuneration for the Key Managerial Personnel and other employees; 3. To recommend Annual Bonus/ Performance Pay/ Variable Pay Pool and policy for its distribution across the Executives; 4. Formulation and modification of schemes for providing perks and allowances for Executives; 5. Any new scheme of compensation to Executives and Non-Executives as the case may be; 6. Framing suitable policies and systems to ensure that there is no violation, by an employee of any applicable laws in India or overseas, including: i. The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015. ii. The Securities and Exchange Board of India (Prohibition of Fraudulent and Unfair Trade Practices relating to the Securities Market) Regulations, 2003. 7. Perform such other activities as may be delegated by the Board and/ or are statutorily prescribed under any law to be attended to by the Nomination and Remuneration Committee. 8. Recommend to the board, all remuneration, in whatever form, payable to Senior Management.
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110 3.3 STAKEHOLDERS RELATIONSHIP COMMITTEE: a) Composition of the Committee and meetings attended by each Members of the Stakeholders Relationship Committee (SRC) during the FY 2024-25 is as follows: Sr. No. Member of the Committee Category Position Number of meetings held during the tenure of the respective member Number of meetings attended 1. Shri. Sambasiva Rao Chandu Independent Director Chairperson w.e.f 24.12.2024 Nil NA 2. Smt. Neeru Singh Jagjeet Kaur Independent Director Chairperson till 23.12.2024 1 1 3. Shri. Dattaprasad Kholkar Independent Director Member till 23.12.2024 1 1 4. Shri. Biju George Whole-time Director Member 1 1 5. Cdr. Vasudev Puranik, IN (Retd.) Whole-time Director Member w.e.f 01.03.2025 Nil NA 6. Shri. Ruchir Agrawal Whole-time Director Member w.e.f 07.03.2025 Nil NA 7. Shri. Sanjeev Singhal Whole-time Director Member till 28.02.2025 1 1 b) During FY 2024-25, the Stakeholders Relationship Committee met on 1 (one) occasion as mentioned below: Sr. No. Date of SRC Meeting 1 28 May 2024 c) The terms of reference of the Stakeholders Relationship Committee: 1. Resolving the grievances of the Security holders of the Company including complaints relating to transfer/ transmission of shares, non-receipt of annual report, non-receipt of declared dividends, issue of new/ duplicate certificates, general meetings etc., 2. Review of measures taken for effective exercise of voting rights by the Shareholders. 3. Review of adherence to the service standards adopted by the Company in respect of various services being rendered by the Registrar and Transfer Agent. 4. Review of the various measures and initiatives taken by the Company for reducing the unclaimed dividends and ensuring timely receipt of Dividend Warrants/ Annual Reports/ Statutory Notices by the Shareholders of the Company. d) Name and Designation of Compliance Officer: Shri Lalatendu Acharya* Company Secretary and Compliance Officer Mazagon Dock Shipbuilders Limited Dockyard Road, Mumbai 400 010 Maharashtra Tel: +91 22 2376 2015 Email : investor@mazdock.com *Appointed as Company Secretary and Compliance Officer w.e.f 01 June 2025. Mrs. Madhavi Kulkarni was the Company Secretary and Compliance Officer till 31 May 2025. e) Number of Shareholders’ complaints received up to 31 March 2025: 6 f) Number of Shareholders’ complaints resolved up to 31 March 2025: 6 g) Number of Shareholders’ complaints pending as on 31 March 2025: Nil The Company has designated an exclusive e-mail ID ie investor@mazdock.com for redressal of shareholders’/ investors’ complaints/grievances as per the Investors Redressal Mechanism available at https:/ /mazagondock.in/images/ pdf/Investor%20Grievance%20Redressal%20 Mechanism.pdf
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 111 3.4 COMMITTEE ON CORPORATE SOCIAL RESPONSIBILITY (CSR) AND SUSTAINABLE DEVELOPMENT (SD) a) Composition of the Committee and meetings attended by each Members of the CSR Committee during the FY 2024-25 is as follows: Sr. No. Member of the Committee Category Position Number of meetings held during the tenure of the respective member Number of meetings attended 1. Shri. Dattaprasad Kholkar Independent Director Chairperson 7 7 2. Shri. Sambasiva Rao Chandu Independent Director Member w.e.f 24.12.2024 2 2 3. Shri. Mallikarjunarao Bhyrisetty Independent Director Member till 23.12.2024 5 5 4. Cdr. Vasudev Puranik, IN (Retd.) Whole-time Director Member 7 7 5. Shri. Biju George Whole-time Director Member w.e.f 01.03.2025 till 06.03.2025 Nil NA 6. Shri. Ruchir Agrawal Whole-time Director Member w.e.f 07.03.2025 Nil NA 7. Shri. Sanjeev Singhal Whole-time Director Member till 28.02.2025 7 6 b) During the FY 2024-25, the Corporate Social Responsibility Committee met on 7 (seven) occasions as mentioned below: Sr. No. Date of CSR Committee Meeting 1. 17 May 2024 2. 28 May 2024 3. 22 July 2024 4. 13 August 2024 5. 29 November 2024 6. 07 February 2025 7. 27 February 2025 c) The scope and terms of reference of the CSR Committee as guided by the requirements of Section 135 of the Companies Act, 2013 and the guidelines issued by the Department of Public Enterprises are as follows: 1. To recommend the amount of expenditure to be incurred on the activities referred under Schedule VII of the Companies Act, 2013; and 2. To monitor the Corporate Social Responsibility Policy of your Company from time to time.
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112 3.5 RISK MANAGEMENT COMMITTEE: a) Composition of the Committee and meeting attended by each Members of the Risk Management Committee (RMC) during the FY 2024-25 is as follows: Sr. No. Member of the Committee Category Position Number of meetings held during the tenure of the respective member Number of meetings attended 1. Shri. Biju George Whole-time Director Chairperson w.e.f. 01.03.2025 Member till 28.02.2025 2 2 2. Cdr. Vasudev Puranik, IN (Retd.) Whole-time Director Member 2 2 3. Shri. Ruchir Agrawal Whole-time Director Member w.e.f 07.03.2025 Nil NA 4. Cmde. S B Jamgaonkar, (Retd.) Whole-time Director Member w.e.f 25.03.2025 Nil NA 5. Shri. Dattaprasad Kholkar Independent Director Member w.e.f 24.12.2024 Nil NA 6. Smt. Neeru Singh Jagjeet Kaur Independent Director Member till 23.12.2024 2 2 7. Shri. B K Sinha General Manager Member 2 2 8. Cdr. Jasbir Singh, IN (Retd.) Whole-time Director Chairperson till 29.05.2024 Nil NA 9. Shri. Sanjeev Singhal Whole-time Director Member till 28.05.2024 Chairperson w.e.f 29.05.2024 till 28.02.2025 2 2 b) During the FY 2024-25, the Risk Management Committee met on 2 (two) occasions as mentioned below: Sr. No. Date of RMC Meeting 1. 09 July 2024 2. 19 December 2024 c) Scope and terms of reference: 1. Framing, implementing, monitoring and reviewing periodically the Risk Management and mitigation policies of the Company’s operations. 2. Reviewing of reports from regulatory agencies related to Risk Management and Compliance issues and the Management responses. 3. Formulate policies and procedures establishing the Risk Management Governance, Risk Management procedures and Risk control infrastructure for operations. 4. Review significant risk exposures and steps, including policies and procedures, the Management has undertaken to identify, measure, monitor, control, limit and report such exposures including, without limitation, credit, market, fiduciary, liquidity, reputational, operational, fraud, strategic, Technology (data security, information, business continuity risk, etc.). 5. Review and evaluate the Company’s practices with respect to Risk Assessment and Risk Management.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 113 3.6 Other Non-Statutory Committees Apart from the statutory committees, the Board has also constituted the following non-statutory Committees and power has been delegated for smooth operation of the Company: INVESTMENT COMMITTEE PROCUREMENT SUB COMMITTEE 3.7 Particulars of Senior management including the changes therein since the close of the previous FY are provided below: Name Grade Remark Santosh Kumar Mallick Executive Director Superannuated on 31.05.2025 Rajiv Ranjan Kumar Executive Director Vinod A Executive Director Arun Kumar Chand General Manager Chintamani Latkar General Manager Thomas E R General Manager Chandra Vijay Srivastava General Manager Saurabh Kumar Gupta General Manager Sanjay Kumar Singh General Manager Dhanaraj P General Manager Sanjay Kumar General Manager Vincent Mark D'souza General Manager Binay Sinha General Manager M C Jayaprakash General Manager Hare Ram Singh General Manager Venkatesan Pillay General Manager Asif Iqbal Quraishi General Manager Shyamacharan Mandal General Manager M A Hidayathullah General Manager w.e.f. on 01.07.2024 P Srinivas Rao General Manager w.e.f. on 01.07.2024 Rajesh Bhardwaj General Manager w.e.f. on 01.02.2025 Rajeev Pillai General Manager Voluntary Retirement on 01.05.2024 Debabrata Shome Executive Director Superannuated on 01.05.2024 Dilip Kumar Jain Executive Director Superannuated on 01.02.2025 Shailesh Bhalachandra Jamgaonkar Executive Director Appointed as D (S&HE) on 25.03.2025 Lalatendu Acharya Company Secretary & Compliance Officer w.e.f. 01.06.2025 Madhavi Kulkarni Company Secretary & Compliance Officer till 31.05.2025 4. REMUNERATION OF DIRECTORS Your Company being a Government Company, the remuneration, benefits and Performance related Pay (PRP) of the Functional Directors are governed as per the extant DPE Guidelines. Part-Time Official Director (Government Nominee Directors) are not entitled to any remuneration/ sitting fees as per the DPE guidelines. The Part-time Non-Official Directors (Independent Directors) are paid a sitting fees of ₹35,000 for attending each Board Meeting and ₹30,000 for attending each Committee meeting of the Board thereof w.e.f 23.07.2024 (till 22.07.2024, sitting fees for attending each of our Board Meeting and committee meeting was ₹25,000 and ₹20,000 respectively).
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114 The details of remuneration paid to the Functional Directors during the FY 2024-25 is as follows: Amount in ₹ Sr. No. Name/ Designation of Directors Salary & perquisites as per section 17(1) & (2) of the Income Tax Act 1961 Variable Pay (PRP) Retirement & other benefits* T otal 1 Shri Sanjeev Singhal holds Additional Charge of Chairman and Managing Director from 01.02.2023 to 28.02.2025 1,05,30,933 29,05,790 7,61,277 1,41,98,000 2 Cdr. Jasbir Singh, IN (Retd.), Director till 31.10.2024 30,50,945 0 4,20,373 34,71,318 3 Shri Biju George holds Additional Charge of Chairman and Managing Director from 01.03.2025 to 20.04.2025 53,87,813 22,53,548 6,46,675 82,88,036 4 Cdr. Vasudev Puranik, IN (Retd.), Director (Corporate Planning & Personnel) 61,29,946 26,01,367 7,46,391 94,77,704 5 Shri. Ruchir Agrawal (Director Finance) wef 07.03.2025 3,07,161 0 41,260 3,48,421 6 Cmde. S B Jamgaonkar, (Retd.) wef 25.03.2025 94,977 0 10,286 1,05,263 * Retirement Benefit includes Gratuity, if paid during the FY and other benefits includes 50% of Perquisite tax borne by the employer During the FY 2024-25, sitting fees paid to the Part-time Non-Official Directors (Independent Directors) for attending the Meetings of the Board is as follows: Amount in ₹ Sr. No. Name/ Designation of Directors Board Meetings Committee Meetings T otal Remuneration 1 Shri. Mallikarjunarao Bhyrisetty till 23.12.2024 1,90,000 6,20,000 8,10,000 2 Smt. Neeru Singh Jagjeet Kaur till 26.12.2024 1,65,000 4,60,000 6,25,000 3 Shri. Dattaprasad Kholkar 2,60,000 5,30,000 7,90,000 4 Shri. Sambasiva Rao Chandu 2,85,000 1,70,000 4,55,000 5. CODE OF BUSINESS CONDUCT AND ETHICS FOR BOARD MEMBERS AND SENIOR MANAGEMENT All the Board Members, Senior Management and Key Managerial Personnel have provided the Annual Compliance Certificate duly signed by them as on 31 March 2025. The Code of Conduct for Board Members and Senior Management personnel including the duties of Independent Directors has been devised by the Company as envisaged in Regulation 17(5)(b) read with Regulation 17(5)(a) of the SEBI (Listing Obligations and Disclosure Requirements) Regulation, 2015, and the guidelines issued by the Stock Exchanges. 6. INSIDER TRADING POLICY The Board of Directors of the Company have approved the Insider Trading Policy pursuant to the SEBI (Prohibition of Insider Trading) Regulations, 2015 for dealing in the Securities of the Company by insiders so that the insiders do not derive any benefit or assist others in deriving any benefit while in possession of any unpublished price sensitive information relating to the Company. 7. CEO/ CFO CERTIFICATION The Compliance Certificate issued by the CEO & CFO on the Financial Statements and Internal Controls related to the financial reporting for the FY 2024-25 is in accordance with Regulation 17(8) of SEBI (LODR) Regulations 2015 and the DPE Guidelines was submitted to the Board at the meeting held on 29 May 2025 and is attached to this Report.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 115 8. SHAREHOLDING PATTERN AS ON 31 MARCH 2025: Sr. No. Category Number Of Shares Held % of T otal Holding 1 Promoters 34,21,81,966 84.83 2 Individuals 3,85,68,052 9.56 3 Foreign Portfolio - Corp. 91,10,636 2.26 4 Other Mutual Fund 53,91,508 1.34 5 Domestic Companies 35,33,254 0.88 6 HUF 11,02,625 0.27 7 Insurance Companies 10,65,451 0.26 8 NRI Rep 10,02,257 0.25 9 NRI Non Rep 5,57,016 0.14 10 Alternative Investment Fund 3,76,869 0.09 11 Clearing Members 3,13,152 0.08 12 Limited Liability Partnership (LLP) 1,32,804 0.03 13 Trusts 23,130 0.01 14 Qualified Institutional Buyer 20,690 0.01 15 Foreign National / Entity 586 0.00 16 Central Government 4 0.00 T otal 40,33,80,000 100.00 9. TOP 10 SHAREHOLDERS AS ON 31 MARCH 2025 Sr. No Name of the Shareholder No. of Shares Percentage (%) 1. The President of India 34,21,81,966 84.83 2. Somerville Trading Enterprises, LLC 17,47,131 0.43 3. Motilal Oswal Midcap Fund 16,00,000 0.40 4. Damani Estates and Finance Pvt. Ltd. 12,09,030 0.30 5. Mkt Capital LP 11,50,000 0.29 6. Vanguard Total International Stock Index Fund 8,62,148 0.21 7. Motilal Oswal Nifty India Defence Index Fund 8,55,931 0.21 8. Vanguard Emerging Markets Stock Index Fund, a Series of Vanguard International Equity Index Funds 7,97,800 0.20 9. Government Pension Fund Global 6,24,629 0.15 10. HSBC Midcap Fund 5,71,677 0.14 T otal 35,16,00,312 87.16 10. ANNUAL GENERAL MEETINGS a) Details of last three Annual General Meetings are as follows: FY Place of Meeting Date and time 2021-22 Registered Office of the Company at Dockyard Road, Mumbai-400 010 through VC 27 September 2022 at 1100 hrs 2022-23 Registered Office of the Company at Dockyard Road, Mumbai-400 010 through VC 27 September 2023 at 1100 hrs 2023-24 Registered Office of the Company at Dockyard Road, Mumbai-400 010 through VC 26 September 2024 at 1100 hrs
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116 b) Following Special Resolution(s) were put up in the last three Annual General Meetings of the Company i. Appointment of Shri. Dattaprasad Kholkar as a Director of the Company ii. Appointment of Shri. Sambasiva Rao Chandu as a Director of the Company iii. Amendment of Articles of Association of the Company in view of attainment of Navratna Status. iv. Amendment of Articles of Association of the Company in view of Rectifications. c) No Special Resolution was passed last year through postal ballot and no Special Resolution is proposed this year to be conducted through postal ballot. 11. MEANS OF COMMUNICATION Timely disclosure of consistent, relevant and reliable information on corporate financial performance is ensured and the major steps taken are as under: a) Quarterly/Annual Results: The Company regularly uploads its Financial Results with the Stock Exchanges, in compliance with the listing regulations. These Financial Results are published at least in one leading English newspaper having wide circulation across the Country and at least one in Mumbai having wide circulation across the region. The results are also made available on the Company’s website. b) News Release, Presentation etc.: The official news release, detailed presentations made to media, institutional investors, financial analysts etc. are displayed on the Company’s website. c) Website: The Company’s website http:/ /mazagondock.in contains separate dedicated section for investors where information for Shareholders is made available. The Annual Report and Shareholding Pattern, Corporate Governance Report, other communique of the Company are also available on the website in a user friendly manner. d) Green Initiative: Annual Report containing Financial Statements, Auditors’ Report, Board Report, Management Discussion and Analysis Report (MDAR), Corporate Governance Report and Business Responsibility and Sustainability Report including information for the Shareholders and other important information is circulated through electronic mode to the Members and others entitled thereto, as per MCA circular dated May 05, 2020. 12. SHAREHOLDERS INFORMATION a) Annual General Meeting The 92nd Annual General Meeting of the Company for the FY 2024-25 will be held through video conferencing in compliance with the applicable provisions of the Act, SEBI Listing Regulations, MCA Circulars and SEBI Circulars, on 26 September 2025 at 1100 hours. b) Financial Year 01 April of each year till 31 March of the next year. c) Financial Calendar The financial calendar to approve quarterly/ annual Financial Results for the FY 2025-26 is as under: Approval of quarterly/ annual audited financial results T entative date of the Meeting of the Board 30 June 2025 On or before 14 August 2025 30 September 2025 On or before 14 November 2025 31 December 2025 On or before 14 February 2026 31 March 2026 On or before 30 May 2026
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 117 d) Record Date(s) for the purpose of AGM and Final Equity Dividend for FY 2024-25: 19 September 2025 e) Dividend Payment Date: During the year, your Company has declared Interim dividend of ₹23.19 per equity share of ₹10/- each in October 2024 and second interim dividend of ₹ 3 per equity share of ₹5/- each in April 2025 and paid within the prescribed 30 days from declaration. The Final dividend of ₹2.71 per equity share as recommended by the Board of Directors, if approved at the AGM, shall be paid to the eligible Members/ Beneficial Owners within the stipulated period of 30 days after the AGM, as provided under the Companies Act, 2013. First Interim Dividend for FY 2024-25 Second Interim Dividend for FY 2024-25 Final Dividend for FY 2024-25 Dividend per share 23.19 (FV Rs. 10) 3.00 (FV Rs. 5) 2.71 (FV Rs. 5) Declaration Date 22 October 2024 08 April 2025 26 September 2025 Record Date 30 October 2024 16 April 2025 19 September 2025 Payment date 18 November 2024 07 May 2025 within 30 days from the declaration date f) Listing on Stock Exchanges as on 31 March 2025: i. BSE Limited Phiroze Jeejeebhoy Towers Dalal Street Mumbai 400 001 ii. National Stock Exchange of India Limited Exchange Plaza, 5th Floor Plot No. C/1, G Block Bandra Kurla Complex, Bandra East Mumbai 400 051 g) Listing fees: Listing fees for the FY 2025-26 have been paid to the Stock Exchanges. h) Stock Codes: BSE :543237 NSE: MAZDOCK ISIN (for trading in Demat Form): INE249Z01020 i) Registrar and Share Transfer Agent: The Company has appointed the following Registrar & Transfer Agents for servicing the equity shares of the Company: M/s Alankit Assignments Limited 205-208 Anarkali Complex, Jhandewalan Extension, New Delhi – 110055 Tel: +911- 42541100; 42541234 Fax: +911-23552001 Email id: rta@alankit.com j) Share Transfer System Activities relating to share transfers are carried out by M/s. Alankit Assignments Limited, the Registrar and Share Transfer Agents of the Company who have arrangements with the Depositories viz. National Securities Depository Limited and Central Depository Services(India) Limited. The transfer of securities would be carried out in dematerialized form in accordance with the amended Regulation 40 of the SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015.
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118 k) Distribution of Shareholding by size as on 31 March 2025 Category Number of Shareholders % of Shareholders T otal Number of Shares % of Shareholding 1 - 500 6,82,571 98.56 2,62,43,655 6.51 501 - 1000 5,948 0.86 43,78,109 1.09 1001 - 2000 2,330 0.34 34,68,730 0.86 2001 - 3000 637 0.09 15,86,780 0.39 3001 - 4000 315 0.05 11,48,354 0.28 4001 - 5000 149 0.02 6,83,764 0.17 5001 - 10000 303 0.04 22,02,904 0.55 10001 - 20000 128 0.02 18,07,198 0.45 20001 - 99999999999 159 0.02 36,18,60,506 89.71 T otal 6,92,540 100.00 40,33,80,000 100.00 l) Dematerialisation of Shares and Liquidity The Equity Shares of the Company are admitted in the Depository systems of the NSDL & CDSL. The Company has entered into agreements with The National Securities Depository Limited (NSDL) and Central Depository Services Limited (CDSL) for dematerialisation of the Equity Shares of the Company. Trading in Equity Shares of the Company is permitted only in dematerialized form as per the notification issued by the Securities and Exchange Board of India. Total number of equity shares dematerialised as on 31 March 2025 is as follows: No. of shares % of paid up equity shares Shares dematerialized with NSDL 37,79,06,798 93.69 Shares dematerialized with CDSL 2,54,73,202 6.31 Physical Shares 0 0.00 T otal no. of shares 40,33,80,000 100.00 m) Commodity Price Risk or Foreign Exchange Risk and hedging activities Relevant information in this regard is given in Note No. 49 of Note to the Financial Statements provided in this Annual Report. n) Plant/ Facility Location In Mazagaon, Mumbai, the North Yard and South Yard are Shipbuilding Yards, while East Yard is a Submarine Construction Yard. The Alcock yard is located above the North Yard of Mazagaon. The land adjacent to the South Yard is available for construction and accommodation of Ships and Submarines viz. Modular workshop for Shipbuilding, Cradle workshop for Submarine building, Goliath crane, Wet basin. o) Address for correspondence: Registered/Corporate Office: Mazagon Dock Shipbuilders Limited Dockyard Road, Mumbai 400 010 Maharashtra, India Tel: +91 22 2376 2000 /3000/4000 Email: investor@mazdock.com Website: https:/ /mazagondock.in 13. DISCLOSURES a) Particulars of Contracts or Arrangements with Related Parties Transactions with related parties that were entered into during the FY were in the ordinary course of business. There were no materially significant related party transactions with the Company’s Promoters, Directors, Management
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 119 or their relatives, which could have a potential conflict with the interests of the Company. The policy on Related Party Transactions (RPT) as approved by the Board as per the SEBI (LODR) Regulations, 2015 and Companies Act, 2013 is uploaded on the website of the Company https:/ / mazagondock.in/images/pdf/related-party- transaction-policy.pdf All Related Party Transactions were placed before the Audit Committee and the Board for approval, as required. Information pursuant to Section 134(3)(h) of the Companies Act, 2013 Read with rule 8(2) of the Companies (Accounts) Rules, 2014 is attached to this report in Form AOC 2 (Appendix I). b) Details of Compliance/ Non-Compliance under SEBI Listing Regulation During the period under review, the Company received notices from NSE and BSE imposing fine on the ground that the Company could not maintain the requisite number of Board and Committees members as per Regulation 17(1), 18(1),19 and 21(2) of the SEBI (LODR) Regulations 2015. For Regulation 17(1) concerning Board composition, the Company had applied for the waiver of the fines in accordance with the NSE circular 0388/2022 dated 31.03.2022 on the ground that the Company is a government undertaking and the power to appoint directors on the Board is vested with the President of India. Hence, maintaining requisite number of Board members was beyond the control of the Company. Considering above, the stock exchanges have waived the fines under Regulation 17(1) for the period till 31.10.2024. However, w.e.f 24.12.2024, there has been again non-compliance w.r.t. composition of the Board due to non-availability of requisite number of Independent Directors. The Company has already taken up the matter with Ministry of Defence (MOD), the Administrative Ministry of the Government of India. At the same time the application for waiver of fines was also made to the Stock Exchanges. The Stock Exchanges have advised to apply for the same only after achieving the compliance conditions as per Regulation 17(1) above. For the quarter ended 31 December 2024 and 31 March 2025, Company received notices from the Stock Exchanges related to Composition of the Board Committees as per Regulation 18(1), 19 and 21(2) of the SEBI (LODR) 2015. However, the Composition of the Board Committees is already in line with the provisions of SEBI (LODR) Regulations, 2015 and there is no incidence of non-compliance during the period. The Company has already represented to the Stock exchanges in this regard with a request to withdraw the notice. It may be noted that the Company is now in compliance with all the applicable provisions of the Listing Regulations except for the composition of Board of Directors due to vacancy of one Independent Director, for which necessary instruction from the MOD is awaited. c) Vigil Mechanism/ Whistle –blower Policy The Company has established a vigil mechanism and adopted a Whistle Blower Policy for Directors and employees to report concerns, if any, about unethical behaviour, actual or suspected fraud or violation of the Company’s Code of Business Conduct and Ethics Policy. The employees are encouraged to raise any of their concerns and it may be noted that all the employees have been allowed access to the Audit Committee. The Whistle Blower Policy is available on the website of the Company https:/ /mazagondock.in/images/ pdf/whistle-blower-policy.pdf d) Details of compliance with non-mandatory requirements The Company has not adopted any discretionary requirements provided under Part- E of Schedule II of SEBI(LODR) Regulations, 2015. e) Policy for determining material subsidiaries: The Company has formulated a policy of Material Group Companies with the approval of the Board of Directors. The same has been hosted on the website of the Company and can be accessed at the following link: https:/ /mazagondock.in/images/ pdf/policy-on-materiality-mdl05102018-8119.pdf The Company does not have any Subsidiary Company as on date. f) Dividend Distribution Policy: In terms of the provisions of Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 [SEBI (LODR) Regulations] and the Guidelines of DIPAM, the Company has formulated a Dividend Distribution
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120 Policy and the same is available on the Company’s website at https:/ /mazagondock.in/images/pdf/ Dividend-Distribution-Policy-19052022.pdf g) Credit Rating During the year, M/s India Ratings & Research Pvt. Ltd. has continued your Company’s credit rating of IND AAA/ Stable for fund based Bank facilities and IND AAA/Stable/IND A1+ for non- fund based limits. h) Details of Unpaid Dividend as on March 31, 2025 The Statement of information of unclaimed dividends (interim and final) for the relevant previous years are available on the website of the Company viz. https:/ /mazagondock.in/English/ pages/Dividend Further, no unclaimed dividend from previous years is due to be transferred to the IEPF as on March 31, 2025. i) Reconciliation of Share Capital Reconciliation of Share Capital Audit was carried out by the Secretarial Auditor of the Company every quarter. The report confirms that the total issued/paid up capital is in agreement with the total number of shares in physical and demat form. j) Accounting Standards The Company is in compliance with all the applicable Indian Accounting Standards (Ind AS). Ministry of Corporate Affairs vide Notification No.1/2/2014-CL-V dated 23 February 2018 has exempted those companies engaged in defence production to the extent of application of Ind AS 108 on ‘Operating Segment”. Disclosure in this regard has been made at Note No. 35 of the Accounts. k) None of the Directors were debarred/disqualified from being appointed or for continuing as Director of the Company during the year under review. l) Details of the total fees for all services paid by the Company, on a consolidated basis to Statutory Auditors during the year are given below: Particulars Amount (in ₹) Audit Fees 19,00,000 Tax audit Fees 2,00,000 Other Services 7,30,000 Reimbursement of expenses - m) 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. Nil complaints were received during the FY 2024- 25. n) Public Grievance Committee 1. Your Company has constituted a Public Grievance Committee headed by an Executive of the rank of Executive Director. The Committee examines and disposes grievances received from public based on their merit. Complaint can be filed either on MDL website or by sending hard copy to the President, Redressal of Public Grievance Committee. 2. CPGRAMS (Central Public Grievance Redressal and Monitoring System): An Executive of the rank of Executive Director has been appointed as nodal officer to deal with redressal of grievances registered on CPGRAMS Portal from the Department of Administrative Reforms & Public Grievances and ensures settlement of online grievances with proper feedback. o) Enterprise Risk Management The Guidelines on Corporate Governance for CPSEs (Central Public Sector Enterprises) issued by DPE in May 2010 have recommended that the CPSUs should ensure that Risk Management
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 121 is undertaken as a part of normal business practice and not as a separate task at set times. A standing committee for Enterprise Risk Management (RMC) was constituted (August 2013) to ensure integration and alignment of the Risk Management system with Corporate and Operational objectives of the company. The Risk Management plan formulated by the RMC encompassed Risk Management Framework, Policy, Strategy, Structure, Risk Assessment (Risk Identification, Analysis, Measurement and Evaluation), Risk treatment, Monitoring and Review, Risk categories, Risk reporting, Compliance, Training, Implementation plan etc. The plan indicated the timelines for the implementation and has allocated key roles and responsibilities for Risk Management spanning to all levels of the enterprise. In compliance, the departments are maintaining Risk Register and are monitoring the occurrences of the risk identified in the Risk Register. As per ERM policy, Standing Committee reports to Internal Audit and Risk Management Committee bi-annually about the Risk Management status. p) The company has complied with Presidential Directives issued by the Central Government. There were no items of expenditure debited in books of Accounts, which were not for the purpose of the business. The expenses incurred which were personal in nature and incurred for the Board of Directors and Top Management were NIL. q) The company has not entered into any transactions with any Director that may have potential conflict with the interest of the Company at large. The Members of the Board, apart from receiving Directors’ Remuneration (wherever applicable), do not have any material or pecuniary relationship or transaction with the company which in the judgment of the Board may affect independence of judgment of the Directors. 14. DECLARATION In terms of Regulation 34 read with Schedule V of SEBI(LODR) Regulations, 2015 and the guidelines on Corporate Governance for CPSEs 2010 issued by the Department of Public Enterprises, Government of India, it is hereby declared that all the Board Members and Senior Management Executives have affirmed compliance with the code of conduct for Directors and Senior Management Executives of Mazagon Dock Shipbuilders Limited, for the year ended 31 March 2025. For and on behalf of the Board Sd/- Capt. Jagmohan (Retd.) Chairman & Managing Director DIN: 08630668 Place: Mumbai Date: 06 August, 2025
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122 To, The Members, Mazagon Dock Shipbuilders Limited Dockyard Road, Mumbai-400010, Maharashtra We have examined the compliance of the conditions of Corporate Governance by Mazagon Dock Shipbuilders Limited (L35100MH1934GOI002079)(‘the Company’) for the FY 2024-25 as stipulated in Regulations 17 to 27, clauses (b) to (i) of sub-regulation (2) of Regulation 46 and para C, D and E of Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (hereinafter referred to as “the SEBI Listing Regulations”) and Guidelines on Corporate Governance for Central Public Sector Enterprises (CPSEs) 2010 issued by the Department of Public Enterprises. The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination, as carried out in accordance with the Guidance Note on Certification of Corporate Governance issued by the Institute of the Company Secretaries of India (the “ICSI”), was limited to procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of the Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company. In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company has complied with the conditions of Corporate Governance as stipulated in Regulations 17 to 27 and clauses (b) to (i) of Regulation 46(2) and Paragraphs C, D and E of Schedule V to the SEBI Listing Regulations and Guidelines on Corporate Governance for Central Public Sector Enterprises (CPSEs) 2010 issued by the Department of Public Enterprises for the year ended 31 March 2025 except the following: • As per Regulation 17 of the SEBI (LODR), 2015, and the DPE Guidelines on Corporate Governance, the Company could not comply with the following requirement: (a) Fifty percent of the Board of Directors as Non-Executive w.e.f 25 March 2025, Independent Directors w.e.f. 24 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. We further state that this certificate is neither an assurance as to the future viability of the Company nor the efficiency or effectiveness with which the management has conducted the affairs of the Company. For Ragini Chokshi & Co. (Company Secretaries) Sd/- Makarand Patwardhan (Partner) C.P.NO. 9031 ACS NO. 11872 Date: 29 May 2025 UDIN: A011872G000481561 Place: Mumbai PR Certificate No.: 4166/2023
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 123 Appendix ‘E’ to the Board’s Report FORMAT FOR THE ANNUAL REPORT ON CSR ACTIVITIES TO BE INCLUDED IN THE BOARD’S REPORT FOR FINANCIAL YEAR COMMENCING ON OR AFTER 1ST DAY OF APRIL, 2024 1. Brief outline on CSR Policy of the Company Mazagon Dock Shipbuilders Limited (MDL) is committed to take up various developmental Projects/ Programs as part of its Corporate Social Responsibility initiatives in order to improve the quality of life of underprivileged and downtrodden sections of the society and other stakeholders with an attempt to make a meaningful difference in people’s lives and contribute towards sustainability of Society and Nation building. 2. Composition of CSR Committee Sr. No. Name of Director Designation/ Nature of Directorship Number of meetings of CSR Committee held during the year Number of meetings of CSR Committee attended during the year 1. Shri. Dattaprasad Kholkar (w.e.f 10 October 2023) Independent Director Chairman 7 7 2. Shri. Mallikarjunarao Bhyrisetty (till 23 December 2024) Independent Director 7 5 3. Shri. Sambasiva Rao Chandu (from 24 December 2024) Independent Director 7 2 4. Shri. Sanjeev Singhal (till 28 February 2025) Whole-time Director Member 7 6 5. Cdr. Vasudev Puranik, IN (Retd) Whole-time Director Member 7 7 6. Shri. Ruchir Agrawal (w.e.f. 07 March 2025) Whole-time Director Member 7 NA 3. Provide the web link(s) where Composition of CSR committee, CSR Policy and CSR projects approved by the Board are disclosed on the website of the Company: CSR Policy of MDL: https:/ /mazagondock.in/images/pdf/CSR_Policy_of_MDL_07082023.pdf Composition of CSR Board Committee: https:/ /mazagondock.in/images/pdf/CSR%20Committee%20for%20MDL%20 Website_16042025.pdf CSR projects approved by the Board: https:/ /mazagondock.in/images/pdf/CSR%20Project%20approved%20by%20the%20Board%20in%20FY%202024- 25_16042025.pdf 4. Provide the executive summary along with web-link(s) of Impact Assessment of CSR Projects carried out in pursuance of sub-rule (3) of rule 8, if applicable.: Not Applicable for the year under review.
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124 5. (a) Average Net Profit of the Company as per sub-section (5) of section 135 ₹ 152561 Lakh (b) Two percent of average Net Profit of the company as per sub-section (5) of section 135 ₹ 3051.23 Lakh (c) Surplus arising out of the CSR projects or programs or activities of the previous Financial YearsNIL (d) Amount required to be set off for the Financial Year, if any 21.39 Lakh (e) Total CSR obligation for the Financial Year [(b)+(c)-(d)] ₹ 3029.84 Lakh 6. a) Amount spent on CSR Projects (both Ongoing Project and other than Ongoing Project): ₹ 3162.26 Lakh b) Amount spent in Administrative Overheads: ₹ 147.28 Lakh c) Amount spent on Impact Assessment, if applicable: NIL d) Total amount spent for the Financial Year [(a)+(b)+(c)]: ₹ 3309.54 Lakh (including ₹ 215.02 lakhs spent under ongoing projects) e) CSR amount spent or unspent for the Financial Year: T otal Amount Spent for the Financial Year (in ₹) Amount Unspent (in ₹) T otal Amount transferred to Unspent CSR Account as per sub-section (6) of section 135. Amount transferred to any specified Fund under Schedule VII as per second proviso to sub-section (5) of section 135. Amount Date of Transfer Name of Fund Amount Date of Transfer 3309.54 Lakh NA NA NA NA NA f) Excess amount for set-off, if any: 64.68 Lakh Sr. No. Particulars Amount (in ₹) (i) Two percent of average net profit of the Company as per sub-section (5) of section 135 3029.84 Lakh (ii) Total amount spent for the Financial Year 3094.52 Lakh (iii) Excess amount spent for the Financial Year [(ii)-(i)] 64.68 Lakh (iv) Surplus arising out of the CSR projects or programs or activities of the previous Financial Years, if any NIL (v) Amount available for set off in succeeding Financial Year [(iii)-(iv)] 64.68 Lakh
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 125 7. Details of Unspent Corporate Social Responsibility amount for the preceding three Financial Years: 1 2 3 4 5 6 7 8 Sr. No. Preceding Financial Year(s) Amount transferred to Unspent CSR Account under sub- section (6) of section 135 (in ₹) Balance Amount in Unspent CSR Account under sub section (6) of section 135 (in ₹) Amount spent in the Financial Year (in ₹) Amount transferred to a Fund as specified under Schedule VII as per second proviso to sub section (5) of section 135, if any Amount remaining to be spent in succeeding Financial Years (in ₹) Deficiency, if any Amount (in ₹) Date of Transfer 1 FY 2021-22 456 Lakh 17 Lakh 17 Lakh NIL NA Nil NA 2 FY 2022-23 514 Lakh 198 Lakh 198 Lakh NIL NA Nil NA 3 FY 2023-24 NIL NIL NIL NA NA NA NA (all figures are rounded off to the nearest rupee) 8. Whether any capital assets have been created or acquired through Corporate Social Responsibility amount spent in the Financial Year: No If Yes, enter the number of Capital Assets created/ acquired- NA Furnish the details relating to such asset(s) so created or acquired through Corporate Social Responsibility amount spent in the Financial Year. (1) (2) (3) (4) (5) (6) Sr. No. Short particulars of the property or asset(s) [including complete address and location of the property] Pin code of the property or asset(s) Date of creation Amount of CSR amount spent Details of entity/Authority/beneficiary of the registered owner CSR Registration Number, if applicable Name Registered address NA (All the fields should be captured as appearing in the revenue record, flat no, house no, Municipal Office/ Municipal Corporation/ Gram panchayat are to be specified and also the area of the immovable property as well as boundaries) 9. Specify the reason(s), if the company has failed to spend two per cent of the average net profit as per sub section (5) of section 135: NA Sd/- [Director (Corporate Planning & Personnel)] Sd/- [Chairman (CSR Committee)]
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126 Appendix ‘F’ to the Board’s Report ADDITIONAL INFORMATION UNDER SECTION 134(3)(m) OF THE COMPANIES ACT, 2013. 1. CONSERVATION OF ENERGY: The major energy conservation initiatives undertaken by your company for the FY 2024-25 are as follows: a) Procurement of Inverter based welding machines, welding rectifiers b) Procurement of BLDC Pedestal fan. c) Procurement of BLDC Ceiling fans. d) Procurement of LED lights viz., Flood lights, Street lights, Batten lights. e) Procurement of VFD drives. f) Procurement of 5 Star rated ACs. 2. SUSTAINABLE DEVELOPMENT PROJECTS: Following sustainable development projects were undertaken by your company for the FY 2024-25: a) Procurement of green tariff energy to achieve 50% RE target. b) Power Purchase Agreement (PPA) signed with NTPC Vidyut Vyapar Nigam Ltd for installation of 1375 KW roof top solar plant. 3. TECHNOLOGY ABSORPTION, ADAPTION AND INNOVATION a) Basic Design Capabilities: Your Company has significantly advanced its basic design capabilities by developing state-of- the-art designs for a diverse range of ship types. These include Next Generation Missile Vessels, Corvettes, Destroyers, Cadet Training Ships, Multi-Purpose Vessels, Survey Training Ships, Offshore Patrol Vessels, and Fast Patrol Vessels, among others. As a progression of these efforts, the Company is conducting model testing for selected hulls from the aforementioned vessels. This is aimed at finalizing propulsion systems and refining the overall design. MDL has also established its proficiency in specialized fields such as Finite Element Analysis (FEA) and Computational Fluid Dynamics (CFD), further enhancing its design capabilities. b) Industry 4.0 Initiatives: To boost productivity, efficiency, and adaptability in its shipbuilding processes, your Company has adopted several key elements of Industry 4.0, fostering smarter decision-making and enabling greater customization: 1. Product Data Management / Product Lifecycle Management (PDM/PLM): MDL has implemented PDM/PLM systems for ships currently under construction. These systems support the complete lifecycle management of vessels—from initial design and production to service, retirement, and disposal. PDM functions as an integrated information system that promotes seamless collaboration across different disciplines involved in shipbuilding. PLM, meanwhile, is a comprehensive, data-driven approach that brings together people, processes, and technology to manage all phases of a product’s life. Through PDM/PLM, the shipyard is able to maintain a detailed digital replica (digital twin) of the vessels, ensuring that critical data is accessible to all stakeholders throughout the ship’s lifecycle. 2. Internet of Things (Io T): As part of its Industry 4.0 transformation, MDL has implemented an IoT-based predictive maintenance system for twelve motors associated with the Impounding Pump and Level Luffing Cranes No. 18 and 19. This system enhances operational reliability and reduces downtime through real-time monitoring. 3. Virtual Reality (VR) and Augmented Reality (AR): The Company has established a cutting- edge Virtual Reality Lab for validating 3D ship models and compartment layouts. This facility significantly reduces on-board rework, leading to time and cost savings. Additionally, the lab has been upgraded with Augmented Reality capabilities. These AR modules allow ship models to be viewed in situ using specialized devices, facilitating more accurate inspections, identifying mismatches, and evaluating
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 127 final installations with enhanced precision and understanding. c) T est Facility: Setting up of In-house Fluid Testing Laboratory: 1. The Submarine Division of your Company has setup an in-house Fluid Testing Laboratory in Alcock Yard for testing the cleanliness, pH and water content of hydraulic oil (FHARI 7311) used in the Submarines. 2. Initially, due to lack of facility, oil samples were sent to CETEC laboratory, France through Naval Group which used to take approx. 30-45 days to get test results resulting in production delay specially when a sample failed in first attempt, another 45 days were lost. 3. Your Company has set up its own facility by procuring an advanced version of Leica optical microscope DM4M and constructing an ISO Class-5 Clean Room apart from training and qualification of the operator. This has resulted in immediate testing of oil samples collected from the boat and result is known within 2-4 hrs. thereby avoiding consequential project delay. 4. All test procedures for determination of Particulate Contamination, pH, Chloride content, Water content etc. were developed based on Indian and International Standards. d) Measuring Instrumentation: MDL has acquired self-reliance in acoustic measurement and its analysis for various equipment which used to be performed by the collaborator in the beginning. e) Online Interaction: Your company has adopted online video conferencing platforms for conducting discussions/ meetings/ seminars including the Technical Negotiations, Commercial Negotiation and Price Negotiations with various agencies. Most of the departments are augmented with media set up including cameras, large screen LCD displays, etc. to facilitate this.
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128 Statements in this management discussion and analysis of financial condition and results of operations of the company describing the company’s objectives, expectations or predictions may be forward looking within the meaning of applicable Securities Laws and Regulations. Forward looking statements are based on certain assumptions and expectations of future events. The company cannot guarantee that these assumptions and expectations are accurate or will be realised. The company assumes no responsibility to publicly amend, modify or revise forward looking statements on the basis of any subsequent development, information or events. Actual results may differ materially from those expressed in the statement. Important factors that could influence the company’s operations include government’s strategy relating to acquisition of naval platforms, changes in government regulations, tax laws, economic developments within the country and such other factors globally. A. Industry Structure and Developments, Strengths, Weaknesses, Opportunities and Threats, major initiatives undertaken and planned to ensure sustained Performance and Growth: The global landscape is undergoing a significant transition, driven by rapidly evolving geopolitical and technological developments. These dynamics are reshaping international power structures and creating new security challenges. India’s defence and security policy reflects its firm commitment to regional stability and global prosperity. In this context, India’s strategic maritime location presents a unique opportunity for the development of a robust shipbuilding and ship repair industry. During the Sectoral Review of Ports, Shipping, and Waterways for FY 2022–23, chaired by the Hon’ble Prime Minister, a key directive was issued to establish India as a global hub for shipbuilding. This aligns with the Economic Survey 2022–23, which identified the shipbuilding sector as a strategically important industry, essential to India’s defence capabilities, energy security, and the growth of the heavy engineering sector. The survey highlighted two critical economic advantages of shipbuilding: • High Employment Multiplier (6.48): The industry is capable of generating large-scale employment, particularly in coastal, remote, and rural regions. • Investment Multiplier (Approx. 1.82): Based on a conservative Marginal Consumption to GDP Ratio (MCGR) of 0.45, an investment of ₹1.5 lakh crore in naval shipbuilding could generate ₹2.73 lakh crore in economic activity, underscoring the sector’s strong growth potential. From a maritime defence perspective, India boasts a 7,500 km-long coastline and a territorial border exceeding 15,000 km. Located along major international shipping routes, India depends heavily on maritime trade, which forms a significant component of its GDP. As the economy expands, the volume of maritime trade is expected to grow substantially. The Indian Navy, in collaboration with the Indian Coast Guard and various state and central agencies, plays a crucial role in safeguarding maritime interests. Its fleet spans from aircraft carriers to small patrol boats, underscoring the need for diverse shipbuilding capabilities. The global shipbuilding industry encompasses the construction and modification of ships, offshore vessels, and rigs. Domestically, the industry primarily serves the Indian Navy and the Indian Coast Guard. In December 2015, the Government of India approved a new Shipbuilding Policy aimed at providing financial support to shipbuilders and granting infrastructure status to the sector. ₹4,000 crore has been allocated for implementation over a ten-year period. Additionally, the Indian Naval Indigenisation Plan (INIP) 2015–2030 outlines the vital role of domestic industry in meeting the sophisticated requirements of the armed forces. This supports the Government’s “Make in India” initiative, encouraging the development of advanced indigenous systems for naval platforms. Company Overview and Industry Position Your Company, a Defence Public Sector Undertaking (DPSU) under the Ministry of Defence (MoD), specializes in the construction and repair of warships and submarines for the Indian Navy, as well as vessels for commercial clients. It was conferred with ‘Navratna’ status in 2024 by the Department of Public Enterprises. MDL is the only Indian shipyard to have built destroyers and conventional submarines for the Indian Navy and the Only shipyard in India Conferred with Navratna Appendix ‘G’ to the Board’s Report MANAGEMENT DISCUSSION AND ANALYSIS REPORT 2024-25 FORWARD LOOKING STATEMENTS
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 129 Status. It was also among the first to manufacture corvettes (Veer and Khukri class) domestically. The Company has played a pivotal role in supporting the Indian Navy’s indigenization goals, contributing significantly to national defence capabilities. With a strong legacy in advanced warship construction, the Company operates under the motto “Building Quality Ships on Time.” Notable achievements include the successful delivery of: • Warships: 6 Leander-Class Frigates, 3 Godavari- Class Frigates, 3 Corvettes, 4 Missile Boats, 10 Destroyers, 3 Shivalik-Class Frigates And 01 Nilgiri Class Frigate. • Submarines: 8 Submarines. • Indian Coast Guard Vessels: 7 offshore patrol vessels. • Additionally, the Company has delivered jackets, decks of wellhead and process platforms, jack-up rigs, and various offshore structures. Business Segments Your Company operates across two primary divisions: 1. Shipbuilding Division: Involved in building and repairing commercial vessels, as well as refitting naval ships. 2. Submarine and Heavy Engineering Division: Focuses on the construction, repair, and refit of diesel-electric submarines. Since its nationalisation in 1960, the Company has delivered 805 vessels, including: • Warships (ranging from destroyers to missile boats) • Submarines • Commercial and Support Vessels, including cargo ships, passenger vessels, supply ships, multi- purpose support vessels, water tankers, dredgers, fishing trawlers, tugs, barges, and border outposts for both domestic and international clients. The Shipbuilding industry is inherently multidisciplinary and possesses a unique set of complexities. In the context of rising threat perceptions and evolving security challenges, defence technology remains highly dynamic, necessitating constant innovation and upgradation. Keeping pace with global technological advancements is one of the foremost challenges in the Warship building segment. Despite these challenges, your Company has successfully transformed itself into a centre of excellence—powered by modern infrastructure, a highly skilled workforce, and a team of dedicated engineers. This synergy of capability, commitment, and continuous improvement ensures that the shipyard remains at the forefront of India’s defence shipbuilding landscape. B. SWOT ANALYSIS 1. STRENGTHS 1.1 World-Class Infrastructure and Capacity Your Company boasts state-of-the-art infrastructure, certified under ISO 9001:2015, for both Shipbuilding and Submarine & Heavy Engineering. The integrated facilities at Mazdock, including the recently modernized yard, Nhava Yard, newly acquired South Yard Annexe, and the Shore Integration Facility, collectively enable the shipyard to serve the needs of both the Ministry of Defence and the commercial sector. Your Company currently has the capacity to construct ten warships and eleven conventional submarines simultaneously, supported by key facilities such as: • Module Workshop with two 50-ton EOT cranes and a retractable roof, designed for fabricating large, pre-outfitted hull blocks under a covered environment. • 300-ton Goliath Crane with a 138-meter span, straddling two slipways and the module workshop. • Wet Basin spanning approximately 27,000 sq. meters. • Cradle Assembly Shop used for fabricating and pre-outfitting cradle structures in unit block assemblies. 1.2 Commitment to ‘Make in India’ A dedicated ‘Make in India’ Department drives the Company’s indigenization initiatives. Over the past five years, indigenous content in warships and submarines has steadily increased, resulting in reduced construction costs and lower dependency on foreign component suppliers. This strategic focus enhances self-reliance and aligns with the Government of India’s vision of Atmanirbhar Bharat (Self-Reliant India). 1.3 Strategic Geographical Location Located on the west coast of India, the shipyard benefits from its position along one of the busiest international maritime trade routes connecting Europe,
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130 West Asia, and the Pacific Rim. Based in Mumbai—the commercial capital of India and home to the Western Naval Command—the location provides easy access to key clients, including the Indian Navy and Indian Coast Guard, and a robust network of sub-contractors and ancillary industries, thereby enhancing coordination, logistics, and overall efficiency. 1.4 Advanced Design Capabilities Your Company’s strong technical foundation, proven quality, and the efficient construction of complex vessels are driven by its mature design systems and experienced team. A large pool of naval architects, engineers, and draftsmen , supported by a seasoned senior management team, contributes significantly to accelerated project execution and innovation in design. 1.5 Niche Capabilities MDL holds a unique position among Defence Public Sector Undertakings (DPSUs) as the only shipyard constructing both conventional submarines and destroyers for the Indian Navy. Additionally, it was one of the first shipyards in India to manufacture Corvettes (Veer and Khukri Class), showcasing its leadership in high-end naval shipbuilding. 1.6 Ongoing Infrastructure Expansion Your Company owns 40 acres of freehold land at Nhava, Navi Mumbai, being developed into a greenfield shipyard with modern amenities including a shiplift, wet basin, workshops, storage facilities, and a ship repair center. Additionally, it has acquired 15 acres of contiguous land from the Mumbai Port Authority on a long-term lease (29 years), currently undergoing infrastructure upgrades to further enhance operational capacity. 2. WEAKNESSES 2.1 Extended Project Timelines The construction of warships and submarines involves long gestation periods due to the inherent technological complexities and sophisticated processes required. These extended timelines pose challenges in project planning and timely execution. 2.2 Tidal Constraints and Siltation The waterfront at our shipyard is susceptible to siltation, necessitating regular dredging to maintain navigable depth. Significant expenditure on such maintenance activities could adversely impact the Company’s financial performance and operational outcomes. 2.3 Complex and Risk-Prone Manufacturing Processes The manufacturing of defence vessels involves intricate processes requiring advanced, high-cost equipment and the handling of hazardous materials. This exposes operations to risks such as equipment breakdowns, performance issues, installation errors, environmental hazards, and potential industrial accidents. Any malfunction or defect in final products may result in substantial damage, including personal injury or loss of life, leading to legal liabilities and reputational risks. 2.4 Project Delay Consequences Delays in project completion can trigger imposition of liquidated damages, invocation of performance bank guarantees, and indemnity bonds by clients. Such consequences may negatively affect the Company’s financial results and expose it to future claims or litigation from customers. 2.5 Dependency on External Suppliers Timely procurement of raw materials, equipment, and components from Original Equipment Manufacturers (OEMs) and other suppliers is critical to maintaining delivery schedules. Any delays or deviations by suppliers can disrupt production timelines and client commitments. 2.6 Skilled Workforce Requirement Warship and submarine building is a highly capital- and skill-intensive industry. It demands a specialized workforce capable of integrating advanced technologies, weapon systems, and sensor platforms to meet the strategic and operational requirements of the Indian Navy. Ensuring a steady supply of skilled professionals remains a challenge. 2.7 Competitive Global Pricing Pressures The global shipbuilding market is marked by intense price competition, particularly from developing nations. These market conditions, coupled with cyclical downturns in the commercial shipbuilding sector, limit the Company’s ability to scale up exports competitively. 2.8 Dependence on Foreign OEMs There is a significant reliance on foreign Original Equipment Manufacturers for critical components such as weapons, sensors, propulsion systems, and other specialized equipment. This dependency poses risks related to supply chain disruptions, cost volatility, and geopolitical uncertainties.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 131 3. OPPORTUNITIES 3.1 Government Support through Financial Assistance Policies Under the Shipbuilding Financial Assistance Policy (2015), the Government of India has earmarked ₹40 billion over a 10-year period to support shipbuilders. This policy, along with exemptions from Customs and Central Excise Duties on raw materials and parts used in ship construction, aims to significantly reduce manufacturing costs and enhance the global competitiveness of Indian shipyards. 3.2 Indigenization and ‘Make in India’ Initiative The Indian Naval Indigenisation Plan (2015–2030) highlights the pivotal role of both public and private sectors in meeting the sophisticated requirements of the Armed Forces through the efficient use of existing industrial capabilities. This aligns with the Government’s ‘Make in India’ vision and creates significant opportunities for indigenous design, development, and manufacturing of warships, submarines, and associated components. 3.3 Sagarmala Project and Coastal Infrastructure Expansion The Sagarmala Project is expected to drive a 15-fold increase in coastal and inland waterway traffic over the next two decades. The projected expansion of port capacity by nearly five times (from the current 350 million tonnes) presents a substantial opportunity for increased demand in shipbuilding, ship repair, and maintenance services, particularly in coastal infrastructure and support vessels. 3.4 Atmanirbhar Bharat and Defence Sector Reforms The Draft Defence Production Policy (DPP) 2018 aims to build a robust, competitive domestic defence industry. It advocates self-reliance in the development and manufacturing of platforms such as warships and promotes liberalised FDI policies, including automatic approval of up to 74% FDI in areas of niche defence technology. These initiatives provide substantial impetus for industry growth and modernization. 3.5 Ship Repair and Refit Opportunities India’s strategic location along major global shipping routes connecting Europe, the Americas, and East Asia offers vast potential in ship repair and refit services. The proximity of these international trade corridors to the Indian coastline positions MDL advantageously to service commercial and military vessels traversing these high-traffic maritime routes. 3.6 Defence Exports and High-T ech Integration With over eight decades of specialized expertise in warship construction and complex weapon–sensor integration, MDL is uniquely positioned to address the growing global demand for advanced defence platforms. The Company’s proven capabilities in building high- tech defence vessels provide a competitive edge in the international market. 3.7 Industry 4.0 and Artificial Intelligence Integration Technologies such as Artificial Intelligence (AI) , a cornerstone of the Industry 4.0 revolution, offer promising avenues to enhance shipbuilding efficiency, automation, predictive maintenance, and intelligent decision-making. Integration of AI-driven solutions across operations could significantly improve productivity, accuracy, and cost-effectiveness. 3.8 Diversification into Aerospace and MRO Services MDL has initiated diversification efforts by entering the aviation segment and has undertaken a Maintenance, Repair, and Overhaul (MRO) contract for helicopter repair. This marks a strategic expansion into the aerospace and aviation support domain, further broadening the Company’s capabilities and revenue streams. 4. THREATS 4.1 Strategic Partnership Model under DPP 2016 The implementation of the Strategic Partnership Model under the Defence Procurement Procedure (DPP) 2016, introduced in 2017, has designated select Indian private companies to partner with foreign OEMs for manufacturing defence platforms. This shift has intensified competition, especially in high-value defence projects, potentially impacting the market share of public sector entities like MDL. 4.2 Global Competition from International Shipyards Shipbuilders in countries such as China, Japan, and South Korea benefit from extensive government support, cost-effective labour, and massive production capacities. These advantages enable them to offer highly competitive pricing in the international market. While MDL remains confident in the superior technical standards, quality, and efficiency of its vessels, this external competitive pressure cannot be overlooked. 4.3 Challenges with T elescopic Design Methodology The reliance on telescopic design approaches, wherein design, procurement, and construction phases overlap, poses significant risks. The viability of such models is
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132 increasingly challenged due to dependencies on foreign vendors for critical components such as weapons and propulsion systems. Any delays in customer nominations, procurement approvals, or supplier decisions can lead to time and cost overruns, adversely affecting project deliverables and profitability. 4.4 Geopolitical Risks and T errorism T errorism and radicalisation remain pressing global threats with potential to disrupt economic and defence stability. India’s continued emphasis on counter-terrorism at both bilateral and multilateral levels underlines the severity of this risk. Any regional instability or terrorist activity near strategic assets could impair operations or heighten security costs. 4.5 Exposure to International Sanctions There exists a risk of exposure to international sanctions, particularly U.S. or EU sanctions, through direct or indirect engagement with restricted countries or entities via technical collaborations. Such risks could interrupt supply chains, hinder foreign cooperation, or result in reputational and financial consequences. 4.6 Margin Pressure due to Fixed-Price Contracts A significant proportion of MDL’s contracts are fixed-price in nature, which limits profitability if cost escalations or timeline overruns occur. Factors such as ambiguous specifications, evolving technical standards, and procedural complexities in defence procurement can result in cost overruns and contractual penalties, negatively impacting the Company’s financial health. C. BUSINESS RISKS AND CONCERNS Your Company has developed a robust Risk Management Framework to identify, assess, monitor, and mitigate potential risks that could affect operational and financial performance. The key business risks and concerns include: 1. Project Delays and Quality Issues • Delay in Deliveries: Delays in project execution can severely impact the Company’s reputation, operational efficiency, and financial outcomes. • Subcontractor Performance: Poor quality or delayed performance by subcontractors can compromise project timelines and quality standards, affecting customer trust and business sustainability. 2. Supply Chain and Material Risks • Import Dependencies: A significant portion of critical equipment (65-70%) is imported, and fluctuations in exchange rates and international prices directly impact production costs and profit margins. • Raw Material Availability: Global disruptions may lead to non-availability or delays in sourcing essential materials, undermining the competitiveness of domestic shipbuilding. 3. Operational and Infrastructure Challenges • Siltation of Waterfront: The natural tendency for siltation at the shipyard waterfront necessitates regular dredging. This increases operational costs and can delay vessel movements if not adequately maintained. 4. Regulatory and Legal Uncertainties • Policy and Taxation Risks: Changing government policies, tax laws, and potential retrospective applications of legal provisions may lead to unforeseen financial liabilities and affect cash flow stability. 5. Competitive Constraints • Global Benchmarking: To remain competitive globally, the Company must reduce build periods and pricing to match international shipbuilding leaders. This remains a challenge given the relatively nascent state of the ancillary industrial ecosystem in India. • Labour and Equipment Costs: Labour costs, though lower than some countries, still contribute 10–15% of total cost. Equipment costs constitute 50–55% due to lack of domestic manufacturing, increasing overall project expenses. 6. Order Book Volatility • Revenue Realization Risks: Existing contracts in the order book may not always convert into realized income due to cancellation, delays, or budgetary constraints from clients, impacting revenue projections.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 133 D. Financial performance with respect to operational performance during the year ended 31 st March 2025 are as follows: (₹ in Lakh) Particulars As on 31st March, 2025 As on 31st March, 2024 Total Income 12,60,065 10,60,460 Revenue from Operations 11,43,188 9,46,658 Gross Margin (EBIDTA) 3,22,879 2,54,963 Profit before Exceptional Items & Tax 3,10,920 2,46,138 Exceptional Item - - Profit Before Tax After Exceptional Items 3,10,920 2,46,138 Tax Expense 78,432 61,595 Profit After Tax 2,32,488 1,84,543 Net Worth 7,18,084 5,57,068 Book Value per Share (in ₹) (FV ₹5) 178.02 138.10 Earnings per Share (in ₹) (FV ₹5) 57.63 45.75 Dividend per Share (in ₹) (FV ₹5) 17.31 13.73 Efficiency Ratios (%) FY 2025 FY 2024 PBT Margin 27.20 26.00 PAT Margin 20.34 19.49 Debtors Turnover 7.75 6.56 Basic EPS 57.63 45.75 Export/Import FY 2025 FY 2024 Export as a percentage of Revenue from Operations 0.53% 0.16% Import as a percentage of Revenue from Operations 16.49% 25.51% • Total Income has increased by 18.82% from ₹ 10,60,460 lakh in FY 2023-24 to ₹ 12,60,065 lakh in FY 2024-25. • Revenue from Operations has increased from ₹ 9,46,658 lakh in FY 2023-24 to ₹ 11,43,188 lakh in FY 2024-25. • Profit Before Tax (PBT) has increased from ₹ 2,46,138 lakh in FY 2023-24 to ₹ 3,10,920 lakh in FY 2024-25. • Book Value per Share has increased from ₹ 138.10 in FY 2023-24 to ₹ 178.02 in FY 2024-25. • Net Worth has increased by 28.90 % from ₹ 5,57,068 lakh in FY 2023-24 to ₹ 7,18,084 lakh in FY 2024-25. E. CORPORATE INITIATIVES FOR ENSURING SUSTAINED PERFORMANCE AND GROWTH: Your Company remains committed to strategic initiatives aimed at strengthening its market position, diversifying operations, and ensuring sustainable long-term growth: 1. Expansion into Ship Repair and Refits • Revival and expansion of refit and repair operations for Warships, Submarines, and commercial vessels offer new revenue streams. MDL aims to significantly scale this segment in the coming years. 2. Diversification of Product Portfolio • The Company is venturing into the manufacture of underwater platforms, marine and heavy engineering equipment, and offshore platforms. A dedicated team has been formed at the East Yard (Submarine Division) and a new marketing manual has been published to support this diversification drive. 3. Modernisation of Infrastructure • Continued investment in modernising shipbuilding facilities and equipment is being undertaken to stay aligned with evolving technologies and enhance productivity.
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134 4. Export and Indigenisation Focus • Exports have been identified as a strategic growth area. Active efforts are underway to penetrate international defence markets. • The Company is prioritising the indigenisation of equipment and systems in line with the Government of India’s self- reliance (Atmanirbhar Bharat) and Make in India initiatives, aimed at reducing foreign dependency and enhancing cost efficiency. 5. 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. 6. 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. 7. 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. 8. Towards undertaking the construction of advanced and next generation vessels, MDL has undertaken construction of a New Floating Dry Dock of 12000T capacity. F. INFORMATION TECHNOLOGY The company has institutionalized SAP/ERP to support its operations. The details are provided in the Board’s Report. G. MARKETING AND BUSINESS DEVELOPMENT The company has participated in various Naval/ Defence related exhibitions in India as well as abroad in order to project its capability and to assimilate the product range. The details are provided in the Board’s Report. H. HUMAN RESOURCE INITIATIVES Your Company has taken a number of initiatives on the Human Resource Management (HRM) front. Some of the initiatives are as below: a) Some important events like ‘International Yoga Day’ and ‘Samvidhan Diwas’, ‘Marathi Rajbhasha Din’ were celebrated and various activities were carried out in order to spread awareness amongst Executives & Non-Executives. b) ‘Chhatrapati Shivaji Maharaj Jayanti’, ‘Dr Ambedkar Jayanti’, ‘Mahaparinirvan Diwas’ and ‘Yard Open Day’, were celebrated as part of Employee engagement activities. c) All HR MoU parameters have been complied/ achieved. d) Settlement of PF & Gratuity on the last day of the month has been initiated for superannuating employees. Pension Payment Order (PPO) has been handed over to employees on the last date of the month in which they attain the age of superannuation. e) Celebration of ‘World Blood Donor Day’ on 14th June 2024 by conducting outreach activities like Health Talk on Blood Donation, Blood Group Testing, and organizing Blood Donation Camp wherein 2600 employees actively participated. f) Important events like the ‘International Yoga Day’ was celebrated in virtual mode on 21 June 2024, and ‘Satyanarayan Mahapooja’ was celebrated on 14 December 2024. g) Celebration like ‘Har Ghar Tiranga’ and ‘Ek Ped Maa Ke Naam’ Campaign were conducted during Independence week, 13 August 2024 to 15 August 2024.Under the campaign ‘Ek Ped Maa Ke Naam’ MDL has planted 7101 trees till 31 December 2024. h) The Departmental Promotion for executives in June 2024 and December 2024 and for non-executives w.e.f. 01 October 2024 were completed in time. i) Annual Health Check-up for all employees was conducted. Total 5743 Employees completed Annual Medical Examination by certifying Surgeon till 31 March 2025. j) HR Department has been complying with all applicable Industrial & Labour Laws, local laws like The Municipal Corporation Act and Other laws viz. RTI Act and Official Languages Act.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 135 k) MDL filled up 62 vacancies during FY 2024-25 which includes vacancies filled under Government initiative of Recruitment under Mission Mode. l) MDL has been laying 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. m) Clean-ship of adjacent areas/Roads of MDL by external agency: MDL has engaged a cleanship - specific agency for carrying out daily cleaning of roads (approx. 4.5 km) adjacent to MDL. n) Celebration of ‘Swachhta Pakhwada’, 2024 from 01 December 2024 to 15 December 2024. In accordance with the Ministry’s guidelines promulgated, various outreach activities have been conducted from 01 December 2024 to 15 December 2024 at MDL. o) In accordance with the Ministry’s guidelines promulgated, various outreach activities have been conducted and ‘Swachchta Hi Seva’ Campaign was carried out from 17 September 2024 to 02 October 2024 at MDL. Celebration of ‘Swachhta Pakhwada’, was carried out from 01 December 2024 to 15 December 2024. Various programs like Mini Marathon, Nukkad Natak, Sports events were conducted. p) Training for BOAT Apprentices and Graduate Apprentices on ‘Behavioural and Spiritual aspects’ of 08 sessions was conducted for self- development of apprentice students q) Mazdock Mumbai 10K Challenge - Mazdock Mumbai 10K Challenge was organized on 07 January 2025 at Nariman Point, Mumbai for employees as a part of MDL existence of 250 years. Around 2500 persons participated wholeheartedly in 10KM Challenge Run and 03KM Family Run. r) MDL was conferred with the distinguished ‘Navratna’ Status by Dept. Of Public Enterprise. Govt of India on 25 June 2024. s) A second edition of the Marathon was conducted on 15 December 2024 to celebrate the grant of Navratna status to MDL t) Implementation of extended zone of consideration in promotion of Non-executives for SC/ST employees I. EMPOWERMENT AND WELFARE OF WOMEN a) There are around 255 Women employees (executives and staff) in MDL. Women employees were imparted training on various topics viz. Leadership, Soft Skills and Technical training. b) MDL also provided Apprenticeship for skill enhancement in various trades to 72 girls Apprentices during this Financial Year. c) Women employees are members in the Forum of Women in Public Sector (WIPS). WIPS carries out various women empowering activities viz. National & Regional Meet - WIPS, Celebration of International Women’s Day. d) 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. e) Regular Awareness programs for enhancement of the prevention and redressal of sexual harassment at the workplace also conducted through print and digital media and regular training programs conducted from external agencies to sensitize employees about appropriate behavior and prevention of sexual harassment. Internal lady faculties shall be developed from within to impart training on POSH to both on roll and contract lady employees. f) The Company provides Crèche facility for the children of Women / Lady Employees under the supervision of a lady Doctor and two female attendants. Currently, 6 children are utilising the crèche facility on regular basis. g) Female employees who are on the permanent as well as Contract basis are entitled to Maternity Leave for 180 days. Similarly, 45 days maximum leave is allowed in case of Miscarriage. Promotion to Leadership Roles The percentage of Women employees at the Middle and Higher management level has increased on account of promotion in management grade. a) 02 Women Executives are heading by Section/ Department at MDL.
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136 b) 5.06% Women Executives in Middle Management/higher Management level of MDL c) The President of MDL Officers Association is chaired by Woman Executive. d) Office bearers of Unions at MDL is also represented by women Non Executives e) The Directors of MDL employees Co-operative Credit Society chaired by 02 Women Non- Executives. Other Committees There are a number of other committees wherein Women employees represent, these are: a) Grievance Redressal of Executives of all Yards of MDL b) Grievance Redressal Cell for SC/ST Employees c) Grievance Redressal of Staff/Sub Staff & Workmen of MDL, Mumbai Anik Chembur Yard & Nhava Yard. d) Redressal of Complaints of Sexual Harassment e) Women/WIPS Cell f) Award Committee Learning & Development With a view to upgrade the knowledge and skill of employees, MDL has conducted various training programs in which lady employees also participated. Lady employees are provided with equal opportunity for skill development and career progression in MDL. a) Women in Public Sector (WIPS) – Participated National and Regional Conference. b) Women Empowerment – Leadership Development c) Stress Management – stress management for working women d) ‘Mahila Manomilan’ – Traditional methodology for women Team building e) Medical Awareness Sessions (Gynecology / Cancer) f) Leadership Development through IIM – Specialized training programme for Leadership Development g) Regular sessions on Prevention of Sexual Harassment (POSH) at workplace h) Security Sensitization (Prevention/Protection from Social crime) - Conducted through Mumbai Police i) Mentorship – Woman Executives appointed as Mentors J. INFORMATION TECHNOLOGY FOR HUMAN RESOURCE: a) MDL launched online web portal for employees named MDL e-Connect where employees can access static employee details like Pay Slip, PF Slip, Contributory Pension details, Leave balance, Procedures/Manuals and Recent Circulars digitally. The process is a green initiative aimed at reducing the use of paper thereby the carbon footprint of MDL. The online system is simple and user-friendly and this will make the process hassle free for employees. It will also optimize the workload of HR by helping in compliance and reporting. The launch of these initiatives seeks to realize the goal of inclusive development by adopting to the technology. This will further consolidate MDL’s initiative of digital transformation and MDL’s commitment in participating with the Government of India’s flagship initiative of Digital India. b) Payroll in SAP system has been merged to single payroll area from three different payroll areas having two different timelines for running of payroll. This has streamlined the payroll process bringing down the number of man- days required for running of payroll. This has also brought efficiency in payment of statutory dues, reconciliation of payroll data and posting of payroll data in finance module. K. SKILL INDIA INITIATIVES: In line with the Skill India Mission of Government of India, your Company has set up an ambitious target for Skill Development Projects: a) Trade Apprentices: i. Induction of 518 nos. Apprentices in October Batch 2024 in MDL. ii. Basic Training, Soft skill training and on- the-job training were imparted to trade apprentices. b) Graduate & Diploma Apprentices: i. Selection of 200 nos. Diploma, Engineering Graduate & General Stream Graduate for One Year on-the-job apprenticeship training in MDL as per Apprentices Act under Board of Apprenticeship Training, Western Region (BOAT WR).
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 137 ii. General Stream Graduate of BCOM, BCA & BBA disciplines were selected and deputed to Finance, Commercial, CIT, HR & Admin dept. for one year on the job training. iii. 74 nos. of Batch 2023-24 completed one- year on-the-job training in March 2025 and 72 nos. joined training in March 2025 under batch 2024-25. c) Marine Engineering Apprenticeship Scheme: i. 152 Nos. cadets of Shipping Corporation of India (SCI), Marine Engineering and Research Institute (MERI), TS–Rahman, AMET Chennai and BP marine Mumbai were trained in FY 2024-25. d) MDL Participation with various Govt. Scheme: i. Ministry of Corporate Affairs (PMIS Cell) has launched “Prime Minister’s Internship Scheme (PMIS)” in 2024 with an aim to help 1 crore youth in next 5 years to gain exposure for 12 months to real-life business environment, across varied professions and employment opportunities in Top 500 companies. MDL has been selected as a partner company for implementing PMIS ii. Centre of Excellence in Welding is registered on Skill India Portal under Capital Goods Sector Skill Council with Registration Number: TC220117 for imparting short term training under Skill India Mission. iii. MDL ATS is also registered with registration number TC225915 for imparting training to un-organized sectors such as Boat Maker & Carpenter under PM Vishwakarma Scheme. L. INTERNAL CONTROL SYSTEM i. The Company has an Internal control system commensurate with the nature and size of business which monitors efficient use and safeguarding of resources, compliance with statutes, policies and procedure and maintains accuracy of recording transactions and reporting the same to the Audit Committee and Board. The system of Internal Control comprises of 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.
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138 Appendix ‘H’ to the Board’s Report Form AOC-1 (Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2O14) Statement containing salient features of the financial statement of subsidiaries or associate companies or Joint ventures Part ‘A’ Subsidiaries (₹ in Lakh) Sr. No. Particulars 1 Name of the Subsidiary MDL has no subsidiaries 3 The date since when subsidiary was acquired NA 4 Reporting period for the subsidiary concerned, if different from the holding company’s reporting period. NA 5 Reporting currency and Exchange rate as on the last date of the relevantFinancial year in the case of foreign subsidiaries. NA 6 Share Capital NA 7 Reserve & Surplus NA 8 Total Assets NA 9 Total Liabilities NA 10 Investments NA 11 Turnover NA 12 Profit Before taxation NA 13 Provision for taxation NA 14 Profit after taxation NA 15 Proposed Dividend NA 16 % of Shareholding NA Name of subsidiaries which are yet to commence operations NA Names of subsidiaries which have been liquidated or sold during the year NA
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 139 Part ‘B’ Associates & Joint Ventures Sr. No. Name of Associates GOA SHIPYARD LIMITED 1 Latest audited Balance Sheet Date 31 March 2025 2 Date on which the Associate or Joint Venture was associated or acquired 18 November 1967* 3 Shares of Associates held by the company on the year end: Numbers 54957600 Amount of Investment in Associates 600 Extent of Holding % 47.21% 4 Description of how there is significant influence Voting Rights 5 Reason why the associate/Joint venture is not consolidated. NA 6 Net worth attributable to shareholding as per latest audited Balance Sheet 76508 7 Profit or Loss for the year i. Considered in Consolidation 13617 ii. Not Considered in Consolidation 15227 Names of associates or joint ventures which are yet to commence operations. NA Names of associates or joint ventures which have been liquidated or sold during the year. NA *Date of first acquisition of the shares C. R. Sagdeo & Co. For and on behalf of the Board of Directors Chartered Accountants Sd/- Firm Registration No. 108959W Capt. Jagmohan (Retd.) Chairman and Managing Director DIN - 08630668 Sd/- Sd/- CA Sachin V. Luthra Ruchir Agrawal Partner Director (Finance) Membership No. 109127 DIN - 10166533 Sd/- Madhavi Kulkarni Company Secretary Date: 29 May 2025 ACS 15663 Place: Mumbai UDIN: 25109127BMJLUX1352
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140 Appendix ‘I’ to the Board’s Report Form AOC-2 (Pursuant to clause (h) of sub -section (3) of section 134 of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules, 2014) Form for disclosure of particulars of contracts/ agreements entered into by the Company with related parties referred to in subsection (1) of Section 188 of the Companies Act, 2013 including certain arm’s length transactions under third proviso thereto Details of contracts of arrangements or transaction not at arm’s length basis Details of material contract or arrangements or transactions at arm’s length basis (a) Name(s) of the related party and nature of relationship Not Applicable (a) Name(s) of the related party and nature of relationship Not Applicable (b) Nature of contracts/ arrangements/ transactions Not Applicable (b) Nature of contracts/ arrangements/ transactions Not Applicable (c) Duration of the contracts/ arrangements/ transactions Not Applicable (c) Duration of the contracts/ arrangements/ transactions Not Applicable (d) Salient terms of the contracts or arrangements or transactions including the value, if any Not Applicable (d) Salient terms of the contracts or arrangements or transactions including the value, if any: Not Applicable (e) Justification for entering into such contracts or arrangements or transactions Not Applicable (e) Date(s) of approval by the Board, if any: Not Applicable (f) Date of approval by the Board Not Applicable (f) Amount paid as advances, if any: Not Applicable (g) Amount paid as advances, if any: Not Applicable (h) Date on which the special resolution was passed in general meeting as required under first proviso to section 188 Not Applicable For and on behalf of the Board of Directors Sd/- Capt. Jagmohan (Retd.) Chairman and Managing Director DIN – 08630668 Date: 29 May 2025 Place: Mumbai
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 141 To, The Members MAZAGON DOCK SHIPBUILDERS LIMITED Dockyard Road, Mumbai – 400010, Maharashtra We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by MAZAGON DOCK SHIPBUILDERS LIMITED (CIN: L35100MH1934GOI002079) (hereinafter called “the Company”) for the year ended on March 31, 2025. Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/ statutory compliances and expressing our opinion thereon. Based on our verification of the Company’s books, papers, minute books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorised representatives during the conduct of secretarial audit, we hereby report that in our opinion, the Company has, during the audit period covering April 01, 2024 to March 31, 2025 complied with the statutory provisions listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter. We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year ended March 31, 2025 according to the provisions of: (i) The Companies Act, 2013 (the Act) and the rules made thereunder; (ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder; (iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder; (iv) Foreign Exchange Management Act,1999 and the rules and regulations made thereunder to the extent of Foreign Direct Investment, Overseas Direct Investment and External Commercial Borrowings;(not applicable to the company during the audit period) Appendix ‘J’ to the Board’s Report FORM NO. MR-3 SECRETARIAL AUDIT REPORT FOR THE FINANCIAL YEAR ENDED MARCH 31, 2025 [Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No.9 of the Companies (Appointment and Remuneration Personnel) Rules, 2014] (v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’): - a. The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011; b. The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015; c. The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018; (not applicable to the company during the period under review) d. The Securities and Exchange Board of India (Share Based Employee Benefits & Sweat Equity) Regulations, 2021; (not applicable to the company during the period under review) e. The Securities and Exchange Board of India (Issue and Listing of Non-Convertible Securities) Regulations, 2021; (not applicable to the company during the period under review) f. The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client; (not applicable to the company during the period under review) g. The Securities and Exchange Board of India (Delisting of equity shares) Regulations, 2021; (not applicable to the company during the period under review) h. The Securities and Exchange Board of India (Buyback of Securities Regulations, 2018; (not applicable to the company during the period under review) i. Securities and Exchange Board of India (Depositories & Participants) Regulations, 2018. (T o the extent applicable). (vi) We are of the opinion that the management has complied with the following laws specifically applicable to the Company:
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142 1. Factories Act, 1948; 2. Industrial Disputes Act, 1947; 3. Environment Protection Act, 1986; 4. Water (Prevention and control of pollution) Act, 1981; 5. Air (Prevention and control of pollution) Act, 1974; 6. Hazardous Waste (Management and handling) Rules, 1989; 7. Guidelines on Corporate Governance for Central Public Sector Enterprises, 2010 issued by the Department of Public Enterprises, Ministry of Heavy Industries and Public Enterprises, Government of India; 8. Guidelines on Corporate Social Responsibility and sustainability for Central Public Sector Enterprises. We have relied on the representation made by the Company and its Officers for systems and mechanism formed by the Company for compliances under other applicable Acts, Laws and Regulations to the Company. The Company being a Government Company under the administrative control of the Ministry of Defence (“MoD”), Government of India, the power to appoint Directors (including Independent Directors) and the terms and conditions of such appointment, including remuneration and evaluation, vests with the Government of India. We have also examined compliance with applicable clauses of the following: 1. Secretarial Standards issued by The Institute of Company Secretaries of India; 2. The Securities and Exchange Board of India (Listing obligations and Disclosure Requirements) Regulation 2015. During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above except the following: • As per Regulation 17 of the SEBI (LODR), 2015, and the DPE Guidelines on Corporate Governance, the Company could not comply with the following requirement: a) Fifty percent of the Board of Directors as Non- Executive w.e.f March 25, 2025, Independent Directors w.e.f. December 24, 2024, an Independent Woman Director w.e.f. December 27, 2024, and non-availability of a minimum of six directors during the period from March 01, 2025 to March 06, 2025. We further report that: The Board of Directors of the Company is duly constituted and the changes in the composition of the Board of Directors that took place during the period under review were carried out in compliance with the provisions of the Act. However, the Company has not been able to appoint requisite number of Independent Directors, as required under the provisions of the Act, Rules and Regulations. Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting. Majority decision is carried through while the dissenting members’ views, if any are captured and recorded as part of the minutes. We further report that there are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines. We further report that during the audit period, the company had the following specific events or actions which might have a bearing on the company’s affairs in pursuance of the above referred laws, rules, regulations, guidelines, standards, etc. as mentioned herein: 1. Approval sought from the Shareholders of the Company for Alteration of Articles of Association of the Company pursuant to grant of Navratna Status & rectification of Clauses. 2. Appointment of Mr. Amit Satija as Non-Executive - Nominee Director w.e.f. August 14, 2024. 3. Cessation of Mr. Anurag Bajpai as Non-Executive - Nominee Director w.e.f. August 14, 2024. 4. Cessation of Mr. Jasbir Singh as Executive Director w.e.f. October 31, 2024. 5. Cessation of Mr. Amit Satija as Non-Executive - Nominee Director w.e.f. December 10, 2024. 6. Appointment of Mr. Rajeev Prakash as Non-Executive - Nominee Director w.e.f. December 10, 2024. 7. Cessation of Mr. Mallikarjunarao Bhyrisetty as Non- Executive - Independent Director w.e.f. December 24, 2024.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 143 8. Cessation of Mrs. Jagjeet Kaur Neeru Singh as Non- Executive - Independent Director w.e.f. December 27, 2024. 9. Cessation of Mr. Sanjeev Singhal as Executive Director w.e.f. February 28, 2025. 10. Appointment of Mr. Ruchir Agrawal as Executive Director w.e.f. March 07, 2025. 11. Appointment of Mr. S B Jamgaonkar as Executive Director w.e.f. March 25, 2025. 12. Declaration & Payment of final dividend of ₹ 12.11/- per equity shares of ₹ 10/- each fully paid-up for the F.Y. 2023-24. 13. Declaration & Payment of interim dividend of ₹ 23.19/- per equity share of ₹ 10/- each fully paid-up. 14. Declaration & Payment of interim dividend of ₹ 3.00/- per equity share of ₹5 each fully paid-up. 15. Approval sought from the Shareholders of the Company for sub-division/ split of existing 1 (One) Equity Share of face value of ₹10/- (Rupees Ten Only) each fully paid up into 2 (Two) Equity Shares of face value of ₹ 5/- (Rupees Five Only) each fully paid up. 16. Approval sought from the Shareholders of the Company for alteration of Capital Clause of the Memorandum of Association of the Company on account of above sub- division/ split of Equity Shares. Date: 29 May 2025 Place: Mumbai For Ragini Chokshi and Co. (Company Secretaries) Sd/- Makarand Patwardhan (Partner) C.P. No.: 9031 ACS No.: 11872 UDIN: A011872G000481440 PR Certificate No.: 4166/2023 This report is to be read with our letter of even date which is annexed as Annexure A and forms an integral part of this report.
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144 Annexure A To, The Members MAZAGON DOCK SHIPBUILDERS LIMITED Dockyard Road, Mumbai – 400010 Our report of even date is to be read along with the letter. 1. Maintenance of secretarial record is the responsibility of the management of the Company. Our responsibility is to express an opinion on these secretarial records based on our audit. 2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts are reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion. 3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company. 4. Where ever required we have obtained the Management representation about the compliance of laws, rules and regulations and happenings of events etc. 5. The compliance of the provisions of Corporate Governance and other applicable laws, rules, regulations, standards are the responsibility of management. Our examination was limited to the verification of procedures on test basis. 6. The Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with which the management has conducted the affairs of the Company. Date: 29 May 2025 Place: Mumbai For Ragini Chokshi and Co. (Company Secretaries) Sd/- Makarand Patwardhan (Partner) C.P. No.: 9031 ACS No.: 11872 UDIN: A011872G000481440 PR Certificate No.: 4166/2023
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 145 Appendix ‘K’ to the Board’s Report CERTIFICATE OF NON-DISQUALIFICATION OF DIRECTORS (Pursuant to Regulation 34(3) and Schedule V Para C clause (10)(i) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015) To , The Members, MAZAGON DOCK SHIPBUILDERS LIMITED Dockyard Road, Mumbai – 400010, Maharashtra We have examined the relevant registers, records, forms, returns and disclosures received from the Directors of MAZAGON DOCK SHIPBUILDERS LIMITED having CIN:L35100MH1934GOI002079 and having registered office at Dockyard Road, Mumbai 400010 (hereinafter referred to as ‘the Company’), produced before us by the Company for the purpose of issuing this Certificate, in accordance with Regulation 34(3) read with Schedule V Para-C Sub-clause 10(i) of the Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. In my/our opinion and to the best of my/our information and according to the verifications (including Directors Identification Number (DIN) status at the portal (www.mca.gov.in) as considered necessary and explanations furnished to me / us by the Company & its officers, I/We hereby certify that none of the Directors on the Board of the Company as stated below for the Financial Year ending on March 31, 2025 have been debarred or disqualified from being appointed or continuing as Directors of companies by the Securities and Exchange Board of India, Ministry of Corporate Affairs, or any such other Statutory Authority. Sr. No. Name of Director DIN Date of Appointment in Company 1 Biju George 09343562 27/10/2021 2. Rajeev Prakash 08590061 10/12/2024 3. Vasudev Ranganath Puranik 09623387 09/06/2022 4 Ruchir Agrawal 10166533 07/03/2025 5. S B Jamgaonkar 11017821 25/03/2025 6. Dattaprasad Prabhakar Kholkar 10054086 23/02/2023 7. Sambasiva Rao Chandu 02296283 22/02/2024 Ensuring the eligibility for the appointment / continuity of every Director on the Board is the responsibility of the management of the Company. Our responsibility is to express an opinion on these based on our verification. This certificate is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness with which the management has conducted the affairs of the Company. Date: 29.05.2025 Place: Mumbai For Ragini Chokshi & Co. (Company Secretaries) Sd/- Makarand Patwardhan (Partner) No: 11872 C. P. No: 9031 UDIN: A011872G000481528 PR Certificate No.: 4166/2023
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146 Appendix ‘L’ to the Board’s Report CEO and CFO Certificate under Regulation 17(8) of the SEBI (LODR) Regulations, 2015 and DPE Guidelines on Corporate Governance To The Board of Directors Mazagon Dock Shipbuilders Limited A. We have reviewed financial statements and the cash flow statement of Mazagon Dock Shipbuilders Limited (MDL) for the year ended on 31st March 2025 and that to the best of our knowledge and belief: i. these statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading; ii. these statements together present a true and fair view of the MDL’s affairs and are in compliance with existing accounting standards, applicable laws and regulations. B. There are, to the best of our knowledge and belief no transactions entered into by the MDL, during the year which are fraudulent, illegal or violative of the MDL’s code of conduct. C. We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have evaluated the effectiveness of MDL’s internal control systems pertaining to financial reporting. We have not come across any reportable deficiencies in the design or operation of such internal controls. D. We have indicated to the auditors and the Audit Committee that: i. there are no significant changes in internal controls over financial reporting during the year; ii. there are no significant changes in accounting policies during the year and the same have been disclosed in the notes to the financial statements; and iii. there are no instances of significant fraud of which we have become aware. Sd/- Capt. Jagmohan (Retd.) Chairman and Managing Director DIN: 08630668 Sd/- Ruchir Agrawal Director (Finance) DIN: 10166533 Date: 29 May, 2025 Place: Mumbai
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 147 Appendix ‘M’ to the Board’s Report Declaration of Compliance with the Code of Conduct Pursuant to Regulation 26(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and DPE Guidelines on Corporate Governance for Central Public Sector Enterprises, all Board Members and Senior Management Personnel of the Company have affirmed compliance with the Code of Business Conduct & Ethics for Board Members, Senior Management & Key Managerial Personnel of Mazagon Dock Shipbuilders Limited, for the year ended March 31, 2025. Sd/- Capt. Jagmohan (Retd.) Chairman and Managing Director Date: 29.05.2025 Place: Mumbai
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148 Standalone Financial Statements
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 149 INDEPENDENT AUDITORS’ REPORT To , The Members of Mazagon Dock Shipbuilders Limited, Mumbai Report on the Audit of the Standalone Financial Statements Opinion We have audited the accompanying Standalone Financial Statements of MAZAGON DOCK SHIPBUILDERS LTD. (“the Company”), which comprise the Standalone Balance Sheet as at 31 st March, 2025, the Standalone Statement of Profit and Loss Account (including Other Comprehensive Income), the Standalone Statement of Changes in Equity and the Standalone Statement of Cash Flow for the year then ended, and notes to the Standalone Financial Statements, including a summary of the significant accounting policies and other explanatory information (hereinafter referred to as “The Standalone Financial Statement”). In our opinion and to the best of our information and according to the explanations given to us, the aforesaid Standalone Financial Statements give the information required by the Companies Act, 2013 as amended (“the Act”) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS”) and other accounting principles generally accepted in India, of the state of affairs of the Company as at 31 st March, 2025 and profit (including other comprehensive income), changes in equity and it’s cash flow for the year ended on that date. Basis for Opinion We conducted our audit of the Standalone Financial Statements in accordance with the Standards on Auditing (SAs) specified under Section 143(10) of the Act. Our responsibilities under those Standards are further described in the ‘Auditor’s Responsibilities for the Audit of the Standalone Financial Statements’ section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (“the ICAI”) together with the ethical requirements that are relevant to our audit of the Standalone Financial Statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the ICAI’s Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the Standalone Financial Statements. Emphasis of Matter We draw attention to the following matters in the notes to the standalone Ind AS financial Statements; 1. Registration formalities and renewals of certain Leasehold deed in the name of Company is under execution. (Refer Note 2 Point No. v) 2. Balance of advances to vendors and balances outstanding in sundry creditors are subject to confirmation and reconciliation. (Refer Note 37 Point No. 1) 3. Balance due to/from Indian Navy (Debtor) is subject to confirmation and reconciliation. (Refer Note 37 Point No. 2) 4. Reversal of provision of Liquidated Damages (LD) amounted to ₹ 13,650 Lakhs. (Refer Note 58) 5. Recognition of a provision for expected loss on onerous contracts amounted to ₹ 52,138 Lakhs in accordance with Ind AS 115, Revenue from Contracts with Customers, and Ind AS 37, Provisions, Contingent Liabilities and Contingent Assets. (Refer Note 61) Our opinion is not modified in respect of these matters. Key Audit Matters: Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Standalone Financial Statements for the year ended March 31,2025. These matters were addressed in the context of our audit of the Standalone Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report:
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150 Sr. No. Key Audit Matter How our audit addressed the key audit matter 1. Revenue Recognition for Ship/Submarine Construction & repair contracts Referred to in Note No. 1 – 2.2(j) of the Financials Statements The company recognizes the revenue from Ship/ Submarine Construction/ repair contracts when the company satisfies a performance obligation in accordance to Ind-AS 115 Revenue from Contracts from Customer only when it can reasonably measure its progress towards complete satisfaction of obligation or by transferring goods or service to a customer. When the control of the goods produced and rendered services is transferred over time to the customer, revenue is recognized over time under the percentage of completion method (PoC). Penalties if any, are reduced from the revenue. For the application of the overtime method (PoC method), the measure of the progress towards complete satisfaction of a performance obligation is based on inputs (i.e. cost incurred) This revenue recognition process is identified as key audit matter as these contracts involved: - Identification of actual cost incurred on each contract. - These contracts require determination of stage of completion and significant estimation of future cost of completion of each contract. - At the period end, a significant amount of contract assets or contract liabilities related to each contract is to be identified. For the year ended March 31,2025, contract revenue amounted to ₹ 11,19,604 Lakhs (Previous year: ₹ 9,06,801 Lakhs). We have verified the contractual terms with respect to performance obligations and criteria for transfer of control of goods or services to the customer for recognition of revenue is in accordance with Indian Accounting Standards. Studied the Cost cycle process for allocating the actual expenses incurred on various projects as per contract. Assessed the reasonableness and completeness of cost estimates made by Management under each contract. In this regard, we have relied on the technical data provided by the various departments. Verified the Cost sheet for each project determining the Revenue recognition for fixed price contracts and cost plus contracts including the actual cost incurred up to the date and its comparison with overall contract price and further estimated costs to complete the project as provided by the management. Verified the input cost incurred over the time for satisfaction of performance obligation. Conducted Test check of the System and procedures adopted for recording the flow of transactions along with the audit trail. Verified the identification and measurement of year end contract assets and contract liabilities related to each contract. We had assessed appropriateness of disclosure made as per applicable Indian Accounting Standards and applicable financial reporting framework.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 151 Sr. No. Key Audit Matter How our audit addressed the key audit matter 2. Provision for Expected Loss on Onerous Fixed- Price Contracts: The Company has identified fixed-price contracts where future expected costs of fulfilling contract obligations exceeded the expected revenue from such contracts, resulting in an onerous contract. A provision for expected loss for onerous contracts was recognized as per Ind AS 37, Provisions, Contingent Liabilities and Contingent Assets. This was identified as a Key Audit Matter due to the material impact on the financial statements, significant judgment in cost estimation, and risk of misstatement in the provision (Refer Note 61 in the financial statements). For the year ended March 31,2025, the provision for expected loss on onerous contracts amounted to ₹ 52,138 Lakhs (PY Nil). Evaluated processes deployed by Management for identifying onerous contracts as per Ind AS 37. Tested cost estimates against project cost, historical data, and estimates made at the time of bidding. Reviewed the accuracy of provision recognized for full expected loss on each of identified onerous contracts. Compared total estimated cost under each contract, cost already incurred and expected future cost for fulfilling contract obligations, determined by the Management to arrive at expected loss on each contract. We have verified the contractual terms with respect to performance obligations and criteria for transfer of control of goods to customer for recognition of revenue on these onerous contracts in accordance with Indian Accounting Standard. Examined cost overrun causes and controls identified by Management. We had assessed appropriateness of disclosure made as per applicable Indian Accounting Standards and applicable financial reporting framework. Information other than the Standalone Financial Statements and Auditor’s Report thereon The Company’s Board of Directors are responsible for the other information. The other information comprises the information included in the Director’s report and Management discussion and analysis but does not include the Standalone Financial Statements and our Auditor’s Report thereon. Our opinion on the Standalone Financial Statements does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the Standalone Financial Statements, our responsibilities is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the Standalone Financial Statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work, we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Responsibilities of Management and Board of Directors for the Standalone Financial Statements The Company’s Management and Board of Directors are responsible for the matters stated in Section 134(5) of the Act with respect to the preparation of these Standalone Financial Statements that give a true and fair view of the financial position, financial performance (including other comprehensive income), change in equity and cash flows of the Company in accordance with the Ind AS and other accounting principles generally accepted in India, including the Indian Accounting Standards specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Standalone Financial Statements that gives a true and fair view and are free from material misstatement, whether due to fraud or error. In preparing the Standalone Financial Statements, Management’s and Board of Directors’ are responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless Management and Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.
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152 The Management and Board of Directors are also responsible for overseeing the Company’s financial reporting process. Auditor’s Responsibility for the Audit of the Standalone Financial Statement Our objectives are to obtain reasonable assurance about whether the Standalone Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Standalone Financial Statements. As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: • Identify and assess the risks of material misstatement of the Standalone Financial Statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. • Obtain an understanding of internal financial controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls system with reference to Standalone Financial Statements in place and the operating effectiveness of such controls. • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by Management and Board of Directors. • Conclude on the appropriateness of Management’s and Board of Director’s use of the going concern basis of accounting in preparation of Standalone Financial Statement and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the Standalone Financial Statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern. • Evaluate the overall presentation, structure and content of the Standalone Financial Statements, including the disclosures, and whether the Standalone Financial Statements represent the underlying transactions and events in a manner that achieves fair presentation. Materiality is the magnitude of misstatements in the Standalone Financial Statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the Standalone Financial Statements. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Standalone Financial Statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. Report on Other Legal and Regulatory Requirements 1. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”) issued by the Central Government of India in terms of Section 143(11) of the Act, we give in “Annexure I” a statement on the matters specified in Paragraph 3 and 4 of the Order to the extent as applicable.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 153 2. As required by the directions issued by the office of the Comptroller & Auditor General of India under Section 143(5) of the Act, we give in “Annexure II”, a statement on the matters referred to in those directions. 3. As required by Section 143(3) of the Act, based on our audit we report that: a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit; b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books; c) The Standalone Balance Sheet, the Standalone Statement of Profit and Loss (including Other Comprehensive Income), the Standalone Statement of Changes in Equity and the Standalone Statement of Cash Flow dealt with by this Report are in agreement with the books of account; d) In our opinion, the aforesaid Standalone Financial Statements comply with the Ind AS specified under Section 133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015, as amended; e) In view of exemption given vide notification no. G.S.R 463(E) dated June 05, 2015 issued by Ministry of Corporate Affairs, the provision of section 164(2) of the Act, regarding disqualification of the directors are not applicable to the Government Company; f) With respect to the adequacy of the internal financial controls with reference to Standalone Financial Statements of the Company and operating effectiveness of such controls, refer to our separate Report in “Annexure III”. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the company’s internal financial control over financial reporting with reference to Standalone Financial Statements; g) With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of Section 197(16) of the Act, the exemption has been given for the said section vide notification no. G.S.R 463(E) dated June 05, 2015 issued by Ministry of Corporate Affairs; h) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, (as amended), in our opinion and to the best of our information and according to the explanations given to us: i. The Company has disclosed the impact of pending litigations on its financial position in its Standalone Financial Statements; (Refer of Note No.36.2 to the Standalone Financial Statements) ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long term contracts including derivative contracts. (Refer Note No 40 to the Standalone Financial Statements) iii. There are no amounts which are required to be transferred to the Investors’ Education and Protection Fund during the year ended 31st March, 2025; iv. a. The Management has represented that, to the best of its knowledge and belief, other than as disclosed in the Note No. 52 to the Standalone Financial Statements, no funds (which are material either individually or in the aggregate) have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entity(ies) (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries. b. The Management has represented, that, to the best of its knowledge and belief, as disclosed in the Note No. 52 to the accounts, no funds (which are material either individually or in the aggregate) have been received by the Company from any person(s) or entity(ies), including foreign entity(ies) (“Funding Parties”), with the understanding, whether recorded in writing
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154 or otherwise, that the Company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries. c. Based on the audit procedures that have been considered reasonable and appropriate in the circumstances, and according to the information and explanations provided to us by the Management in this regard nothing has come to our notice that has caused us to believe that the representations under sub-clause (iv) (a) and (iv) (b) contain any material misstatement. v. The dividend declared or paid during the year by the Company is in compliance with Section 123 of the Act. vi. Based on our examination which included test checks, the Company has used accounting software for maintaining its books of accounts for the financial year ended March 31 st, 2025, which has the feature of recording audit trail (Edit Log) facility and the same has operated throughout the year for all the relevant transactions recorded in the software. Further during the course of our audit we did not come across any instance of audit trail feature being tampered with. Additionally, the audit trail has been preserved by the Company as per the statutory requirements for record retention. For C.R.Sagdeo & Co, Chartered Accountants F.R.N: 108959W Sd/- CA. Sachin V. Luthra Partner Date: 29th May, 2025 Membership No.:109127 Place: Mumbai UDIN: 25109127BMJLUW3094
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 155 i. In respect of the Company’s Property, Plant & Equipment and Intangible Assets: a. (A) The Company has maintained proper records showing full particulars, including quantitative details and situation of Property, Plant & Equipment; (B) The Company has maintained proper records showing full particulars of Intangible Assets; b. The Company has a program of physical verification to cover all the items of Property, Plant & Equipment in a phased manner which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the program, certain Property, Plant & Equipment were physically verified by the management through an External Auditor during the year. According to the information and explanations given to us, no material discrepancies were noticed on such verification; c. The Title deeds of the immovable properties (other than properties where the company is the lessee and the lease agreement is duly executed in favor of the lessee) are held in the name of the Company except for the list of below mentioned immovable properties. Registration formalities of certain lease deed of land in the name of Company are under execution. Status of leasehold property as on March 31, 2025 is as follows: (Amount in Lakhs) Description of property Gross carrying value Held in the name of Whether promoter, director or their relative or employee Period held- indicate range, where appropriate Reason for not being held in name of the Company* *also indicate if in dispute Lease hold Land North Yard, Near Mazdock House, Mumbai - Peninsular & Oriential Steam Navigation Company (P & O S.N.Co) No 1966 In Year 1960, Mazagon Dock Private Limited (MDPL)was acquired by Govt. of India (GoI). An Agreement dated 19 th April 1960, was executed between the President of India (Govt. of India) and M/s British Steam Navigation Company Ltd (B.I.S.N.CO. Ltd) & M/s Peninsular & Oriental steam Navigation Company (P & O. S. N. Co.) to acquire the shares of MDPL held by them. Later on, the Company’s name was changed to ‘Mazagon Dock Limited” (MDL) thereafter to “Mazagon Dock Shipbuilders limited”. Considering the facts, the updation with respect to name of the Company in the land records/lease agreements and renewal of lease with respect to land at north and south yard, MDL, Mumbai are under process. MDL has approached Ministry of Defense and O/o the Principal Director, Directorate General Defense Estate, New Delhi to provide the acquisition documents for correcting/ regularizing the land records. MDL has the true copy of Acquisition Agreement. North Yard, Near Residential Colony, MDL, Mumbai - No 1975 South Yard, Near Module shop, MDL, Mumbai - British India Steam Navigation Company Limited (B.I.S.N Co Ltd) No 1959 South Yard, Near Mogul House, MDL, Mumbai - 1947 Annexure ‘I’ to the Independent Auditor’s Report (Referred to in Paragraph 3 under ‘Report on Other Legal and Regulatory Requirements’ section of our report to the Members of Mazagon Dock Shipbuilders Limited of even date)
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156 Description of property Gross carrying value Held in the name of Whether promoter, director or their relative or employee Period held- indicate range, where appropriate Reason for not being held in name of the Company* *also indicate if in dispute 355 Phase North yard - Mumbai Port Trust (Mbpt) No 1976 Mumbai Port Authority vide allotment letter No. EM/U-8/MDSL-Gen/Vol V/6127 dated 11 March 2024 has granted renewal of lease for 04 Plots for a period of 29 Years from 01/04/2024 to 31/03/2053. Mumbai Port Authority vide allotment letter No. EM/U-8/MDSL-Gen/Vol. V/6128 dated 11 March 2024 has granted renewal of lease for 08 Plots for a period of 29 Years from 01/04/2024 to 31/03/2053. MDL is regularly paying the lease rent to MbPA as agreed between MDL and MbPA. The title of above Plots are in name of MDL vide above mentioned allotment letters. The Execution of Lease deed for above mentioned 04 Plots & 08 Plots is under process. Extension of Phase II - 1979 Extension of Slipway in SY - 1995 Additional water area for Extn of Slipway - 2003 LRR No 1997 (20801509) - 1994 LRR No. 2018 Magazine street (20801510) - 1994 Lease of Plot 357 (20801638) - 1964 358 RECL of Bal. Area (20801643) - 1964 Water area for proposed WET Basin PRO (20801653) - 2007 Approach Road to Mazagaon Pier (20801654) - 2007 Direct allotment of Foreshore Land (20801655) - 2007 Addl. Water area for Dolphins & Walkways (20801656) - 2009 Adjacent Workshop Land and clerk Basin Area - Mumbai Port Authority (MbPA) No 2024 MDL has acquired the land from MbPA for 29 Years from 1/04/2024 to 31/03/2053. The Execution of registration of lease deed for this land is under process. Mumbai Port Authority vide allotment letter EM/U-9/ MDL/Misc/119-6119 dated 07th March, 2024. Part of Nhava yard land - City and Industrial Development Corporation of Maharashtra Ltd (CIDCO) No 1984 The Company is in possession of approx. 10- acre land belonging to CIDCO which ONGC ceded to MDL during the year 1984. MDL is having permanently tenancy rights to co- terminus with the leasehold right of ONGC with the CIDCO land in their possession.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 157 d. The Company has not revalued its Property, Plant & Equipment (including Right of Use Assets) or Intangible Assets or both during the year; e. According to the information and explanations given to us, there are no proceedings initiated or pending against the company for holding any Benami property under the Benami Transactions (Prohibition) Act, 1988 (45 of 1988) and rules made thereunder. ii. In respect of the Company’s Inventory: a. As per the information and explanations given to us, the Inventory (except those held with third parties) has been physically verified by the Management and the external auditor during the year at reasonable intervals. The coverage and procedures of the verification carried out by the Management are appropriate. The discrepancies between the physical inventory and the book records noticed on physical verification were not material and have been properly dealt with in the books of accounts. No discrepancies of 10% or more in the aggregate for each class of inventory were noticed during the year; b. According to the information and explanation given to us and on the basis of our examination of the records of the Company, the Company has been sanctioned working capital limits in excess of five crore rupees, in aggregate, from banks on the basis of security of current assets. In our opinion, the quarterly statements filed by the company with such banks are in agreement with the books of accounts of the Company. iii. According to the information and explanation given to us and on the basis of our examination of the records of the Company, the Company has not made investment in, provided any guarantee or security or granted any loans or advances in the nature of loans, secured or unsecured, to companies, Limited Liability Partnerships or any other parties during the year which are prejudicial interest of the Company. Accordingly, the provisions of clause 3(iii)(a) to 3(iii)(f) of the order are not applicable to the Company; iv. The Company has not granted any loan, given any guarantee or provided any security covered under Section 185 of the Act and Section 186 of the Act relating to investments, loans granted, guarantees given and security provided is not applicable to the Company being a Government Company engaged in Defence equipment production; v. According to the explanation and information given to us, the Company has not accepted deposits or amounts which are deemed to be deposits during the year and does not have any unclaimed deposits as at March 31st, 2025 and therefore, the provisions of the clause 3 (v) of the Order are not applicable to the Company; vi. We have broadly reviewed the cost records maintained by the Company, as prescribed by the Central Government under Section 148(1) of the Act and are of the opinion that, prima facie, the prescribed cost records have been made and maintained. We have, however, not made a detailed examination of these records with a view to determine whether they are accurate and complete; vii. According to the information and explanation given to us, in respect of the Company’s statutory dues: a. The Company has generally been regular in depositing undisputed statutory dues, including Provident Fund, Employees’ State Insurance, Income Tax, Goods and Service Tax, Customs Duty, Cess and other material statutory dues applicable to it with the appropriate authorities. There were no undisputed arrears of statutory dues outstanding as at 31 st March, 2025 for a period of more than six months from the date they became payable. Details of dues of Income Tax, Sales Tax, Service Tax, Excise Duty and Value Added Tax which have not been fully deposited as at March 31st, 2025 on account of dispute are given below: Name of the Statute Nature of Dues Period Amount (in Lakhs) Forum where dispute is pending Part-payment made under protest (In Lakhs) Central Excise Act, 1944 Excise Duty (Including Interest/ Penalty) FY 2000-01 to FY 2003-04 265.03 Commissioner (Appeals) NIL BST Act, 1959 Sales Tax FY 1980-81 to FY 2004-05 99,618.19 Maharashtra sales tax tribunal, Mumbai 263
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158 Name of the Statute Nature of Dues Period Amount (in Lakhs) Forum where dispute is pending Part-payment made under protest (In Lakhs) CST Act, 1956 Sales Tax FY 1981-82, FY 2011-12 15.12 Jt. Commissioner of sales tax & MSTT 2.28 MVAT Act, 2002 Value added Tax FY 2005-06 to FY 2017-18 16,125.31 Jt. Commissioner of sales tax & MSTT 404 Karnataka Sales Tax Act Karnataka Sales Tax FY 1989-90 to FY 1992-93, FY 1995-96 to FY 1996-97 316.40 Pending before Karnataka sales tax appellate Tribunal 12.60 Service Tax Act, 1994 Service Tax (Including Interest/ Penalty) FY 2001-02 to FY 2003-04 4,713.00 Appeal before Bombay High Court NIL CGST Act, 2017 Sales Tax FY 2017-18 5.26 Commissioner (Appeals) NIL Customs Act, 1962 Custom Duty (Including Interest/ Penalty) FY 2008-09, FY 2021-22, FY 2022-23, FY 2023-24 205.30 Assistant Commissioner of Customs NIL Income Tax Act, 1961 Interest U/s 234(c) FY 2021-22 28.51 Commissioner of Income Tax (Appeals) NIL Income Tax Act, 1961 Income Tax FY 2019-20 200.00 Commissioner of Income Tax (Appeals) NIL Income Tax Act, 1961 Income Tax FY 2018-19 620.00 High Court NIL Income Tax Act, 1961 Income Tax FY 2004-05 1795.95 Income Tax Appellate Tribunal NIL viii. According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not surrendered or disclosed any transactions, previously unrecorded as income in the books of account, in the tax assessments under the Income Tax Act, 1961 as income during the year. ix. According to the information and explanation given to us: a. The Company has taken working capital loan from banks. But there is no default committed by Company in repayment of loan or interest. b. The Company has not been declared a willful defaulter by any bank or financial institution or government or government authority; c. The Company has not obtained any term loans during the year. Accordingly, the provision of clause 3(ix)(c) of the Order is not applicable; d. No funds have been raised on short term basis by the Company. Accordingly, clause 3(ix)(d) of the Order is not applicable; e. The Company has not taken any funds from any entity or person on account of or to meet the obligations of its associate. The Company does not hold any investment in any subsidiary or joint venture; f. The Company has not raised loans during the year on the pledge of securities held in its associates. The company does not hold any investment in any subsidiary or joint venture. Accordingly, clause 3(ix)(f) of the Order is not applicable. x. a. The Company has not raised any money by way of initial public offer or further public offer (including debt instruments) during the year. Accordingly, clause 3(x)(a) of the Order is not applicable.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 159 b. According to the information and explanations given to us and on the basis of our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or convertible debentures (fully, partially or optionally convertible) during the year. Hence, clause 3(x)(b) of the order is not applicable to the company; xi. To the best of our knowledge and according to the information and explanations given to us: a. No fraud by the Company or no material fraud on the Company by its officers or employees has been noticed or reported during the year; b. No report under sub-section (12) of section 143 of the Companies Act has been filed by the auditors in Form ADT-4 as prescribed under rule 13 of Companies (Audit and Auditors) Rules, 2014 with the Central Government; c. No whistle-blower complaints were received during the year by the company; xii. According to the information and explanation given to us, the Company is not a Nidhi Company. Accordingly, clause 3 (xii) (a), (b) & (c) of the Order is not applicable to the company. xiii. In our opinion and according to the information and explanations given to us, the Company is in compliance with Section 177 and 188 of the Companies Act, 2013 where applicable, for all transactions with the related parties and the details of related party transactions have been disclosed in the Standalone Financial Statements as required by the applicable Indian Accounting Standards; xiv. a. According to the information and explanations given to us and on the basis of our examination, the Company has an Internal Audit system commensurate with the size and nature of its business; b. We have considered the reports of the Internal Auditors for the period under audit; xv. In our opinion and according to the information and explanations given to us, the Company has not entered into any non-cash transactions during the year with its Directors or persons connected to its directors and hence provisions of Section 192 of the Act are not applicable to the Company; xvi. According to the information & explanation given to us and as per the records examined by us, the Company is not required to be registered under section 45-IA of the Reserve Bank of India Act, 1934. Accordingly, clause 3 xvi (a), (b), (c) & (d) of the Order are not applicable to the Company; xvii. According the information and records examined by us, the Company has not incurred cash losses in the financial year and in the immediately preceding financial year. Accordingly, clause 3(xvii) of the Order is not applicable to the company; xviii. There has been no resignation of the Statutory Auditor during the year, Accordingly, clause 3(xviii) of the Order is not applicable to the Company; xix. In our opinion and according to the information and explanations given to us, there is no material uncertainty exists as on the date of the audit report that company is not capable of meeting its liabilities at the date of balance sheet as and when they fall due within a period of one year from the balance sheet date; xx. a. CSR activities and expenses are pertaining to Ongoing projects only. Accordingly, clause 3(xx) (a) of the Order is not applicable to the company; c. There are no unspent amounts towards Corporate Social Responsibility (CSR) in respect of ongoing projects requiring a transfer to Special Account in compliance with sub-section (6) of Section 135 of the Act. Accordingly, reporting under clause 3(xx)(b) of the Order is not applicable for the year. xxi. There is no qualifications or adverse remarks in the CARO Report of the Associate Company namely, Goa Shipyard Limited, which is included in the Consolidated Financial Statements. For C.R.Sagdeo & Co, Chartered Accountants F.R.N: 108959W Sd/- CA. Sachin V. Luthra Partner Date: 29th May, 2025 Membership No.:109127 Place: Mumbai UDIN:25109127BMJLUW3094
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160 To , The Members of Mazagon Dock Shipbuilders Limited, Mumbai. As referred to in Paragraph 2 under ‘Report on Other Legal and Regulatory Requirements’ in our Auditor’s Report of even date and as required by the directions issued by the Office of the “Comptroller & Auditor General of India” (C & AG) under Section 143(5) of the Companies Act, 2013, we give below our comments on the matters referred therein: 1. Whether the Company has system in place to process all the accounting transactions through IT system? If yes, the implication of processing of accounting transactions outside IT system on the integrity of the accounts along with the financial implications, if any, may be stated. • According to the information and explanations given to us and based on our verifications of the records of the Company, the Company has an ERP system in place to process all the transactions through the IT System. All the processing of accounting transactions are mapped through ERP. Therefore, any implications of processing accounting transactions outside IT system on the integrity of the accounts along with financial implications does not arise. 2. Whether there is any restructuring of an existing loan or cases of waiver/write off of debts/loans/ interests etc. made by a lender to the Company due to the Company’s inability to repay the loan? If yes, the financial impact may be stated. Whether such cases are properly accounted for? (In case, lender is Annexure II to Independent Auditor’s Report a Government Company, then this direction is also applicable for Statutory Auditor of Lender Company) • According to the information and explanations given to us and based on our verifications of the records of the Company, there were no cases of waiver/ write off of debts/loans/ interest etc. made by a lender to the Company due to the Company’s inability to repay the loans in FY 2024-25. 3. Whether funds (grants/subsidy etc.) received / receivable for specific schemes from Central/ State Government or its Agencies were properly accounted for/ utilized as per its terms and conditions? List the case of deviation. • According to the information and explanations given to us and based on our verifications of the records of the Company, there were no such cases of any funds received/receivable by the Company during FY 2024-25 from Central/ State Governments or it’s agencies under any schemes. For C.R.Sagdeo & Co, Chartered Accountants F.R.N: 108959W Sd/- CA. Sachin V. Luthra Partner Date: 29th May, 2025 Membership No.:109127 Place: Mumbai UDIN:25109127BMJLUW3094
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 161 Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub - section 3 of Section 143 of the Companies Act, 2013 (“the Act”) We have audited the Internal Financial Controls over Financial Reporting of Mazagon Dock Shipbuilders Ltd. (“the Company”) as of March 31 st, 2025 in conjunction with our audit of the Standalone Financial Statements of the Company for the year ended on that date. Management’s and Board of Director’s Responsibility for Internal Financial Controls: The Management’s and Board of Directors’ of the Company is responsible for establishing and maintaining Internal Financial Controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (the “ICAI”). These responsibilities include the design, implementation and maintenance of adequate Internal Financial Controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to respective Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013. Auditor’s Responsibility: Our responsibility is to express an opinion on the Company’s Internal Financial Controls over financial reporting of the Company based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) issued by the ICAI and the Standards on Auditing prescribed under Section143(10) of the Companies Act, 2013, to the extent applicable to the audit of Internal Financial Controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate Internal Financial Controls over financial reporting was established and maintained and if such controls operated effectively in all material respects. Our audit involves performing procedures to obtain audit evidence about the adequacy of the Internal Financial Controls system over financial reporting and their operating Annexure III to the Independent Auditor’s Report (Referred to in Paragraph 3 (f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report to the Members of Mazagon Dock Shipbuilders Limited of even date) effectiveness. Our audit of Internal Financial Controls over financial reporting included obtaining an understanding of Internal Financial Controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Internal Financial Controls system over financial reporting of the Company. Meaning of Internal Financial Controls Over Financial Reporting: A Company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A Company’s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Inherent Limitations of Internal Financial Controls Over Financial Reporting: Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
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162 Opinion: In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31 st, 2025, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. For C.R.Sagdeo & Co, Chartered Accountants F.R.N: 108959W Sd/- CA. Sachin V. Luthra Partner Date: 29th May, 2025 Membership No.:109127 Place: Mumbai UDIN:25109127BMJLUW3094
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 163
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164 STANDALONE BALANCE SHEET AS AT MARCH 31, 2025 ₹ in lakhs Particulars Notes As at March 31, 2025 As at March 31, 2024 Audited Audited ASSETS Non-current assets Property, plant and equipment 2 77,394 78,030 Right-of-use assets 2 67,038 3,935 Capital work-in-progress 3 13,320 6,824 Other intangible assets 2 2,140 1,829 Intangible assets under development 4 - 339 1,59,892 90,957 Financial assets Investments 5 600 600 Trade receivable 6 1,773 1,765 Loans 7 2,000 2,000 Other financial assets 8 14,598 13,745 Deferred tax assets (net) 9 67,827 59,980 Non-current tax assets (net) 10 25,921 17,856 Other non-current assets 11 50,876 1,11,880 T otal non-current assets 3,23,487 2,98,783 Current assets Inventories 12 4,53,708 5,71,337 Financial assets Trade receivables 13 1,06,721 1,84,693 Cash and cash equivalents 14 5,28,539 5,21,848 Bank balances other than cash and cash equivalents 15 10,86,422 8,99,115 Loans - - Other financial assets 16 28,681 30,756 Contract assets 60,484 5,730 Assets held for sale 6 7 Other current assets 17 2,06,820 3,65,333 T otal current assets 24,71,381 25,78,819 TOTAL ASSETS 27,94,868 28,77,602 EQUITY AND LIABILITIES EQUITY Equity share capital 18 20,169 20,169 Other equity 6,97,915 5,36,899 T otal equity 7,18,084 5,57,068 LIABILITIES Non-current liabilities Financial liabilities Lease Liability 2,003 1,643 Trade payables i. total outstanding dues of micro and small enterprises - - ii. total outstanding dues other than (i) above 19 1,773 1,765 Other financial liabilities 20 49 69 Long-term provisions 21 78,681 42,521 Other non-current liabilities 22 11,975 12,663 T otal non-current liabilities 94,481 58,661 Current liabilities Financial liabilities Lease Liability 30 12 Trade payables i. total outstanding dues of micro and small enterprises 22,687 16,863 ii. total outstanding dues other than (i) above 23 3,51,143 4,26,118 Other financial liabilities 24 25,929 21,773 Contract liability 15,49,439 17,72,339 Other current liabilities 25 3,052 5,626 Short-term provisions 26 30,023 19,142 T otal current liabilities 19,82,303 22,61,873 T otal liabilities 20,76,784 23,20,534 TOTAL EQUITY AND LIABILITIES 27,94,868 28,77,602 Significant accounting policies and notes to the financial statements 1 to 65 As per our report of even date For and on behalf of the Board of Directors Sd/- C. R. Sagdeo & Co. Capt. Jagmohan (Retd.) Chartered Accountants Chairman and Managing Director Firm Registration No. 108959W DIN - 08630668 Sd/- Sd/- CA Sachin V. Luthra Ruchir Agrawal Partner Director (Finance) Membership No. 109127 DIN - 10166533 UDIN: 25109127BMJLUW3094 Sd/- 29th May, 2025 Madhavi Kulkarni Place - Mumbai Company Secretary ACS 15663
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 165 STATEMENT OF STANDALONE PROFIT & LOSS FOR THE YEAR ENDED MARCH 31, 2025 ₹ in lakhs Sr No. Particulars Notes Year Ended March 31, 2025 Year Ended March 31, 2024 INCOME 1 Revenue from operations 27 11,43,188 9,46,658 2 Other income 28 1,16,877 1,13,802 3 T otal income 12,60,065 10,60,460 4 EXPENSES Cost of materials consumed 29 4,53,066 5,08,164 Procurement of base and depot spares 1,15,164 1,14,583 Employee benefit expenses 30 97,875 89,655 Finance costs 31 440 512 Depreciation and amortization expenses 11,519 8,313 Sub-contract 1,32,102 38,244 Power and fuel 1,965 1,769 Other expenses - project related 32 29,962 16,682 Other expenses 33 32,377 19,550 Provisions 34 74,675 16,850 T otal expenses 9,49,145 8,14,322 5 Profit before tax and exceptional items 3,10,920 2,46,138 6 Exceptional items - - 7 Profit before tax and after exceptional items 3,10,920 2,46,138 8 Tax expense Current tax 86,279 76,388 Deferred tax (credit) / charge (7,847) (14,969) Adjustment of tax relating to earlier years - 176 9 Profit for the year / period 2,32,488 1,84,543 10 Other comprehensive income Items that will not be reclassified subsequently to profit or loss Remeasurement of defined employee benefit plan (368) (610) Income tax effect 93 154 11 T otal comprehensive income for the year / period 2,32,213 1,84,087 12 Earning per share Basic and Diluted (₹) 57.63 45.75 Significant accounting policies and notes to the financial statements 1 to 65 As per our report of even date For and on behalf of the Board of Directors Sd/- C. R. Sagdeo & Co. Capt. Jagmohan (Retd.) Chartered Accountants Chairman and Managing Director Firm Registration No. 108959W DIN - 08630668 Sd/- Sd/- CA Sachin V. Luthra Ruchir Agrawal Partner Director (Finance) Membership No. 109127 DIN - 10166533 UDIN: 25109127BMJLUW3094 Sd/- 29th May, 2025 Madhavi Kulkarni Place - Mumbai Company Secretary ACS 15663
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166 STATEMENT OF STANDALONE CASH FLOWS FOR THE YEAR ENDED MARCH 31, 2025 ₹ in lakhs Sr No. Particulars Year Ended March 31, 2025 Audited Year Ended March 31, 2024 Audited A Cash flow from operating activities Profit before tax but after exceptional items 3,10,920 2,46,138 Adjustments for : (+) Non cash expenditure and non operating expenses Depreciation / amortization 11,520 8,313 Finance cost 440 512 Amortization of prepaid rentals - 15 Forex variation 127 2 (-) Non operating income (Profit) / Loss on sale of fixed assets (79) (148) Interest income (1,00,584) (99,441) Dividend received (4,754) (3,655) Amortization gain on deferred deposits of vendors (6) (4) Amortization of deferred revenue (customer funded assets) (687) (687) Interest Income on deferred payment liability to foreign supplier (427) (433) Interest Income on deferred deposit with MbPT - (25) Operating profit before working capital changes 2,16,470 1,50,587 Movement in working capital Decrease / (Increase) in Inventories 1,17,629 1,64,349 Decrease / (Increase) in Trade receivables and loans and advances 78,391 (85,965) Decrease / (Increase) Other current and non current assets 1,33,536 56,591 (Decrease) / Increase in Trade payables and provisions (23,027) 2,444 (Decrease) / Increase in Other current and non current liabilities (2,20,943) (1,51,915) Cash flow from operations 3,02,056 1,36,091 Direct tax paid (net of refunds) (94,251) (67,716) Net cash from (used in) operating activities (A) 2,07,805 68,375 B Cash flow from investing activities Purchase of property, plant and equipment (net of adjustments) (74,314) 10,303 Capital work in progress (6,157) (1,001) Proceeds from sale of property, plant and equipment 92 166 Capital advance 32,450 (43,117) Interest received 1,00,584 99,441 Dividend received 4,754 3,655 Fixed Deposits/Term Deposits (1,87,307) 2,42,685 Principal portion of lease payments (12) (651) Net cash from / (used in) investing activities (B) (1,29,910) 3,11,481
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 167 Sr No. Particulars Year Ended March 31, 2025 Audited Year Ended March 31, 2024 Audited C Cash flow from financing activities Dividend paid (71,197) (44,775) Finance costs - Lease (7) (75) Finance costs - Others - - Net cash from / (used in) financing activities (C ) (71,204) (44,850) Net increase/(decrease) in cash and cash equivalents (A+B+C) 6,691 3,35,006 Cash and cash equivalents at the beginning of the period 5,21,848 1,86,842 Cash and cash equivalents at the end of the period 5,28,539 5,21,848 Note: Figure in bracket indicate outflow ₹ in lakhs Sr No. Particulars Year Ended March 31, 2025 Audited Year Ended March 31, 2024 Audited Components of cash and cash equivalents: Balances with banks:- - In Current accounts i) In India 1,52,781 3,08,097 ii) Outside India 66 36 - In cash credit accounts 2,765 17 - In flexi deposit accounts 2,26,927 44,198 - In fixed deposit accounts - maturity less than 3 months 1,46,000 1,69,500 T otal 5,28,539 5,21,848 As per our report of even date For and on behalf of the Board of Directors Sd/- C. R. Sagdeo & Co. Capt. Jagmohan (Retd.) Chartered Accountants Chairman and Managing Director Firm Registration No. 108959W DIN - 08630668 Sd/- Sd/- CA Sachin V. Luthra Ruchir Agrawal Partner Director (Finance) Membership No. 109127 DIN - 10166533 UDIN: 25109127BMJLUW3094 Sd/- 29th May, 2025 Madhavi Kulkarni Place - Mumbai Company Secretary ACS 15663 STATEMENT OF STANDALONE CASH FLOWS FOR THE YEAR ENDED MARCH 31, 2025 (Contd..) ₹ in lakhs
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168 STATEMENT OF CHANGES IN EQUITY FOR THE PERIOD ENDED MARCH 31, 2025 (A) Equity share capital For the period ended March 31, 2025 ₹ in lakhs Balance as at April 1, 2024 Changes in equity share capital due to prior period errors Restated balance as at April 1, 2024 Changes in equity share capital during the period Balance as at March 31, 2025 20,169 - 20,169 - 20,169 For the period ended March 31, 2024 ₹ in lakhs Balance as at April 1, 2023 Changes in equity share capital due to prior period errors Restated balance as at April 1, 2023 Changes in equity share capital during the period Balance as at March 31, 2024 20,169 - 20,169 - 20,169 (B) Other equity For the period ended March 31, 2025 ₹ in lakhs Particulars Retained Earnings General Reserve Capital Reserve Indigeni- sation Fund Capital Re- demption Reserve Other Com- prehensive Income (OCI) T otal Other Equity Balance as at April 1, 2024 2,98,841 2,31,244 5 1,037 12,123 (6,351) 5,36,899 Profit / (loss) for the year 2,32,488 2,32,488 Other comprehensive income / (loss) for the year (275) (275) Dividends Interim (46,772) (46,772) Final (24,425) (24,425) Balance as at March 31, 2025 4,60,132 2,31,244 5 1,037 12,123 (6,626) 6,97,915 For the period ended March 31, 2024 ₹ in lakhs Particulars Retained Earnings General Reserve Capital Reserve Indigeni- sation Fund Capital Re- demption Reserve Other Com- prehensive Income (OCI) T otal Other Equity Balance as at April 1, 2023 1,59,073 2,31,244 5 1,037 12,123 (5,895) 3,97,587 Profit / (loss) for the year 1,84,543 1,84,543 Other comprehensive income / (loss) for the year (456) (456) Dividends Interim (30,939) (30,939) Final (13,836) (13,836) Balance as at March 31, 2024 2,98,841 2,31,244 5 1,037 12,123 (6,351) 5,36,899
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 169 The description of the nature and purpose of reserve within equity is as follows: Capital reserve: The capital reserve was created till 1974 on the realized profit on sale of fixed asset. Capital redemption reserve: These reserves are created out of redemption of 7% redeemable cumulative preference shares and buyback of equity shares. Other Comprehensive Income: These reserves are created on account of actuarial valuation of defined employee benefit plan. Indigenisation Fund: These fund was created as per Indigenisation policy for providing support for future indigenisation. No provision has been made since FY 2020-21. Share Split: The members through postal ballot on November 28, 2024, have approved the sub-division of the equity shares from face value of ₹ 10/- per share to face value of ₹ 5/- per share. The record date for the share split was December 27, 2024. In conformity with Ind AS 33 - Earning per Share, the share calculation for current period ended March 31, 2025 along with the prior period results are computed as per revised number of share with the face value of ₹ 5/- per share. Second Interim Dividend: Subsequent to the end of reporting period, the Board of Directors in its meeting held on 08th April, 2025, declared 2nd interim dividend for FY 2024-25 of ₹ 12101 lakhs (i.e ₹ 3 per share) on 8th April, 2025. The said interim dividend has been paid on 07.05.2025. In accordance with IND AS 10 - Events after the Reporting Period, the interim dividend declared after the reporting period is a non-adjusting event and accordingly has not been recognised as a liability in the Financial Statements for the year ended 31.03.2025. Final Dividend : The Board has recommended the final dividend for FY 2024-25 of ₹ 10932 lakhs (i.e. ₹ 2.71 per share). This proposed dividend is subject to the approval of shareholders in ensuing Annual General Meeting. As per our report of even date For and on behalf of the Board of Directors Sd/- C. R. Sagdeo & Co. Capt. Jagmohan (Retd.) Chartered Accountants Chairman and Managing Director Firm Registration No. 108959W DIN - 08630668 Sd/- Sd/- CA Sachin V. Luthra Ruchir Agrawal Partner Director (Finance) Membership No. 109127 DIN - 10166533 Sd/- 29th May, 2025 Madhavi Kulkarni Place - Mumbai Company Secretary UDIN: 25109127BMJLUW3094 ACS 15663
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170 Note 1: Statement of Significant Accounting Policies 1) Corporate information: The Company is a Government Company domiciled and incorporated in India. The registered office of the Company is located at Dockyard Road, Mumbai. The Company is principally engaged in building and repairing of ships, submarines, various types of vessels and related engineering products for its customers. 2) Significant accounting policies: 2.1 Basis of preparation: These financial statements have been prepared in compliance with Indian Accounting Standards (Ind AS) notified under the Companies (Indian Accounting Standards) Rules, 2015. 2.2 Summary of significant accounting policies: a) Use of estimates: The preparation of Financial Statements in accordance with Ind AS requires use of estimates and assumptions for some items, which might have an effect on their recognition and measurement in the Balance Sheet and Statement of Profit and Loss. The actual amounts realised may differ from these estimates. Accounting estimates could change from period to period. Appropriate changes in estimates are made as the management becomes aware of changes in circumstances surrounding the estimates. Differences between the actual results and estimates are recognised in the period in which the results are known / materialized. Estimates and assumptions are required in particular for: i. Determination of the estimated useful life of tangible assets and the assessment as to which components of the cost may be capitalized: Useful life of tangible assets is based on the life prescribed in Schedule II of the Companies Act, 2013. In cases, where the useful life is different from that prescribed in Schedule II, it is based on technical advice, taking into account the nature of the asset, estimated usage and operating conditions of the asset, past history of replacement and maintenance support. ii. Recognition and measurement of defined benefit obligations: The obligation arising from the defined benefit plan is determined on the basis of actuarial assumptions. Key actuarial assumptions include discount rate, trends in salary escalation and vested future benefits and life expectancy. The discount rate is determined with reference to market yields at the end of the reporting period on the government bonds. The period to maturity of the underlying bonds correspond to the probable maturity of the post-employment benefit obligations. iii. Recognition of deferred tax assets: A deferred tax asset is recognised for all the deductible temporary differences and any unused tax losses to the extent that it is probable that taxable profit will be available against which the deductible temporary difference and the unused tax losses can be utilized. The management assumes that taxable profits will be available while recognising deferred tax assets. iv. Recognition and measurement of other provisions: The recognition and measurement of other provisions are based on the assessment of the probability of an outflow of resources, and on past experience and circumstances known at the balance sheet date. The actual outflow of resources at a future date may vary. v. Discounting of long-term financial liabilities All financial liabilities are measured at fair value on initial recognition. In case of financial liabilities, which are required to be subsequently measured at amortised cost, interest is accrued using the effective interest method. vi. Determination of estimated cost to complete the contract is required for computing revenue as per Ind AS 115 on ‘Revenue from contracts with customers’. The estimates are revised periodically. b) Current versus non-current classification: The Company presents assets and liabilities in the balance sheet based on current / non-current classification. i. An asset is treated as current when it is: i. Expected to be realised or intended to be sold or consumed in normal operating cycle ii. Held primarily for the purpose of trading iii. Expected to be realised within twelve months after the reporting period, or
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 171 iv. Cash or cash equivalents unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period All other assets are classified as non - current. ii. A liability is treated as current when it is: i. It is expected to be settled in normal operating cycle ii. It is held primarily for the purpose of trading iii. It is due to be settled within twelve months after the reporting period, or iv. There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period. All other liabilities are treated as non - current. Deferred tax assets and liabilities are classified as non - current assets and liabilities. c) Property, plant and equipment: i. Property, plant and equipment, including capital work-in-progress are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. Capital works executed internally are valued at prime cost plus appropriate overheads. • Cost means cost of acquisition, inclusive of inward freight, duties, taxes and other incidental expenses incurred in relation to acquisition of such assets. It also includes the cost of replacing part of the plant and equipment and borrowing costs for long-term construction projects if the recognition criteria are met. In respect of major projects involving construction, related pre-operational expenses form part of the value of assets capitalised. • When significant parts of plant and equipment are required to be replaced at intervals, the Company depreciates them separately based on their specific useful lives. • When a major inspection is performed, its cost is recognised in the carrying amount of the property, plant and equipment as a replacement if the recognition criteria are satisfied. All other repair and maintenance costs are recognised in profit or loss as incurred. • Spares purchased along with PPE are capitalised. • The present value of the expected cost for decommissioning of an asset after its use is included in the cost of the respective asset if the recognition criteria for a provision are met. • Unserviceable tangible assets are valued at the net realisable value. In case the net realisable value is not available, the same is considered at 5% of original cost as scrap value. For IT hardware assets, i.e. end user devices such as desktops, laptops, etc. residual value is considered as nil. • An item of property, plant and equipment and any significant part initially recognised is derecognised upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the statement of profit and loss when the asset is derecognised. The Company has elected to measure all its Property Plant & Equipment, on the date of transition i.e. 1st April 2015, at deemed cost being the carrying value of the assets in accordance with previous GAAP. Funds received from customers for acquisition or construction of property, plant and equipment from 1st April, 2015, are recognised as deferred revenue, which is amortised equally over the useful lives of the assets. ii. Depreciation: (a) Depreciation is calculated on a straight-line basis, based on the useful lives specified in Schedule II to the Companies Act, 2013 except for the following items, where useful lives are estimated on technical assessment by technical experts, past trends and management estimates: Asset class Description Years Plant & Machinery Wet basin 60 Plant & Machinery Goliath crane (300 ton capacity) 30
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172 (b) Loose tools costing over ₹ 5000 is written off evenly over a period of five years commencing from the year of purchase. (c) Additions to assets individually costing ₹5000 or less are depreciated at 100%. (d) Spares purchased along-with the main asset are depreciated over the estimated useful life of that asset. (e) In respect of additions / extensions forming an integral part of the existing assets, depreciation has been provided over residual life of the respective assets. (f) The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial year end and adjusted prospectively, if appropriate. (g) Depreciation on property, plant and equipment commences when the assets are ready for intended use (h) In respect of assets whose useful life has been revised, the unamortised depreciable amount has been charged over the revised remaining useful life of the assets. (i) The residual value of all the assets have been considered at 5% of the original cost of the respective assets, except for computer and related hardware assets, where the residual value is considered to be nil. (j) When significant parts of plant and equipment are required to be replaced at intervals, the Company depreciates them separately based on their specific useful lives. d) Intangible assets: Intangible assets are stated at cost of acquisition less accumulated amortisation and accumulated impairment, if any. Amortisation is done over their estimated useful life of five years on straight line basis from the date they are available for intended use. e) Impairment of assets: At each balance sheet date, the Company assesses whether there is any indication that any property, plant and equipment and intangible assets may be impaired. If any such impairment exists, the recoverable amount of an asset is estimated to determine the extent of impairment, if any. An asset’s recoverable amount is the higher of the asset’s or cash-generating unit’s fair value less cost of disposal and its value in use. Where it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs. f) Investment in associate: An associate is an entity over which the Company has significant influence. Significant influence is the power to participate in the financial and operating policy decisions of the investee, but it is not control over those policies. Company has investment in equity shares of its associate and it is measured at cost. Provision for Impairment loss on such investment is made only when there is a diminution in value of the investment which is other than temporary. Exemption availed under Ind AS 101: On transition to Ind AS, Company has elected to continue with the carrying value of its investments in its associate as at April 1, 2015, measured as per previous GAAP and used that carrying value as the deemed cost of the same. g) Foreign currency transactions: The financial statements are prepared in Indian Rupees being the functional currency. • Transactions denominated in foreign currencies are initially recorded at the exchange rate prevailing on the date of the transaction. • Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency rates of exchange at the reporting date. • Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates at the dates of the initial transactions. • Exchange differences arising on settlement or translation of monetary items are recognised in the statement of profit or loss. h) Borrowing costs: Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalised as part of the cost of the asset. All other borrowing costs are expensed in the period in which they occur. Borrowing costs
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 173 consists of interest and other costs that an entity incurs in connection with the borrowings of funds and includes exchange differences to the extent regarded as an adjustment to the borrowing costs. A qualifying asset is one that necessarily takes substantial period of time to get ready for its intended use. i) Inventory valuation i. Raw materials and stores and general spares are valued at weighted average cost. ii. Equipment for specific projects are valued at cost. iii. Stock-in-transit is valued at cost. iv. Cost of inventories comprises of purchase cost, conversion and other cost incurred in bringing them to the present location and condition. v. Provision for obsolescence will be made for raw materials, stores and spares not moved for over 3 years. For Project specific material, obsolescence is provided to the items for which shelf life is expired. vi. Scrap is valued at estimated net realizable value. vii. Work in progress and finished goods other than construction contracts & ship repair contracts have been valued at lower of cost and net realisable value. j) Revenue recognition i. Ship construction & repair contracts Revenue from Ship Construction / repair Contracts shall be recognised when (or as) the entity satisfies a performance obligation by transferring a promised good or service (i.e. an asset) to a customer. An asset is transferred when (or as) the customer obtains control of that asset. The Company transfers control of a good or service over time and, therefore, satisfies a performance obligation and recognises revenue over time, if one of the following criteria is met- (a) the customer simultaneously receives and consumes the benefits provided by the Company’s performance as the Company performs (b) the Company’s performance creates or enhances an asset (for example, work in progress) that the customer controls as the asset is created or enhanced or (c) the Company’s performance does not create an asset with an alternative use to the Company and the Company has an enforceable right to payment for performance completed to date. When the control of the produced good and rendered services is transferred over time to the customer, revenue is recognised over time under the percentage of completion method (PoC). Penalties, if any, will be reduced from the revenue. For the application of the overtime method (PoC method), the measure of the progress towards complete satisfaction of a performance obligations is based on inputs (i.e. cost incurred). Fixed Price Contract: Revenues from construction contracts with customers are recognized over time using input method i.e. by comparing the actual costs incurred to the total costs anticipated for the entire contract. These estimates are revised periodically. When it is probable that total contract costs will exceed total contract revenue, the expected loss is recognized as an expense immediately. When the outcome of a construction / repair contract cannot be reliably estimated, contract revenue is recognized only to the extent of contract cost incurred that are likely to be recoverable. Cost Plus Contract: In case of Cost plus contracts, contract revenue is recognized on the basis of cost incurred plus profit margin applicable on the contract, when such cost can be estimated reliably. Penalties, if any will be reduced from the revenue. Additional revenue, in respect of contracts completed in earlier years, is accounted for as contract revenue in the year in which such revenue materializes. Contract Asset: The company’s right to consideration in exchange for goods or services that the company has transferred to a customer when that right is conditioned on something other than the passage of time (for example, the entity’s future performance).
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174 Contract Liability: The company’s obligation to transfer goods or services to a customer for which the entity has received consideration (or the amount is due) from the customer Revenue from supply of Base & Depot (B&D) spares: Revenue from supply of B&D spares is to be recognised based on satisfaction of performance obligation satisfied at a point in time based on proof of receipts of goods from Naval stores. Revenue for contract is yet to be finalized or under revision: Revenue is recognised based on agreed prices with customer. In certain cases, where the prices are yet to be agreed upon/ determined /revised the revenue is recognised on estimation basis. Upon the agreement with customer, differential revenue, if any, is recognised on the revision of contract amount. Significant financing component: Stage payments received towards execution of defence related projects are not considered for determining significant financing component since the objective is to protect the interest of the contracting parties. In respect of other contracts, the existence of significant financing component is reviewed on case to case basis. ii. Dividend income Dividend income from investments is recognized when the Company’s right to receive payment has been established. iii. Interest income For all debt instruments, interest income is recorded using the effective interest rate (EIR). Interest income is included in finance income in the statement of profit and loss. iv. Insurance claims: Amounts due against insurance claims are accounted for on accrual basis; in respect of claims which are yet to be finally settled at the end of reporting date by the underwriter, credits are reckoned, based on the company’s estimate of the realisable value. k) Financial instruments: A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity. Financial Assets: i. Classification: The Company classifies financial assets as subsequently measured at amortised cost, fair value through other comprehensive income or fair value through profit or loss on the basis of its business model for managing the financial assets and the contractual cash flows characteristics of the financial asset. ii. Initial recognition and measurement: All financial assets are recognised initially at fair value plus, in the case of financial assets not recorded at fair value through profit or loss, transaction costs that are attributable to the acquisition of the financial asset. iii. Financial assets measured at amortised cost: Financial assets are measured at amortised cost when asset is held within a business model, whose objective is to hold assets for collecting contractual cash flows and contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and interest. Such financial assets are subsequently measured at amortised cost using the effective interest rate (EIR) method. The losses arising from impairment are recognised in the Statement of profit and loss. This category generally applies to trade and other receivables. iv. Financial assets measured at fair value through other comprehensive income (FVTOCI): Financial assets under this category are measured initially as well as at each reporting date at fair value. Fair value movements are recognized in the other comprehensive income. v. Financial assets measured at fair value through profit or loss (FVTPL): Financial assets under this category are measured initially as well as at each reporting date at fair value with all changes recognised in profit or loss. vi. Investment in equity instruments: Equity instruments which are held for trading are classified as at FVTPL. All other equity
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 175 instruments are classified as FVTOCI. Fair value changes on the instrument, excluding dividends, are recognised in the other comprehensive income. vii. Investment in debt instruments: A debt instrument is measured at amortised cost or at FVTPL. Any debt instrument, which does not meet the criteria for categorization as at amortized cost or as FVTOCI, is classified as at FVTPL. Debt instruments included within the FVTPL category are measured at fair value with all changes recognised in the Statement of profit and loss. viii. Impairment of financial asset: In accordance with Ind AS 109, the Company applies Expected Credit Loss (ECL) model for measurement and recognition of impairment loss of all the financial assets that are debt instrument and trade receivable. ix. Derecognition of financial assets: A financial asset is primarily derecognised when the rights to receive cash flows from the asset have expired or the Company has transferred its rights to receive cash flows from the asset. Financial liabilities: Financial liabilities of the Company are contractual obligation to deliver cash or another financial asset to another entity or to exchange financial assets or financial liabilities with another entity under conditions that are potentially unfavourable to the Company. The Company’s financial liabilities include loans & borrowings, trade and other payables. i. Classification, initial recognition and measurement Financial liabilities are recognised initially at fair value minus transaction costs that are directly attributable to the issue of financial liabilities. Financial liabilities are classified as subsequently measured at amortized cost. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the effective interest rate (EIR). Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in the Statement of Profit and Loss over the period of the borrowings using the effective rate of interest. ii. Subsequent measurement After initial recognition, financial liabilities are subsequently measured at amortised cost using the EIR method. In each financial year, the unwinding of discount pertaining to financial liabilities is recorded as finance cost in the statement of profit and loss. iii. De-recognition of financial liability A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. The difference between the carrying amount of a financial liability that has been extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in profit or loss as other income or finance cost. iv. Retentions Retention amount payable / receivable under the terms of the contracts with the vendors / customers are retained towards performance obligation under the normal terms of trade and do not constitute financial arrangement and hence are not amortised. v. Security deposit Security Deposits obtained from vendors below ₹ 1 lakh individually are not amortised as the same is not considered material. l) Leases In March 2019 the Ministry of Corporate Affairs notified the new standard Ind AS 116 which replaces the Ind AS 17 “Leases”, Appendix A of Ind AS 17 “Operating Leases—Incentives”, Appendix B of Ind AS 17 “Evaluating the Substance of Transactions Involving the Legal Form of a Lease”. and Appendix C of Ind AS 17 “Determining Whether an Arrangement Contains a Lease”. Ind AS 116 introduces a uniform lessee accounting model. Applying that model, a lessee is required to recognise a right-of-use asset representing the lessee’s right to use the underlying asset and a financial liability representing the lessee’s obligation to make future lease payments. There are exemptions for short-term leases and leases of low-value assets. Lessor accounting remains comparable to that provided by the existing leases standard and hence lessors will continue to classify their leases as operating leases or finance leases.
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176 The Company adopted the new standard Ind AS 116 for accounting period beginning on or after April 1,2019 using retrospective method and therefore the cumulative effect of adopting Ind AS 116 has been recognised as an adjustment to the opening balance of retained earnings with restatement of comparative information. Identifying a lease Under Ind AS 116, the Company assesses whether a contract is or contains a lease based on the definition of a lease. A contract is, or contains a lease if the contract conveys the right to control the use of an identified asset for a specified period of time in exchange for consideration. The previous determination pursuant to Ind AS 17 and Appendix C of Ind AS 17 of Determining Whether an Arrangement Contains a Lease” is maintained for existing contracts. i. As a lessee As a lessee, the Company previously classified leases as operating or finance leases based on assessment of whether the risks and rewards incidental to ownership of the underlying asset were transferred. Under Ind AS 116, the Company recognises right-of-use assets and lease liabilities for most of its leases. Leases which were classified as operating lessees under Ind AS 17 are now recognised on the balance sheet. Lease term includes Non-cancellable period (which includes the period covered by the option to terminate the lease, if only a lessor has right to terminate a lease), periods covered by an option to extend the lease if the lessee is reasonably certain to exercise that option, periods covered by an option to terminate the lease if the lessee is reasonably certain not to exercise that option. Lease term begins at the commencement date and include any rent free period. Termination options held by the lessor are not considered when determining the lease term. Extension and termination options are taken into account on recognition of the lease liability if the Company is reasonably certain that these options will be exercised in the future. As a general rule, the Company recognizes non- lease components such as services separately from lease payments. Non-lease components are identified and accounted for separately from the lease component in accordance with other Ind AS. When applying Ind AS 116 for the first time, the Company has used the following practical expedients for leases previously classified as operating leases under Ind AS 17: - To apply a single discount rate to a portfolio of leases with reasonably similar characteristics, - The right-of-use to the leased asset has generally been measured at the amount of the lease liability, using the discount rate at the commencement of lease. Where accrued lease liabilities existed, the right- of-use asset has been adjusted by the amount of the accrued lease liability under Ind AS 116. At initial application of Ind AS 116, the measurement of the right-of-use does not include initial direct costs. In some cases, the value of right-of-use assets may differ from the value of the liabilities due to offsetting against existing provisions or as a result of valuation allowances. - Initial direct costs have been excluded from the measurement of the right-of-use asset for all leases entered into or changed before April 1,2018.. - Not to apply the new recognition requirements to short-term leases and to leases of low value assets as soon as the new standard is effective. - The definition of a lease in accordance with Ind AS 17 and Appendix C to Ind AS 17 will continue to be applied to leases entered or changed before April 1,2018, and as a result the Company has not reassessed whether a contract is or contains a lease on transition. - Leases with a determined lease term of less than 12 months remaining from April 1,2018 have been treated as short term. Availing exemption by the Company Furthermore, the Company has also elected to make use of the following exemptions provided by Ind AS 116: a) Leases with a determined lease term of 12 months or less from the commencement of the lease will be treated as short term and therefore not included in the right-of-use asset or lease liability. Instead, lease costs will be recognised on a straight line basis across the life of the lease.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 177 b) Leases for which the underlying asset is of low value when new will be exempt from the requirements to value a right-of-use asset and lease liability. Instead, lease costs will be recognised on a straight line basis across the life of the lease. To apply this exemption, a threshold of ₹ 1,00,000/- has been utilised to define “low value”. The Company’s operating leases mainly relate to real estate assets, company cars and equipment. The most significant impact identified by the Company relates to its operating leases of real estate assets (such as land, warehouses, storage facilities and offices). For leases that were classified as finance leases under Ind AS 17, the Company did not change the carrying amount of the right-of-use asset and the lease liability as of March 31,2019, measured under Ind AS 17. ii. As a lessor Lease income from operating leases where the Company is a lessor is recognised in income on a straight-line basis over the lease term unless the receipts are structured to increase in line with expected general inflation to compensate for the expected inflationary cost increases. The respective leased assets are included in the balance sheet based on their nature. m) Employee benefits i. Short-term obligations Liabilities for wages and salaries, including non- monetary benefits that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognised in respect of employees’ services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled. ii. Other long-term employee benefit obligations The liabilities for earned leave and sick leave that are not expected to be settled wholly within 12 months are measured as the present value of expected future payments to be made in respect of services provided by employees up to the end of the reporting period using the projected unit credit method. The benefits are discounted using the Government Securities (G-Sec) at the end of the reporting period that have terms approximating to the terms of the related obligation. Remeasurements as a result of experience adjustments and changes in actuarial assumptions are recognised in the Statement of Profit and Loss. iii. Post-employment obligations The Company operates the following post- employment schemes: (a) defined benefit plans such as gratuity, Provident Fund and post-retirement medical scheme for non-executives; and (b) defined contribution plans such as pension and post-retirement medical scheme for executives. Gratuity Gratuity Fund, a defined benefit scheme, is administered through duly constituted independent Trust and yearly contributions based on actuarial valuation are charged to revenue. Any additional provision as may be required is provided for on the basis of actuarial valuation as per Ind AS 19 on Employee Benefits. The liability or asset recognised in the balance sheet in respect of defined benefit gratuity plan is the present value of the defined benefit obligation at the end of the reporting period less the fair value of plan assets. The defined benefit obligation is calculated annually by actuaries using the projected unit credit method. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows by reference to market yields at the end of the reporting period on government bonds that have terms approximating to the terms of the related obligation. Remeasurement gains and losses arising from experience adjustments and changes in actuarial assumptions are recognised in the period in which they occur, directly in other comprehensive income. They are included in retained earnings in the statement of changes in equity and in the balance sheet. Post-retirement medical scheme The post-retirement medical scheme to the non executives employees is a defined benefit plan and is determined based on actuarial valuation as per Ind AS 19 on Employee Benefits using Projected Unit Credit method which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation. Remeasurement gains and losses arising from experience adjustments and changes in actuarial
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178 assumptions are recognised in the period in which they occur, directly in other comprehensive income. They are included in retained earnings in the statement of changes in equity and in the balance sheet. The post-retirement medical scheme liability towards executives is recognised on accrual basis and charged to statement of profit and loss, which is a contribution plan. Provident fund The Provident Fund Trust of Company has to declare interest on the Provident Fund at a rate not less than notified by the Employee Provident Fund Organization. Company has obligation to make good the shortfall, if any, in case trust is not able to meet the interest liability. Obligation of Company is calculated annually by actuaries using projected Unit Credit method. Pension Fund Defined contribution to Superannuation Pension Scheme is charged to statement of Profit & Loss at the applicable contribution rate as per approved Pension scheme. n) Dividend to equity shareholders The final dividend on shares is recorded as a liability on the date of approval by the shareholders, and interim dividends are recorded as a liability on the date of declaration by the company’s Board of Directors. o) Provision for current & deferred tax Income tax expense represents the sum of current tax, deferred tax and adjustments for tax provisions of previous years. It is recognised in Statement of Profit and Loss except to the extent that it relates to a business combination, or items recognised directly in equity or in other comprehensive income. Current income tax: Current tax comprises of the expected tax payable on the taxable income for the year. It is measured using tax rates enacted or substantively enacted at the reporting date. Current tax assets and liabilities are offset only if, the Company: • has a legally enforceable right to set off the recognised amounts; and • intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously. Deferred tax: Deferred tax is provided on temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date using the tax rates and laws that are enacted or substantively enacted as on reporting date. Deferred tax assets are recognized to the extent that it is probable that future taxable income will be available against which the deductible temporary differences, unused tax losses and credits can be utilised. Deferred tax relating to items recognised in other comprehensive income and directly in equity is recognised in correlation to the underlying transaction. Deferred tax assets and liabilities are offset only if: • Entity has a legally enforceable right to set off current tax assets against current tax liabilities; and • Deferred tax assets and the deferred tax liabilities relate to the income taxes levied by the same taxation authority. p) Provision for doubtful debts and loans and advances: Provision is made in the accounts for doubtful debts, loans and advances in cases where the management considers the debts, loans and advances to be doubtful of recovery. q) Warranty provision: Provision for warranty related costs are recognised when the product is sold or services are rendered to the customer in terms of the contract. Initial recognition is based on the historical experience and management estimates. The initial estimate of warranty related costs are revised periodically. r) Provision, contingent liabilities and contingent assets: A provision is recognised if as a result of a past event the Company has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation Contingent Liabilities are not recognised but are disclosed in the notes. Contingent Assets are not recognised but disclosed in the Financial Statements when economic inflow is probable.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 179 Note 2 - Property, Plant and Equipment ₹ in lakhs Sr. No. Particulars GROSS BLOCK DEPRECIATION/AMORTISATION NET BLOCK Cost as on 01-04-24 Additions Adjust- ments Disposal Balance 31-03-25 Opening 01-04-24 For the period Adjust- ments Disposal Balance 31-03-25 As on 31-03-25 As on 31-03-24 A Assets Owned by MDL 1 Freehold Land 10,772 - - - 10,772 - - - - - 10,772 10,772 2 Buildings: i) Factory Building 11,934 1,367 - 3 13,298 1,553 1,425 - 3 2,975 10,323 10,381 ii) Office and Staff Quarters - a) RCC 7,900 164 - 3 8,061 1,257 170 - 2 1,425 6,636 6,643 b) Non RCC 2,026 545 - - 2,571 358 91 - - 449 2,122 1,668 iii) Others (Temporary structure) 146 11 - - 157 111 18 - - 129 28 35 3 Road 4,441 - - - 4,441 1,657 716 - - 2,373 2,068 2,784 4 Plant and Equipment 28,460 2,297 - 47 30,710 11,512 3,245 - 41 14,716 15,994 16,948 5 Furniture and Fixtures 2,479 145 - 21 2,603 1,387 205 - 4 1,588 1,015 1,092 6 Vehicles 2,202 5 - 12 2,195 1,790 70 - 11 1,849 346 412 7 Office Equipment 4,900 197 - 23 5,074 3,476 427 - 33 3,870 1,204 1,424 8 Computers and Data Processing Units - i) Desktops, Laptops etc. 1,138 304 - 344 1,098 668 240 - 344 564 534 470 ii) Server and Network 4,226 619 - 6 4,839 3,838 227 - 5 4,060 779 388 9 Loose Tools 849 3 - 225 627 671 48 - 225 494 133 178 10 Ship - Launches and Boats 4,934 1,933 - - 6,867 933 217 - - 1,150 5,717 4,001 11 Electrical Installation and Equipments 3,439 197 - - 3,636 1,655 283 - - 1,938 1,698 1,784 12 Right to use asset - Leasehold land 7,937 65,500 - - 73,437 4,087 2,338 - - 6,425 67,012 3,850 13 Right to use asset - Vehicles 560 - - 560 475 59 534 26 85 Sub-total 98,346 73,287 - 684 1,70,949 35,428 9,779 - 668 44,539 1,26,410 62,918 Previous Year’s Figures 1,12,862 6,672 (20,368) 821 98,346 32,246 6,743 (2,763) 798 35,428 62,918 80,616 Note: Vessels under the head “Launches and Boats” costing ₹ 4934 lakhs (2024 - ₹ 4934 lakhs) are registered in the name of CMD of the Company to comply with the requirement of Indian Costal Act,1838 / Indian Vessels Act, 1917.
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180 ₹ in lakhs B Jointly Funded Assets GROSS BLOCK DEPRECIATION/AMORTISATION NET BLOCK Cost as on 01-04-24 Addi- tions Adjust- ments Disposal Balance 31-03-25 Opening 01-04-24 For the period Adjust- ments Dis- posal Balance 31-03-25 As on 31-03-25 As on 31-03-24 1 Buildings: i) Factory Building 16,244 21 - - 16,265 4,228 508 - - 4,736 11,529 12,016 ii) Office and Staff Quarters - - - - - - - - - - - - a) RCC 1,646 - - - 1,646 204 29 - - 233 1,413 1,442 b) Non RCC - - - - - - - - - - - - 2 Roads 133 - - - 133 121 - - - 121 12 12 3 Plant and Equipment 7,533 - - - 7,533 3,111 388 - - 3,499 4,034 4,422 4 Electrical Installation and Equipments 649 - - - 649 438 62 - - 500 149 211 5 Furniture and Fixtures 216 - - - 216 145 20 - - 165 51 71 6 Office Equipment 153 - - - 153 144 - - - 144 9 9 7 Computers and Data Processing Units i) Server and Network 338 - - - 338 338 - - - 338 0 0 8 Ship - Launches and Boats 1,143 - - - 1,143 282 39 - - 321 822 861 Sub-total 28,059 21 - - 28,080 9,011 1,046 - - 10,057 18,023 19,048 Previous Year’s Figures 28,059 - - - 28,059 7,978 1,033 - - 9,011 19,048 20,081 T otal Tangibles Assets (A+B) 1,26,404 73,308 - 684 1,99,028 44,439 10,825 - 668 54,596 1,44,432 81,965 Previous Year’s Figures 1,40,921 6,672 (20,368) 821 1,26,404 40,224 7,776 (2,763) 798 44,439 81,965 1,00,697 Intangible Assets ₹ in lakhs Sr. No. Particulars GROSS BLOCK DEPRECIATION/AMORTISATION NET BLOCK Cost as on 01-04-24 Addi- tions Adjust- ments Disposal Balance 31-03-25 Opening 01-04-24 For the period Adjust- ments Dispos- al Balance 31-03-25 As on 31-03-25 As on 31-03-24 A Assets Owned by MDL 1 Computer Software/SAP-ERP 1,089 - - - 1,089 1,027 42 - - 1,069 20 62 2 Other than SAP-ERP 6,796 1,006 - - 7,802 5,029 653 - - 5,682 2,120 1,767 Sub T otal 7,885 1,006 - - 8,891 6,056 695 - - 6,751 2,140 1,829 Previous Year’s Figures 7,255 630 - - 7,885 5,519 537 - - 6,056 1,829 1,736 Note 2 - Property, Plant and Equipment (Contd.....)
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 181 ₹ in lakhs B Jointly Funded Assets GROSS BLOCK DEPRECIATION/AMORTISATION NET BLOCK Cost as on 01-04-24 Addi- tions Adjust- ments Disposal Balance 31-03-25 Opening 01-04-24 For the period Adjust- ments Dispos- al Balance 31-03-25 As on 31-03-25 As on 31-03-24 1 Computer Software/SAP-ERP 1,000 - - - 1,000 1,000 - - - 1,000 - - 2 Other than SAP-ERP 181 - - - 181 181 - - - 181 - - Sub T otal 1,181 - - - 1,181 1,181 - - - 1,181 - - Previous Year’s Figures 1,181 - - - 1,181 1,181 - - - 1,181 - - T otal Intangible Assets (A+B) 9,066 1,006 - - 10,072 7,237 695 - - 7,932 2,140 1,829 Previous Year’s Figures 8,436 630 - - 9,066 6,700 537 - - 7,237 1,829 1,736 T otal Assets (i+ii) 1,35,470 74,314 - 684 2,09,100 51,676 11,520 - 668 62,528 1,46,572 83,794 Previous Year’s Figures 1,49,357 7,302 (20,368) 821 1,35,470 46,924 8,313 (2,763) 798 51,676 83,794 1,02,433 (i) Government of Kerala has assigned “Free of Cost” (Recorded at Nominal value) 40.52 acres of land and handed over the same to the Company in September 2010 for setting up National Institute of Warship/Submarine design and indigenisation centre. A society titled “National Institute for Research and Design in Defence Shipbuilding” (NIRDESH) has been formed in 2010-11 by Government of India, Ministry of Defence, having representation from all the shipyards including the Company under the control of Ministry of Defence, Department of Defence Production. As per the order of Government of Kerala dated 24.04.2015, the ownership of land has been be retained by the Company and possession is handed over to NIRDESH for undertaking future infrastructure development. (ii) Depreciation has been charged on single shift basis during the period except for wet basin on which depreciation has been charged on double shift basis. (iii) No provision for impairment of assets has been considered necessary during the period as required under Ind AS - 36 Impairment of Assets. (iv) As envisaged under the Schedule II to the Companies Act 2013, the Company has charged the depreciation on its existing tangible assets on straight line basis over the balance life of the assets keeping a residual value of five percent, except for computers, data processing units and loose tools where no residual value is retained. (v) Mumbai Port Authority vide allotment letter No. EM/U-8/MDSL-Gen/Vol V/6127 & letter No. EM/U-8/MDSL-Gen/Vol. V/6128 dated 11 March 2024 has granted lease for 04 Plots & 08 Plots respectively for a period of 29 Years from 01/04/2024 to 31/03/2053. The title of above Plots are in name of MDL vide above mentioned allotment letters. MDL had submitted the application for adjudicating Stamp Duty on Lease Deeds of these 04 Plots & 08 Plots. The O/o Collector of Stamp, Mumbai City, has given the final order for payment of Stamp Duty on 04 Plot’s and 08 Plot’s Lease Deed. The excecution of Lease deed for 04 Plots & 08 Plots is under process. (vi) Company has entered into a new lease with Mumbai Port Authority (MbPA) for land admeasuring 14.55 Acres and building (Workshop land and Clarke Basin), adjacent to the company’s land. The lease term is 29 years effective from April 1, 2024. An amount of ₹ 29,801 lakhs was paid to MbPA in FY 2023-24 has now been capitalised and Right to Use Asset (RoU) asset has been created on the same. As on 31.03.2025, the lease deed for the adjacent lease land is under execution. (vii) During the year ended 31st March 2025, the Company acquired a parcel of land on lease from Mumbai Port Authority (MbPA) along with an existing building structure (Acquisition cost building structure ₹ 24.85 Cr) thereon. Post-acquisition, the building structure was evaluated through technical assessment. The assessment concluded that the building was in a dilapidated condition, with limited residual utility and structural integrity, and therefore had a useful life of only one year from the date of acquisition. Accordingly, the useful life of the building structure was revised to one year, and the change has been accounted. Note 2 - Property, Plant and Equipment (Contd.....)
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182 (viii) Building as at 31st March 2025 includes ₹ 146.60 Lakh (original cost) (previous year: ₹ 146.60 Lakh) being one third share of the Company in Delhi Shipyard House. The building is jointly held by Mazagon Dock Shipyard Limited, Garden Reach Shipbuilders and Engineers Limited and Goa Shipyard Limited. ix) Capital expenditure on Research and Development aggregating to ₹ 325 lakhs (Previous year - ₹ 733 lakhs) is reflected under respective various heads in the above note. x) Assets jointly funded by MDL and Indian Navy ₹ in lakhs Sr. No. Particulars Office and Factory Building Electric In- stallations & Equip- ment Plant and Equip- ment CDPU Te m- porary Structure Ships , Launches & Boats Office Equip- ment Furni- ture and Fixtures Intan- gible assets Roads T otal as on 31-03-2025 As on 31-03-24 1 Total Cost upto 31.03.2025 33,984 703 64,467 345 96 1,984 162 241 1,418 133 1,03,533 1,03,512 2 Less: Funded By Navy 27,922 682 60,313 345 96 1,825 154 241 1,181 - 92,759 92,759 3 Funded By MDL 6,062 21 4,154 - - 159 8 - 237 133 10,774 10,753 Previous Year’s Figures 6,041 21 4,154 - - 159 8 - 237 133 10,753 10,753 (xi) Title deeds of immovable properties not held in the name of the company as on 31.03.2025 ₹ in lakhs Relevant line item in the balance sheet Description of item of property Gross Carrying value Title deeds held in the name of Whether title deeds holders in a promoter director or relative of promoter/director or employee of promoter/director Property held since which date Reason for not being held in the name of the company PPE North Yard, Near Mazdock House, Mumbai - Peninsular & Oriential Steam Navigation Company (P&O S.N.Co) NO 1966 In Year 1960, Mazagon Dock Private Limited (MDPL)was acquired by Govt. of India (GoI). An Agreement dated 19th April 1960, was executed between the President of India (Govt. of India) and M/s British Steam Navigation Company Ltd (B.I.S.N.CO. Ltd) & M/s Peninsular & Oriental steam Navigation Company (P & O. S. N. Co.) to acquire the shares of MDPL held by them. Later on the Company’s name was changed to ‘Mazagon Dock Limited” (MDL) thereafter to Mazagon Dock Shipbuilders limited. Considering the facts, the up-dation with respect to name of the Company in the land records/lease agreements and renewal of lease with respect to land at south yard, MDL, Mumbai are under process. MDL has approched Ministry of Defence and O/o the Principal Director, Directorate General Defence Estate, New Delhi to provide the acquisition documents for correcting/ regularising the land records. North Yard, Near Residential Colony, MDL,Mumbai 1975 South Yard,Near Module shop,MDL,Mumbai - British India Steam Navigation Company Limited (B.I.S.N Co Ltd) NO 1959 South Yard,Near Mogul House,MDL,Mumbai 1947 Note 2 - Property, Plant and Equipment (Contd.....)
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 183 Relevant line item in the balance sheet Description of item of property Gross Carrying value Title deeds held in the name of Whether title deeds holders in a promoter director or relative of promoter/director or employee of promoter/director Property held since which date Reason for not being held in the name of the company 355 Phase North yard - Mumbai Port Trust (Mbpt) Yes. MbPA has issued Charge Certificate 1976 Mumbai Port Authority vide allotment letter No. EM/U-8/ MDSL-Gen/Vol V/6127 dated 11 March 2024 has granted lease for 04 Plots for a period of 29 Years from 01/04/2024 to 31/03/2053. Mumbai Port Authority vide allotment letter No. EM/U-8/ MDSL-Gen/Vol. V/6128 dated 11 March 2024 has granted lease for 08 Plots for a period of 29 Years from 01/04/2024 to 31/03/2053. MDL is regularly paying the lease rent to MbPA as agreed between MDL and MbPA. The title of above Plots are in name of MDL vide above mentioned allotment letters. The excecution of Lease deed for 04 Plots & 08 Plots is under process. Extension of Phase II - 1979 Extension of Slipway in SY - 1995 Additional water area for Extn of Slipway - 2003 LRR No 1997 (20801509) - Mumbai Port Trust (Mbpt) 1994 LRR No. 2018 Magazine street (20801510) - 1994 Lease of Plot 357 (20801638) - 1964 358 RECL of Bal. Area (20801643) - 1994 Water area for proposed WET Basin PRO (20801653) - 2007 Approach Road to Mazagaon Pier (20801654) - 2007 Direct allotment of Foreshore Land (20801655) - 2007 Addl. Water area for Dolphins & Walkways (20801656) - 2009 Adjacent Workshop Land and clerk Basin Area Mumbai Port Authority Yes. MbPA has issued Charge Certificate 2024 MDl has acquired the land from MbPA for 29 Years from 1/04/2024 to 31/03/2053. The Execution of lease deed for this land is under process. Mumbai Port Authority vide allotment letter EM/U-9/MDL/Misc/119-6119 dated 07th March, 2024. Note 2 - Property, Plant and Equipment (Contd.....) ₹ in lakhs
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184 Relevant line item in the balance sheet Description of item of property Gross Carrying value Title deeds held in the name of Whether title deeds holders in a promoter director or relative of promoter/director or employee of promoter/director Property held since which date Reason for not being held in the name of the company Part of Nhava yard land - City and Industrial Development Corporation of Maharashtra Ltd (CIDCO) NO 1984 The company is in possession of approx. 10 acre land belonging to CIDCO which ONGC ceded to MDL during the year 1984. MDL is having permanently tenancy rights to co- terminus with the leasehold right of ONGC with the CIDCO land in their possession. Building Investment Property Land - - - - - Building - - - - - Noncurrent asset held for sale Land - - - - - Building - - - - - Others - - - - - Note 2 - Property, Plant and Equipment (Contd.....) ₹ in lakhs
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 185 Note 2 - Property, Plant and Equipment (Contd.....) ₹ in lakhs Sr. No. Particulars GROSS BLOCK DEPRECIATION/AMORTISATION NET BLOCK Cost as on 01-04-23 Addi- tions Adjust- ments Dispos- al Balance 31-03-24 Opening 01-04-23 For the period Adjust- ments Dispos- al Balance 31-03-24 As on 31-03-24 As on 31-03-23 A Assets Owned by MDL 1 Freehold Land 10,772 - - - 10,772 - - - - - 10,772 10,772 2 Buildings: i) Factory Building 11,946 7 (3) 16 11,934 1,173 396 - 16 1,553 10,381 10,773 ii) Office and Staff Quarters a) RCC 5,742 2,158 - - 7,900 1,110 147 - - 1,257 6,643 4,632 b) Non RCC 1,716 310 - - 2,026 286 72 - - 358 1,668 1,430 iii) Others (Temporary structure) 116 30 - - 146 103 8 - - 111 35 13 3 Road 4,318 123 - - 4,441 952 705 - - 1,657 2,784 3,366 4 Plant and Equipment 26,955 1,618 3 116 28,460 9,556 2,064 - 108 11,512 16,948 17,399 5 Furniture and Fixtures 2,092 401 - 15 2,479 1,211 186 - 10 1,387 1,092 881 6 Vehicles 2,203 17 - 18 2,202 1,727 80 - 17 1,790 412 476 7 Office Equipment 4,268 740 - 108 4,900 2,995 585 - 104 3,476 1,424 1,273 8 Computers and Data Processing Units i) Desktops, Laptops etc. 846 440 - 148 1,138 699 117 - 148 668 470 147 ii) Server and Network 4,537 52 - 363 4,226 3,710 488 - 360 3,838 388 827 9 Loose Tools 642 207 - - 849 607 64 - - 671 178 35 10 Ship - Launches and Boats 4,934 - - - 4,934 760 173 - - 933 4,001 4,174 11 Electrical Installation and Equipments 2,907 569 - 37 3,439 1,426 264 - 35 1,655 1,784 1,481 12 Right to use asset - Leasehold land 28,363 - (20,426) - 7,937 5,474 1,376 (2,763) - 4,087 3,850 22,889 13 Right to use asset - Vehicles 502 - 58 560 457 18 475 85 45 Sub-total 1,12,862 6,672 (20,368) 821 98,346 32,246 6,743 (2,763) 798 35,428 62,918 80,616 Previous Year’s Figures 1,01,238 12,187 - 563 1,12,862 26,708 6,072 - 534 32,246 80,616 74,530 Note: Vessels under the head “Launches and Boats” costing ₹ 4934 lakhs (2023 - ₹ 4934 lakhs) are registered in the name of CMD of the Company to comply with the requirement of Indian Costal Act,1838 / Indian Vessels Act, 1917.
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186 B Jointly Funded Assets GROSS BLOCK DEPRECIATION/AMORTISATION NET BLOCK Cost as on 01-04-23 Addi- tions Adjust- ments Disposal Balance 31-03-24 Opening 01-04-23 For the period Adjust- ments Dispos- al Balance 31-03-24 As on 31-03-24 As on 31-03-23 1 Buildings: i) Factory Building 16,244 - - - 16,244 3,721 507 - - 4,228 12,016 12,523 ii) Office and Staff Quarters - - - - - - - - - - - - a) RCC 1,646 - - - 1,646 175 29 - - 204 1,442 1,471 b) Non RCC - - - - - - - - - - - - 2 Roads 133 - - - 133 121 - - - 121 12 12 3 Plant and Equipment 7,533 - - - 7,533 2,735 376 - - 3,111 4,422 4,798 4 Electrical Installation and Equipments 649 - - - 649 376 62 - - 438 211 273 5 Furniture and Fixtures 216 - - - 216 125 20 - - 145 71 91 6 Office Equipment 153 - - - 153 144 - - - 144 9 9 7 Computers and Data Processing Units i) Server and Network 338 - - - 338 338 - - - 338 0 0 8 Ship - Launches and Boats 1,143 - - - 1,143 243 39 - - 282 861 900 Sub-total 28,059 - - - 28,059 7,978 1,033 - - 9,011 19,048 20,081 Previous Year’s Figures 28,059 - - - 28,059 6,932 1,046 - - 7,978 20,081 21,127 T otal Tangibles Assets (A+B) 1,40,921 6,672 (20,368) 821 1,26,404 40,224 7,776 (2,763) 798 44,439 81,965 1,00,697 Previous Year’s Figures 1,29,296 12,187 - 563 1,40,921 33,640 7,118 - 534 40,224 1,00,697 95,656 Intangible Assets ₹ in lakhs Sr. No. Particulars GROSS BLOCK DEPRECIATION/AMORTISATION NET BLOCK Cost as on 01-04-23 Addi- tions Adjust- ments Disposal Balance 31-03-24 Opening 01-04-23 For the period Adjust- ments Dispos- al Balance 31-03-24 As on 31-03-24 As on 31-03-23 A Assets Owned by MDL 1 Computer Software/SAP-ERP 1,089 - - - 1,089 968 59 - - 1,027 62 121 2 Other than SAP-ERP 6,166 630 - - 6,796 4,551 478 - - 5,029 1,767 1,615 Sub T otal 7,255 630 - - 7,885 5,519 537 - - 6,056 1,829 1,736 Previous Year’s Figures 5,885 1,370 - - 7,255 5,079 440 - - 5,519 1,736 806 Note 2 - Property, Plant and Equipment (Contd.....) ₹ in lakhs
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 187 Note 2 - Property, Plant and Equipment (Contd.....) ₹ in lakhs B Jointly Funded Assets GROSS BLOCK DEPRECIATION/AMORTISATION NET BLOCK Cost as on 01-04-23 Addi- tions Adjust- ments Disposal Balance 31-03-24 Opening 01-04-23 For the period Adjust- ments Dispos- al Balance 31-03-24 As on 31-03-24 As on 31-03-23 1 Computer Software/SAP-ERP 1,000 - - - 1,000 1,000 - - - 1,000 - - 2 Other than SAP-ERP 181 - - - 181 181 - - - 181 - - Sub T otal 1,181 - - - 1,181 1,181 - - - 1,181 - - Previous Year’s Figures 1,181 - - - 1,181 1,181 - - - 1,181 - - T otal Intangible Assets (A+B) 8,436 630 - - 9,066 6,700 537 - - 7,237 1,829 1,736 Previous Year’s Figures 7,066 1,370 - - 8,436 6,260 440 - - 6,700 1,736 806 T otal Assets (i+ii) 1,49,357 7,302 (20,368) 821 1,35,470 46,924 8,313 (2,763) 798 51,676 83,794 1,02,433 Previous Year’s Figures 1,36,362 13,557 - 563 1,49,357 39,900 7,558 - 534 46,924 1,02,433 96,462 (i) Government of Kerala has assigned “Free of Cost” (Recorded at Nominal value) 40.52 acres of land and handed over the same to the Company in September 2010 for setting up National Institute of Warship/Submarine design and indigenisation centre. A society titled “National Institute for Research and Design in Defence Shipbuilding” (NIRDESH) has been formed in 2010-11 by Government of India, Ministry of Defence, having representation from all the shipyards including the Company under the control of Ministry of Defence, Department of Defence Production. As per the order of Government of Kerala dated 24.04.2015, the ownership of land shall be retained by the Company and only possession will be handed over to NIRDESH for undertaking future infrastructure development. (ii) Depreciation has been charged on single shift basis during the period except for wet basin on which depreciation has been charged on double shift basis. (iii) No provision for impairment of assets has been considered necessary during the period as required under Ind AS - 36 Impairment of Assets. (iv) As envisaged under the Schedule II to the Companies Act 2013, the Company has charged the depreciation on its existing tangible assets on straight line basis over the balance life of the assets keeping a residual value of five percent, except for computers, data processing units and loose tools where no residual value is retained. (v) Lease term expired for four plots leased by Mumbai Port Authority (MbPA) in the year 2006. MbPA offered lease renewal at approximately 10 times higher rates. Company did not agree with offered rates and the matter was referred to Tariff Authority for Major Ports (TAMP). TAMP passed order in November 21, revising the lease rate. The Company did not agree with the rates offered in TAMPs order and the matter was taken up with Ministry of Ports, Shipping & Waterways (MoPSW) through Ministry of Defence (MoD). As there was no finality in the dispute and the company’s intent to renew the lease, company implemented the lease as per TAMP’s order in conformity to Ind AS 116, recording upfront lease payments as Right to use (ROU) and liability in the books of accounts during FY 2021-22. Later on MbPA offered revised rates in Feb 2024 and the same was agreed by Company. The Lease hold land Right to Use and Liability created in FY 2021-22 were reversed in FY 2023-24. The lease of 4 plots as per the revised rates will be renewed from 01-04-2024 for 29 years. (vi) Building as at 31st March 2024 includes ₹ 146.60 Lakh (original cost) (previous year: ₹ 146.60 Lakh) being one third share of the Company in Delhi Shipyard House. The building is jointly held by Mazagon Dock Shipyard Limited, Garden Reach Shipbuilders and Engineers Limited and Goa Shipyard Limited. (vii) Capital expenditure on Research and Development aggregating to ₹ 733 lakhs (Previous year - ₹ 2120 lakhs) is reflected under respective various heads in the above note.
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188 (viii) Assets jointly funded by MDL and Indian Navy ₹ in lakhs Sr. No. Particulars Office and Factory Building Electric In- stallations & Equip- ment Plant and Equip- ment CDPU Te m- porary Structure Ships, Launches & Boats Office Equip- ment Furni- ture and Fixtures Intan- gible assets Roads T otal as on 31-03-2024 As on 31-03-23 1 Total Cost upto 31.03.2024 33,963 703 64,467 345 96 1,984 162 241 1,418 133 1,03,512 1,03,512 2 Less: Funded By Navy 27,922 682 60,313 345 96 1,825 154 241 1,181 - 92,759 92,759 3 Funded By MDL 6,041 21 4,154 - - 159 8 - 237 133 10,753 10,753 Previous Year’s Figures 6,041 21 4,154 - - 159 8 - 237 133 10,753 10,753 ix) Title deeds of immovable properties not held in the name of the company as on 31.03.2024 ₹ in lakhs Relevant line item in the balance sheet Description of item of property Gross Carrying value Title deeds held in the name of Whether title deeds holders in a promoter director or relative of promoter/ director or employee of promoter/ director Property held since which date Reason for not being held in the name of the company PPE Lease hold Land North Yard, Near Mazdock House, Mumbai - Peninsular & Oriential Steam Navigation Company (P&O S.N.Co) NO 1966 In Year 1960, Mazagon Dock Private Limited (MDPL)was acquired by Govt. of India (GoI). An Agreement dated 19th April 1960, was executed between the President of India (Govt. of India) and M/s British Steam Navigation Company Ltd (B.I.S.N.CO. Ltd) & M/s Peninsular & Oriental steam Navigation Company (P & O. S. N. Co.) to acquire the shares of MDPL held by them. Later on the Company’s name was changed to ‘Mazagon Dock Limited” (MDL) thereafter to Mazagon Dock Shipbuilders limited. Considering the facts, the up-dation with respect to name of the Company in the land records/lease agreements and renewal of lease with respect to land at south yard, MDL, Mumbai are under process. MDL has approched Ministry of Defence and O/o the Principal Director, Directorate General Defence Estate, New Delhi to provide the acquisition documents for correcting/ regularising the land records. North Yard, Near Residential Colony, MDL,Mumbai - 1975 South Yard,Near Module shop,MDL,Mumbai - British India Steam Navigation Company Limited (B.I.S.N Co Ltd) NO 1959 South Yard,Near Mogul House,MDL,Mumbai 1947 Note 2 - Property, Plant and Equipment (Contd.....)
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 189 Relevant line item in the balance sheet Description of item of property Gross Carrying value Title deeds held in the name of Whether title deeds holders in a promoter director or relative of promoter/ director or employee of promoter/ director Property held since which date Reason for not being held in the name of the company 355 Phase North yard - Mumbai Port Trust (Mbpt) NO 1976 MDL has paid the upfront premium of ₹ 48.75 Cr. on 01 April 2024 to Mumbai Port Authority (MbPA) for renewal of leases for 04 Plots for a period of 29 Years from 01/04/2024 to 31/03/2053. The leases of 04 Plots are renewed after payment. The excecution of Lease deed is under process. Extension of Phase II - 1979 Extension of Slipway in SY - 1995 Additional water area for Extn of Slipway - 2003 Part of Nhava yard land - City and Industrial Development Corporation of Maharashtra Ltd (CIDCO) NO 1984 The company is in possession of approx. 10 acre land belonging to CIDCO which ONGC ceded to MDL during the year 1984. MDL is having permanently tenancy rights to co-terminus with the leasehold right of ONGC with the CIDCO land in their possession. Building Investment Property Land - - - - - Building - - - - - Noncurrent asset held for sale Land - - - - - Building - - - - - Others - - - - - Note 2 - Property, Plant and Equipment (Contd.....) ₹ in lakhs
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190 3 Capital work-in-progress ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Capital work-in-progress 1. Own resources A. Tangible assets Opening balance 7,177 6,162 Add: Expenditure during the period 79,804 7,686 Less: Capitalisation during the period (73,308) 13,673 (6,671) 7,177 Less: Provision for Tangible assets (353) (353) T otal 13,320 6,824 Ageing for capital work-in-progress as at March 31, 2025 as follows: ₹ in lakhs Particulars Amount in CWIP for a period of T otal Less than 1 year 1-2 years 2-3 years More than 3 years Projects in progress* 4,970 1,841 3,536 2,973 13,320 Projects temporarily suspended - - - 353 353 Less: Provision - - - (353) (353) T otal 4,970 1,841 3,536 2,973 13,320 Completion schedule - Time and Cost overrun 2024-25 Particulars T o be completed in T otal Less than 1 year 1-2 years 2-3 years More than 3 years New shed for PPT Plant - - - 17 17 Consultancy for MDP at Gavan - - - 243 243 Greenfield Shipyard at Nhava - - - 65 65 Fire Alarm & Fire Fighting System - - - 304 304 Caisson Gate - 1215 - - 1,215 Upgradation of MDL Tug MT Andaman 227 - - - 227 Midget Submarine Project - - 1,951 - 1,951 Repair Facility at NHAVA Yard - - - 43 43 High Mast Light 103 - - - 103 Desk Studies For Creation Of A Greenfield Shipyard At Nhava Yard - - - 296 296 Submarine Launch Facility 638 - - - 638 Modernisation of Bond Stores 37 - - - 37 Power Supply-1.5MW at Nhava Yard 191 - - - 191 Caisson Gate of Workshop 'C' of East Yard Dry Dock 124 - - - 124 ACs for Security complex 861 - - - 861 T otal* 2,181 1,215 1,951 968 6,315 *There is no cost over run in any project, only time over run which is as per above table
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 191 Completion schedule - Suspended projects as at March 31, 2025 as follows: ₹ in lakhs Particulars Amount in CWIP for a period of T otal Less than 1 year 1-2 years 2-3 years More than 3 years Design, Fabrication, Transportation, Installation and Commission of Portable Slipway Covers - - - 353 353 T otal - - - 353 353 Ageing for capital work-in-progress as at March 31, 2024 as follows: ₹ in lakhs Particulars Amount in CWIP for a period of T otal Less than 1 year 1-2 years 2-3 years More than 3 years Projects in progress* 1,612 2,345 1,764 1,103 6,824 Projects temporarily suspended - - - 353 353 Less: Provision - - - (353) (353) T otal 1,612 2,345 1,764 1,103 6,824 Completion schedule - Time and Cost overrun 2023-24 Particulars T o be completed in T otal Less than 1 year 1-2 years 2-3 years More than 3 years New shed for PPT Plant - 17 - - 17 Consultancy for MDP at Gavan - 243 - - 243 Greenfield Shipyard at Nhava - - 200 - 200 Fire Alarm & Fire Fighting System - - 96 - 96 Caisson Gate 929 - - - 929 Upgradation of MDL Tug MT Andaman 125 - - - 125 Replacement of cladding sheet EYworkshps 42 - - - 42 Repair Facility at NHAVA Yard - - 43 - 43 IIT-Madras - A.I enabled Robotic Welding inspection 385 - - - 385 Desk Studies For Creation Of A Greenfield Shipyard At Nhava Yard - - 65 - 65 Submarine Launch Facility 418 - - - 418 Portable Cutting Machine. 3 - - - 3 Heating And Brazing Torch 4 - - - 4 Supply And Installation Of Remote Controls 11 - - - 11 Bionic 7Fp Biometric Punching Machines 8 - - - 8 Procurment of Modular Furniture 19 - - - 19 Procurement of 24 Pax Electric Boat 88 - - - 88 T otal* 2,032 260 404 - 2,696 *There is no cost over run in any project, only time over run which is as per above table 3. Capital work-in-progress (Contd......)
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192 3. Capital work-in-progress (Contd......) Completion schedule - Suspended projects as at March 31, 2024 as follows: ₹ in lakhs Particulars Amount in CWIP for a period of T otal Less than 1 year 1-2 years 2-3 years More than 3 years Design, Fabrication, Transportation, Installation and Commission of Portable Slipway Covers - - - 353 353 T otal - - - 353 353 4 Intangible assets under development ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Opening balance 339 - Add: Expenditure during the period 667 969 Less: Capitalisation/adjustments during the period (1,006) - (630) 339 T otal - 339 Intangible assets under development ageing schedule as at March 31, 2025 as Follows: ₹ in lakhs Intangible assets under development ageing schedule Amount in CWIP for a period of T otal Less than 1 year 1-2 years 2-3 years More than 3 years Projects in progress* - - - - - Projects temporarily suspended - - - - - T otal - - - - - Intangible assets under development completion schedule as at March 31, 2025 as Follows: ₹ in lakhs Intangible assets under development T o be completed in T otal Less than 1 year 1-2 years 2-3 years More than 3 years Project 1 - - - - - Project 2 - - - - - T otal - - - - - Intangible assets under development ageing schedule as at March 31, 2024 as Follows: ₹ in lakhs Intangible assets under development ageing schedule Amount in CWIP for a period of T otal Less than 1 year 1-2 years 2-3 years More than 3 years Projects in progress* 339 - - - 339 Projects temporarily suspended - - - - - T otal 339 - - - 339 Intangible assets under development completion schedule as at March 31, 2024 as Follows: ₹ in lakhs Intangible assets under development T o be completed in T otal Less than 1 year 1-2 years 2-3 years More than 3 years Project 1 339 - - - 339 Project 2 - - - - - T otal 339 - - - 339
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 193 5 Non-current investments ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Investments in equity instruments (At cost, unquoted) In Equity shares of Associate Concern - Goa Shipyard Limited 600 600 5,49,57,600 Equity shares of ₹ 5 each fully paid up (in Previous year - 5,49,57,600 Equity shares of ₹ 5 each fully paid up) T otal 600 600 6 Trade receivables - non-current ₹ in lakhs Particulars March 31, 2025 March 31, 2024 (Unsecured, considered good) Deferred debts 2,263 2,239 Less: Amount receivable within 12 months (490) (474) T otal 1,773 1,765 Ageing for trade receivables-non-current outstanding as at March 31, 2025 is as follows: ₹ in lakhs Particulars Unbilled Outstanding for following periods from due date of payment T otal Less than 6 months 6 months - 1 year 1-2 years 2-3 years More than 3 years (i) Undisputed Trade receivables- considered good - - - - - 1,773 1,773 (ii) Undisputed Trade Receivables - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - credit impaired - - - - - - - (iv) Disputed Trade Receivables - considered good - - - - - - - (v) Disputed Trade Receivables - which have significant increase in credit risk - - - - - - - (vi) Disputed Trade Receivables - credit impaired - - - - - - - T otal - - - - - 1,773 1,773
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194 6 Trade receivables - non-current (Contd......) Ageing for trade receivables-non-current outstanding as at March 31, 2024 is as follows: ₹ in lakhs Particulars Unbilled Outstanding for following periods from due date of payment T otal Less than 6 months 6 months - 1 year 1-2 years 2-3 years More than 3 years (i) Undisputed Trade receivables- considered good - - - - - 1,765 1,765 (ii) Undisputed Trade Receivables - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - credit impaired - - - - - - - (iv) Disputed Trade Receivables - considered good - - - - - - - (v) Disputed Trade Receivables - which have significant increase in credit risk - - - - - - - (vi) Disputed Trade Receivables - credit impaired - - - - - - - T otal - - - - - 1,765 1,765 7 Loans - non-current ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Loans Receivables considered good - Secured - - Loans Receivables considered good - Unsecured 2,000 2,000 Loans Receivables which have significant increase in credit Risk; and - - Loans Receivables credit impaired - - 2,000 2,000 8 Other financial assets - non-current ₹ in lakhs Particulars March 31, 2025 March 31, 2024 (Unsecured, considered good) Security deposits: Security deposits with Mumbai Port Trust 461 461 Other deposits 432 341 Fixed deposits with bank with maturity over 12 months 340 340 (The above deposits are under lien with Mumbai Port Trust) Leave encashment fund 13,365 12,603 T otal 14,598 13,745
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 195 9 Deferred tax assets (net) ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Deferred tax assets / (liabilities) Deferred tax assets Provisions 74,648 66,383 Others - 74,648 - 66,383 Deferred tax liabilities Depreciation (6,821) (6,821) (6,403) (6,403) T otal Deferred tax assets (net) 67,827 59,980 10 Non-current tax assets (net) ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Tax Assets and Liabilities Non Current Tax Assets 2,54,657 1,60,406 Non Current Tax Liabilites (2,28,736) (1,42,550) Non-current tax assets (net) 25,921 17,856 11 Other non-current assets ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Capital advances 11,536 43,986 Other receivables - considered good 1,154 469 Other receivables - considered doubtful 1,219 2,757 Less: Allowance for doubtful receivables (1,219) 1,154 (2,757) 469 Advances paid to vendors - considered doubtful 120 123 Less: Allowance for doubtful advances (120) - (123) - VAT / sales tax receivable 6,491 6,494 GST input tax credit 31,562 60,757 Others 133 174 T otal 50,876 1,11,880 12 Inventories ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Raw materials Material in stores 34,743 9,308 Less: Provision for obsolescence (346) 34,397 (196) 9,112 Stores and spares Material in stores 9,106 2,356 Less: Provision for obsolescence (282) 8,824 (138) 2,218 Equipment for specific projects Material in stores/site 3,49,209 4,91,042 Less: Provision for obsolescence (9,046) (1,128) 3,40,163 4,89,914 Stock in transit 21,236 15,465 Materials pending inspection 48,253 4,09,652 53,691 5,59,070 Scrap 835 937 T otal 4,53,708 5,71,337
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196 12 Inventories (Contd....) Note: (i) Inventory costing ₹ 873 lakhs (Previous year: ₹ 11,219 lakhs) is held with other vendors. (ii) Inventory costing ₹ 71 Lakhs (Previous year: ₹ 70 Lakhs) is held at customer’s store. (iii) As on 31st March, 2025, Inventory held on behalf of Navy is ₹ 3,027 lakhs (Previous year - ₹ 4,403 lakhs) which is excluded from above inventory. 13 Trade receivables - current ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Trade receivables considered good - unsecured 1,06,721 1,84,693 Trade receivables considered doubtful - unsecured 43,426 46,261 Total 1,50,147 2,30,954 Loss allowance (43,426) (46,261) T otal 1,06,721 1,84,693 Ageing for trade receivables-current outstanding as at March 31, 2025 is as follows: ₹ in lakhs Particulars Unbilled Outstanding for following periods from due date of payment T otal Less than 6 months 6 months - 1 year 1-2 years 2-3 years More than 3 years (i) Undisputed Trade receivables- considered good 14,454 64,967 14,929 4,702 6,660 1,009 1,06,721 (ii) Undisputed Trade Receivables - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - credit impaired - - - - - - - (iv) Disputed Trade Receivables - considered good - - - - - - - (v) Disputed Trade Receivables - which have significant increase in credit risk - - - - - - - (vi) Disputed Trade Receivables - credit impaired - - - - - - - T otal 14,454 64,967 14,929 4,702 6,660 1,009 1,06,721
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 197 13 Trade receivables - current (Contd....) Ageing for trade receivables-current outstanding as at March 31, 2024 is as follows: ₹ in lakhs Particulars Unbilled Outstanding for following periods from due date of payment T otal Less than 6 months 6 months - 1 year 1-2 years 2-3 years More than 3 years (i) Undisputed Trade receivables- considered good 61,119 1,00,547 7,927 10,122 3,969 1,009 1,84,693 (ii) Undisputed Trade Receivables - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - credit impaired - - - - - - - (iv) Disputed Trade Receivables - considered good - - - - - - - (v) Disputed Trade Receivables - which have significant increase in credit risk - - - - - - - (vi) Disputed Trade Receivables - credit impaired - - - - - - - T otal 61,119 1,00,547 7,927 10,122 3,969 1,009 1,84,693 14 Cash and cash equivalents ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Cash and cash equivalents Balances with banks:- - In current accounts i. In India 1,52,781 3,08,097 ii. Outside India 66 1,52,847 36 3,08,133 - In cash credit accounts 2,765 17 - In flexi deposit accounts 2,26,927 44,198 - In fixed deposit accounts - less than 3 months 1,46,000 1,69,500 T otal 5,28,539 5,21,848 MDL has availed Cash Credit facility (Sanction limit of 3500 Lakhs) from consortium banks (SBI, ICICI, Union Bank of India, Bank of Baroda and Axis Bank) at the interest rate 9%, 8.80%, 9.35%, 8.85%, & 9.35% per annum respectively. MDL has also availed Cash Credit facility from HDFC Bank for which interest rate will be mutually agreed from time to time. Credit facility is secured by hypothecation of current assets including inventory and receivables of the Company. Terms of Repayment: Running account repayable on demand subject to annual review/ renewal. Cash credit facility availed as on 31.03.2025 is Nil. 15 Bank balance other than cash and cash equivalents ₹ in lakhs Particulars March 31, 2025 March 31, 2024 In fixed deposit accounts - more than 3 months but not more than 12 months maturity 10,86,400 8,99,100 Earmarked balances with banks for Unpaid Dividend 22 15 T otal 10,86,422 8,99,115
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198 16 Other financial assets - current ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Interest accrued on deposits and advances 28,681 30,756 T otal 28,681 30,756 17 Other current assets ₹ in lakhs Particulars March 31, 2025 March 31, 2024 (Unsecured, considered good, unless otherwise specified) Advances Advances paid to vendors 1,97,904 3,64,763 Travel advance to employees 106 26 Employee related 90 107 Others 14 1,98,114 17 3,64,913 Prepaid expenses Prepaid deposits (MbPT) - 11 Others 8,706 8,706 409 420 T otal 2,06,820 3,65,333 18 Share Capital ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Authorized share capital 64,74,40,000 (Previous year - 32,37,20,000 equity shares of ₹ 10 each) equity shares of ₹ 5 each 32,372 32,372 T otal 32,372 32,372 Issued, subscribed and fully paid-up shares 40,33,80,000 (Previous year - 20,16,90,000 equity shares of ₹ 10 each) equity shares of ₹ 5 each. 20,169 20,169 T otal 20,169 20,169 Reconciliation of number of shares and amounts outstanding Particulars March 31, 2025 March 31, 2024 Equity Shares outstanding at the beginning of the year 20,16,90,000 20,169 20,16,90,000 20,169 Add : Share issued during the year 0 0 0 0 Less : Existing shares of FV of ₹ 10 each extinguished on splitting of share (Refer note 1 below) -20,16,90,000 0 0 0 Add : Equity share of FV of ₹ 5/- each issued during the year on splitting (Refer note 1 below) 40,33,80,000 0 0 0 Less : Shares bought back during the year 0 0 0 0 Equity shares outstanding at the end of the year 40,33,80,000 20,169 20,16,90,000 20,169 Details of shares held by shareholders holding more than 5% of the aggregate shares in the Company Particulars March 31, 2025 March 31, 2024 No. of shares Percentage holding No. of shares Percentage holding Shareholder Refer Note 2 below President of India and his nominees 34,21,81,966 84.83% 17,10,90,983 84.83%
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 199 18 Share Capital (Contd..) Disclosure of shareholding of promoters as at March 31, 2025 is as follows: Particulars March 31, 2025 March 31, 2024 % Change during the year No. of shares Percentage holding No. of shares Percentage holding Shareholder Refer Note 2 below President of India and his nominees 34,21,81,966 84.83% 17,10,90,983 84.83% 0.00% Disclosure of shareholding of promoters as at March 31, 2024 is as follows: Particulars March 31, 2024 March 31, 2023 % Change during the year No. of shares Percentage holding No. of shares Percentage holding Shareholder President of India and his nominees 17,10,90,983 84.83% 17,10,90,983 84.83% 0.00% Sub-division & other Information Note 1. On 27th December, 2024, the company sub-divided every 1 (one) Equity Share of the face value of ₹ 10/- each into 2 (Two) Equity Share of the Face value of ₹ 5/- each as approved by share holders on 28th November, 2024 by Postal Ballot. The record date for the share split was December 27, 2024. Note 2. During the Q3 of FY 2024-25, as result of splitting of share of the company, every 1 (one) Equity Share of the face value of ₹ 10/- each sub divided into 2 (Two) Equity Share of the Face value of ₹ 5/- each. However, there is no percentage change in share capital of company as on 31.03.2025. 19 Trade payables - non-current ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Deferred payment liability to a foreign supplier 2,263 2,239 Less: Amount payable within 12 months (490) (474) T otal 1,773 1,765 Ageing for trade payables-non-current outstanding as at March 31, 2025 is as follows: ₹ in lakhs Particulars Not due Outstanding for following periods from due dates of payment T otalLess than 1 year 1-2 years 2-3 years More than 3 years MSME - - - - - - Others - - - - 1,773 1,773 Disputed dues - MSME - - - - - - Disputed dues - Others - - - - - - T otal - - - - 1,773 1,773 Ageing for trade payables-non-current outstanding as at March 31, 2024 is as follows: ₹ in lakhs Particulars Not due Outstanding for following periods from due dates of payment T otalLess than 1 year 1-2 years 2-3 years More than 3 years MSME - - - - - - Others - - - - 1,765 1,765 Disputed dues - MSME - - - - - - Disputed dues - Others - - - - - - T otal - - - - 1,765 1,765
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200 20 Other financial liabilities - non-current ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Security and other deposits 49 69 T otal 49 69 21 Provisions - non-current ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Employee benefits Post retirement benefit schemes Medical 10,429 10,256 Gift card 109 10,538 117 10,373 Leave salary encashment 12,359 10,892 Other provisions Provision for liquidated damages 1,106 18,983 Provision for Onerous Contract 52,138 - Others 2,540 55,784 2,273 21,256 T otal 78,681 42,521 22 Other non-current liabilities ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Funds received from customer for infrastructure projects 92,761 92,761 Less: Transferred to fixed assets for capitalisation (73,419) (73,419) Less: Amortisation of deferred revenue (7,369) 11,973 (6,682) 12,660 Deferred deposits 2 3 T otal 11,975 12,663 23 Trade payables - current ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Other vendors 3,50,653 4,25,644 Deferred payment liability to a foreign supplier 490 474 T otal 3,51,143 4,26,118
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 201 Note 23- Trade Payables-current (Contd..) Ageing for trade payables-current outstanding as at March 31, 2025 is as follows: ₹ in lakhs Particulars Not due Outstanding for following periods from due dates of payment T otal Less than 1 year 1-2 years 2-3 years More than 3 years MSME 21,169 1,439 60 19 - 22,687 Others 3,45,409 5,443 109 175 7 3,51,143 Disputed dues - MSME - - - - - - Disputed dues - Others - - - - - - T otal 3,66,578 6,882 169 194 7 3,73,830 Ageing for trade payables-current outstanding as at March 31, 2024 is as follows: ₹ in lakhs Particulars Not due Outstanding for following periods from due dates of payment T otal Less than 1 year 1-2 years 2-3 years More than 3 years MSME 16,751 112 - - - 16,863 Others 3,85,662 40,441 13 - 2 4,26,118 Disputed dues - MSME - - - - - - Disputed dues - Others - - - - - - T otal 4,02,413 40,553 13 - 2 4,42,981 24 Others financial liabilities - current ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Retention money payable 33 57 Interest payable on advances received from customer 1,972 3,705 Employee related 21,403 15,506 Others 2,100 2,101 Security and other deposits 399 389 Unclaimed dividend 22 15 T otal 25,929 21,773 25 Other current liabilities ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Statutory dues 3,049 5,623 Deferred deposits 3 3 T otal 3,052 5,626
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202 26 Provisions - current ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Employee benefits Post retirement benefit Medical 1,133 1,148 Gift card 32 1,165 54 1,202 Leave salary encashment 1,192 1,675 Gratuity 188 1,450 Other provisions Guarantee repairs 27,478 14,389 Custom duty - 27,478 426 14,815 T otal 30,023 19,142 27 Revenue from operations ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Contract revenue Ship construction 8,38,543 7,52,770 Offshore project 1,00,964 323 Sale of goods Sale of base and depot spares 1,22,816 1,21,715 Others 2,577 2,129 Sale of Services Ship Repair 54,704 29,864 Other operating revenue Sale of scrap and stores 1,201 1,260 Sale of services (others) 2,548 3,143 Reversal of Liquidated damages 19,937 35,719 Changes in Inventory of Scrap (102) 23,584 (265) 39,857 T otal 11,43,188 9,46,658 Contract Revenue Recognition with Respect to Projects / Vessels in WIP: ₹ in lakhs Particulars March 31, 2025 March 31, 2024 The amount of contract revenue recognised as revenue for the period 11,19,604 9,06,801 Aggregate amount of cost incurred and recognised profits (less recognised losses, if any) 8,91,285 14,77,430 The amount of advances received (gross) 23,80,252 32,44,041 The amount of retentions by customers 29,009 13,109 1. The Company is engaged in the production of defence equipment and was exempted from ‘Segment Reporting’ vide notification S.O. 802(E) dtd. 23rd February, 2018 by amending notification no G.S.R. 463(E) dated 5th June, 2015. In view of the above, no disclosure is made separately by the Company on operating segments under Ind AS 108. 2. Revenue from operations includes revenue from Export of goods/services is ₹ 6043 Lakhs that is 0.53% of Revenue from operation.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 203 28 Other Income ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Interest from Deposits with banks 1,00,814 1,01,755 Less: Interest liability to customer on advances (1,967) (3,705) 98,847 98,050 On income tax refund - 246 Other interest 1,737 1,00,584 1,145 99,441 Dividend from Goa Shipyard Ltd. 4,754 3,655 Liabilities / provisions no longer required written back 6,400 7,188 Insurance claims - 20 Profit on Sale / scrapping of fixed assets (net) 79 148 Liquidated damages recovered Capital 121 145 Others 2,632 1,527 Miscellaneous income / recoveries 1,132 469 Amortisation gain on deferred deposits of vendors 6 4 Unwinding of lease charges - Land - 47 Unwinding of lease charges - Vehicles 55 13 Amortisation of deferred revenue (customer funded assets) 687 687 Interest Income on deferred payment liability to foreign supplier 427 433 Interest Income on deferred deposit with MbPT - 25 T otal 1,16,877 1,13,802 29 Cost of materials consumed ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Opening stock Raw materials, stores and spares 11,664 10,577 Equipment for specific projects 4,91,042 6,53,564 Stock-in-transit and materials pending inspection 69,156 5,71,862 71,594 7,35,735 Add: Purchases 3,47,061 3,46,887 9,18,923 10,82,622 Less: Closing stock Raw materials, stores and spares (43,849) (11,664) Equipment for specific projects (3,49,209) (4,91,042) Stock-in-transit and materials pending inspection (69,489) (4,62,547) (69,156) (5,71,862) 4,56,376 5,10,760 Less: Provision for obsolete stock (295) (210) Less: Stores and spares consumption included in other expenses (3,015) (2,386) T otal 4,53,066 5,08,164
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204 30 Employee benefit expenses ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Salaries, wages, allowances and bonus 73,025 69,019 Pension 5,574 2,295 Contribution to provident fund 4,347 4,194 Workmen and staff welfare expenses 9,795 9,878 Gratuity 1,286 1,065 Encashment of privilege leave 3,848 3,204 T otal 97,875 89,655 31 Finance cost ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Interest cost on deferred deposits of vendors 6 4 Interest cost on deferred payment liability to foreign supplier 427 433 Interest cost on lease 7 75 T otal 440 512 32 Other expenses - Projects related ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Technician fees and other expenses 2,737 2,654 Advising team fees and other expenses 847 1,103 Facility hire 18,258 3,147 Bank charges and guarantee commission 296 534 Travelling expenses 85 186 Sea trial, launching and commissioning expenses 1,452 307 Legal, professional and consultant fees 4,412 7,236 Miscellaneous expenses 1,875 1,515 T otal 29,962 16,682
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 205 33 Other expenses ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Repairs and maintenance: Buildings 1,371 1,458 Plant and machinery 640 328 Steam launches and boats, motor cars, lorries, etc. 888 662 Less: Work done internally and other expenditure which has been included in other heads of expenses (286) 2,613 (5) 2,443 Facility hire 1,041 826 Water expenses 314 342 Rent 312 867 Insurance 1,458 1,067 Rates and taxes 1,370 645 Bank charges and guarantee commission 70 49 Printing and stationery 21 18 Travelling expenses 1,382 936 Business promotion expenses 1,147 692 Sea trial, launching and commissioning expenses 7 1 Corporate membership expenses 91 52 Foreign exchange variation (net) 127 2 Bad Debt 1,450 - Miscellaneous expenses 3,595 1,305 Audit fees 19 19 Vehicle hire charges 85 72 Legal, professional and consultant fees 650 88 Books and periodicals 11 22 Postage, telegrams and phones 240 79 Training expenses 853 239 CISF and security board expenses 2,847 2,754 Directors fees and expenses 45 29 Provision for obsolete stock 295 210 Liquidated damages 5,704 2,161 Consumption of stores and spares etc. 3,015 2,386 Other interest 520 372 Amortisation / unwinding of prepaid deposits (MbPT) - 15 Corporate social responsibility expenses 3,095 29,764 1,859 17,107 T otal 32,377 19,550 Foreign Exchange gain for the period ended 31st March, 2025 is ₹ 1508 lakhs and foreign exchange gain for previous year is ₹ 313 lakhs on raw materials and project specific equipments has been considered in cost of material consumed. Revenue Expenditure on Research and Development and allied expenses aggregating to ₹ 11429 lakhs (Previous year - ₹ 8,975 lakhs) is reflected under respective various heads in the above note.
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206 34 Provisions ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Doubtful debts / receivable 74 7,120 Guarantee repairs 13,109 8,838 Onerous Contracts 52,138 - Inventory 9,046 - Others 308 892 T otal 74,675 16,850 35 Business Segment Reporting a) The Company is engaged in the production of defence equipment and was exempted from ‘Segment Reporting’ vide notification S.O. 802(E) dtd. 23rd February, 2018 by amending notification no G.S.R. 463(E) dated 5th June, 2015. In view of the above, no disclosure is made separately by the Company on operating segments under Ind AS 108. b) For management purposes, the Company is organized into two major segments – Shipbuilding and Submarine (New Construction and Repairs) and others. c) There are no geographical segments within the business segments. 36 Contingent Assets, Contingent Liabilities and Commitments: 36.1 Amounts for which Company may be contingently liable: ₹ in lakhs Sr No. Particulars 31st March, 2025 31st March, 2024 A. Contingent Assets - - B. Contingent Liabilities and Commitments (i) Estimated amount of contracts remaining to be executed on capital account.(Net of Advances)* 1,39,241 1,30,692 (ii) b) Estimated amount of liquidated damages on contracts under execution** - 10,224 (iii) Position of non-fund based limits utilized for: (a) Letters of credit 74,205 59,849 (b) Guarantees and counter guarantees 97,090 70,486 (iv) Indemnity Bonds issued by the Company to customers (mainly Ministry of Defence) for various contracts. 34,87,506 34,55,638 (v) Bonus to eligible employees as per Payment of Bonus Act for the year 2014-15. 467 467 *Considering the nature of business and to avoid excessive details, Other Commitments related to purchase of Inventory, Services, Employee contracts etc. made in the normal course of business are not disclosed. ** Since delay is beyond the extended contractual timelines, the impact of liquidated damages has been considered during FY 2024-25. The liquidated damages have been adjusted against Revenue in accordance with Company’s accounting policy. 36.2 Claims against the Company pending under litigation not acknowledged as debts in respect of claims made by: ₹ in lakhs Sr No. Particulars 31st March, 2025 31st March, 2024 (i) Suppliers and sub-contractors 1,432 3,985 (ii) Others 2,755 1,884 (iii) Interest on (i) and (ii) above 495 531 T otal 4,682 6,400
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 207 Note 36 - Contingent Assets, Contingent Liabilities and Commitments (Contd..) 36.3 Amounts paid / payable by Company and reimbursable by Customers in the matters under dispute pending at various Assessment / Appellate Authorities relating to: ₹ in lakhs Sr No. Particulars 31st March, 2025 31st March, 2024 (i) Sales Tax * 1,16,080 1,16,084 (ii) Excise Duty (including interest and penalties) (a) On Vendors 230 224 (b) On MDL 35 34 265 257 T otal (i) + (ii) 1,16,345 1,16,341 * Against the above claim, part payments of ₹ 681.75 lakhs has been made till 31.03.2025. 36.4 Appeals against disputed tax demands pending before Adjudicating / Appellate Authorities not provided for in matters relating to: ₹ in lakhs Sr No. Particulars 31st March, 2025 31st March, 2024 (i) Service Tax (including interest and penalties)* 4,713 4,618 T otal 4,713 4,618 * Appeal against disputed tax demand is settled. 36.5 Appeals pending against disputed demands pending before Adjudicating / Appellate authorities ₹ in lakhs Particulars 31st March, 2025 31st March, 2024 Custom Duty (Including Interest) 205 144 37.1 Letters seeking confirmation of balances in the accounts of sundry creditors were sent to vendors. But confirmation letters from all vendors are not received. On the basis of replies received from certain vendors, adjustments wherever necessary have been made in the accounts. Consequent adjustments thereof, if any, will be given effect to in the books of account in the year of completion of the reconciliation process. 37.2 Balances due to / from Indian Navy (Debtors) included in current assets / current liabilities/advances are subject to reconciliation and confirmation. Consequent adjustments thereof,if any, will be given effect to in the books of account in the year of completion of the reconciliation process. 38 Normal Operating Cycle The classification of current and non-current balances of assets and liabilities are made in accordance with the normal operating cycle defined as follows - The Normal Operating Cycle in respect of different business activities is defined as under- a) In case of Ship / Submarine Building and Ship / Submarine repair and refit activities, normal operating cycle is considered as the time period from the effective date of the Contract / Letter of Intent (LOI) to the date of expiry of guarantee period. b) In case of other business activities, normal operating cycle will be the time period from the effective date of the contract/order to the date of expiry of guarantee period.
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208 39 Employee Benefits as per Ind AS 19 39.1 Various benefits provided to employees are classified as under:- (I) Defined Contribution Plans ₹ in lakhs Particulars 31st March, 2025 31st March, 2024 (a) State Defined Contribution Plans (i) Employers’ Contribution to Employees’ State Insurance (ii) Employers’ Contribution to Employees’ Pension Scheme, 1995. (iii) Employers’ Contribution to Employees’ Deposit Linked Insurance Scheme. During the year, the Company has recognized the following amounts in the Profit and Loss Account:- 1. Employers’ Contribution to Provident Fund 4,347 4,194 2. Employers’ Contribution to Employees’ State Insurance - - 3. Employers’ Contribution to EPS (Employees’ Pension Scheme) 5,574 2,295 4. Employers’ Contribution to Employees’ Deposit Linked Insurance Scheme 56 46 Retirement benefits in the form of Pension is a defined contribution scheme and the contribution is charged to the Statement of Profit and Loss of the year when the contribution to the respective fund is due. There are no obligations other than the contribution payable to the respective funds. (II) Defined Benefit Plans Contribution to Gratuity Fund (Funded Scheme) 31st March, 2025 31st March, 2024 Actuarial valuation was performed by an actuary in respect of the aforesaid Defined Benefit Plans based on the following assumptions:- 1 Discount Rate (per annum) 6.81% 7.23% 2 Rate of increase in compensation levels 7.00% 7.00% Gratuity liability is a defined benefit obligation as at end of each financial year and is provided for basis an actuarial valuation using projected unit credit method made at the end of each financial year. The Gratuity Fund is invested in a Group Gratuity- Cum-Life Assurance cash accumulation policy by an insurer. The investment return earned on the policy comprises interest declared by an insurer having regard to its investment earnings. It is known that insurer’s overall portfolio of assets is well diversified and as such, the long term return on the policy is expected to be higher than the rate of return on Central Government Bonds. Historically too, the returns declared by an insurer on such policies have been higher than Government Bond yields. ₹ in lakhs Particulars 31st March, 2025 31st March, 2024 Opening Balance 15,060 16,586 Add : Credit from Company 899 1,200 Less : Amount paid towards claims (2,439) (3,809) Add : Interest credited 1,030 1,083 Closing Balance 14,550 15,060 Present value of past service benefit 14,738 15,130 The actuarial liability excludes the fixed term employees, for which separate provision exists.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 209 Note 39 - Employee Benefits as per Ind AS 19 (Contd..) 39.2 Actuarial valuation of liability towards Gratuity Defined Benefit Plans Gratuity - as per actuarial valuation The Ind AS-19 Employee Benefits stipulates that the rate used to discount post-employment benefit obligation (both funded & non-funded) shall be determined by reference to market yields at the end of reporting period on Government Bonds. The currency and term of the Government Bonds shall be consistent with the currency and estimated term of the post-employment benefit obligation. In the computation of gratuity liability, Projected Unit Credit Method is used. ₹ in lakhs Sr No. Particulars 31st March, 2025 31st March, 2024 i) Assumptions a) Discount Rate 6.81% 7.23% b) Salary Escalation 7.00% 7.00% c) Actual Rate of Return = Estimated Rate of Return as ARD falls on 31st March 7.00% 7.00% d) Expected average remaining working lives of employees (years) 13 12 ii) Table showing changes in present value of obligations Present value of obligations as at beginning of year 15,130 16,641 Add: Transfer of canteen employees liability - - 15,130 16,641 Interest cost 990 1,106 Current service cost 747 760 Benefits paid (2,439) (3,809) Actuarial (gain) / loss on obligations 309 432 Present value of obligations as at end of year 14,738 15,130 iii) Table showing changes in the fair value of plan assets Fair value of plan assets at beginning of year 15,060 16,586 Expected return on plan assets 1,089 1,261 Contributions 899 1,200 Benefits paid (2,439) (3,809) Actuarial gain / (loss) on plan assets (59) (177) Fair value of plan assets at the end of year 14,550 15,060 iv) Table showing fair value of plan assets Fair value of plan assets at beginning of year 15,060 16,586 Actual return on plan assets 1,089 1,261 Contributions 899 1,200 Benefits paid (2,439) (3,809) Fair value of plan assets at the end of year 14,550 15,060 Funded status (Deficit)/Surplus (188) (71) Excess of Actual over estimated return on plan assets - - v) Actuarial gain / loss recognized Actuarial (gain) / loss for the year - obligation 368 610 Actuarial (gain) / loss for the year - plan assets - -
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210 Sr No. Particulars 31st March, 2025 31st March, 2024 Total (gain) / loss for the year 368 610 Actuarial (gain) / loss recognised in the year 368 610 Un-recognised actuarial (gains) / losses at the end of year - - vi) The amounts to be recognized in the Balance Sheet Present value of obligations as at the end of year 14,738 15,130 Fair value of plan assets as at the end of the year 14,550 15,060 Funded status (188) (70) Net Asset / (Liability) recognized in balance sheet (188) (70) vii) Expenses recognized in Statement of Profit and Loss Current service cost 747 760 Interest cost (99) (155) Expected return on plan assets - - Expenses recognized in Statement of Profit and Loss 648 606 viii) Expenses recognized in Other Comprehensive Income Actuarial (gain) / loss recognised in the year 368 610 ix) Current/Non-Current Liability Current Liability 1,929 2,867 Non-Current Liability 12,809 12,263 Present Value of the Defined Gratuity Benefit Obligation 14,738 15,130 Sensitivity of Gratuity Benefit Liability to key Assumptions Key assumptions for determination of the Defined Benefit Obligation are Discount Rate (i.e Interest Rate) and Salary Growth rate Impact on Defined Benefit Obligation ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Increase Decrease Increase Decrease Discount Rate varied by 0.5% (other assumptions remaining unchanged) if Discount rate is decreased to 6.31%) 643 589 (Previous year - 6.73%) 4.36% 3.89% if Discount rate is increased to 7.31%) 598 548 (Previous year - 7.73%) 4.06% 3.62% Salary Growth Rate varied by 0.5% (other assumptions remaining unchanged) if Discount rate is increased to 7.50%) 349 329 (Previous year - 7.50%) 2.37% 2.18% if Discount rate is decreased to 6.50%) 339 321 (Previous year - 6.50%) 2.30% 2.12% Note 39 - Employee Benefits as per Ind AS 19 (Contd..) ₹ in lakhs
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 211 39.3 Actuarial valuation of liability towards Leave Encashment Defined Benefit Plan Leave Encashment as per actuarial valuation The Ind AS-19 Employee Benefits stipulates that the rate used to discount Post Employment Benefit Obligation (both funded & non-funded) shall be determined by reference to market yields at the end of reporting period on Government bonds. The currency and term of the Government bonds shall be consistent with the currency and estimated term of the post-employment benefit obligation. In the computation of leave encashment benefit liability, Projected Unit Credit Method is used. ₹ in lakhs Sr No. Particulars 31st March, 2025 31st March, 2024 i) Assumptions Discount rate 6.81% 7.23% Rate of increase in compensation levels 7.00% 7.00% Expected average remaining working lives of employees (years) 13 12 ii) Table showing changes in present value of obligations Present value of obligation as at the beginning of the year 12,567 12,387 Add : Liability Transfer from Canteen Employees - - 12,567 12,387 Interest cost 848 854 Current service cost 949 918 Benefits paid (1,237) (1,670) Actuarial (gain) / loss on obligations 423 78 Present value of obligation as at the end of the year 13,551 12,567 iii) Table showing changes in the fair value of plan assets Fair value of plan assets at the beginning of the year 12,603 12,059 Expected return on plan assets 911 916 Contributions 1,027 1,350 Benefits paid (1,237) (1,670) Actuarial gain / (loss) on plan assets 61 (53) Fair value of plan assets at the end of the year 13,365 12,603 iv) Tables showing fair value of plan assets Fair value of plan asset at the beginning of the year 12,603 12,059 Actual return on plan assets 911 916 Contributions / (withdrawals) 1,027 1,350 Benefits paid (1,237) (1,670) Actuarial gain / (loss) on plan assets 61 (53) Fair value of plan asset at the end of the year 13,365 12,603 Funded status 186 (35) v) Actuarial gain / loss recognized Actuarial (gain) / loss for the year - obligation 423 78 Actuarial (gain) / loss for the year - plan assets - - Total (gain) / loss for the year 423 78 Actuarial (gain) / loss recognised in the year 423 78 Un-recognised actuarial (gains) / losses at the end of year - - Note 39 - Employee Benefits as per Ind AS 19 (Contd..)
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212 Sr No. Particulars 31st March, 2025 31st March, 2024 vi) The amounts to be recognized in the Balance Sheet Present value of obligation as at the end of the year 13,551 12,567 Fair value of plan assets as at end of the year 13,365 12,603 Funded status (186) 35 Unrecognized actuarial (gains) / losses - - Net asset / (liability) recognized in balance sheet (186) 35 vii) Expenses recognized in Statement of Profit and Loss Current service cost 949 918 Interest cost 848 854 Actuarial (gain) / loss recognised in the year 423 78 Expenses recognized in the Statement of Profit and Loss 2,220 1,850 viii) Current/Non-current Liability Current Liability 1,192 1,675 Non-current Liability 12,359 10,892 Present Value of the Defined Leave Encashment Benefit Obligation 13,551 12,567 Sensitivity of Leave Encashment Benefit Liability to key assumptions Key assumptions for determination of the Defined Benefit Obligation are Discount Rate (i.e Interest Rate) and Salary Growth rate Impact on Defined Benefit Obligation ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Increase Decrease Increase Decrease Discount Rate varied by 0.5% (other assumptions remaining unchanged) if Discount rate is decreased to 6.31%) 660 574 (Previous year - 6.73%) 4.87% 4.56% if Discount rate is increased to 7.31%) 612 532 (Previous year - 7.73%) 4.52% 4.23% Salary Growth Rate varied by 0.5% (other assumptions remaining unchanged) if Discount rate is increased to 7.50%) 656 572 (Previous year - 7.50%) 4.84% 4.55% if Discount rate is decreased to 6.50%) 614 535 (Previous year - 6.50%) 4.53% 4.26% 39.4 Actuarial valuation of liability towards Provident Fund Defined Benefit Plan Provident Fund as per actuarial valuation In accordance with Indian law, all eligible employees of the Company in India are entitled to receive benefits under the Provident Fund plan in which both the employee and employer (at a determined rate) contribute monthly to a Trust set up by the Company to manage the investments and distribute the amounts entitled to employees. This plan is a defined benefit plan as the Company is obligated to provide its members a rate of return which should, at the minimum, meet the interest rate declared by Government administered provident fund. The contributions made by Company and the shortfall of interest, if any are recognised as an expense in the statement of profit and loss under employee benefit expenses. In accordance with an actuarial valuation of provident fund liabilities on the basis of guidance issued by Actuarial Society of India and based on the assumptions as mentioned below, there is no deficiency in the Guaranteed interest cost as the present value of the expected future earnings of the fund is greater than the expected amount to be credited to the individual members based on the expected guaranteed rate of interest of Government administered provident fund. Note 39 - Employee Benefits as per Ind AS 19 (Contd..) ₹ in lakhs
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 213 The details of fund and plan assets are given below: ₹ in lakhs Particulars 31st March, 2025 31st March, 2024 Fair value of plan assets 78,112 71,875 Present value of defined benefit obligations (78,112) (71,875) Net excess / (shortfall) - - The plan assets have been primarily invested in Government, Public Sector and Corporate Bonds. The principal assumptions used in determining the present value of obligation of interest guarantee under the deterministic approach are as follows: Particulars 31st March, 2025 31st March, 2024 Provident Fund interest rate guarantee 8.25% 8.25% Salary increase rate 7.00% 7.00% Govt. of India - Bond yield for the outstanding term of liabilities 6.81% 7.23% Govt. of India - Bond yield for the outstanding term of assets 6.63% 7.17% Expected average remaining working lives of employees (years) 13 12 40 Provisions made, utilised, written back : ₹ in lakhs Sr No. Particulars 31st March, 2025 31st March, 2024 a) Provision for Custom Duty Demand: Opening Balance 426 426 Additions - - Utilised/Adjusted (426) - Closing Balance - 426 b) Provision for Liquidated Damages: Opening Balance 18,983 18,983 Additions - - Adjusted (17,877) - Closing Balance 1,106 18,983 c) Provision for Guarantee Repairs: Opening Balance 14,389 12,312 Additions 14,118 8,838 Utilised/Adjusted (1,029) (6,761) Closing Balance 27,478 14,389 d) Provision for Expected Losses Opening Balance - - Additions 52,138 - Utilised/Adjusted - - Closing Balance 52,138 - e) Other Provisions: Opening Balance 2,632 3,163 Additions 12,504 8394 Utilised/Adjusted (12,663) (8,925) Closing Balance 2,473 2,632 Note 39 - Employee Benefits as per Ind AS 19 (Contd..)
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214 41 Details of dues to Micro, Small and Medium Enterprises (MSME), as defined in the Micro, Small and Medium Enterprises Development Act, 2006, as on 31st March, 2025 based on available information with the Company are as under: ₹ in lakhs Particulars 31st March, 2025 31st March, 2024 Principal amount due and remaining unpaid 1,794 - Interest due on above and the unpaid interest - - Payment made beyond the appointed day during the year 1,086 51,748 Interest accrued and remaining unpaid on above 32 510 42 Other Expenses include: ₹ in lakhs Particulars 31st March, 2025 31st March, 2024 Remuneration to the Statutory Auditors i) Audit fees 19 19 ii) Tax audit fees 2 2 T otal 21 21 43 Russian (USSR) deferred State Credit An intergovernmental agreement between Russian Federation and Government of India was reached for reconstructing of Russian Deferred State Credit in Rouble in connection with procurement of equipment for certain ships built and delivered by the Company to India Navy in earlier years. The deferred payment liability (non-interest bearing) of ₹ 16,320 Lakhs, payable over 45 years from 1992-93, in equal annual installments of ₽ 214 Lakhs was converted from Rouble to units of Special Drawings Rights (SDR) and stated in Rupees. The amount payable within a year of ₹ 474 Lakhs (Previous year - ₹ 474 Lakhs). The balance loan amount has been reinstated at the present rate of SDR as on 31st March 2025. These payments are reimbursable by Indian Navy. Accordingly, ₹ 5,880 Lakhs (amortised costs of ₹ 2,259 Lakhs) held at foreign supplier deferred credit as on 31.03.2025 44 Pursuant to notification S.O. 2437(E) dated 4th September, 2015, following information on the exemption granted under section 129 of the Companies Act, 2013 has not been disclosed in the financial statements. i) Goods purchased under broad heads ii) Value of import on CIF basis iii) Expenditure on foreign currency iv) Total value of imported raw material v) Earning in foreign currency
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 215 45 Related Party Disclosure As MDL is a Government entity under the control of Ministry of Defence (MoD), the Company has availed exemption from detailed disclosures required under Ind AS 24 wrt related party transactions with Government and Government related entities i) Key Managerial Personnel a) Functional Directors & Company Secretary ₹ in lakhs Particulars Appointment Designation 31st March, 2025 Salary Company Contribution to PF/Pension T otal* Cdr. Jasbir Singh, IN (Retd.) (Upto 31.10.2024) Director (Submarine & Heavy Engineering) 31 4 35 Shri. Sanjeev Singhal** (Upto 28.02.2025) Director (Finance) 135 8 143 Shri. Biju George*** (From 27.10.2021) Director (Shipbuilding) 76 6 82 Cdr. Vasudev Puranik, IN (Retd.) (From 09.06.2022) Director (Corporate Planning & Personnel) 87 7 94 Cmde. S B Jamgaonkar, (Retd.) (From 25.03.2025) Director (Submarine & Heavy Engineering) 1 0 1 Shri. Ruchir Agrawal (From 07.03.2025) Director (Finance) 3 0 3 Smt. Madhavi Kulkarni (From 01.12.2023) Company Secretary 30 3 33 ₹ in lakhs Particulars Appointment Designation 31st March, 2024 Salary Company Contribution to PF/Pension T otal* Vice Admiral Narayan Prasad, IN (Retd.) (Up to 31.01.2023) Chairman and Managing Director 14 0 14 Cdr. Jasbir Singh, IN (Retd.) (From 01.11.2019) Director (Submarine & Heavy Engineering) 107 7 114 Shri. Sanjeev Singhal** (From 08.01.2020) Director (Finance) 115 11 126 Shri. Biju George (From 27.10.2021) Director (Shipbuilding) 68 6 74 Cdr. Vasudev Puranik, IN (Retd.) (From 09.06.2022) Director (Corporate Planning & Personnel) 79 7 86 Smt. Vijayalakshmi Kamal Kumar (Upto 30.11.2023) Company Secretary 21 2 23 Smt. Madhavi Kulkarni (From 01.12.2023) Company Secretary 12 1 13 * As per Statement of Profit and Loss Account. **Shri. Sanjeev Singhal holds Additional Charge of Chairman and Managing Director from 01.02.2023 to 28.02.2025 ***Shri. Biju George holds Additional Charge of Chairman and Managing Director from 01.03.2025 to 20.04.2025 Besides the remuneration indicated above, the Chairman and Managing Director and four Functional Directors are allowed to use Company’s Car for private purposes upto 1000 kms per month, for which charges were collected at the rates prescribed by Government of India.
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216 b) PART TIME NON-OFFICIAL DIRECTORS ₹ in lakhs Particulars Appointment Designation Sitting Fees 31st March, 2025 31st March, 2024 Shri. Mallikarjunarao Bhyrishetty (Upto 23.12.2024) Independent Director 8 9 Smt. Neeru Singh Jagjeet Kaur (Upto 26.12.2024) Independent Director 6 8 Shri. Dattaprasad Kholkar (From 23.02.2023) Independent Director 8 5 Shri. Sambasiva Rao Chandu (From 22.02.2024) Independent Director 5 - Loans or Advances in the nature of loans are granted to promoters, directors, KMPs and the related parties (as defined under Companies, Act, 2013) either severally or jointly with any other person are Nil (Previous Year: Nil) ii) Other Related Parties Apart from transaction reported above, the company has transactions with other government related entities which includes but not limited to the following; a) Ministry of Defence ₹ in lakhs Particulars Year ended Revenue from related party Amounts receivable /(payable) by related parties Dividend paid/ payable Ministry of Defence 31st March, 2025 10,31,535 1,47,832 ^ 60395 31st March, 2024 9,03,815 2,27,531 37,982 ^ Board has declared the second Interim Dividend for FY 2024-25 of ₹ 12101 Lakhs (i.e. ₹ 3 per share), in its meeting held on 08th April,2025. The dividend was paid on 07th May, 2025. b) Goa Shipyard Ltd. (Associate Company) ₹ in lakhs Particulars Year ended Dividend Goa Shipyard Ltd.**** 31st March, 2025 4,754 31st March, 2024 3,655 ****Other transaction includes rent, sales & amount receivable are not signficant in nature. These transactions are conducted in the ordinary course of the company business. 46 Earnings per share (EPS) ₹ in lakhs Particulars 31st March, 2025 31st March, 2024 Earning Per Share (EPS) - Basic and Diluted Net Profit / (Loss) as per Profit and loss for calculation of basic EPS (₹ in lakhs) 2,32,488 1,84,543 Adjustment to Restated Net Profit / (Loss): None A Net Profit / (Loss) for calculation of basic EPS (₹ in lakhs) 2,32,488 1,84,543 B Weighted average number of equity shares for calculating basic EPS 40,33,80,000 40,33,80,000 C EPS (₹) - Basic (A/B) 57.63 45.75 D Net Profit / (Loss) for calculation of diluted EPS (₹ in lakhs) 2,32,488 1,84,543 Weighted average number of equity shares 40,33,80,000 40,33,80,000 Effect of dilution: - - E Weighted average number of equity shares for calculating diluted EPS 40,33,80,000 40,33,80,000 F EPS (₹) - Diluted (D/E) 57.63 45.75 45 Related Party Disclosure (Contd..)
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 217 Note 47 Statement of Income tax expense and accounting (₹ in lakhs) Particulars 31st March, 2025 31st March, 2024 A Profit Before Tax as per Statement of Profit & Loss 3,10,920 2,46,138 B Tax at statutory rate (%) 25.168% 25.168% C Tax expenses at statutory rate 78,252 61,948 Prior year tax - 176 78,252 62,124 Adjustment for permanent difference 1 Expenses disallowed/Income allowed 3,126 2,545 2 Income exempt under Income Tax Act (121) (145) 3 Others (3,057) (2,566) D T otal Permanent Difference (52) (167) Adjustment for timing difference 1 Difference between book depreciation and income tax depreciation 4,483 1,599 2 Provision for anticipated losses and gains 48,299 67,939 3 Disallowances under Sec 43B 1,549 1,260 4 Others (22,757) (13,873) E T otal timing difference 31,573 56,924 F Net Adjustments 31,522 56,757 G=F*B Tax expesnes/(Savings) thereon 7,934 14,286 H Current Tax (C+G) 86,186 76,234 Current Tax as per Books 86,186 76,234 I Deferred Tax charge /(Credit) (7,847) (14,969) J Short (excess provision for earlier year) 0 176 K T otal Tax expesnes (H+I+J) 78,339 61,441 48 Fair Value Measurement Financial Instruments by Category ₹ in lakhs Particulars 31st March, 2025 31st March, 2024 FVPL FVOCI Amortised Cost FVPL FVOCI Amortised Cost Financial Assets Loan 2000 2000 Security Deposits - - 461 - - 461 Russian Deferred Debit - - 2261 - - 2236 Financial Liabilities Russian Deferred Credit - - 2261 - - 2236 Security Deposits - - 49 - - 69 Valuation technique used to determine fair value Specific valuation technique used to value financial instruments include: The fair value of the remaining financial instruments is determined using discounted cash flow analysis.
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218 Fair Value Hierarchy This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (a) recognised and measured at fair value (b) measured at amortised cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of input used in determining fair value, the company has classified the financial instruments in three levels prescribed under the Ind AS. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date. Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3 inputs are unobservable inputs for the asset or liability. Financial assets and liabilities measured at amortised cost ₹ in lakhs Particulars Fair value Hierarchy 31st March, 2025 31st March, 2024 Carrying Amount Fair Value Carrying Amount Fair Value Financial assets Loan Level 3 2000 2000 2000 2000 Security deposits Level 3 461 461 461 461 Russian Deferred Debit Level 3 5880 2,261 6165 2,236 Financial liabilities Russian Deferred Credit Level 3 5880 2,261 6165 2,236 Security Deposits Level 3 54 49 76 69 49 Financial risk management a) Credit Risk Credit Risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities ( primarily trade receivables) including deposits with banks and financial institutions, foreign exchange transactions and other financial instruments. i) Trade Receivables and contract asset Customer credit risk is managed by each business unit subject to the Company’s established policy, procedures and control relating to customer credit risk management. Trade receivables are non-interest bearing and are generally carrying no credit terms. Outstanding customer receivables are regularly monitored. Trade receivables are primarily from Navy (being department of Govt. of India), hence the credit risk is considered low. Further the Company receives advance against orders which also mitigates the credit risk. ii) Financial Instruments and cash deposits Credit risk from balances with banks and financial institutions is managed by the Management in accordance with the company’s investment policy. Investment of surplus funds are made only in accordance with the Department of Public Enterprises(DPE) guidelines on investemtnt of surplus funds, with the approved banks and within credit limits assigned to each bank. The limits applicable to single bank and public / private sectors as per the DPE guidelines minimise the concentration of risks and therefore mitigate financial loss through counterparty’s potential failure to repay the principal and interest. 48 Fair Value Measurement (Contd..)
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 219 b) Liquidity Risk Liquidity risk is the risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering cash or another financial asset. Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due. Due to the nature of the underlying business, the Company maintains sufficient cash and liquid investments available to meet its obligation. The Company’s liquidity management policy involves projecting cash flows and considering the level of liquid assets necessary to meet these, monitoring balance sheet liquidity ratios against internal and external regulatory requirements, if any. c) Market Risk i) Foreign currency risk and sensitivity Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company is exposed to foreign currency risk since it imports components from foriegn vendors. Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities denominated in a currency that is not the company’s functional currency (₹). In most of the Contracts, the gains / losses from forex exchange fluctuations are passed on / borne by the customer of the Company. Therefore, the foreign exchange risk and sensitivity of the Company is Nil. ii) Foreign Currency Risk Exposure The company’s exposure to foreign currency risk at the end of the reporting period expressed in INR (foreign currency amount multiplied by closing rate), are as follows: ₹ in lakhs Particulars EUR GBP NOK SEK USD Financial Liabilities 31st March 2025 20,319 115 - - 30,948 31st March 2024 17,097 318 - 1 1,156 Sensitivity The sensitivity of profit or loss to changes in the exchange rates arises mainly from foreign currency denominated financial instruments. ₹ in lakhs Particulars Impact on Profit Before Tax 31st March, 2025 31st March, 2024 EUR Sensitivity* INR/EUR increases by 5% 1,016 855 INR/EUR decreases by 5% (1,016) (855) GBP Sensitivity* INR/GBP increases by 5% 6 16 INR/GBP decreases by 5% (6) (16) USD Sensitivity* INR/USD increases by 5% 1,547 58 INR/USD decreases by 5% (1,547) (58) * Holding all other variables constant 49 Financial risk management (Contd..)
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220 50 Capital management For the purpose of the Company’s capital management, capital includes issued equity capital, share premium and all other equity reserves attributable to the equity holders of the Company. The primary objectives of the Company’s capital management are to - maximise the shareholder value while providing stable capital structure that facilitate considered risk taking and pursuit of business growth - safeguard the company’s ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for other stakeholders - maintain an optimal capital structure to reduce the cost of capital. The Company manages its capital structure and makes adjustments in light of changes in economic conditions and business opportunities. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. 51 Expenditure on Corporate Social Responsibilities (CSR) Activities The various heads under which the CSR expenditure was incurred during the period is detailed as follows: ₹ in lakhs Relevant clause of Schedule VII to the Companies Act, 2013 Description of CSR activities 2024-25 2023-24 Clause (i) Eradicating hunger, poverty and malnutrition,promoting health care, sanitation and making available safe drinking water. 2,191 1,692 Clause (ii) Promoting education, including special education and employment enhancing vocational skills among the children, women, elderly and the differently abled. 628 337 Clause (v) Protection of national heritage, art and culture including restoration of buildings and sites of historical importance and works of art; setting up public liabraries, promotion and development of traditional arts and handicrafts 50 - Clause (ix) Contributions or funds provided to technology incubators located within academic institutions which are approved by the Central Government 293 89 T otal 3,162 2,118 ₹ in lakhs Particulars 2024-25 2023-24 Unspent amount brought forward 215 587 Amount required to be spent by the Company during the period 3,051 1,837 Amount spent during the period (incl. Administration Expenses) 3,310 2,230 CSR Liability Movement Statement As on 31.03.2025 ₹ in lakhs Particulars Amount b/f from previous year/s 215 Amount Spent on CSR Expenses during the FY 2024-25 215 Unspent amount c/f to next year -
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 221 ₹ in lakhs Amount Unspent T otal Amount spent for the year T otal Amount transferred to Unspent CSR Account as per Section 135(6) Amount transferred to any fund specified under Schedule VII as per second proviso to Section 135(5) Amount Date of transfer Name of the Fund Amount Date of transfer 3,310 - - - - - 52 No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities (“Intermediaries”) with the understanding, whether recorded in writing or otherwise, that the Intermediary shall lend or invest in party identified by or on behalf of the Company (Ultimate Beneficiaries). The Company has not received any fund from any party(s) (Funding Party) with the understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entities identified by or on behalf of the Company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries. 53 In FY 2016-17, the provision of ₹ 16,838 Lakhs was created for Liquidated Damages (LD) for fifth submarine and the same was adjusted in retained earnings in the Reinstated Financials prepared from 01/04/2015. In FY 2024-25, the company received confirmation from customer regarding levy of LD of ₹ 2,605 Lakhs for delay of fifth submarine against provision of ₹ 16,838 Lakhs. In view of , considering the finalisation of LD during the year company has accounted for ₹ 2,605 Lakhs as Liquidated Damages (LD) for fifth submarine and adjusted the debtors to that extent . Further, the provision created in earlier year is now reversed and shown as other operating income as per company’s accounting policy. 54 Borrowings from Banks or Financial Institutions on the basis of security of current assets is disclosed as under ₹ in lakhs Month Drawing Power (DP) calculation as per DP statement submitted to Bank Drawing Power (DP) calculation as per Books of Accounts Difference in Amounts Variance (%) Jun-24 (6,26,920.66) (6,26,920.66) - 0.00% Sep-24 (6,80,801.69) (6,80,801.69) - 0.00% Dec-24 (5,83,328.01) (5,83,328.01) - 0.00% Mar-25 (8,39,892.08) (8,39,892.08) - 0.00% MDL has not availed any fund based facility during the year. MDL is availing only non-fund based facility from the bank. 55 Disclosure of Relationship with Struck off Companies is as under ₹ in lakhs Name of struck off Company Nature of transactions with struck-off Company Balance outstanding Relationship with the Struck off company, if any, to be disclosed 31st March, 2025 31st March, 2024 Shine Industries Vendor 3 3 - Note 51 -Expenditure on Corporate Social Responsibilities (CSR) Activities (Contd..)
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222 56. Key Financial Ratios: Standalone Additional disclosures as per Regulation 52(4) of SEBI (Listing Obligations and Disclosure Requirements) Regulations,2015: Sr No. Particulars Numerator Denominator Year Ended % change to preceding year Explanation for change in the Ratio by more than 25% as Compared to preceding year Audited Audited March 31, 2025 March 31, 2024 a. Debt - Equity Ratio (in times) The company does not have any debt hence, these ratios are not applicable. b. Debt Service Coverage Ratio (in times) c. Interest service coverage ratio d. Outstanding redeemable preference shares (quantity and value) Not Applicable e. Capital redemption reserve (₹ In Lakhs) Capital redemption reserve 12,123 12,123 0.00% - f. Net worth (₹ In lakhs) Share Capital + Reserves & Surplus 7,18,084 5,57,068 28.90% Change is due to increase in Net profit as compared to previous year g. Net profit after tax (₹ In lakhs) Net profit after tax 2,32,488 1,84,543 25.98% Change is due to increase in Revenue from operation and Other Income resulting in higher net profit h. Earnings per share Profit for the year (PAT) Weighted average No. of shares 57.63 45.75 25.98% Change is due to increase in Revenue from operation and Other Income resulting in higher net profit i. Current Ratio (in times) Current Assets Current Liabilities 1.25 1.14 9.35% - j. Long term debt to working capital The company does not have any long term debt and hence these ratios are not applicable. - k. Bad debts to Account receivable ratio Bad debts written off Gross Trade Receivable Not Applicable -
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 223 Sr No. Particulars Numerator Denominator Year Ended % change to preceding year Explanation for change in the Ratio by more than 25% as Compared to preceding year Audited Audited March 31, 2025 March 31, 2024 l. Current liability ratio (in times) Current Liabilities Total Liabilities 0.95 0.97 -2.07% - m. Total debts to total assets The company does not have any debt hence, these ratios are not applicable. - n. "Trade Receivables turnover Ratio - Annualised (in times)" Revenue from Operation Average Account Receivables 7.75 6.56 18.12% - o. Inventory Turnover Ratio Annualised (in times) Cost of Goods sold Average Inventory 0.88 0.78 13.68% - p. Operating margin (%) Profit before tax - Other income Revenue from operations 16.97% 13.98% 21.42% - q. Net profit margin (%) Profit for the year (PAT) Revenue from operations 20.34% 19.49% 4.32% - 57 National Institute For R&D in Defence Ship Building (NIRDESH) was established on 20th November, 2010 as a society with objective of conducting research in defence ship building and related areas. Currently, the members of NIRDESH include four PSU shipbuilding companies (MDL, GRSE, GSL & HSL) and co-opted members of Indian Navy, Coast Guard and DRDO. The society is headed by CMD, MDL and Director (Shipbuilding) MDL is designated as Director (NIRDESH). The total capital contribution paid by MDL is ₹ 1,781.77 Lakhs and 2,097.74 Lakhs is contribution payable to NIRDESH as on 31-03-2025, which is reflected mainly under head other current liability. The total amount of ₹ 3,879.51 Lakhs has already been charged to expenditure in earlier years. NIRDESH had not carried out any research and development activity during FY 2024-25. NIRDESH has initiated three (3) research & development projects by inviting proposal and placing purchase orders on startup firms. The work on these proposals had not yet commenced. 58 As of March 31, 2024, the books of accounts reflects liquidated damages of ₹1,07,656 Lakhs for Project P17A out of which ₹ 28,986 Lakhs was towards first ship, in anticipation of delay of five months. However, the first ship was delivered on December 20, 2024 with actual delay of two months and twenty days, after considering a grace period of one month. Consequently, excess liquidated damages of ₹ 13,651 Lakhs has been reversed and adjusted in revenue. As on 31st March, 2025 LD of Project P17A stood at ₹ 94,005 Lakhs 59 Ministry of Defence vide letter No 11(75)/2023/MDL/D(NS) dated 19.02.2025 has approved, an increase in the company’s contribution to the Defined Contributory Pension Scheme from 7% to 10% of basic pay plus dearness allowance, with effect from 01st Jan, 2017. This enhancement is applicable to Board level executives, below Board level executives, and non-unionized supervisors. The same has been approved by the Board of Directors, in its meeting held on 8th April 2025. The financial impact is ₹ 2,711 Lakhs upto 31st March, 2024 and for current Financial Year ₹ 459 Lakhs, on this scheme has been charged to Statement of Profit & Loss. Note 56 - Key Financial Ratios : Standalone (Contd..)
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224 60 The company has incurred an expenditure of ₹ 3,572 Lakhs, in accordance with the approval granted by the Board at its meeting held on 26.07.2023, towards the development of concept and design for tendering/acquiring of a future contract. Since the contract has not yet been finalised, no revenue has been recognised during the year and the entire amount has been charged to Statement of Profit & Loss. 61 The project cost as estimated on 31.03.2025 for certain ongoing projects is likely to exceed the contractual revenue from these contracts, therefore difference between Estimated project cost and Contractual revenue needs to be provided as expected loss on onerous contracts. The expected loss arising from such contracts is required to be recognized in the current financial statements. The total estimated loss is proportionately adjusted through revenue, based on Percentage completion Method as on 31st March, 2025 and the balance loss, is recognised by creating a provision for expected loss on onerous contracts. The total estimated loss is ₹ 53,217 Lakhs, of which ₹ 1,079 Lakhs is adjusted through revenue, and provision is made for balance loss of ₹ 52,138 Lakhs. 62 In certain cases/yards, project related inventory has remained non-moving for several years post project completion. Accordingly, a provision has been made for inventory pertaining to completed projects/yards to ensure accurate valuation. An additional provision amounting to ₹ 7,918 Lakhs has been accounted for in the books (Previous Year: ₹ 114 Lakhs). This provision will be reversed, if the inventory items are subsequently put to productive use. 63 The Board has approved the settlement of the arbitration award issued by the Permanent Machinery of Arbitration (PMA), Department of Public Enterprises (DPE), Government of India (GOI) in the arbitration case of Mazagon Dock Shipbuilders Limited (MDL) v/s Dredging Corporation of India (DCIL), which was decided in favor of MDL. MDL has accepted the settlement proposal of DCIL and signed the settlement agreement. The settlement amount has been finalized at ₹ 1,516 Lakhs against the provision for doubtful debts of ₹ 2,751 Lakhs (including interest). Consequently, the balance outstanding of ₹ 1,235 Lakhs has been charged as bad debts, to Statement of Profit & Loss. The recovery of ₹ 303 Lakhs is shown as reversal of provision and balance provision is carried forward as balance recovery is pending from DCIL. 64 Subsequent to the reporting date 31.03.2025, the Government of India (being Promoter of MDL) approved and initiated on 03.04.2025 an Offer for Sale (OFS) of 1,14,10,366 Equity Shares of the company, (representing 2.83 % of the total paid up equity share capital of the Company) from 4th April, 2025 till 07th April, 2025 with an option to further sell up to 80,67,600 Equity Shares (representing 2 % of total paid up equity share capital) and additionally, up to 50,000 Equity Shares of the Company were offered to the eligible employees of the Company, in accordance with the SEBI OFS Guidelines. Promoter has sold 1,45,63,465 Equity Shares representing 3.61% of the equity share capital of the Company, subsequent to reporting date. As the OFS pertains to a sale of existing equity shares held by the promoters and does not involve issuance of new shares or any proceeds to the company. Hence, there is no impact on financial statements of the company as at 31st March, 2025. In accordance with IND AS 10 - Events after the Reporting Period, this event is considered a non-adjusting event. 65 In the preparation of these Ind AS Financial Statements, figures for the previous year have been regrouped / reclassified, wherever considered necessary to conform to current year presentation. As per our report of even date For and on behalf of the Board of Directors Sd/- C. R. Sagdeo & Co. Capt. Jagmohan (Retd.) Chartered Accountants Chairman and Managing Director Firm Registration No. 108959W DIN - 08630668 Sd/- Sd/- CA Sachin V. Luthra Ruchir Agrawal Partner Director (Finance) Membership No. 109127 DIN - 10166533 Sd/- 29th May, 2025 Madhavi Kulkarni Place - Mumbai Company Secretary
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 225 Consolidated Financial Statements
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226 To , The Members of Mazagon Dock Shipbuilders Limited, Mumbai Report on the Audit of the Consolidated Financial Statements Opinion We have audited the accompanying Consolidated Financial Statements of MAZAGON DOCK SHIPBUILDERS LTD. (“the Parent Company”) and its associate (the Parent and its Associate together referred to as “the Group”), which comprise the Consolidated Balance Sheet as at 31 st March, 2025, the Consolidated Statement of Profit and Loss (including Other Comprehensive Income), the Consolidated Statement of Changes in Equity and the Consolidated Statement of Cash Flow for the year then ended, and notes to the consolidated financial statements, including a summary of the significant accounting policies and other explanatory information (hereinafter referred to as “The Consolidated Financial Statement”). In our opinion and to the best of our information and according to the explanations given to us, and based on consideration of reports of other auditors on separate/consolidated financial statement of associate, as were audited by other auditors furnish to us by the management, the aforesaid Consolidated Financial Statements give the information required by the Companies Act, 2013 as amended (“the Act”) in the manner so required and gives a true and fair view in conformity with the Indian Accounting Standards prescribed under Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS”) and other accounting principles generally accepted in India, of the state of affairs of the Group as at 31 st March, 2025 and its profit including other comprehensive income, changes in equity and it’s cash flow for the year ended on that date. Basis for Opinion We conducted our audit of the Consolidated Financial Statements in accordance with the Standards on Auditing (SAs), as specified under Section 143(10) of the Act. Our responsibilities under those SA’s are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (“the ICAI”) together with the ethical requirements that are relevant to our audit of the Consolidated Financial INDEPENDENT AUDITORS’ REPORT Statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and ICAI’s Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the Consolidated Financial Statements. Emphasis of Matter We draw attention to the following matters in the notes to the Consolidated Ind AS financial Statements; 1. Registration formalities and renewals of certain Leasehold deed in the name of Company is under execution. (Refer Note 2 Point No. v) 2. Balance of advances to vendors and balances outstanding in sundry creditors are subject to confirmation and reconciliation. (Refer Note 37 Point No. 1) 3. Balance due to/from Indian Navy (Debtor) is subject to confirmation and reconciliation. (Refer Note 37 Point No. 2) 4. Reversal of provision of Liquidated Damages (LD) amounted to ₹ 13,651 Lakhs. (Refer Note 58) 5. Recognition of a provision for expected loss on onerous contracts amounted to ₹ 52,138 Lakhs in accordance with Ind AS 115, Revenue from Contracts with Customers, and Ind AS 37, Provisions, Contingent Liabilities and Contingent Assets. (Refer Note 61) Our opinion is not modified in respect of these matters. Key Audit Matters: Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the Consolidated Financial Statements of the current period. These matters were addressed in the context of our audit of the Consolidated Financial Statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have determined the matters described below to be the key audit matters to be communicated in our report:
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 227 Sr. No. Key Audit Matter How our audit addressed the key audit matter 1. Revenue Recognition for Ship/Submarine Construction & repair contracts Referred to in Note No. 1 – 2.2(j) of the Financials Statements The company recognizes the revenue from Ship/Submarine Construction/ repair contracts when the company satisfies a performance obligation in accordance to Ind-AS 115 Revenue from Contracts from Customer only when it can reasonably measure its progress towards complete satisfaction of obligation or by transferring goods or service to a customer. When the control of the goods produced and rendered services is transferred over time to the customer, revenue is recognized over time under the percentage of completion method (PoC). Penalties if any, are reduced from the revenue. For the application of the overtime method (PoC method), the measure of the progress towards complete satisfaction of a performance obligation is based on inputs (i.e. cost incurred) This revenue recognition process is identified as key audit matter as these contracts involved: - Identification of actual cost incurred on each contract. - These contracts require determination of stage of completion and significant estimation of future cost of completion of each contract. - At the period end, a significant amount of contract assets or contract liabilities related to each contract is to be identified. For the year ended March 31,2025, contract revenue amounted to ₹ 11,19,604 Lakhs (Previous year: ₹ 9,06,801 Lakhs). We have verified the contractual terms with respect to performance obligations and criteria for transfer of control of goods or services to the customer for recognition of revenue is in accordance with Indian Accounting Standards. Studied the Cost cycle process for allocating the actual expenses incurred on various projects as per contract. Assessed the reasonableness and completeness of cost estimates made by Management under each contract. In this regard, we have relied on the technical data provided by the various departments. Verified the Cost sheet for each project determining the Revenue recognition for fixed price contracts and cost plus contracts including the actual cost incurred up to the date and its comparison with overall contract price and further estimated costs to complete the project as provided by the management. Verified the input cost incurred over the time for satisfaction of performance obligation. Conducted Test check of the System and procedures adopted for recording the flow of transactions along with the audit trail. Verified the identification and measurement of year end contract assets and contract liabilities related to each contract. We had assessed appropriateness of disclosure made as per applicable Indian Accounting Standards and applicable financial reporting framework.
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228 Sr. No. Key Audit Matter How our audit addressed the key audit matter 2. Provision for Expected Loss on Onerous Fixed-Price Contracts: The Company has identified fixed-price contracts where future expected costs of fulfilling contract obligations exceeded the expected revenue from such contracts, resulting in an onerous contract. A provision for expected loss for onerous contracts was recognized as per Ind AS 37, Provisions, Contingent Liabilities and Contingent Assets. This was identified as a Key Audit Matter due to the material impact on the financial statements, significant judgment in cost estimation, and risk of misstatement in the provision (Refer Note 61 in the financial statements). For the year ended March 31,2025, the provision for expected loss on onerous contracts amounted to ₹ 52,138 Lakhs (PY Nil). Evaluated processes deployed by Management for identifying onerous contracts as per Ind AS 37. Tested cost estimates against project cost, historical data, and estimates made at the time of bidding. Reviewed the accuracy of provision recognized for full expected loss on each of identified onerous contracts. Compared total estimated cost under each contract, cost already incurred and expected future cost for fulfilling contract obligations, determined by the Management to arrive at expected loss on each contract. We have verified the contractual terms with respect to performance obligations and criteria for transfer of control of goods to customer for recognition of revenue on these onerous contracts in accordance with Indian Accounting Standard. Examined cost overrun causes and controls identified by Management. We had assessed appropriateness of disclosure made as per applicable Indian Accounting Standards and applicable financial reporting framework. Information other than the Consolidated Financial Statements and Auditor’s Report thereon The Parent Company’s Board of Directors are responsible for the other information. The other information comprises the information included in the Director’s report and Management discussion and analysis but does not include the Consolidated Financial Statements and our Auditor’s Report thereon. Our opinion on the Consolidated Financial Statements does not cover the other information and we do not express any form of assurance conclusion thereon. In connection with our audit of the Consolidated Financial Statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the Consolidated Financial Statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work, we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Responsibilities of Management and Board of Directors for the Consolidated Financial Statements The Parent’s Management and Board of Directors are responsible for the matters stated in Section 134(5) of the Act with respect to the preparation and presentation of these Consolidated Financial Statements that give a true and fair view of the financial position, financial performance (including other comprehensive income), change in equity and cash flows of the Group in accordance with the Ind AS and other accounting principles generally accepted in India, including the Indian Accounting Standards specified under Section 133 of the Act read with Companies (Indian Accounting Standards) Rules, 2015, as amended. The respective Management and Board of Directors of the Companies included in the Group are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group and for preventing and detecting frauds and other irregularities; the selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the Consolidated Financial Statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 229 Consolidated Financial Statements by the Management and Board of Directors of the Parent Company, as aforesaid. In preparing the Consolidated Financial Statement, the respective Management and Board of Directors of the companies included in the Group are responsible for assessing the ability of the respective entities to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the respective Board of Directors either intends to liquidate the group or to cease operations, or has no realistic alternative but to do so. The respective Board of Directors of the Companies included in the Group are responsible for overseeing the financial reporting process of the Group. Auditor’s Responsibility for the Audit of the Consolidated Financial Statement Our objectives are to obtain reasonable assurance about whether the Consolidated Financial Statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these Consolidated Financial Statements. As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also: • Identify and assess the risks of material misstatement of the Consolidated Financial Statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. • Obtain an understanding of internal financial controls relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Parent Company’s internal control. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Parent Company has adequate internal financial controls system with reference to Consolidated Financial Statements in place and the operating effectiveness of such controls. • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Management and Board of Directors. • Conclude on the appropriateness of the Board of Directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the Consolidated Financial Results or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern. • Evaluate the overall presentation, structure and content of the Consolidated Financial Statements, including the disclosures, and whether the Consolidated Financial Statements represent the underlying transactions and events in a manner that achieves fair presentation. Materiality is the magnitude of misstatements in the Consolidated Financial Results that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the financial statements may be influenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identified misstatements in the Consolidated Financial Results. We communicate with those charged with governance of the Parent regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in the internal control that we identify during our audit. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the Consolidated Financial Statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure
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230 about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. Report on Other Legal and Regulatory Requirements 1. As required by the Companies (Auditor’s Report) Order, 2020 (“the Order”) issued by the Central Government of India in terms of Section 143(11) of the Act, we give in “Annexure I” a statement on the matters specified in Paragraph 3 and 4 of the Order, to the extent applicable, for Associate Company. 2. As required by Section 143(3) of the Act, based on our audit we report that: a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit of the aforesaid consolidated financial statements. b) In our opinion, proper books of account as required by law have been kept by the Parent Company so far as it appears from our examination of those books. c) The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss (including Other Comprehensive Income), the Consolidated Statement of Changes in Equity and the Consolidated Statement of Cash Flow dealt with by this Report are in agreement with the relevant books of account maintained for the purpose of preparation of consolidated financial statements. d) In our opinion, the aforesaid Consolidated Financial Statements comply with the Ind AS specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. e) In view of exemption given vide notification no. G.S.R 463(E) dated June 05, 2015 issued by Ministry of Corporate Affairs, the provision of Section 164(2) of the Companies Act, 2013 regarding disqualification of the directors are not applicable to the Government Company. f) With respect to the adequacy of the internal financial controls with reference to Consolidated Financial Statements of the Group and operating effectiveness of such controls, refer to our separate Report in “Annexure II”. Our report expresses an unmodified opinion on the adequacy and operating effectiveness of the Parent Company’s internal financial control over financial reporting with reference to Consolidated Financial Statements. g) With respect to the other matters to be included in the Auditor’s Report in accordance with the requirements of Section 197(16) of the Act, the exemption has been given for the said section vide notification no. G.S.R 463(E) dated June 05, 2015 issued by Ministry of Corporate Affairs. h) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, (as amended), in our opinion and to the best of our information and according to the explanations given to us: i. The Parent Company has disclosed the impact of pending litigations as at 31 st March,2014, on its financial position in its Consolidated Financial Statements; (Refer Note No.36.2 to the Consolidated Financial Statements) ii. The Parent Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long term contracts including derivative contracts. (Refer Note No 40 to the Consolidated Financial Statements) iii. There are no amounts which are required to be transferred to the Investors’ Education and Protection Fund during the year ended 31st March, 2025; iv. a. The Management has represented that, to the best of its knowledge and belief, other than as disclosed in the Note No. 52 to the Consolidated Financial Statements, no funds (which are material either individually or in the aggregate) have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Parent Company to or in any other person(s) or entity(ies), including foreign entity(ies) (“Intermediaries”), with the understanding, whether recorded in writing or otherwise, that the Intermediary shall, whether, directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Parent Company (“Ultimate Beneficiaries”) or
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 231 provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries. b. The Management has represented, that, to the best of its knowledge and belief, as disclosed in the Note No. 52 to the accounts, no funds (which are material either individually or in the aggregate) have been received by the Parent Company from any person(s) or entity(ies), including foreign entity(ies) (“Funding Parties”), with the understanding, whether recorded in writing or otherwise, that the Parent Company shall, whether, directly or indirectly, lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries. c. Based on the audit procedures performed that have been considered reasonable and appropriate in the circumstances, nothing has come to our notice that has caused us to believe that the representations under sub-clause (iv) (a) and (iv) (b) contain any material misstatement. v. The dividend declared or paid during the year by the Parent Company is in compliance with Section 123 of the Act. vi. Based on our examination which included test checks and that performed by the respective auditors of associate which is incorporated in India whose financial statement have been audited under the Act, the Parent Company have used accounting software for maintaining its books of account which has the feature of recording audit trail (Edit Log) facility and the same has operated throughout the year for all the relevant transactions recorded in the software. Further, during the course of our audit, we and respective auditors of the above referred associate did not come across any instance of audit trail feature being tampered with. Additionally, the audit trail of prior year has been preserved by the Parent Company and above referred associate as per the statutory requirements for records retention. For C.R.Sagdeo & Co, Chartered Accountants F.R.N: 108959W Sd/- CA. Sachin V. Luthra Partner Date: 29th May, 2025 Membership No.:109127 Place: Mumbai UDIN:25109127BMJLUX1352
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232 Annexure ‘I’ to the Independent Auditor’s Report (Referred to in Paragraph 3 under ‘Report on Other Legal and Regulatory Requirements’ section of our report to the Members of Mazagon Dock Shipbuilders Limited of even date) xxi. There is no qualifications or adverse remarks in the CARO Report of the Associate Company namely, Goa Shipyard Limited, which is required to be included in the Consolidated Financial Statements. For C.R.Sagdeo & Co, Chartered Accountants F.R.N: 108959W Sd/- CA. Sachin V. Luthra Partner Date: 29th May, 2025 Membership No.:109127 Place: Mumbai UDIN:25109127BMJLUX1352
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 233 Annexure II to the Independent Auditor’s Report (Referred to in Paragraph 3 (f) under ‘Report on Other Legal and Regulatory Requirements’ section of our report to the Members of Mazagon Dock Shipbuilders Limited of even date) Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub - section 3 of Section 143 of the Companies Act, 2013 (“the Act”) We have audited the Internal Financial Controls over Financial Reporting of MAZAGON DOCK SHIPBUILDERS LTD. (“the Company”) as of March 31st, 2025 in conjunction with our audit of the Consolidated Financial Statements of the Company for the year ended on that date. Management’s and Board of Director’s Responsibility for Internal Financial Controls: The Management’s and Board of Directors’ of the Company is responsible for establishing and maintaining Internal Financial Controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India (the “ICAI”). These responsibilities include the design, implementation and maintenance of adequate Internal Financial Controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to respective Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013. Auditor’s Responsibility: Our responsibility is to express an opinion on the Company’s Internal Financial Controls over financial reporting of the Company based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance Note”) issued by the ICAI and the Standards on Auditing prescribed under Section143(10) of the Companies Act, 2013, to the extent applicable to the audit of Internal Financial Controls. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate Internal Financial Controls over financial reporting was established and maintained and if such controls operated effectively in all material respects. Our audit involves performing procedures to obtain audit evidence about the adequacy of the Internal Financial Controls system over financial reporting and their operating effectiveness. Our audit of Internal Financial Controls over financial reporting included obtaining an understanding of Internal Financial Controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Internal Financial Controls system over financial reporting of the Company. Meaning of Internal Financial Controls Over Financial Reporting: A Company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A Company’s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Inherent Limitations of Internal Financial Controls Over Financial Reporting: Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
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234 Opinion: In our opinion, to the best of our information and according to the explanations given to us, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at March 31 st, 2025, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India. For C.R.Sagdeo & Co, Chartered Accountants F.R.N: 108959W Sd/- CA. Sachin V. Luthra Partner Date: 29th May, 2025 Membership No.:109127 Place: Mumbai UDIN:25109127BMJLUX1352
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 235
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236 CONSOLIDATED BALANCE SHEET AS AT MARCH 31, 2025 ₹ in lakhs Particulars Notes As at March 31, 2025 As at March 31, 2024 Audited Audited ASSETS Non-current assets Property, plant and equipment 2 77,394 78,030 Right-of-use assets 2 67,038 3,935 Capital work-in-progress 3 13,320 6,824 Other intangible assets 2 2,140 1,829 Intangible assets under development 4 - 339 1,59,892 90,957 Financial assets Investments 5 76,504 67,879 Trade receivable 6 1,773 1,765 Loans 7 2,000 2,000 Other financial assets 8 14,598 13,745 Deferred tax assets (net) 9 67,827 59,980 Non-current tax assets (net) 10 25,921 17,856 Other non-current assets 11 50,876 1,11,880 T otal non-current assets 3,99,391 3,66,062 Current assets Inventories 12 4,53,708 5,71,337 Financial assets Trade receivables 13 1,06,721 1,84,693 Cash and cash equivalents 14 5,28,539 5,21,848 Bank balances other than cash and cash equivalents 15 10,86,422 8,99,115 Loans - - Other financial assets 16 28,681 30,756 Contract assets 60,484 5,730 Assets held for sale 6 7 Other current assets 17 2,06,820 3,65,333 T otal current assets 24,71,381 25,78,819 TOTAL ASSETS 28,70,772 29,44,881 EQUITY AND LIABILITIES EQUITY Equity share capital 18 20,169 20,169 Other equity 7,73,819 6,04,178 T otal equity 7,93,988 6,24,347 LIABILITIES Non-current liabilities Financial liabilities Lease Liability 2,003 1,643 Trade payables i. total outstanding dues of micro and small enterprises - - ii. total outstanding dues other than (i) above 19 1,773 1,765 Other financial liabilities 20 49 69 Long-term provisions 21 78,681 42,521 Other long-term liabilities 22 11,975 12,663 T otal non-current liabilities 94,481 58,661 Current liabilities Financial liabilities Lease Liability 30 12 Trade payables i. total outstanding dues of micro and small enterprises 22,687 16,863 ii. total outstanding dues other than (i) above 23 3,51,143 4,26,118 Other financial liabilities 23 25,929 21,773 Contract liability 15,49,439 17,72,339 Other current liabilities 25 3,052 5,626 Short-term provisions 26 30,023 19,142 T otal current liabilities 19,82,303 22,61,873 T otal liabilities 20,76,784 23,20,534 TOTAL EQUITY AND LIABILITIES 28,70,772 29,44,881 Significant accounting policies and notes to the financial statements 1 to 65 As per our report of even date For and on behalf of the Board of Directors Sd/- C. R. Sagdeo & Co. Capt. Jagmohan (Retd.) Chartered Accountants Chairman and Managing Director Firm Registration No. 108959W DIN - 08630668 Sd/- Sd/- CA Sachin V. Luthra Ruchir Agrawal Partner Director (Finance) Membership No. 109127 DIN - 10166533 UDIN:25109127BMJLUX1352 Sd/- 29th May, 2025 Madhavi Kulkarni Place - Mumbai Company Secretary ACS 15663
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 237 STATEMENT OF CONSOLIDATED PROFIT & LOSS FOR THE YEAR ENDED MARCH 31, 2025 ₹ in lakhs Sr No. Particulars Notes Year Ended March 31, 2025 Year Ended March 31, 2024 INCOME 1 Revenue from operations 27 11,43,188 9,46,658 2 Other income 28 1,12,123 1,10,147 3 T otal income 12,55,311 10,56,805 4 EXPENSES Cost of materials consumed 29 4,53,066 5,08,164 Procurement of base and depot spares 1,15,164 1,14,583 Employee benefit expenses 30 97,875 89,655 Finance costs 31 440 512 Depreciation and amortization expenses 11,519 8,313 Sub-contract 1,32,102 38,244 Power and fuel 1,965 1,769 Other expenses - project related 32 29,962 16,682 Other expenses 33 32,377 19,550 Provisions 34 74,675 16,850 T otal expenses 9,49,145 8,14,322 5 Profit before tax and exceptional items 3,06,166 2,42,483 6 Exceptional items - - 7 Profit before tax and after exceptional items 3,06,166 2,42,483 8 Tax expense Current tax 86,279 76,388 Deferred tax (credit) / charge (7,847) (14,969) Adjustment of tax relating to earlier years - 176 9 Profit for the year / period (excluding associate) 2,27,734 1,80,888 10 Share of Net Profit/(loss) of associate 13,617 12,809 11 Profit for the year 2,41,351 1,93,697 12 Other comprehensive income Items that will not be reclassified subsequently to profit or loss Remeasurement of defined employee benefit plan (368) (610) Income tax effect 93 154 Remeasurement of post employment benefit obligation of associate (239) (136) 13 T otal comprehensive income for the year / period 2,40,837 1,93,105 14 Earning per share Basic and Diluted (₹) 59.83 48.02 Significant accounting policies and notes to the financial statements 1 to 65 As per our report of even date For and on behalf of the Board of Directors Sd/- C. R. Sagdeo & Co. Capt. Jagmohan (Retd.) Chartered Accountants Chairman and Managing Director Firm Registration No. 108959W DIN - 08630668 Sd/- Sd/- CA Sachin V. Luthra Ruchir Agrawal Partner Director (Finance) Membership No. 109127 DIN - 10166533 UDIN:25109127BMJLUX1352 Sd/- 29th May, 2025 Madhavi Kulkarni Place - Mumbai Company Secretary ACS 15663
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238 STATEMENT OF CONSOLIDATED CASH FLOWS FOR THE YEAR ENDED MARCH 31, 2025 ₹ in lakhs Sr No. Particulars March 31, 2025 March 31, 2024 Audited Audited A Cash flow from operating activities Profit before tax and exceptional items 3,06,166 2,42,483 Adjustments for : (+) Non cash expenditure and non operating expenses Depreciation / amortization 11,520 8,313 Finance cost 440 512 Amortization of prepaid rentals - 15 Forex variation 127 2 (-) Non operating income Profit / Loss on sale of fixed assets (79) (148) Interest income (1,00,584) (99,441) Amortization gain on deferred deposits of vendors (6) (4) Amortization of deferred revenue (customer funded assets) (687) (687) Interest Income on deferred payment liability to foreign supplier (427) (433) Interest Income on deferred deposit with MbPT - (25) Operating profit before working capital changes 2,16,470 1,50,587 Movement in working capital Decrease / (Increase) in Inventories 1,17,629 1,64,349 Decrease / (Increase) in Trade receivables and loans and advances 78,391 (85,965) Decrease / (Increase) Other current and non current assets 1,33,536 56,591 (Decrease) / Increase in Trade payables and provisions (23,027) 2,444 (Decrease) / Increase in Other current and non current liabilities (2,20,943) (1,51,915) Cash flow from operations 3,02,056 1,36,091 Direct tax paid (net of refunds) (94,251) (67,716) Net cash from (used in) operating activities (A) 2,07,805 68,375 B Cash flow from investing activities Purchase of property, plant and equipment (net of adjustments) (74,314) 10,303 Capital work in progress (6,157) (1,001) Proceeds from sale of property, plant and equipment 92 166 Capital advance 32,450 (43,117) Interest received 1,00,584 99,441 Dividend received 4,754 3,655 Fixed Deposits/Term Deposits (1,87,307) 2,42,685 Principal portion of lease payments (12) (651) Net cash from / (used in) investing activities (B) (1,29,910) 3,11,481
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 239 Sr No. Particulars March 31, 2025 March 31, 2024 Audited Audited C Cash flow from financing activities Dividend paid (71,197) (44,775) Finance costs - Lease (7) (75) Finance costs - Others - - Net cash from / (used in) financing activities (C ) (71,204) (44,850) Net increase/(decrease) in cash and cash equivalents (A+B+C) 6,691 3,35,006 Cash and cash equivalents at the beginning of the period 5,21,848 1,86,842 Cash and cash equivalents at the end of the period 5,28,539 5,21,848 Note: Figure in bracket indicate outflow ₹ in lakhs Sr No. Particulars March 31, 2025 March 31, 2024 Audited Audited Components of cash and cash equivalents: Balances with banks:- - In Current accounts i) In India 1,52,781 3,08,097 ii) Outside India 66 36 - In cash credit accounts 2,765 17 - In flexi deposit accounts 2,26,927 44,198 - In fixed deposit accounts - maturity less than 3 months 1,46,000 1,69,500 T otal 5,28,539 5,21,848 As per our report of even date For and on behalf of the Board of Directors Sd/- C. R. Sagdeo & Co. Capt. Jagmohan (Retd.) Chartered Accountants Chairman and Managing Director Firm Registration No. 108959W DIN - 08630668 Sd/- Sd/- CA Sachin V. Luthra Ruchir Agrawal Partner Director (Finance) Membership No. 109127 DIN - 10166533 UDIN:25109127BMJLUX1352 Sd/- 29th May, 2025 Madhavi Kulkarni Place - Mumbai Company Secretary ACS 15663 STATEMENT OF CONSOLIDATED CASH FLOWS FOR THE YEAR ENDED MARCH 31, 2025 (Contd..) ₹ in lakhs
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240 STATEMENT OF CHANGES IN EQUITY FOR THE PERIOD ENDED MARCH 31, 2025 (A) Equity share capital For the period ended March 31, 2025 ₹ in lakhs Balance as at April 1, 2024 Changes in equity share capital due to prior period errors Restated balance as at April 1, 2022 Changes in equity share capital during the period Balance as at March 31, 2025 20,169 - 20,169 - 20,169 For the period ended March 31, 2024 ₹ in lakhs Balance as at April 1, 2023 Changes in equity share capital due to prior period errors Restated balance as at April 1, 2021 Changes in equity share capital during the period Balance as at March 31, 2024 20,169 - 20,169 - 20,169 (B) Other equity For the period ended March 31, 2025 ₹ in lakhs Particulars Retained Earnings General Reserve Capital Reserve Indigeni- sation Fund Capital Re- demption Reserve Other Com- prehensive Income (OCI) T otal Other Equity Balance as at April 1, 2024 3,65,347 2,32,017 5 1,037 12,123 (6,351) 6,04,178 Profit / (loss) for the year 2,27,734 2,27,734 Share of change in reserves of associate 13,379 13,379 Other comprehensive income / (loss) for the year (275) (275) Dividends Interim (46,772) (46,772) Final (24,425) (24,425) Balance as at March 31, 2025 5,35,263 2,32,017 5 1,037 12,123 (6,626) 7,73,819 For the period ended March 31, 2024 ₹ in lakhs Particulars Retained Earnings General Reserve Capital Reserve Indigeni- sation Fund Capital Re- demption Reserve Other Com- prehensive Income (OCI) T otal Other Equity Balance as at April 1, 2023 2,16,560 2,32,017 5 1,037 12,123 (5,895) 4,55,847 Profit / (loss) for the year 1,80,888 1,80,888 Adjustments during the year - Share of change in reserves of associate 12,674 12,674 Other comprehensive income / (loss) for the year (456) (456) Dividends Interim (30,939) (30,939) Final (13,836) (13,836) Balance as at March 31, 2024 3,65,347 2,32,017 5 1,037 12,123 (6,351) 6,04,178
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 241 Capital reserve: The capital reserve was created till 1974 on the realized profit on sale of fixed asset. Capital redemption reserve: These reserves are created out of redemption of 7% redeemable cumulative preference shares and buyback of equity shares. Other Comprehensive Income: These reserves are created on account of acturial valuation of defined employee benefit plan. Indigenisation Fund: These fund was created as per Indigenisation policy for providing support for future indigenisation. No provision has been made since FY 2020-21. Share Split: The members through postal ballot on November 28, 2024, have approved the sub-division of the equity shares from face value of ₹ 10/- per share to face value of ₹ 5/- per share. The record date for the share split was December 27, 2024. In conformity with Ind AS 33 - Earning per Share, the share calculation for current period ended March 31, 2025 along with the prior period results are computed as per revised number of share with the face value of ₹ 5/- per share. Second Interim Dividend: Subsequent to the end of reporting period, the Board of Directors in its meeting held on 08th April, 2025, declared 2nd interim dividend for FY 2024-25 of ₹ 12101 lakhs (i.e ₹ 3 per share) on 8th April, 2025. The said interim dividend has been paid on 07.05.2025. In accordance with IND AS 10 - Events after the Reporting Period, the interim dividend declared after the reporting period is a non-adjusting event and accordingly has not been recognised as a liability in the Financial Statements for the year ended 31.03.2025. Final Dividend : The Board has recommended the final dividend for FY 2024-25 of ₹ 10932 lakhs (i.e. ₹ 2.71 per share). This proposed dividend is subject to the approval of shareholders in ensuing Annual General Meeting. As per our report of even date For and on behalf of the Board of Directors Sd/- C. R. Sagdeo & Co. Capt. Jagmohan (Retd.) Chartered Accountants Chairman and Managing Director Firm Registration No. 108959W DIN - 08630668 Sd/- Sd/- CA Sachin V. Luthra Ruchir Agrawal Partner Director (Finance) Membership No. 109127 DIN - 10166533 Sd/- 29th May, 2025 Madhavi Kulkarni Place - Mumbai Company Secretary UDIN:25109127BMJLUX1352 ACS 15663
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242 Note 1: Statement of Significant Accounting Policies 1) Principles of Consolidation The consolidated financial Statements consist of Mazagon Dock Shipbuilders Limited (“The Company”) and its associate company. The Consolidated Financial Statements are prepared on the following basis: Investments in associates where the Company holds more than 20% of equity are accounted for using equity method as per Indian Accounting Standard (Ind AS) 28- “Investments in Associates and Joint Ventures”. The consolidated financial statements are prepared using uniform accounting policies and are presented to the extent possible in the same manner as the Company’s separate financial statement except where adjustment for the differences are immaterial/ impractical. The goodwill/capital reserve arising on acquisition of Associate is included in the carrying amount of the investment and disclosed separately. The carrying amount of the investment in associates is adjusted by the share of net profits / losses in the Consolidated Balance Sheet. 2) Corporate information: The Company is a Government Company domiciled and incorporated in India. The registered office of the Company is located at Dockyard Road, Mumbai. The Company is principally engaged in building and repairing of ships, submarines, various types of vessels and related engineering products for its customers. 3) Significant accounting policies: 3.1 Basis of preparation: These financial statements have been prepared in compliance with Indian Accounting Standards (Ind AS) notified under the Companies (Indian Accounting Standards) Rules, 2015. 3.2 Summary of significant accounting policies: a) Use of estimates: The preparation of Financial Statements in accordance with Ind AS requires use of estimates and assumptions for some items, which might have an effect on their recognition and measurement in the Balance Sheet and Statement of Profit and Loss. The actual amounts realized may differ from these estimates. Accounting estimates could change from period to period. Appropriate changes in estimates are made as the management becomes aware of changes in circumstances surrounding the estimates. Differences between the actual results and estimates are recognised in the period in which the results are known / materialized. Estimates and assumptions are required in particular for: i. Determination of the estimated useful life of tangible assets and the assessment as to which components of the cost may be capitalized: Useful life of tangible assets is based on the life prescribed in Schedule II of the Companies Act, 2013. In cases, where the useful life is different from that prescribed in Schedule II, it is based on technical advice, taking into account the nature of the asset, estimated usage and operating conditions of the asset, past history of replacement and maintenance support. ii. Recognition and measurement of defined benefit obligations: The obligation arising from the defined benefit plan is determined on the basis of actuarial assumptions. Key actuarial assumptions include discount rate, trends in salary escalation and vested future benefits and life expectancy. The discount rate is determined with reference to market yields at the end of the reporting period on the government bonds. The period to maturity of the underlying bonds correspond to the probable maturity of the post-employment benefit obligations. iii. Recognition of deferred tax assets: A deferred tax asset is recognised for all the deductible temporary differences and any unused tax losses to the extent that it is probable that taxable profit will be available against which the deductible temporary difference and the unused tax losses can be utilized. The management assumes that taxable profits will be available while recognising deferred tax assets. iv. Recognition and measurement of other provisions: The recognition and measurement of other provisions are based on the assessment of the probability of an outflow of resources, and on past experience and circumstances known at the balance sheet date. The actual outflow of resources at a future date may vary.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 243 v. Discounting of long-term financial liabilities All financial liabilities are measured at fair value on initial recognition. In case of financial liabilities, which are required to be subsequently measured at amortized cost, interest is accrued using the effective interest method. vi. Determination of estimated cost to complete the contract is required for computing revenue as per Ind AS 115 on ‘Revenue from contracts with customers’. The estimates are revised periodically. b) Current versus non-current classification: The Company presents assets and liabilities in the balance sheet based on current / non-current classification. i. An asset is treated as current when it is: i. Expected to be realised or intended to be sold or consumed in normal operating cycle ii. Held primarily for the purpose of trading iii. Expected to be realised within twelve months after the reporting period, or iv. Cash or cash equivalents unless restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period All other assets are classified as non - current. ii. A liability is treated as current when it is: i. It is expected to be settled in normal operating cycle ii. It is held primarily for the purpose of trading iii. It is due to be settled within twelve months after the reporting period, or iv. There is no unconditional right to defer the settlement of the liability for at least twelve months after the reporting period. All other liabilities are treated as non - current. Deferred tax assets and liabilities are classified as non - current assets and liabilities. c) Property, plant and equipment: i. Property, plant and equipment, including capital work-in-progress are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. Capital works executed internally are valued at prime cost plus appropriate overheads. • Cost means cost of acquisition, inclusive of inward freight, duties, taxes and other incidental expenses incurred in relation to acquisition of such assets. It also includes the cost of replacing part of the plant and equipment and borrowing costs for long-term construction projects if the recognition criteria are met. In respect of major projects involving construction, related pre-operational expenses form part of the value of assets capitalised. • When significant parts of plant and equipment are required to be replaced at intervals, the Company depreciates them separately based on their specific useful lives. • When a major inspection is performed, its cost is recognised in the carrying amount of the property, plant and equipment as a replacement if the recognition criteria are satisfied. All other repair and maintenance costs are recognised in profit or loss as incurred. • Spares purchased along with PPE are capitalised. • The present value of the expected cost for decommissioning of an asset after its use is included in the cost of the respective asset if the recognition criteria for a provision are met. • Unserviceable tangible assets are valued at the net realisable value. In case the net realisable value is not available, the same is considered at 5% of original cost as scrap value. For IT hardware assets, i.e. end user devices such as desktops, laptops, etc. residual value is considered as nil. • An item of property, plant and equipment and any significant part initially recognised is derecognised upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on de-recognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the statement of profit and loss when the asset is derecognised. The Company has elected to measure all its Property Plant & Equipment, on the date of transition i.e. 1st April 2015, at deemed cost being
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244 the carrying value of the assets in accordance with previous GAAP. Funds received from customers for acquisition or construction of property, plant and equipment from 1st April, 2015, are recognised as deferred revenue, which is amortised equally over the useful lives of the assets. ii. Depreciation: (a) Depreciation is calculated on a straight-line basis, based on the useful lives specified in Schedule II to the Companies Act, 2013 except for the following items, where useful lives are estimated on technical assessment by technical experts, past trends and management estimates: Asset class Description Years Plant & Machinery Wet basin 60 Plant & Machinery Goliath crane (300 ton capacity) 30 (b) Loose tools costing over ₹ 5000 is written off evenly over a period of five years commencing from the year of purchase. (c) Additions to assets individually costing ₹ 5000 or less are depreciated at 100%. (d) Spares purchased along-with the main asset are depreciated over the estimated useful life of that asset. (e) In respect of additions / extensions forming an integral part of the existing assets, depreciation has been provided over residual life of the respective assets. (f) The residual values, useful lives and methods of depreciation of property, plant and equipment are reviewed at each financial year end and adjusted prospectively, if appropriate. (g) Depreciation on property, plant and equipment commences when the assets are ready for intended use (h) In respect of assets whose useful life has been revised, the unamortised depreciable amount has been charged over the revised remaining useful life of the assets. (i) The residual value of all the assets have been considered at 5% of the original cost of the respective assets, except for computer and related hardware assets, where the residual value is considered to be nil. (j) When significant parts of plant and equipment are required to be replaced at intervals, the Company depreciates them separately based on their specific useful lives. d) Intangible assets: Intangible assets are stated at cost of acquisition less accumulated amortisation and accumulated impairment, if any. Amortisation is done over their estimated useful life of five years on straight line basis from the date they are available for intended use. e) Impairment of assets: At each balance sheet date, the Company assesses whether there is any indication that any property, plant and equipment and intangible assets may be impaired. If any such impairment exists, the recoverable amount of an asset is estimated to determine the extent of impairment, if any. An asset’s recoverable amount is the higher of the asset’s or cash-generating unit’s fair value less cost of disposal and its value in use. Where it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit to which the asset belongs. f) Investment in associate: An associate is an entity over which the Company has significant influence. Significant influence is the power to participate in the financial and operating policy decisions of the investee, but it is not control over those policies. Company has investment in equity shares of its associate and it is measured at cost. Provision for Impairment loss on such investment is made only when there is a diminution in value of the investment which is other than temporary. Exemption availed under Ind AS 101: On transition to Ind AS, Company has elected to continue with the carrying value of its investments in its associate as at April 1, 2015, measured as per previous GAAP and used that carrying value as the deemed cost of the same.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 245 g) Foreign currency transactions: The financial statements are prepared in Indian Rupees being the functional currency. • Transactions denominated in foreign currencies are initially recorded at the exchange rate prevailing on the date of the transaction. • Monetary assets and liabilities denominated in foreign currencies are translated at the functional currency rates of exchange at the reporting date. • Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates at the dates of the initial transactions. • Exchange differences arising on settlement or translation of monetary items are recognised in the statement of profit or loss. h) Borrowing costs: Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalized as part of the cost of the asset. All other borrowing costs are expensed in the period in which they occur. Borrowing costs consists of interest and other costs that an entity incurs in connection with the borrowings of funds and includes exchange differences to the extent regarded as an adjustment to the borrowing costs. A qualifying asset is one that necessarily takes substantial period of time to get ready for its intended use. i) Inventory valuation i. Raw materials and stores and general spares are valued at weighted average cost. ii. Equipment for specific projects are valued at cost. iii. Stock-in-transit is valued at cost. iv. Cost of inventories comprises of purchase cost, conversion and other cost incurred in bringing them to the present location and condition. v. Provision for obsolescence will be made for raw materials, stores and spares not moved for over 3 years. For Project specific material, obsolescence is provided to the items for which shelf life is expired. vi. Scrap is valued at estimated net realizable value. vii. Work in progress and finished goods other than construction contracts & ship repair contracts have been valued at lower of cost and net realizable value. j) Revenue recognition i. Ship construction & repair contracts Revenue from Ship Construction / repair Contracts shall be recognised when (or as) the entity satisfies a performance obligation by transferring a promised good or service (i.e. an asset) to a customer. An asset is transferred when (or as) the customer obtains control of that asset. The Company transfers control of a good or service over time and, therefore, satisfies a performance obligation and recognises revenue over time, if one of the following criteria is met- (a) the customer simultaneously receives and consumes the benefits provided by the Company’s performance as the Company performs (b) the Company’s performance creates or enhances an asset (for example, work in progress) that the customer controls as the asset is created or enhanced or (c) the Company’s performance does not create an asset with an alternative use to the Company and the Company has an enforceable right to payment for performance completed to date. When the control of the produced good and rendered services is transferred over time to the customer, revenue is recognised over time under the percentage of completion method (PoC). Penalties, if any, will be reduced from the revenue. For the application of the overtime method (PoC method), the measure of the progress towards complete satisfaction of a performance obligations is based on inputs (i.e. cost incurred). Fixed Price Contract: Revenues from construction contracts with customers are recognized over time using input method i.e. by comparing the actual costs incurred to the total costs anticipated for the entire contract. These estimates are revised periodically. When it is probable that total contract costs will exceed total contract revenue, the expected loss is recognized as an expense immediately.
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246 When the outcome of a construction / repair contract cannot be reliably estimated, contract revenue is recognized only to the extent of contract cost incurred that are likely to be recoverable. Cost Plus Contract: In case of Cost plus contracts, contract revenue is recognized on the basis of cost incurred plus profit margin applicable on the contract, when such cost can be estimated reliably. Penalties, if any will be reduced from the revenue. Additional revenue, in respect of contracts completed in earlier years, is accounted for as contract revenue in the year in which such revenue materializes. Contract Asset: The company’s right to consideration in exchange for goods or services that the company has transferred to a customer when that right is conditioned on something other than the passage of time (for example, the entity’s future performance). Contract Liability: The company’s obligation to transfer goods or services to a customer for which the entity has received consideration (or the amount is due) from the customer Revenue from supply of Base & Depot (B&D) spares: Revenue from supply of B&D spares is to be recognised based on satisfaction of performance obligation satisfied at a point in time based on proof of receipts of goods from Naval stores. Revenue for contract is yet to be finalized or under revision Revenue is recognised based on agreed prices with customer. In certain cases, where the prices are yet to be agreed upon/ determined /revised the revenue is recognised on estimation basis. Upon the agreement with customer, differential revenue, if any, is recognised on the revision of contract amount. Significant financing component: Stage payments received towards execution of defence related projects are not considered for determining significant financing component since the objective is to protect the interest of the contracting parties. In respect of other contracts, the existence of significant financing component is reviewed on case to case basis. ii. Dividend income Dividend income from investments is recognized when the Company’s right to receive payment has been established. iii. Interest income For all debt instruments, interest income is recorded using the effective interest rate (EIR). Interest income is included in finance income in the statement of profit and loss. iv. Insurance claims: Amounts due against insurance claims are accounted for on accrual basis; in respect of claims which are yet to be finally settled at the end of reporting date by the underwriter, credits are reckoned, based on the company’s estimate of the realisable value. k) Financial Assets: i. Classification: The Company classifies financial assets as subsequently measured at amortized cost, fair value through other comprehensive income or fair value through profit or loss on the basis of its business model for managing the financial assets and the contractual cash flows characteristics of the financial asset. ii. Initial recognition and measurement: All financial assets are recognised initially at fair value plus, in the case of financial assets not recorded at fair value through profit or loss, transaction costs that are attributable to the acquisition of the financial asset. iii. Financial assets measured at amortized cost: Financial assets are measured at amortized cost when asset is held within a business model, whose objective is to hold assets for collecting contractual cash flows and contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and interest. Such financial assets are subsequently measured at amortized cost using the effective interest rate (EIR) method. The losses arising from impairment are recognised in the Statement of profit and loss. This category generally applies to trade and other receivables.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 247 iv. Financial assets measured at fair value through other comprehensive income (FVTOCI): Financial assets under this category are measured initially as well as at each reporting date at fair value. Fair value movements are recognized in the other comprehensive income. v. Financial assets measured at fair value through profit or loss (FVTPL): Financial assets under this category are measured initially as well as at each reporting date at fair value with all changes recognised in profit or loss. vi. Investment in equity instruments: Equity instruments which are held for trading are classified as at FVTPL. All other equity instruments are classified as FVTOCI. Fair value changes on the instrument, excluding dividends, are recognised in the other comprehensive income. vii. Investment in debt instruments: A debt instrument is measured at amortized cost or at FVTPL. Any debt instrument, which does not meet the criteria for categorization as at amortized cost or as FVTOCI, is classified as at FVTPL. Debt instruments included within the FVTPL category are measured at fair value with all changes recognised in the Statement of profit and loss. viii. Impairment of financial asset: In accordance with Ind AS 109, the Company applies Expected Credit Loss (ECL) model for measurement and recognition of impairment loss of all the financial assets that are debt instrument and trade receivable. ix. Derecognition of financial assets: A financial asset is primarily derecognized when the rights to receive cash flows from the asset have expired or the Company has transferred its rights to receive cash flows from the asset. Financial liabilities: Financial liabilities of the Company are contractual obligation to deliver cash or another financial asset to another entity or to exchange financial assets or financial liabilities with another entity under conditions that are potentially unfavourable to the Company. The Company’s financial liabilities include loans & borrowings, trade and other payables. i. Classification, initial recognition and measurement Financial liabilities are recognised initially at fair value minus transaction costs that are directly attributable to the issue of financial liabilities. Financial liabilities are classified as subsequently measured at amortized cost. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the effective interest rate (EIR). Any difference between the proceeds (net of transaction costs) and the redemption amount is recognised in the Statement of Profit and Loss over the period of the borrowings using the effective rate of interest. ii. Subsequent measurement After initial recognition, financial liabilities are subsequently measured at amortised cost using the EIR method. In each financial year, the unwinding of discount pertaining to financial liabilities is recorded as finance cost in the statement of profit and loss. iii. De-recognition of financial liability A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. The difference between the carrying amount of a financial liability that has been extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, is recognised in profit or loss as other income or finance cost. iv. Retentions Retention amount payable / receivable under the terms of the contracts with the vendors / customers are retained towards performance obligation under the normal terms of trade and do not constitute financial arrangement and hence are not amortised. v. Security deposit Security Deposits obtained from vendors below ₹ 1 lakh individually are not amortised as the same is not considered material. l) Leases In March 2019 the Ministry of Corporate Affairs notified the new standard Ind AS 116 which replaces the Ind AS 17 “Leases”, Appendix A of Ind AS 17 “Operating Leases—Incentives”, Appendix B of Ind AS
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248 17 “Evaluating the Substance of Transactions Involving the Legal Form of a Lease”. and Appendix C of Ind AS 17 “Determining Whether an Arrangement Contains a Lease”. Ind AS 116 introduces a uniform lessee accounting model. Applying that model, a lessee is required to recognise a right-of-use asset representing the lessee’s right to use the underlying asset and a financial liability representing the lessee’s obligation to make future lease payments. There are exemptions for short-term leases and leases of low-value assets. Lessor accounting remains comparable to that provided by the existing leases standard and hence lessors will continue to classify their leases as operating leases or finance leases. The Company adopted the new standard Ind AS 116 for accounting period beginning on or after April 1,2019 using retrospective method and therefore the cumulative effect of adopting Ind AS 116 has been recognised as an adjustment to the opening balance of retained earnings with restatement of comparative information. Identifying a lease Under Ind AS 116, the Company assesses whether a contract is or contains a lease based on the definition of a lease. A contract is, or contains a lease if the contract conveys the right to control the use of an identified asset for a specified period of time in exchange for consideration. The previous determination pursuant to Ind AS 17 and Appendix C of Ind AS 17 of Determining Whether an Arrangement Contains a Lease” is maintained for existing contracts. i. As a lessee As a lessee, the Company previously classified leases as operating or finance leases based on assessment of whether the risks and rewards incidental to ownership of the underlying asset were transferred. Under Ind AS 116, the Company recognises right-of-use assets and lease liabilities for most of its leases. Leases which were classified as operating lessees under Ind AS 17 are now recognised on the balance sheet. Lease term includes Non-cancellable period (which includes the period covered by the option to terminate the lease, if only a lessor has right to terminate a lease), periods covered by an option to extend the lease if the lessee is reasonably certain to exercise that option, periods covered by an option to terminate the lease if the lessee is reasonably certain not to exercise that option. Lease term begins at the commencement date and include any rent free period. Termination options held by the lessor are not considered when determining the lease term. Extension and termination options are taken into account on recognition of the lease liability if the Company is reasonably certain that these options will be exercised in the future. As a general rule, the Company recognizes non- lease components such as services separately from lease payments. Non-lease components are identified and accounted for separately from the lease component in accordance with other Ind AS. When applying Ind AS 116 for the first time, the Company has used the following practical expedients for leases previously classified as operating leases under Ind AS 17: - To apply a single discount rate to a portfolio of leases with reasonably similar characteristics, - The right-of-use to the leased asset has generally been measured at the amount of the lease liability, using the discount rate at the commencement of lease. Where accrued lease liabilities existed, the right- of-use asset has been adjusted by the amount of the accrued lease liability under Ind AS 116. At initial application of Ind AS 116, the measurement of the right-of-use does not include initial direct costs. In some cases, the value of right-of-use assets may differ from the value of the liabilities due to offsetting against existing provisions or as a result of valuation allowances. - Initial direct costs have been excluded from the measurement of the right-of-use asset for all leases entered into or changed before April 1,2018.. - Not to apply the new recognition requirements to short-term leases and to leases of low value assets as soon as the new standard is effective. - The definition of a lease in accordance with Ind AS 17 and Appendix C to Ind AS 17 will continue to be applied to leases entered or changed before April 1,2018, and as a result the Company has not reassessed
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 249 whether a contract is or contains a lease on transition. - Leases with a determined lease term of less than 12 months remaining from April 1,2018 have been treated as short term. Availing exemption by the Company Furthermore, the Company has also elected to make use of the following exemptions provided by Ind AS 116: a) Leases with a determined lease term of 12 months or less from the commencement of the lease will be treated as short term and therefore not included in the right-of-use asset or lease liability. Instead, lease costs will be recognised on a straight line basis across the life of the lease. b) Leases for which the underlying asset is of low value when new will be exempt from the requirements to value a right-of-use asset and lease liability. Instead, lease costs will be recognised on a straight line basis across the life of the lease. To apply this exemption, a threshold of ₹ 1,00,000/- has been utilised to define “low value”. The Company’s operating leases mainly relate to real estate assets, company cars and equipment. The most significant impact identified by the Company relates to its operating leases of real estate assets (such as land, warehouses, storage facilities and offices). For leases that were classified as finance leases under Ind AS 17, the Company did not change the carrying amount of the right-of-use asset and the lease liability as of March 31,2019, measured under Ind AS 17. ii. As a lessor Lease income from operating leases where the Company is a lessor is recognised in income on a straight-line basis over the lease term unless the receipts are structured to increase in line with expected general inflation to compensate for the expected inflationary cost increases. The respective leased assets are included in the balance sheet based on their nature. m) Employee benefits i. Short-term obligations Liabilities for wages and salaries, including non- monetary benefits that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognised in respect of employees’ services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled. ii. Other long-term employee benefit obligations The liabilities for earned leave and sick leave that are not expected to be settled wholly within 12 months are measured as the present value of expected future payments to be made in respect of services provided by employees up to the end of the reporting period using the projected unit credit method. The benefits are discounted using the Government Securities (G-Sec) at the end of the reporting period that have terms approximating to the terms of the related obligation. Remeasurements as a result of experience adjustments and changes in actuarial assumptions are recognised in the Statement of Profit and Loss. iii. Post-employment obligations The Company operates the following post- employment schemes: (a) defined benefit plans such as gratuity, Provident Fund and post-retirement medical scheme for non-executives; and (b) defined contribution plans such as pension and post-retirement medical scheme for executives. Gratuity Gratuity Fund, a defined benefit scheme, is administered through duly constituted independent Trust and yearly contributions based on actuarial valuation are charged to revenue. Any additional provision as may be required is provided for on the basis of actuarial valuation as per Ind AS 19 on Employee Benefits. The liability or asset recognised in the balance sheet in respect of defined benefit gratuity plan is the present value of the defined benefit obligation at the end of the reporting period less the fair value of plan assets. The defined benefit obligation is calculated annually by actuaries using the projected unit credit method. The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows by reference to market yields at the end of the reporting period on government bonds that have terms approximating to the terms of the related obligation.
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250 Remeasurement gains and losses arising from experience adjustments and changes in actuarial assumptions are recognised in the period in which they occur, directly in other comprehensive income. They are included in retained earnings in the statement of changes in equity and in the balance sheet. Post-retirement medical scheme The post-retirement medical scheme to the non executives employees is a defined benefit plan and is determined based on actuarial valuation as per Ind AS 19 on Employee Benefits using Projected Unit Credit method which recognizes each period of service as giving rise to additional unit of employee benefit entitlement and measures each unit separately to build up the final obligation. Remeasurement gains and losses arising from experience adjustments and changes in actuarial assumptions are recognised in the period in which they occur, directly in other comprehensive income. They are included in retained earnings in the statement of changes in equity and in the balance sheet. The post-retirement medical scheme liability towards executives is recognised on accrual basis and charged to statement of profit and loss, which is a contribution plan. Provident fund The Provident Fund Trust of Company has to declare interest on the Provident Fund at a rate not less than notified by the Employee Provident Fund Organization. Company has obligation to make good the shortfall, if any, in case trust is not able to meet the interest liability. Obligation of Company is calculated annually by actuaries using projected Unit Credit method. Pension Fund Defined contribution to Superannuation Pension Scheme is charged to statement of Profit & Loss at the applicable contribution rate as per approved Pension scheme. n) Dividend to equity shareholders The final dividend on shares is recorded as a liability on the date of approval by the shareholders, and interim dividends are recorded as a liability on the date of declaration by the company’s Board of Directors. o) Provision for current & deferred tax Income tax expense represents the sum of current tax, deferred tax and adjustments for tax provisions of previous years. It is recognised in Statement of Profit and Loss except to the extent that it relates to a business combination, or items recognised directly in equity or in other comprehensive income. Current income tax: Current tax comprises of the expected tax payable on the taxable income for the year. It is measured using tax rates enacted or substantively enacted at the reporting date. Current tax assets and liabilities are offset only if, the Company: • has a legally enforceable right to set off the recognised amounts; and • intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously. Deferred tax: Deferred tax is provided on temporary differences between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date using the tax rates and laws that are enacted or substantively enacted as on reporting date. Deferred tax assets are recognized to the extent that it is probable that future taxable income will be available against which the deductible temporary differences, unused tax losses and credits can be utilised. Deferred tax relating to items recognised in other comprehensive income and directly in equity is recognised in correlation to the underlying transaction. Deferred tax assets and liabilities are offset only if: • Entity has a legally enforceable right to set off current tax assets against current tax liabilities; and • Deferred tax assets and the deferred tax liabilities relate to the income taxes levied by the same taxation authority. p) Provision for doubtful debts and loans and advances: Provision is made in the accounts for doubtful debts, loans and advances in cases where the management considers the debts, loans and advances to be doubtful of recovery. q) Warranty provision: Provision for warranty related costs are recognised when the product is sold or services are rendered to the customer in terms of the contract. Initial recognition is based on the historical experience and management estimates. The initial estimate of warranty related costs are revised periodically.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 251 r) Provision, contingent liabilities and contingent assets: A provision is recognised if as a result of a past event the Company has a present legal or constructive obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation Contingent Liabilities are not recognised but are disclosed in the notes. Contingent Assets are not recognised but disclosed in the Financial Statements when economic inflow is probable.
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252 Note 2 - Property, Plant and Equipment ₹ in lakhs Sr. No. Particulars GROSS BLOCK DEPRECIATION/AMORTISATION NET BLOCK Cost as on 01-04-24 Addi- tions Adjust- ments Dispos- al Balance 31-03-25 Opening 01-04-24 For the period Adjust- ments Dispos- al Balance 31-03-25 As on 31-03-25 As on 31-03-24 A Assets Owned by MDL 1 Freehold Land 10,772 - - - 10,772 - - - - - 10,772 10,772 2 Buildings: i) Factory Building 11,934 1,367 - 3 13,298 1,553 1,425 - 3 2,975 10,323 10,381 ii) Office and Staff Quarters - a) RCC 7,900 164 - 3 8,061 1,257 170 - 2 1,425 6,636 6,643 b) Non RCC 2,026 545 - - 2,571 358 91 - - 449 2,122 1,668 iii) Others (Temporary structure) 146 11 - - 157 111 18 - - 129 28 35 3 Road 4,441 - - - 4,441 1,657 716 - - 2,373 2,068 2,784 4 Plant and Equipment 28,460 2,297 - 47 30,710 11,512 3,245 - 41 14,716 15,994 16,948 5 Furniture and Fixtures 2,479 145 - 21 2,603 1,387 205 - 4 1,588 1,015 1,092 6 Vehicles 2,202 5 - 12 2,195 1,790 70 - 11 1,849 346 412 7 Office Equipment 4,900 197 - 23 5,074 3,476 427 - 33 3,870 1,204 1,424 8 Computers and Data Processing Units - i) Desktops, Laptops etc. 1,138 304 - 344 1,098 668 240 - 344 564 534 470 ii) Server and Network 4,226 619 - 6 4,839 3,838 227 - 5 4,060 779 388 9 Loose Tools 849 3 - 225 627 671 48 - 225 494 133 178 10 Ship - Launches and Boats 4,934 1,933 - - 6,867 933 217 - - 1,150 5,717 4,001 11 Electrical Installation and Equipments 3,439 197 - - 3,636 1,655 283 - - 1,938 1,698 1,784 12 Right to use asset - Leasehold land 7,937 65,500 - - 73,437 4,087 2,338 - - 6,425 67,012 3,850 13 Right to use asset - Vehicles 560 - - 560 475 59 534 26 85 Sub-total 98,346 73,287 - 684 1,70,949 35,428 9,779 - 668 44,539 1,26,410 62,918 Previous Year’s Figures 1,12,862 6,672 (20,368) 821 98,346 32,246 6,743 (2,763) 798 35,428 62,918 80,616 Note: Vessels under the head “Launches and Boats” costing ₹ 4934 lakhs (2024 - ₹ 4934 lakhs) are registered in the name of CMD of the Company to comply with the requirement of Indian Costal Act,1838 / Indian Vessels Act, 1917.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 253 Note 2 - Property, Plant and Equipment (Contd.....) ₹ in lakhs B Jointly Funded Assets GROSS BLOCK DEPRECIATION/AMORTISATION NET BLOCK Cost as on 01-04-24 Addi- tions Adjust- ments Disposal Balance 31-03-25 Opening 01-04-24 For the period Adjust- ments Dispos- al Balance 31-03-25 As on 31-03-25 As on 31-03-24 1 Buildings: i) Factory Building 16,244 21 - - 16,265 4,228 508 - - 4,736 11,529 12,016 ii) Office and Staff Quarters - - - - - - - - - - - - a) RCC 1,646 - - - 1,646 204 29 - - 233 1,413 1,442 b) Non RCC - - - - - - - - - - - - 2 Roads 133 - - - 133 121 - - - 121 12 12 3 Plant and Equipment 7,533 - - - 7,533 3,111 388 - - 3,499 4,034 4,422 4 Electrical Installation and Equipments 649 - - - 649 438 62 - - 500 149 211 5 Furniture and Fixtures 216 - - - 216 145 20 - - 165 51 71 6 Office Equipment 153 - - - 153 144 - - - 144 9 9 7 Computers and Data Processing Units i) Server and Network 338 - - - 338 338 - - - 338 0 0 8 Ship - Launches and Boats 1,143 - - - 1,143 282 39 - - 321 822 861 Sub-total 28,059 21 - - 28,080 9,011 1,046 - - 10,057 18,023 19,048 Previous Year’s Figures 28,059 - - - 28,059 7,978 1,033 - - 9,011 19,048 20,081 T otal Tangibles Assets (A+B) 1,26,404 73,308 - 684 1,99,028 44,439 10,825 - 668 54,596 1,44,432 81,965 Previous Year’s Figures 1,40,921 6,672 (20,368) 821 1,26,404 40,224 7,776 (2,763) 798 44,439 81,965 1,00,697 Intangible Assets ₹ in lakhs Sr. No. Particulars GROSS BLOCK DEPRECIATION/AMORTISATION NET BLOCK Cost as on 01-04-24 Addi- tions Adjust- ments Disposal Balance 31-03-25 Opening 01-04-24 For the period Adjust- ments Dispos- al Balance 31-03-25 As on 31-03-25 As on 31-03-24 A Assets Owned by MDL 1 Computer Software/SAP-ERP 1,089 - - - 1,089 1,027 42 - - 1,069 20 62 2 Other than SAP-ERP 6,796 1,006 - - 7,802 5,029 653 - - 5,682 2,120 1,767 Sub T otal 7,885 1,006 - - 8,891 6,056 695 - - 6,751 2,140 1,829 Previous Year’s Figures 7,255 630 - - 7,885 5,519 537 - - 6,056 1,829 1,736
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254 ₹ in lakhs B Jointly Funded Assets GROSS BLOCK DEPRECIATION/AMORTISATION NET BLOCK Cost as on 01-04-24 Addi- tions Adjust- ments Disposal Balance 31-03-25 Opening 01-04-24 For the period Adjust- ments Dispos- al Balance 31-03-25 As on 31-03-25 As on 31-03-24 1 Computer Software/SAP-ERP 1,000 - - - 1,000 1,000 - - - 1,000 - - 2 Other than SAP-ERP 181 - - - 181 181 - - - 181 - - Sub T otal 1,181 - - - 1,181 1,181 - - - 1,181 - - Previous Year’s Figures 1,181 - - - 1,181 1,181 - - - 1,181 - - T otal Intangible Assets (A+B) 9,066 1,006 - - 10,072 7,237 695 - - 7,932 2,140 1,829 Previous Year’s Figures 8,436 630 - - 9,066 6,700 537 - - 7,237 1,829 1,736 T otal Assets (i+ii) 1,35,470 74,314 - 684 2,09,100 51,676 11,520 - 668 62,528 1,46,572 83,794 Previous Year’s Figures 1,49,357 7,302 (20,368) 821 1,35,470 46,924 8,313 (2,763) 798 51,676 83,794 1,02,433 (i) Government of Kerala has assigned “Free of Cost” (Recorded at Nominal value) 40.52 acres of land and handed over the same to the Company in September 2010 for setting up National Institute of Warship/Submarine design and indigenisation centre. A society titled “National Institute for Research and Design in Defence Shipbuilding” (NIRDESH) has been formed in 2010-11 by Government of India, Ministry of Defence, having representation from all the shipyards including the Company under the control of Ministry of Defence, Department of Defence Production. As per the order of Government of Kerala dated 24.04.2015, the ownership of land has been be retained by the Company and possession is handed over to NIRDESH for undertaking future infrastructure development. (ii) Depreciation has been charged on single shift basis during the period except for wet basin on which depreciation has been charged on double shift basis. (iii) No provision for impairment of assets has been considered necessary during the period as required under Ind AS - 36 Impairment of Assets. (iv) As envisaged under the Schedule II to the Companies Act 2013, the Company has charged the depreciation on its existing tangible assets on straight line basis over the balance life of the assets keeping a residual value of five percent, except for computers, data processing units and loose tools where no residual value is retained. (v) Mumbai Port Authority vide allotment letter No. EM/U-8/MDSL-Gen/Vol V/6127 & letter No. EM/U-8/MDSL-Gen/Vol. V/6128 dated 11 March 2024 has granted lease for 04 Plots & 08 Plots respectively for a period of 29 Years from 01/04/2024 to 31/03/2053. The title of above Plots are in name of MDL vide above mentioned allotment letters. MDL had submitted the application for adjudicating Stamp Duty on Lease Deeds of these 04 Plots & 08 Plots. The O/o Collector of Stamp, Mumbai City, has given the final order for payment of Stamp Duty on 04 Plot’s and 08 Plot’s Lease Deed. The excecution of Lease deed for 04 Plots & 08 Plots is under process. (vi) Company has entered into a new lease with Mumbai Port Authority (MbPA) for land admeasuring 14.55 Acres and building (Workshop land and Clarke Basin), adjacent to the company’s land. The lease term is 29 years effective from April 1, 2024. An amount of ₹ 29,801 lakhs was paid to MbPA in FY 2023-24 has now been capitalised and Right to Use Asset (RoU) asset has been created on the same. As on 31.03.2025, the lease deed for the adjacent lease land is under execution. (vii) During the year ended 31st March 2025, the Company acquired a parcel of land on lease from Mumbai Port Authority (MbPA) along with an existing building structure (Acquisition cost building structure ₹ 24.85 Cr) thereon. Post-acquisition, the building structure was evaluated through technical assessment. The assessment concluded that the building was in a dilapidated condition, with limited residual utility and structural integrity, and therefore had a useful life of only one year from the date of acquisition. Accordingly, the useful life of the building structure was revised to one year, and the change has been accounted. (viii) Building as at 31st March 2025 includes ₹ 146.60 Lakh (original cost) (previous year: ₹ 146.60 Lakh) being one third share of the Company in Delhi Shipyard House. The building is jointly held by Mazagon Dock Shipyard Limited, Garden Reach Shipbuilders and Engineers Limited and Goa Shipyard Limited. Note 2 - Property, Plant and Equipment (Contd.....)
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 255 ix) Capital expenditure on Research and Development aggregating to ₹ 325 lakhs (Previous year - ₹ 733 lakhs) is reflected under respective various heads in the above note. x) Assets jointly funded by MDL and Indian Navy ₹ in lakhs Sr. No. Particulars Office and Factory Building Electric In- stallations & Equip- ment Plant and Equip- ment CDPU Te m- porary Structure Ships, Launches & Boats Office Equip- ment Furni- ture and Fixtures Intan- gible assets Roads T otal as on 31-03-2025 As on 31-03-24 1 Total Cost upto 31.03.2025 33,984 703 64,467 345 96 1,984 162 241 1,418 133 1,03,533 1,03,512 2 Less: Funded By Navy 27,922 682 60,313 345 96 1,825 154 241 1,181 - 92,759 92,759 3 Funded By MDL 6,062 21 4,154 - - 159 8 - 237 133 10,774 10,753 Previous Year’s Figures 6,041 21 4,154 - - 159 8 - 237 133 10,753 10,753 (ix) Title deeds of immovable properties not held in the name of the company as on 31.03.2025 ₹ in lakhs Relevant line item in the balance sheet Description of item of property Gross Carrying value Title deeds held in the name of Whether title deeds holders in a promoter director or relative of promoter/director or employee of promoter/director Property held since which date Reason for not being held in the name of the company PPE Lease hold Land North Yard, Near Mazdock House, Mumbai - Peninsular & Oriential Steam Navigation Company (P&O S.N.Co) NO 1966 In Year 1960, Mazagon Dock Private Limited (MDPL) was acquired by Govt. of India (GoI). An Agreement dated 19th April 1960, was executed between the President of India (Govt. of India) and M/s British Steam Navigation Company Ltd (B.I.S.N.CO. Ltd) & M/s Peninsular & Oriental steam Navigation Company (P & O. S. N. Co.) to acquire the shares of MDPL held by them. Later on the Company’s name was changed to ‘Mazagon Dock Limited” (MDL) thereafter to Mazagon Dock Shipbuilders limited. Considering the facts, the up-dation with respect to name of the Company in the land records/lease agreements and renewal of lease with respect to land at south yard, MDL, Mumbai are under process. North Yard, Near Residential Colony, MDL,Mumbai - 1975 South Yard,Near Module shop,MDL,Mumbai - British India Steam Navigation Company Limited (B.I.S.N Co Ltd) NO 1959 South Yard,Near Mogul House,MDL,Mumbai 1947 Note 2 - Property, Plant and Equipment (Contd.....)
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256 Relevant line item in the balance sheet Description of item of property Gross Carrying value Title deeds held in the name of Whether title deeds holders in a promoter director or relative of promoter/director or employee of promoter/director Property held since which date Reason for not being held in the name of the company MDL has approched Ministry of Defence and O/o the Principal Director, Directorate General Defence Estate, New Delhi to provide the acquisition documents for correcting/ regularising the land records. 355 Phase North yard - Mumbai Port Trust (Mbpt) Yes. MbPA has issued Charge Certificate 1976 Mumbai Port Authority vide allotment letter No. EM/ U-8/MDSL-Gen/Vol V/6127 dated 11 March 2024 has granted lease for 04 Plots for a period of 29 Years from 01/04/2024 to 31/03/2053. Mumbai Port Authority vide allotment letter No. EM/ U-8/MDSL-Gen/Vol. V/6128 dated 11 March 2024 has granted lease for 08 Plots for a period of 29 Years from 01/04/2024 to 31/03/2053. MDL is regularly paying the lease rent to MbPA as agreed between MDL and MbPA. The title of above Plots are in name of MDL vide above mentioned allotment letters. The excecution of Lease deed for 04 Plots & 08 Plots is under process. Extension of Phase II - 1979 Extension of Slipway in SY - 1995 Additional water area for Extn of Slipway - 2003 LRR No 1997 (20801509) - Mumbai Port Trust (Mbpt) 1994 LRR No. 2018 Magazine street (20801510) - 1994 Lease of Plot 357 (20801638) - 1964 358 RECL of Bal. Area (20801643) - 1994 Water area for proposed WET Basin PRO (20801653) - 2007 Approach Road to Mazagaon Pier (20801654) - 2007 Direct allotment of Foreshore Land (20801655) - 2007 Addl. Water area for Dolphins & Walkways (20801656) - 2009 Adjacent Workshop Land and clerk Basin Area Mumbai Port Authority Yes. MbPA has issued Charge Certificate 2024 MDl has acquired the land from MbPA for 29 Years from 1/04/2024 to 31/03/2053. The Execution of lease deed for this land is under process. Mumbai Port Authority vide allotment letter EM/U-9/MDL/ Misc/119-6119 dated 07th March, 2024. Note 2 - Property, Plant and Equipment (Contd.....) ₹ in lakhs
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 257 Relevant line item in the balance sheet Description of item of property Gross Carrying value Title deeds held in the name of Whether title deeds holders in a promoter director or relative of promoter/director or employee of promoter/director Property held since which date Reason for not being held in the name of the company Part of Nhava yard land - City and Industrial Development Corporation of Maharashtra Ltd (CIDCO) NO 1984 The company is in possession of approx. 10 acre land belonging to CIDCO which ONGC ceded to MDL during the year 1984. MDL is having permanently tenancy rights to co-terminus with the leasehold right of ONGC with the CIDCO land in their possession. Building Investment Property Land - - - - - Building - - - - - Noncurrent asset held for sale Land - - - - - Building - - - - - Others - - - - - Note 2 - Property, Plant and Equipment (Contd.....) ₹ in lakhs
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258 Note 2 - Property, Plant and Equipment (Contd.....) ₹ in lakhs Sr. No. Particulars GROSS BLOCK DEPRECIATION/AMORTISATION NET BLOCK Cost as on 01-04-23 Addi- tions Adjust- ments Dispos- al Balance 31-03-24 Opening 01-04-23 For the period Adjust- ments Dispos- al Balance 31-03-24 As on 31-03-24 As on 31-03-23 A Assets Owned by MDL 1 Freehold Land 10,772 - - - 10,772 - - - - - 10,772 10,772 2 Buildings: i) Factory Building 11,946 7 (3) 16 11,934 1,173 396 - 16 1,553 10,381 10,773 ii) Office and Staff Quarters a) RCC 5,742 2,158 - - 7,900 1,110 147 - - 1,257 6,643 4,632 b) Non RCC 1,716 310 - - 2,026 286 72 - - 358 1,668 1,430 iii) Others (Temporary structure) 116 30 - - 146 103 8 - - 111 35 13 3 Road 4,318 123 - - 4,441 952 705 - - 1,657 2,784 3,366 4 Plant and Equipment 26,955 1,618 3 116 28,460 9,556 2,064 - 108 11,512 16,948 17,399 5 Furniture and Fixtures 2,092 401 - 15 2,479 1,211 186 - 10 1,387 1,092 881 6 Vehicles 2,203 17 - 18 2,202 1,727 80 - 17 1,790 412 476 7 Office Equipment 4,268 740 - 108 4,900 2,995 585 - 104 3,476 1,424 1,273 8 Computers and Data Processing Units i) Desktops, Laptops etc. 846 440 - 148 1,138 699 117 - 148 668 470 147 ii) Server and Network 4,537 52 - 363 4,226 3,710 488 - 360 3,838 388 827 9 Loose Tools 642 207 - - 849 607 64 - - 671 178 35 10 Ship - Launches and Boats 4,934 - - - 4,934 760 173 - - 933 4,001 4,174 11 Electrical Installation and Equipments 2,907 569 - 37 3,439 1,426 264 - 35 1,655 1,784 1,481 12 Right to use asset - Leasehold land 28,363 - (20,426) - 7,937 5,474 1,376 (2,763) - 4,087 3,850 22,889 13 Right to use asset - Vehicles 502 - 58 560 457 18 475 85 45 Sub-total 1,12,862 6,672 (20,368) 821 98,346 32,246 6,743 (2,763) 798 35,428 62,918 80,616 Previous Year’s Figures 1,01,238 12,187 - 563 1,12,862 26,708 6,072 - 534 32,246 80,616 74,530 Note: Vessels under the head “Launches and Boats” costing ₹ 4934 lakhs (2023 - ₹ 4934 lakhs) are registered in the name of CMD of the Company to comply with the requirement of Indian Costal Act,1838 / Indian Vessels Act, 1917.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 259 B Jointly Funded Assets GROSS BLOCK DEPRECIATION/AMORTISATION NET BLOCK Cost as on 01-04-23 Addi- tions Adjust- ments Disposal Balance 31-03-24 Opening 01-04-23 For the period Adjust- ments Dispos- al Balance 31-03-24 As on 31-03-24 As on 31-03-23 1 Buildings: i) Factory Building 16,244 - - - 16,244 3,721 507 - - 4,228 12,016 12,523 ii) Office and Staff Quarters - - - - - - - - - - - - a) RCC 1,646 - - - 1,646 175 29 - - 204 1,442 1,471 b) Non RCC - - - - - - - - - - - - 2 Roads 133 - - - 133 121 - - - 121 12 12 3 Plant and Equipment 7,533 - - - 7,533 2,735 376 - - 3,111 4,422 4,798 4 Electrical Installation and Equipments 649 - - - 649 376 62 - - 438 211 273 5 Furniture and Fixtures 216 - - - 216 125 20 - - 145 71 91 6 Office Equipment 153 - - - 153 144 - - - 144 9 9 7 Computers and Data Processing Units i) Server and Network 338 - - - 338 338 - - - 338 0 0 8 Ship - Launches and Boats 1,143 - - - 1,143 243 39 - - 282 861 900 Sub-total 28,059 - - - 28,059 7,978 1,033 - - 9,011 19,048 20,081 Previous Year’s Figures 28,059 - - - 28,059 6,932 1,046 - - 7,978 20,081 21,127 T otal Tangibles Assets (A+B) 1,40,921 6,672 (20,368) 821 1,26,404 40,224 7,776 (2,763) 798 44,439 81,965 1,00,697 Previous Year’s Figures 1,29,296 12,187 - 563 1,40,921 33,640 7,118 - 534 40,224 1,00,697 95,656 Intangible Assets ₹ in lakhs Sr. No. Particulars GROSS BLOCK DEPRECIATION/AMORTISATION NET BLOCK Cost as on 01-04-23 Addi- tions Adjust- ments Disposal Balance 31-03-24 Opening 01-04-23 For the period Adjust- ments Dispos- al Balance 31-03-24 As on 31-03-24 As on 31-03-23 A Assets Owned by MDL 1 Computer Software/SAP-ERP 1,089 - - - 1,089 968 59 - - 1,027 62 121 2 Other than SAP-ERP 6,166 630 - - 6,796 4,551 478 - - 5,029 1,767 1,615 Sub T otal 7,255 630 - - 7,885 5,519 537 - - 6,056 1,829 1,736 Previous Year’s Figures 5,885 1,370 - - 7,255 5,079 440 - - 5,519 1,736 806 Note 2 - Property, Plant and Equipment (Contd.....) ₹ in lakhs
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260 ₹ in lakhs B Jointly Funded Assets GROSS BLOCK DEPRECIATION/AMORTISATION NET BLOCK Cost as on 01-04-23 Addi- tions Adjust- ments Disposal Balance 31-03-24 Opening 01-04-23 For the period Adjust- ments Dispos- al Balance 31-03-24 As on 31-03-24 As on 31-03-23 1 Computer Software/SAP-ERP 1,000 - - - 1,000 1,000 - - - 1,000 - - 2 Other than SAP-ERP 181 - - - 181 181 - - - 181 - - Sub T otal 1,181 - - - 1,181 1,181 - - - 1,181 - - Previous Year’s Figures 1,181 - - - 1,181 1,181 - - - 1,181 - - T otal Intangible Assets (A+B) 8,436 630 - - 9,066 6,700 537 - - 7,237 1,829 1,736 Previous Year’s Figures 7,066 1,370 - - 8,436 6,260 440 - - 6,700 1,736 806 T otal Assets (i+ii) 1,49,357 7,302 (20,368) 821 1,35,470 46,924 8,313 (2,763) 798 51,676 83,794 1,02,433 Previous Year’s Figures 1,36,362 13,557 - 563 1,49,357 39,900 7,558 - 534 46,924 1,02,433 96,462 (i) Government of Kerala has assigned “Free of Cost” (Recorded at Nominal value) 40.52 acres of land and handed over the same to the Company in September 2010 for setting up National Institute of Warship/Submarine design and indigenisation centre. A society titled “National Institute for Research and Design in Defence Shipbuilding” (NIRDESH) has been formed in 2010-11 by Government of India, Ministry of Defence, having representation from all the shipyards including the Company under the control of Ministry of Defence, Department of Defence Production. As per the order of Government of Kerala dated 24.04.2015, the ownership of land shall be retained by the Company and only possession will be handed over to NIRDESH for undertaking future infrastructure development. (ii) Depreciation has been charged on single shift basis during the period except for wet basin on which depreciation has been charged on double shift basis. (iii) No provision for impairment of assets has been considered necessary during the period as required under Ind AS - 36 Impairment of Assets. (iv) As envisaged under the Schedule II to the Companies Act 2013, the Company has charged the depreciation on its existing tangible assets on straight line basis over the balance life of the assets keeping a residual value of five percent, except for computers, data processing units and loose tools where no residual value is retained. (v) Lease term expired for four plots leased by Mumbai Port Authority (MbPA) in the year 2006. MbPA offered lease renewal at approximately 10 times higher rates. Company did not agree with offered rates and the matter was referred to Tariff Authority for Major Ports (TAMP). TAMP passed order in November 21, revising the lease rate. The Company did not agree with the rates offered in TAMPs order and the matter was taken up with Ministry of Ports, Shipping & Waterways (MoPSW) through Ministry of Defence (MoD). As there was no finality in the dispute and the company’s intent to renew the lease, company implemented the lease as per TAMP’s order in conformity to Ind AS 116, recording upfront lease payments as Right to use (ROU) and liability in the books of accounts during FY 2021-22. Later on MbPA offered revised rates in Feb 2024 and the same was agreed by Company. The Lease hold land Right to Use and Liability created in FY 2021-22 were reversed in FY 2023-24. The lease of 4 plots as per the revised rates will be renewed from 01-04-2024 for 29 years. (vi) Building as at 31st March 2024 includes ₹ 146.60 Lakh (original cost) (previous year: ₹ 146.60 Lakh) being one third share of the Company in Delhi Shipyard House. The building is jointly held by Mazagon Dock Shipyard Limited, Garden Reach Shipbuilders and Engineers Limited and Goa Shipyard Limited. (vii) Capital expenditure on Research and Development aggregating to ₹ 733 lakhs (Previous year - ₹ 2120 lakhs) is reflected under respective various heads in the above note. Note 2 - Property, Plant and Equipment (Contd.....)
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 261 (viii) Assets jointly funded by MDL and Indian Navy ₹ in lakhs Sr. No. Particulars Office and Factory Building Electric In- stallations & Equip- ment Plant and Equip- ment CDPU Te m- porary Structure Ships , Launches & Boats Office Equip- ment Furni- ture and Fixtures Intan- gible assets Roads T otal as on 31-03-2024 As on 31-03-23 1 Total Cost upto 31.03.2024 33,963 703 64,467 345 96 1,984 162 241 1,418 133 1,03,512 1,03,512 2 Less: Funded By Navy 27,922 682 60,313 345 96 1,825 154 241 1,181 - 92,759 92,759 3 Funded By MDL 6,041 21 4,154 - - 159 8 - 237 133 10,753 10,753 Previous Year’s Figures 6,041 21 4,154 - - 159 8 - 237 133 10,753 10,753 ix) Title deeds of immovable properties not held in the name of the company as on 31.03.2024 ₹ in lakhs Relevant line item in the balance sheet Description of item of property Gross Carrying value Title deeds held in the name of Whether title deeds holders in a promoter director or relative of promoter/ director or employee of promoter/ director Property held since which date Reason for not being held in the name of the company PPE Lease hold Land North Yard, Near Mazdock House, Mumbai - Peninsular & Oriential Steam Navigation Company (P&O S.N.Co) NO 1966 In Year 1960, Mazagon Dock Private Limited (MDPL)was acquired by Govt. of India (GoI). An Agreement dated 19th April 1960, was executed between the President of India (Govt. of India) and M/s British Steam Navigation Company Ltd (B.I.S.N.CO. Ltd) & M/s Peninsular & Oriental steam Navigation Company (P & O. S. N. Co.) to acquire the shares of MDPL held by them. Later on the Company’s name was changed to ‘Mazagon Dock Limited” (MDL) thereafter to Mazagon Dock Shipbuilders limited. Considering the facts, the up-dation with respect to name of the Company in the land records/lease agreements and renewal of lease with respect to land at south yard, MDL, Mumbai are under process. MDL has approched Ministry of Defence and O/o the Principal Director, Directorate General Defence Estate, New Delhi to provide the acquisition documents for correcting/ regularising the land records. North Yard, Near Residential Colony, MDL,Mumbai - 1975 South Yard,Near Module shop,MDL,Mumbai - British India Steam Navigation Company Limited (B.I.S.N Co Ltd) NO 1959 South Yard,Near Mogul House,MDL,Mumbai 1947 Note 2 - Property, Plant and Equipment (Contd.....)
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262 Relevant line item in the balance sheet Description of item of property Gross Carrying value Title deeds held in the name of Whether title deeds holders in a promoter director or relative of promoter/ director or employee of promoter/ director Property held since which date Reason for not being held in the name of the company 355 Phase North yard 1976 MDL has paid the upfront premium of ₹ 48.75 Cr. on 01 April 2024 to Mumbai Port Authority (MbPA) for renewal of leases for 04 Plots for a period of 29 Years from 01/04/2024 to 31/03/2053. The leases of 04 Plots are renewed after payment. The excecution of Lease deed is under process. Extension of Phase II 1979 Extension of Slipway in SY Mumbai Port Trust (Mbpt) NO 1995 Additional water area for Extn of Slipway 2003 Part of Nhava yard land City and Industrial Development Corporation of Maharashtra Ltd (CIDCO) 1984 The company is in possession of approx. 10 acre land belonging to CIDCO which ONGC ceded to MDL during the year 1984. MDL is having permanently tenancy rights to co-terminus with the leasehold right of ONGC with the CIDCO land in their possession. Building Investment Property Land - - - - - Building - - - - - Noncurrent asset held for sale Land - - - - - Building - - - - - Others - - - - - Note 2 - Property, Plant and Equipment (Contd.....) ₹ in lakhs
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 263 3 Capital work-in-progress ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Capital work-in-progress 1. Own resources A. Tangible assets Opening balance 7,177 6,162 Add: Expenditure during the period 79,804 7,686 Less: Capitalisation during the period (73,308) 13,673 (6,671) 7,177 Less: Provision for Tangible assets (353) (353) T otal 13,320 6,824 Ageing for capital work-in-progress as at March 31, 2025 as follows: ₹ in lakhs Particulars Amount in CWIP for a period of T otal Less than 1 year 1-2 years 2-3 years More than 3 years Projects in progress 4,970 1,841 3,536 2,973 13,320 Projects temporarily suspended - - - 353 353 Less: Provision - - - (353) (353) T otal 4,970 1,841 3,536 2,973 13,320 Completion schedule - Suspended projects as at March 31, 2025 as follows: ₹ in lakhs Particulars Amount in CWIP for a period of T otal Less than 1 year 1-2 years 2-3 years More than 3 years Design, Fabrication, Transportation, Installation and Commission of Portable Slipway Covers. - - - 353 353 T otal - - - 353 353 Ageing for capital work-in-progress as at March 31, 2024 as follows: ₹ in lakhs Particulars Amount in CWIP for a period of T otal Less than 1 year 1-2 years 2-3 years More than 3 years Projects in progress 1,612 2,345 1,764 1,103 6,824 Projects temporarily suspended - - - 353 353 Less: Provision - - - (353) (353) T otal 1,612 2,345 1,764 1,103 6,824 Completion schedule - Suspended projects as at March 31, 2024 as follows: ₹ in lakhs Particulars Amount in CWIP for a period of T otal Less than 1 year 1-2 years 2-3 years More than 3 years Design, Fabrication, Transportation, Installation and Commission of Portable Slipway Covers - - - 353 353 T otal - - - 353 353
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264 4 Intangible assets under development ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Opening balance 339 - Add: Expenditure during the period 667 969 Less: Capitalisation/adjustments during the period (1,006) - (630) 339 T otal - 339 Intangible assets under development ageing schedule as at March 31, 2025 as Follows: ₹ in lakhs Intangible assets under development ageing schedule Amount in CWIP for a period of T otal Less than 1 year 1-2 years 2-3 years More than 3 years Projects in progress* - - - - - Projects temporarily suspended - - - - - T otal - - - - - Intangible assets under development completion schedule as at March 31, 2025 as Follows: Intangible assets under development T o be completed in T otal Less than 1 year 1-2 years 2-3 years More than 3 years Project 1 - - - - - Project 2 - - - - - T otal - - - - - Intangible assets under development ageing schedule as at March 31, 2024 as Follows: ₹ in lakhs Intangible assets under development ageing schedule Amount in CWIP for a period of T otal Less than 1 year 1-2 years 2-3 years More than 3 years Projects in progress* 339 - - - 339 Projects temporarily suspended - - - - - T otal 339 - - - 339 Intangible assets under development completion schedule as at March 31, 2024 as Follows: ₹ in lakhs Intangible assets under development T o be completed in T otal Less than 1 year 1-2 years 2-3 years More than 3 years Project 1 339 - - - 339 Project 2 - - - - - T otal 339 - - - 339 *There is no cost over run in any project, only time over run which is as per above table 5 Non-current investments ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Investments in equity instruments (Unquoted) In Equity shares of Associate Concern - Goa Shipyard Limited 76,504 67,879 5,49,57,600 Equity shares of ₹ 5 each fully paid up (in Previous year - 5,49,57,600 Equity shares of ₹ 5 each fully paid up) T otal 76,504 67,879
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 265 6 Trade receivables - non-current ₹ in lakhs Particulars March 31, 2025 March 31, 2024 (Unsecured, considered good) Deferred debts 2,263 2,239 Less: Amount receivable within 12 months (490) (474) T otal 1,773 1,765 Ageing for trade receivables-non-current outstanding as at March 31, 2025 is as follows: ₹ in lakhs Particulars Unbilled Outstanding for following periods from due date of payment T otalLess than 6 months 6 months - 1 year 1-2 years 2-3 years More than 3 years (i) Undisputed Trade receivables- considered good - - - - - 1,773 1,773 (ii) Undisputed Trade Receivables - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - credit impaired - - - - - - - (iv) Disputed Trade Receivables - considered good - - - - - - - (v) Disputed Trade Receivables - which have significant increase in credit risk - - - - - - - (vi) Disputed Trade Receivables - credit impaired - - - - - - - T otal - - - - - 1,773 1,773 Ageing for trade receivables-non-current outstanding as at March 31, 2024 is as follows: ₹ in lakhs Particulars Unbilled Outstanding for following periods from due date of payment T otalLess than 6 months 6 months - 1 year 1-2 years 2-3 years More than 3 years (i) Undisputed Trade receivables- considered good - - - - - 1,765 1,765 (ii) Undisputed Trade Receivables - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - credit impaired - - - - - - - (iv) Disputed Trade Receivables - considered good - - - - - - - (v) Disputed Trade Receivables - which have significant increase in credit risk - - - - - - - (vi) Disputed Trade Receivables - credit impaired - - - - - - - T otal - - - - - 1,765 1,765
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266 7 Loans - non-current ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Loans Receivables considered good - Secured - - Loans Receivables considered good - Unsecured 2,000 2,000 Loans Receivables which have significant increase in credit Risk; and - - Loans Receivables credit impaired - - T otal 2,000 2,000 8 Other financial assets - non-current ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Loans Receivables considered good - Secured Loans Receivables considered good - Unsecured Loans Receivables which have significant increase in credit Risk; and 461 461 Loans Receivables credit impaired 432 341 Fixed deposits with bank with maturity over 12 months 340 340 (The above deposits are under lien with Mumbai Port Trust) Leave encashment fund 13,365 12,603 T otal 14,598 13,745 9 Deferred tax assets (net) ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Deferred tax assets / (liabilities) Deferred tax assets Provisions 74,648 66,383 Others - 74,648 - 66,383 Deferred tax liabilities Depreciation (6,821) (6,821) (6,403) (6,403) T otal Deferred tax assets (net) 67,827 59,980 10 Non-current tax assets (net) ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Tax Assets and Liabilities Non Current Tax Assets 2,54,657 1,60,406 Non Current Tax Liabilites (2,28,736) (1,42,550) Non-current tax assets (net) 25,921 17,856
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 267 11 Other non-current assets ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Capital advances 11,536 43,986 Other receivables - considered good 1,154 469 Other receivables - considered doubtful 1,219 2,757 Less: Allowance for doubtful receivables (1,219) 1,154 (2,757) 469 Advances paid to vendors - considered doubtful 120 123 Less: Allowance for doubtful advances (120) - (123) - VAT / sales tax receivable 6,491 6,494 GST input tax credit 31,562 60,757 Others 133 174 T otal 50,876 1,11,880 12 Inventories ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Raw materials Material in stores 34,743 9,308 Less: Provision for obsolescence (346) 34,397 (196) 9,112 Stores and spares Material in stores 9,106 2,356 Less: Provision for obsolescence (282) 8,824 (138) 2,218 Equipment for specific projects Material in stores/site 3,49,209 4,91,042 Less: Provision for obsolescence (9,046) (1,128) 3,40,163 4,89,914 Stock in transit 21,236 15,465 Materials pending inspection 48,253 4,09,652 53,691 5,59,070 Scrap 835 937 T otal 4,53,708 5,71,337 Note: (i) Inventory costing ₹ 873 lakhs (Previous year: ₹ 11,219 lakhs) is held with other vendors. (ii) Inventory costing ₹ 71 Lakhs (Previous year: ₹ 70 Lakhs) is held at customer’s store. (iii) As on 31st March, 2025, Inventory held on behalf of Navy is ₹ 3,027 lakhs (Previous year - ₹ 4,403 lakhs) which is excluded from above inventory. 13 Trade receivables - current ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Trade receivables considered good - unsecured 1,06,721 1,84,693 Trade receivables considered doubtful - unsecured 43,426 46,261 Total 1,50,147 2,30,954 Loss allowance (43,426) (46,261) T otal trade receivables (current) 1,06,721 1,84,693
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268 Ageing for trade receivables-current outstanding as at March 31, 2025 is as follows: ₹ in lakhs Particulars Unbilled Outstanding for following periods from due date of payment T otal Less than 6 months 6 months - 1 year 1-2 years 2-3 years More than 3 years (i) Undisputed Trade receivables- considered good 14,454 64,967 14,929 4,702 6,660 1,009 1,06,721 (ii) Undisputed Trade Receivables - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - credit impaired - - - - - - - (iv) Disputed Trade Receivables - considered good - - - - - - - (v) Disputed Trade Receivables - which have significant increase in credit risk - - - - - - - (vi) Disputed Trade Receivables - credit impaired - - - - - - - T otal 14,454 64,967 14,929 4,702 6,660 1,009 1,06,721 Ageing for trade receivables-current outstanding as at March 31, 2024 is as follows: ₹ in lakhs Particulars Unbilled Outstanding for following periods from due date of payment T otal Less than 6 months 6 months - 1 year 1-2 years 2-3 years More than 3 years (i) Undisputed Trade receivables- considered good 61,119 1,00,547 7,927 10,122 3,969 1,009 1,84,693 (ii) Undisputed Trade Receivables - which have significant increase in credit risk - - - - - - - (iii) Undisputed Trade Receivables - credit impaired - - - - - - - (iv) Disputed Trade Receivables - considered good - - - - - - - (v) Disputed Trade Receivables - which have significant increase in credit risk - - - - - - - (vi) Disputed Trade Receivables - credit impaired - - - - - - - T otal 61,119 1,00,547 7,927 10,122 3,969 1,009 1,84,693 13 Trade receivables - current (Contd..)
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 269 14 Cash and cash equivalents ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Cash and cash equivalents Balances with banks:- - In current accounts i. In India 1,52,781 3,08,097 ii. Outside India 66 1,52,847 36 3,08,133 - In cash credit accounts 2,765 17 - In flexi deposit accounts 2,26,927 44,198 - In fixed deposit accounts - less than 3 months 1,46,000 1,69,500 T otal 5,28,539 5,21,848 MDL has availed Cash Credit facility (Sanction limit of 3500 Lakhs) from consortium banks (SBI, ICICI, Union Bank of India, Bank of Baroda and Axis Bank) at the interest rate 9.1%, 8.80%, 9.35%, 8.85%, & 9.35% per annum respectively. MDL has also availed Cash Credit facility from HDFC Bank for which interest rate will be mutually agreed from time to time. Credit facility is secured by hypothecation of current assets including inventory and receivables of the Company. Terms of Repayment: Running account repayable on demand subject to annual review/ renewal. Cash credit facility availed as on 31.03.2025 is Nil. 15 Bank balance other than cash and cash equivalents ₹ in lakhs Particulars March 31, 2025 March 31, 2024 In fixed deposit accounts - more than 3 months but not more than 12 months maturity 10,86,400 8,99,100 Earmarked balances with banks for Unpaid Dividend 22 15 T otal 10,86,422 8,99,115 16 Other financial assets - current ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Interest accrued on deposits and advances 28,681 30,756 T otal 28,681 30,756 17 Other current assets ₹ in lakhs Particulars March 31, 2025 March 31, 2024 (Unsecured, considered good, unless otherwise specified) Advances Advances paid to vendors 1,97,904 3,64,763 Travel advance to employees 106 26 Employee related 90 107 Others 14 1,98,114 17 3,64,913 Prepaid expenses Prepaid deposits (MbPT) - 11 Others 8,706 8,706 409 420 T otal 2,06,820 3,65,333
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270 18 Share Capital ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Authorized share capital 64,74,40,000 (Previous year - 32,37,20,000 equity shares of ₹ 10 each) equity shares of ₹ 5 each 32,372 32,372 T otal 32,372 32,372 Issued, subscribed and fully paid-up shares 40,33,80,000 (Previous year - 20,16,90,000 equity shares of ₹ 10 each) equity shares of ₹ 5 each. 20,169 20,169 T otal 20,169 20,169 Reconciliation of number of shares and amounts outstanding Particulars March 31, 2025 March 31, 2024 Equity Shares outstanding at the beginning of the year 20,16,90,000 20,169 20,16,90,000 20,169 Add : Share issued during the year 0 0 0 0 Less : Shares extinguished on splitting of share (Refer note 1 below) -20,16,90,000 0 0 0 Add : Equity share of ₹ 5/- each issued during the year on splitting (Refer note 1 below) 40,33,80,000 0 0 0 Less : Shares bought back during the year 0 0 0 0 Equity shares outstanding at the end of the year 40,33,80,000 20,169 20,16,90,000 20,169 Details of shareholding more than 5% shares in the Company Particulars March 31, 2025 March 31, 2024 No. of shares Percentage holding No. of shares Percentage holding Shareholder Refer Note 2 below President of India and his nominees 34,21,81,966 84.83% 17,10,90,983 84.83% Disclosure of shareholding of promoters as at March 31, 2025 is as follows: Particulars March 31, 2025 March 31, 2024 % Change during the year No. of shares Percentage holding No. of shares Percentage holding Shareholder Refer Note 2 below President of India and his nominees 34,21,81,966 84.83% 17,10,90,983 84.83% 0.00% Disclosure of shareholding of promoters as at March 31, 2024 is as follows: Particulars March 31, 2024 March 31, 2023 % Change during the year No. of shares Percentage holding No. of shares Percentage holding Shareholder President of India and his nominees 17,10,90,983 84.83% 17,10,90,983 84.83% 0.00% Sub-division & other Information Note 1. On 27th December, 2024, the company sub-divided every 1 (one) Equity Share of the face value of ₹ 10/- each into 2 (Two) Equity Share of the Face value of ₹ 5/- each as approved by share holders on 28 November, 2024 by Postal Ballot. The record date for the share split was December 27, 2024. Note 2. During the Q3 of FY 2024-25, as result of splitting of share of the company, every 1 (one) Equity Share of the face value of ₹ 10/- each sub divided into 2 (Two) Equity Share of the Face value of ₹ 5/- each. However, there is no percentage change in share capital of company as on 31.03.2025.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 271 19 Trade payables - non-current ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Deferred payment liability to a foreign supplier 2,263 2,239 Less: Amount payable within 12 months (490) (474) T otal 1,773 1,765 Ageing for trade payables-non-current outstanding as at March 31, 2025 is as follows: ₹ in lakhs Particulars Not due Outstanding for following periods from due date of payment T otal Less than 1 years 1-2 years 2-3 years More than 3 years MSME - - - - - - Others - - - - 1,773 1,773 Disputed dues - MSME - - - - - - Disputed dues - Others - - - - - - T otal - - - - 1,773 1,773 Ageing for trade payables-non-current outstanding as at March 31, 2024 is as follows: ₹ in lakhs Particulars Not due Outstanding for following periods from due date of payment T otal Less than 1 years 1-2 years 2-3 years More than 3 years MSME - - - - - - Others - - - - 1,765 1,765 Disputed dues - MSME - - - - - - Disputed dues - Others - - - - - - T otal - - - - 1,765 1,765 20 Other financial liabilities - non-current ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Security and other deposits 49 69 T otal 49 69 21 Provisions - non-current ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Employee benefits Post retirement benefit schemes Medical 10,429 10,256 Gift card 109 10,538 117 10,373 Leave salary encashment 12,359 10,892 Other provisions Provision for liquidated damages 1,106 18,983 Provision for Onerous Contract 52,138 - Others 2,540 55,784 2,273 21,256 T otal 78,681 42,521
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272 22 Other non-current liabilities ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Funds received from customer for infrastructure projects 92,761 92,761 Less: Transferred to fixed assets for capitalisation (73,419) (73,419) Less: Amortisation of deferred revenue (7,369) 11,973 (6,682) 12,660 Deferred deposits 2 3 T otal 11,975 12,663 23 Trade payables - current ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Other vendors 3,50,653 4,25,644 Deferred payment liability to a foreign supplier 490 474 T otal 3,51,143 4,26,118 Ageing for trade payables-current outstanding as at March 31, 2025 is as follows: ₹ in lakhs Particulars Not due Outstanding for following periods from due date of payment T otal Less than 1 years 1-2 years 2-3 years More than 3 years MSME 21,169 1,439 60 19 - 22,687 Others 3,45,409 5,443 109 175 7 3,51,143 Disputed dues - MSME - - - - - - Disputed dues - Others - - - - - - T otal 3,66,578 6,882 169 194 7 3,73,830 Ageing for trade payables-current outstanding as at March 31, 2024 is as follows: ₹ in lakhs Particulars Not due Outstanding for following periods from due date of payment T otal Less than 1 years 1-2 years 2-3 years More than 3 years MSME 16,751 112 - - - 16,863 Others 3,85,662 40,441 13 - 2 4,26,118 Disputed dues - MSME - - - - - - Disputed dues - Others - - - - - - T otal 4,02,413 40,553 13 - 2 4,42,981 24 Others financial liabilities - current ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Retention money payable 33 57 Interest payable on advances received from customer 1,972 3,705 Employee related 21,403 15,506 Others 2,100 2,101 Security and other deposits 399 389 Dividend Payable 22 15 T otal 25,929 21,773
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 273 25 Other current liabilities ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Statutory dues 3,049 5,623 Deferred deposits 3 3 T otal 3,052 5,626 26 Provisions - current ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Employee benefits Post retirement benefit Medical 1,133 1,148 Gift card 32 1,165 54 1,202 Leave salary encashment 1,192 1,675 Gratuity 188 1,450 Other provisions Guarantee repairs 27,478 14,389 Custom duty - 27,478 426 14,815 T otal 30,023 19,142 27 Revenue from operations ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Contract revenue Ship construction 8,38,543 7,52,770 Offshore project 1,00,964 323 Sale of goods Sale of base and depot spares 1,22,816 1,21,715 Others 2,577 2,129 Sale of Services Ship Repair 54,704 29,864 Other operating revenue Sale of scrap and stores 1,201 1,260 Sale of services (others) 2,548 3,143 Reversal of Liquidated damages 19,937 35,719 Changes in Inventory of Scrap (102) 23,584 (265) 39,857 T otal 11,43,188 9,46,658
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274 Contract Revenue Recognition with Respect to Projects / Vessels in WIP: ₹ in lakhs Particulars March 31, 2025 March 31, 2024 The amount of contract revenue recognised as revenue for the period 11,19,604 9,06,801 Aggregate amount of cost incurred and recognised profits (less recognised losses, if any) 8,91,285 14,77,430 The amount of advances received (gross) 23,80,252 32,44,041 The amount of retentions by customers 29,009 13,109 1. The Company is engaged in the production of defence equipment and was exempted from ‘Segment Reporting’ vide notification S.O. 802(E) dtd. 23rd February, 2018 by amending notification no G.S.R. 463(E) dated 5th June, 2015. In view of the above, no disclosure is made separately by the Company on operating segments under Ind AS 108. 2. Revenue from operations includes revenue from Export of goods/services is ₹ 6043 Lakhs that is 0.53% of Revenue from operation. 28 Other Income ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Interest from Deposits with banks 1,00,814 1,01,755 Less: Interest liability to customer on advances (1,967) (3,705) 98,847 98,050 On income tax refund - 246 Other interest 1,737 1,00,584 1,145 99,441 Liabilities / provisions no longer required written back 6,400 7,188 Insurance claims - 20 Profit on Sale / scrapping of fixed assets (net) 79 148 Liquidated damages recovered Capital 121 145 Others 2,632 1,527 Miscellaneous income / recoveries 1,132 469 Amortisation gain on deferred deposits of vendors 6 4 Unwinding of lease charges - Land - 47 Unwinding of lease charges - Vehicles 55 13 Amortisation of deferred revenue (customer funded assets) 687 687 Interest Income on deferred payment liability to foreign supplier 427 433 Interest Income on deferred deposit with MbPT - 25 T otal 1,12,123 1,10,147 27 Revenue from operations (Contd..)
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 275 29 Cost of materials consumed ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Opening stock Raw materials, stores and spares 11,664 10,577 Equipment for specific projects 4,91,042 6,53,564 Stock-in-transit and materials pending inspection 69,156 5,71,862 71,594 7,35,735 Add: Purchases 3,47,061 3,46,887 9,18,923 10,82,622 Less: Closing stock Raw materials, stores and spares (43,849) (11,664) Equipment for specific projects (3,49,209) (4,91,042) Stock-in-transit and materials pending inspection (69,489) (4,62,547) (69,156) (5,71,862) 4,56,376 5,10,760 Less: Provision for obsolete stock (295) (210) Less: Stores and spares consumption included in other expenses (3,015) (2,386) T otal 4,53,066 5,08,164 30 Employee benefit expenses ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Salaries, wages, allowances and bonus 73,025 69,019 Pension 5,574 2,295 Contribution to provident fund 4,347 4,194 Workmen and staff welfare expenses 9,795 9,878 Gratuity 1,286 1,065 Encashment of privilege leave 3,848 3,204 T otal 97,875 89,655 31 Finance cost ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Interest cost on deferred deposits of vendors 6 4 Interest cost on deferred payment liability to foreign supplier 427 433 Interest cost on lease 7 75 T otal 440 512 32 Other expenses - Projects related ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Technician fees and other expenses 2,737 2,654 Advising team fees and other expenses 847 1,103 Facility hire 18,258 3,147 Bank charges and guarantee commission 296 534 Travelling expenses 85 186 Sea trial, launching and commissioning expenses 1,452 307 Legal, professional and consultant fees 4,412 7,236 Miscellaneous expenses 1,875 1,515 T otal 29,962 16,682
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276 33 Other expenses ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Repairs and maintenance: Buildings 1,371 1,458 Plant and machinery 640 328 Steam launches and boats, motor cars, lorries, etc. 888 662 Less: Work done internally and other expenditure which has been included in other heads of expenses (286) 2,613 (5) 2,443 Facility hire 1,041 826 Water expenses 314 342 Rent 312 867 Insurance 1,458 1,067 Rates and taxes 1,370 645 Bank charges and guarantee commission 70 49 Printing and stationery 21 18 Travelling expenses 1,382 936 Business promotion expenses 1,147 692 Sea trial, launching and commissioning expenses 7 1 Corporate membership expenses 91 52 Foreign exchange variation (net) 127 2 Miscellaneous expenses 3,595 1,305 Audit fees 19 19 Vehicle hire charges 85 72 Legal, professional and consultant fees 650 88 Books and periodicals 11 22 Postage, telegrams and phones 240 79 Training expenses 853 239 CISF and security board expenses 2,847 2,754 Directors fees and expenses 45 29 Provision for obsolete stock 295 210 Liquidated damages 5,704 2,161 Consumption of stores and spares etc. 3,015 2,386 Other interest 520 372 Amortisation / unwinding of prepaid deposits (MbPT) - 15 Corporate social responsibility expenses 3,095 29,764 1,859 17,107 T otal 32,377 19,550 Foreign Exchange gain for the period ended 31st March, 2025 is ₹ 1508 lakhs and foreign exchange gain for previous year is ₹ 313 lakhs on raw materials and project specific equipments has been considered in cost of material consumed. Revenue Expenditure on Research and Development and allied expenses aggregating to ₹ 11429 lakhs (Previous year - ₹ 8,975 lakhs) is reflected under respective various heads in the above note.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 277 34 Provisions ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Doubtful debts / receivable 74 7,120 Guarantee repairs 13,109 8,838 Onerous Contracts 52,138 - Inventory 9,046 - Others 308 892 T otal 74,675 16,850 35 Business Segment Reporting a) The Company is engaged in the production of defence equipment and was exempted from ‘Segment Reporting’ vide notification S.O. 802(E) dtd. 23rd February, 2018 by amending notification no G.S.R. 463(E) dated 5th June, 2015. In view of the above, no disclosure is made separately by the Company on operating segments under Ind AS 108. b) For management purposes, the Company is organized into two major segments – Shipbuilding and Submarine (New Construction and Repairs) and others. c) There are no geographical segments within the business segments. 36 Contingent Assets, Contingent Liabilities and Commitments: 36.1 Amounts for which Company may be contingently liable: ₹ in lakhs Sr No. Particulars 31st March, 2025 31st March, 2024 A. Contingent Assets - - B. Contingent Liabilities and Commitments (i) Estimated amount of contracts remaining to be executed on capital account.(Net of Advances)* 1,39,241 1,30,692 (ii) b) Estimated amount of liquidated damages on contracts under execution** - 10,224 (iii) Position of non-fund based limits utilized for: (a) Letters of credit 74,205 59,849 (b) Guarantees and counter guarantees 97,090 70,486 (iv) Indemnity Bonds issued by the Company to customers (mainly Ministry of Defence) for various contracts. 34,87,506 34,55,638 (v) Bonus to eligible employees as per Payment of Bonus Act for the year 2014-15. 467 467 *Considering the nature of business and to avoid excessive details, Other Commitments related to purchase of Inventory, Services, Employee contracts etc. made in the normal course of business are not disclosed. ** Since delay is beyond the extended contractual timelines, the impact of liquidated damages has been considered during FY 2024-25. The liquidated damages have been adjusted against Revenue in accordance with Company’s accounting policy. 36.2 Claims against the Company pending under litigation not acknowledged as debts in respect of claims made by: ₹ in lakhs Sr No. Particulars 31st March, 2025 31st March, 2024 (i) Suppliers and sub-contractors 1,432 3,985 (ii) Others 2,755 1,884 (iii) Interest on (i) and (ii) above 495 531 T otal 4,682 6,400
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278 36.3 Amounts paid / payable by Company and reimbursable by Customers in the matters under dispute pending at various Assessment / Appellate Authorities relating to: ₹ in lakhs Sr No. Particulars 31st March, 2025 31st March, 2024 (i) Sales Tax * 1,16,080 1,16,084 (ii) Excise Duty (including interest and penalties) (a) On Vendors 230 224 (b) On MDL 35 34 265 257 T otal (i) + (ii) 1,16,345 1,16,341 * Against the above claim, part payments of ₹ 681.75 lakhs has been made till 31.03.2025. 36.4 Appeals against disputed tax demands pending before Adjudicating / Appellate Authorities not provided for in matters relating to: ₹ in lakhs Sr No. Particulars 31st March, 2025 31st March, 2024 (i) Service Tax (including interest and penalties)* 4,713 4,618 T otal 4,713 4,618 * Appeal against disputed tax demand is settled. 36.5 Appeals pending against disputed demands pending before Adjudicating / Appellate authorities ₹ in lakhs Particulars 31st March, 2025 31st March, 2024 Custom Duty (Including Interest) 205 144 37.1 Letters seeking confirmation of balances in the accounts of sundry creditors were sent to vendors. But confirmation letters from all vendors are not received. On the basis of replies received from certain vendors, adjustments wherever necessary have been made in the accounts. Consequent adjustments thereof, if any, will be given effect to in the books of account in the year of completion of the reconciliation process. 37.2 Balances due to / from Indian Navy (Debtors) included in current assets / current liabilities/advances are subject to reconciliation and confirmation. Consequent adjustments thereof,if any, will be given effect to in the books of account in the year of completion of the reconciliation process. 38 Normal Operating Cycle The classification of current and non-current balances of assets and liabilities are made in accordance with the normal operating cycle defined as follows - The Normal Operating Cycle in respect of different business activities is defined as under- a) In case of Ship / Submarine Building and Ship / Submarine repair and refit activities, normal operating cycle is considered as the time period from the effective date of the Contract / Letter of Intent (LOI) to the date of expiry of guarantee period. b) In case of other business activities, normal operating cycle will be the time period from the effective date of the contract/order to the date of expiry of guarantee period. 36 Contingent Assets, Contingent Liabilities and Commitments (Contd..)
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 279 39 Employee Benefits as per Ind AS 19 39.1 Various benefits provided to employees as per IND AS 19 are classified as under:- (I) Defined Contribution Plans ₹ in lakhs Particulars 31st March, 2025 31st March, 2024 (a) State Defined Contribution Plans (i) Employers’ Contribution to Employees’ State Insurance (ii) Employers’ Contribution to Employees’ Pension Scheme, 1995. (iii) Employers’ Contribution to Employees’ Deposit Linked Insurance Scheme. During the year, the Company has recognized the following amounts in the Profit and Loss Account:- 1. Employers’ Contribution to Provident Fund 4,347 4,194 2. Employers’ Contribution to Employees’ State Insurance - - 3. Employers’ Contribution to EPS (Employees’ Pension Scheme) 5,574 2,295 4. Employers’ Contribution to Employees’ Deposit Linked Insurance Scheme 56 46 Retirement benefits in the form of Pension is a defined contribution scheme and the contribution is charged to the Statement of Profit and Loss of the year when the contribution to the respective fund is due. There are no obligations other than the contribution payable to the respective funds. (II) Defined Benefit Plans Contribution to Gratuity Fund (Funded Scheme) 31st March, 2025 31st March, 2024 Actuarial valuation was performed by an actuary in respect of the aforesaid Defined Benefit Plans based on the following assumptions:- 1 Discount Rate (per annum) 6.81% 7.23% 2 Rate of increase in compensation levels 7.00% 7.00% Gratuity liability is a defined benefit obligation as at end of each financial year and is provided for basis an actuarial valuation using projected unit credit method made at the end of each financial year. The Gratuity Fund is invested in a Group Gratuity- Cum-Life Assurance cash accumulation policy by an insurer. The investment return earned on the policy comprises interest declared by an insurer having regard to its investment earnings. It is known that insurer’s overall portfolio of assets is well diversified and as such, the long term return on the policy is expected to be higher than the rate of return on Central Government Bonds. Historically too, the returns declared by an insurer on such policies have been higher than Government Bond yields. ₹ in lakhs Particulars 31st March, 2025 31st March, 2024 Opening Balance 15,060 16,586 Add : Credit from Company 899 1,200 Less : Amount paid towards claims (2,439) (3,809) Add : Interest credited 1,030 1,083 Closing Balance 14,550 15,060 Present value of past service benefit 14,738 15,130 The actuarial liability excludes the fixed term employees, for which separate provision exists.
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280 39.2 Actuarial valuation of liability towards Gratuity Defined Benefit Plans Gratuity - as per actuarial valuation The Ind AS-19 Employee Benefits stipulates that the rate used to discount post-employment benefit obligation (both funded & non-funded) shall be determined by reference to market yields at the end of reporting period on Government Bonds. The currency and term of the Government Bonds shall be consistent with the currency and estimated term of the post-employment benefit obligation. In the computation of gratuity liability, Projected Unit Credit Method is used. ₹ in lakhs Sr No. Particulars 31st March, 2025 31st March, 2024 i) Assumptions a) Discount Rate 6.81% 7.23% b) Salary Escalation 7.00% 7.00% c) Actual Rate of Return = Estimated Rate of Return as ARD falls on 31st March 7.00% 7.00% d) Expected average remaining working lives of employees (years) 13 12 ii) Table showing changes in present value of obligations Present value of obligations as at beginning of year 15,130 16,641 Add: Transfer of canteen employees liability - - 15,130 16,641 Interest cost 990 1,106 Current service cost 747 760 Benefits paid (2,439) (3,809) Actuarial (gain) / loss on obligations 309 432 Present value of obligations as at end of year 14,738 15,130 iii) Table showing changes in the fair value of plan assets Fair value of plan assets at beginning of year 15,060 16,586 Expected return on plan assets 1,089 1,261 Contributions 899 1,200 Benefits paid (2,439) (3,809) Actuarial gain / (loss) on plan assets (59) (177) Fair value of plan assets at the end of year 14,550 15,060 iv) Table showing fair value of plan assets Fair value of plan assets at beginning of year 15,060 16,586 Actual return on plan assets 1,089 1,261 Contributions 899 1,200 Benefits paid (2,439) (3,809) Fair value of plan assets at the end of year 14,550 15,060 Funded status (Deficit)/Surplus (188) (71) Excess of Actual over estimated return on plan assets - - v) Actuarial gain / loss recognized Actuarial (gain) / loss for the year - obligation 368 610 Actuarial (gain) / loss for the year - plan assets - - 39 Employee Benefits as per Ind AS 19 (Contd..)
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 281 Sr No. Particulars 31st March, 2025 31st March, 2024 Total (gain) / loss for the year 368 610 Actuarial (gain) / loss recognised in the year 368 610 Un-recognised actuarial (gains) / losses at the end of year - - vi) The amounts to be recognized in the Balance Sheet Present value of obligations as at the end of year 14,738 15,130 Fair value of plan assets as at the end of the year 14,550 15,060 Funded status (188) (70) Net Asset / (Liability) recognized in balance sheet (188) (70) vii) Expenses recognized in Statement of Profit and Loss Current service cost 747 760 Interest cost (99) (155) Expected return on plan assets - - Expenses recognized in Statement of Profit and Loss 648 606 viii) Expenses recognized in Other Comprehensive Income Actuarial (gain) / loss recognised in the year 368 610 ix) Current/Non-Current Liability Current Liability 1,929 2,867 Non-Current Liability 12,809 12,263 Present Value of the Defined Gratuity Benefit Obligation 14,738 15,130 Sensitivity of Gratuity Benefit Liability to key Assumptions Key assumptions for determination of the Defined Benefit Obligation are Discount Rate (i.e Interest Rate) and Salary Growth rate Impact on Defined Benefit Obligation ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Increase Decrease Increase Decrease Discount Rate varied by 0.5% (other assumptions remaining unchanged) if Discount rate is decreased to 6.31%) 643 589 (Previous year - 6.73%) 4.36% 3.89% if Discount rate is increased to 7.31%) 598 548 (Previous year - 7.73%) 4.06% 3.62% Salary Growth Rate varied by 0.5% (other assumptions remaining unchanged) if Discount rate is increased to 7.50%) 349 329 (Previous year - 7.50%) 2.37% 2.18% if Discount rate is decreased to 6.50%) 339 321 (Previous year - 6.50%) 2.30% 2.12% 39 Employee Benefits as per Ind AS 19 (Contd..)
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282 39.3 Actuarial valuation of liability towards Leave Encashment Defined Benefit Plan Leave Encashment as per actuarial valuation The Ind AS-19 Employee Benefits stipulates that the rate used to discount Post Employment Benefit Obligation (both funded & non-funded) shall be determined by reference to market yields at the end of reporting period on Government bonds. The currency and term of the Government bonds shall be consistent with the currency and estimated term of the post-employment benefit obligation. In the computation of leave encashment benefit liability, Projected Unit Credit Method is used. ₹ in lakhs Sr No. Particulars 31st March, 2025 31st March, 2024 i) Assumptions Discount rate 6.81% 7.23% Rate of increase in compensation levels 7.00% 7.00% Expected average remaining working lives of employees (years) 13 12 ii) Table showing changes in present value of obligations Present value of obligation as at the beginning of the year 12,567 12,387 Add : Liability Transfer from Canteen Employees - - 12,567 12,387 Interest cost 848 854 Current service cost 949 918 Benefits paid (1,237) (1,670) Actuarial (gain) / loss on obligations 423 78 Present value of obligation as at the end of the year 13,551 12,567 iii) Table showing changes in the fair value of plan assets Fair value of plan assets at the beginning of the year 12,603 12,059 Expected return on plan assets 911 916 Contributions 1,027 1,350 Benefits paid (1,237) (1,670) Actuarial gain / (loss) on plan assets 61 (53) Fair value of plan assets at the end of the year 13,365 12,603 iv) Tables showing fair value of plan assets Fair value of plan asset at the beginning of the year 12,603 12,059 Actual return on plan assets 911 916 Contributions / (withdrawals) 1,027 1,350 Benefits paid (1,237) (1,670) Actuarial gain / (loss) on plan assets 61 (53) Fair value of plan asset at the end of the year 13,365 12,603 Funded status 186 (35) v) Actuarial gain / loss recognized Actuarial (gain) / loss for the year - obligation 423 78 Actuarial (gain) / loss for the year - plan assets - - Total (gain) / loss for the year 423 78 Actuarial (gain) / loss recognised in the year 423 78 39 Employee Benefits as per Ind AS 19 (Contd..)
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 283 Sr No. Particulars 31st March, 2025 31st March, 2024 Un-recognised actuarial (gains) / losses at the end of year - - vi) The amounts to be recognized in the Balance Sheet Present value of obligation as at the end of the year 13,551 12,567 Fair value of plan assets as at end of the year 13,365 12,603 Funded status (186) 35 Unrecognized actuarial (gains) / losses - - Net asset / (liability) recognized in balance sheet (186) 35 vii) Expenses recognized in Statement of Profit and Loss Current service cost 949 918 Interest cost 848 854 Actuarial (gain) / loss recognised in the year 423 78 Expenses recognized in the Statement of Profit and Loss 2,220 1,850 viii) Current/Non-current Liability Current Liability 1,192 1,675 Non-current Liability 12,359 10,892 Present Value of the Defined Leave Encashment Benefit Obligation 13,551 12,567 Sensitivity of Leave Encashment Benefit Liability to key assumptions Key assumptions for determination of the Defined Benefit Obligation are Discount Rate (i.e Interest Rate) and Salary Growth rate Impact on Defined Benefit Obligation ₹ in lakhs Particulars March 31, 2025 March 31, 2024 Increase Decrease Increase Decrease Discount Rate varied by 0.5% (other assumptions remaining unchanged) if Discount rate is decreased to 6.31%) 660 574 (Previous year - 6.73%) 4.87% 4.56% if Discount rate is increased to 7.31%) 612 532 (Previous year - 7.73%) 4.52% 4.23% Salary Growth Rate varied by 0.5% (other assumptions remaining unchanged) if Discount rate is increased to 7.50%) 656 572 (Previous year - 7.50%) 4.84% 4.55% if Discount rate is decreased to 6.50%) 614 535 (Previous year - 6.50%) 4.53% 4.26% 39 Employee Benefits as per Ind AS 19 (Contd..)
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284 39.4 Actuarial valuation of liability towards Provident Fund Defined Benefit Plan Provident Fund as per actuarial valuation In accordance with Indian law, all eligible employees of the Company in India are entitled to receive benefits under the Provident Fund plan in which both the employee and employer (at a determined rate) contribute monthly to a Trust set up by the Company to manage the investments and distribute the amounts entitled to employees. This plan is a defined benefit plan as the Company is obligated to provide its members a rate of return which should, at the minimum, meet the interest rate declared by Government administered provident fund. The contributions made by Company and the shortfall of interest, if any are recognised as an expense in the statement of profit and loss under employee benefit expenses. In accordance with an actuarial valuation of provident fund liabilities on the basis of guidance issued by Actuarial Society of India and based on the assumptions as mentioned below, there is no deficiency in the Guaranteed interest cost as the present value of the expected future earnings of the fund is greater than the expected amount to be credited to the individual members based on the expected guaranteed rate of interest of Government administered provident fund. The details of fund and plan assets are given below: ₹ in lakhs Particulars 31st March, 2025 31st March, 2024 Fair value of plan assets 78,112 71,875 Present value of defined benefit obligations (78,112) (71,875) Net excess / (shortfall) - - The plan assets have been primarily invested in Government, Public Sector and Corporate Bonds. The principal assumptions used in determining the present value of obligation of interest guarantee under the deterministic approach are as follows: Particulars 31st March, 2025 31st March, 2024 Provident Fund interest rate guarantee 8.25% 8.25% Salary increase rate 7.00% 7.00% Govt. of India - Bond yield for the outstanding term of liabilities 6.81% 7.23% Govt. of India - Bond yield for the outstanding term of assets 6.63% 7.17% Expected average remaining working lives of employees (years) 13 12 40 Provisions made, utilised, written back : ₹ in lakhs Sr No. Particulars 31st March, 2025 31st March, 2024 a) Provision for Custom Duty Demand: Opening Balance 426 426 Additions - - Utilised/Adjusted (426) - Closing Balance - 426 b) Provision for Liquidated Damages: Opening Balance 18,983 18,983 Additions - - Adjusted (17,877) - Closing Balance 1,106 18,983 c) Provision for Guarantee Repairs: Opening Balance 14,389 12,312 Additions 14,118 8,838 39 Employee Benefits as per Ind AS 19 (Contd..)
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 285 Sr No. Particulars 31st March, 2025 31st March, 2024 Utilised/Adjusted (1,029) (6,761) Closing Balance 27,478 14,389 d) Provision for Expected Losses Opening Balance - - Additions 52,138 - Utilised/Adjusted - - Closing Balance 52,138 - e) Other Provisions: Opening Balance 2,632 3,163 Additions 12,504 8394 Utilised/Adjusted (12,663) (8,925) Closing Balance 2,473 2,632 41 Details of dues to Micro, Small and Medium Enterprises (MSME), as defined in the Micro, Small and Medium Enterprises Development Act, 2006, as on 31st March, 2025 based on available information with the Company are as under: ₹ in lakhs Particulars 31st March, 2025 31st March, 2024 Principal amount due and remaining unpaid 1,794 - Interest due on above and the unpaid interest - - Payment made beyond the appointed day during the year 1,086 51,748 Interest accrued and remaining unpaid on above 32 510 42 Other Expenses include: ₹ in lakhs Particulars 31st March, 2025 31st March, 2024 Remuneration to the Statutory Auditors i) Audit fees 19 19 ii) Tax audit fees 2 2 T otal 21 21 43 Russian (USSR) deferred State Credit An intergovernmental agreement between Russian Federation and Government of India was reached for reconstructing of Russian Deferred State Credit in Rouble in connection with procurement of equipment for certain ships built and delivered by the Company to India Navy in earlier years. The deferred payment liability (non-interest bearing) of ₹ 16,320 Lakhs, payable over 45 years from 1992-93, in equal annual installments of P 214 Lakhs was converted from Rouble to units of Special Drawings Rights (SDR) and stated in Rupees. The amount payable within a year of ₹ 474 Lakhs (Previous year - ₹ 474 Lakhs). The balance loan amount has been reinstated at the present rate of SDR as on 31st March 2025. These payments are reimbursable by Indian Navy. Accordingly, ₹ 5,880 Lakhs (amortised costs of ₹ 2,259 Lakhs) held at foreign supplier deferred credit as on 31.03.2025 44 Pursuant to notification S.O. 2437(E) dated 4th September, 2015, following information on the exemption granted under section 129 of the Companies Act, 2013 has not been disclosed in the financial statements. i) Goods purchased under broad heads ii) Value of import on CIF basis iii) Expenditure on foreign currency iv) Total value of imported raw material v) Earning in foreign currency 40 Provisions made, utilised, written back (Contd..)
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286 45 Related Party Disclosure As MDL is a Government entity under the control of Ministry of Defence (MoD), the Company has availed exemption from detailed disclosures required under Ind AS 24 wrt related party transactions with Government and Government related entities i) Key Managerial Personnel a) Functional Directors & Company Secretary ₹ in lakhs Particulars Appointment Designation 31st March, 2025 Salary Company Contribution to PF/Pension T otal* Cdr. Jasbir Singh, IN (Retd.) (Upto 31.10.2024) Director (Submarine & Heavy Engineering) 31 4 35 Shri. Sanjeev Singhal** (Upto 28.02.2025) Director (Finance) 135 8 143 Shri. Biju George*** (From 27.10.2021) Director (Shipbuilding) 76 6 82 Cdr. Vasudev Puranik, IN (Retd.) (From 09.06.2022) Director (Corporate Planning & Personnel) 87 7 94 Cmde. S B Jamgaonkar, (Retd.) (From 25.03.2025) Director (Submarine & Heavy Engineering) 1 0 1 Shri. Ruchir Agrawal (From 07.03.2025) Director (Finance) 3 0 3 Smt. Madhavi Kulkarni (From 01.12.2023) Company Secretary 30 3 33 Particulars Appointment Designation 31st March, 2024 Salary Company Contribution to PF/Pension T otal* Vice Admiral Narayan Prasad, IN (Retd.) (Up to 31.01.2023) Chairman and Managing Director 14 0 14 Cdr. Jasbir Singh, IN (Retd.) (From 01.11.2019) Director (Submarine & Heavy Engineering) 107 7 114 Shri. Sanjeev Singhal** (From 08.01.2020) Director (Finance) 115 11 126 Shri. Biju George (From 27.10.2021) Director (Shipbuilding) 68 6 74 Cdr. Vasudev Puranik, IN (Retd.) (From 09.06.2022) Director (Corporate Planning & Personnel) 79 7 86 Smt. Vijayalakshmi Kamal Kumar (Upto 30.11.2023) Company Secretary 21 2 23 Smt. Madhavi Kulkarni (From 01.12.2023) Company Secretary 12 1 13 * As per Statement of Profit and Loss Account. **Shri. Sanjeev Singhal holds Additional Charge of Chairman and Managing Director from 01.02.2023 to 28.02.2025 ***Shri. Biju George holds Additional Charge of Chairman and Managing Director from 01.03.2025 to 20.04.2025 Besides the remuneration indicated above, the Chairman and Managing Director and four Functional Directors are allowed to use Company’s Car for private purposes upto 1000 kms per month, for which charges were collected at the rates prescribed by Government of India.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 287 b) PART TIME NON-OFFICIAL DIRECTORS ₹ in lakhs Particulars Appointment Designation Sitting Fees 31st March, 2025 31st March, 2024 Shri. Mallikarjunarao Bhyrishetty (Upto 23.12.2024) Independent Director 8 9 Smt. Neeru Singh Jagjeet Kaur (Upto 26.12.2024) Independent Director 6 8 Shri. Dattaprasad Kholkar (From 23.02.2023) Independent Director 8 5 Shri. Sambasiva Rao Chandu (From 22.02.2024) Independent Director 5 - Loans or Advances in the nature of loans are granted to promoters, directors, KMPs and the related parties (as defined under Companies, Act, 2013) either severally or jointly with any other person are Nil (Previous Year: Nil) ii) Other Related Parties Apart from transaction reported above, the company has transactions with other government related entities which includes but not limited to the following; a) Ministry of Defence ₹ in lakhs Particulars Year ended Revenue from related party Amounts receivable /(payable) by related parties Dividend paid/ payable Ministry of Defence 31st March,2025 10,31,535 1,47,832 ^ 60395 31st March,2024 9,03,815 2,27,531 37,982 ^ Board has declared the second Interim Dividend for FY 2024-25 of ₹ 12101 Lakhs (i.e. ₹ 3 per share), in its meeting held on 08th April,2025. The dividend was paid on 07th May, 2025. b) Goa Shipyard Ltd. (Associate Company) ₹ in lakhs Particulars Year ended Dividend Goa Shipyard Ltd.**** 31st March,2025 4,754 31st March,2024 3,655 ****Other transaction includes rent, sales & amount receivable are not signficant in nature. These transactions are conducted in the ordinary course of the company business. 46 Earnings per share (EPS) ₹ in lakhs Particulars 31st March, 2025 31st March, 2024 Earning Per Share (EPS) - Basic and Diluted Net Profit / (Loss) as per Profit and loss for calculation of basic EPS (₹ in lakhs) 2,41,351 1,93,697 Adjustment to Restated Net Profit / (Loss): None A Net Profit / (Loss) for calculation of basic EPS (₹ in lakhs) 2,41,351 1,93,697 B Weighted average number of equity shares for calculating basic EPS 40,33,80,000 40,33,80,000 C EPS (₹) - Basic (A/B) 59.83 48.02 D Net Profit / (Loss) for calculation of diluted EPS (₹ in lakhs) 2,41,351 1,93,697 Weighted average number of equity shares 40,33,80,000 40,33,80,000 Effect of dilution: - - E Weighted average number of equity shares for calculating diluted EPS 40,33,80,000 40,33,80,000 F EPS (₹) - Diluted (D/E) 59.83 48.02 45 Related Party Disclosure (Contd..)
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288 47 Fair Value Measurement Financial Instrtuments by Category ₹ in lakhs Particulars 31st March 2025 31st March, 2024 FVPL FVOCI Amortised Cost FVPL FVOCI Amortised Cost Financial Assets Loan 2000 2000 Security Deposits - - 461 - - 461 Russian Deferred Debit - - 2261 - - 2236 Financial Liabilities Russian Deferred Credit - - 2261 - - 2236 Security Deposits - - 49 - - 69 Valuation technique used to determine fair value Specific valuation technique used to value financial instruments include: The fair value of the remaining financial instruments is determined using discounted cash flow analysis. Fair Value Hierarchy This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (a) recognised and measured at fair value (b) measured at amortised cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of input used in determining fair value, the company has classified the financial instruments in three levels prescribed under the Ind AS. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date. Level 2 inputs are inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3 inputs are unobservable inputs for the asset or liability. Financial assets and liabilities measured at amortised cost ₹ in lakhs Particulars Fair value Hierarchy 31st March 2025 31st March, 2024 Carrying Amount Fair Value Carrying Amount Fair Value Financial assets Loan Level 3 2000 2000 2000 2000 Security deposits Level 3 461 461 461 461 Russian Deferred Debit Level 3 5880 2,261 6165 2,236 Financial liabilities Russian Deferred Credit Level 3 5880 2,261 6165 2,236 Security Deposits Level 3 54 49 76 69 48 Financial risk management a) Credit Risk Credit Risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities ( primarily trade receivables) including deposits with banks and financial institutions, foreign exchange transactions and other financial instruments.
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 289 i) Trade Receivables and contract asset Customer credit risk is managed by each business unit subject to the Company’s established policy, procedures and control relating to customer credit risk management. Trade receivables are non-interest bearing and are generally carrying no credit terms. Outstanding customer receivables are regularly monitored. Trade receivables are primarily from Navy (being department of Govt. of India), hence the credit risk is considered low. Further the Company receives advance against orders which also mitigates the credit risk. ii) Financial Instruments and cash deposits Credit risk from balances with banks and financial institutions is managed by the Management in accordance with the company’s investment policy. Investment of surplus funds are made only in accordance with the Department of Public Enterprises(DPE) guidelines on investemtnt of surplus funds, with the approved banks and within credit limits assigned to each bank. The limits applicable to single bank and public / private sectors as per the DPE guidelines minimise the concentration of risks and therefore mitigate financial loss through counterparty’s potential failure to repay the principal and interest. b) Liquidity Risk Liquidity risk is the risk that an entity will encounter difficulty in meeting obligations associated with financial liabilities that are settled by delivering cash or another financial asset. Prudent liquidity risk management implies maintaining sufficient cash and marketable securities and the availability of funding through an adequate amount of committed credit facilities to meet obligations when due. Due to the nature of the underlying business, the Company maintains sufficient cash and liquid investments available to meet its obligation. The Company’s liquidity management policy involves projecting cash flows and considering the level of liquid assets necessary to meet these, monitoring balance sheet liquidity ratios against internal and external regulatory requirements, if any. c) Market Risk i) Foreign currency risk and sensitivity Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The Company is exposed to foreign currency risk since it imports components from foriegn vendors. Foreign exchange risk arises from future commercial transactions and recognised assets and liabilities denominated in a currency that is not the company’s functional currency (`). In most of the Contracts, the gains / losses from forex exchange fluctuations are passed on / borne by the customer of the Company. Therefore, the foreign exchange risk and sensitivity of the Company is Nil. ii) Foreign Currency Risk Exposure The company’s exposure to foreign currency risk at the end of the reporting period expressed in INR (foreign currency amount multiplied by closing rate), are as follows: ₹ in lakhs Particulars EUR GBP NOK SEK USD Financial Liabilities 31st March 2025 20,319 115 - - 30,948 31st March 2024 17,097 318 - 1 1,156 Sensitivity The sensitivity of profit or loss to changes in the exchange rates arises mainly from foreign currency denominated financial instruments. ₹ in lakhs 48 Financial risk management (Contd..)
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290 Particulars Impact on Profit Before Tax 31st March, 2025 31st March, 2024 EUR Sensitivity* INR/EUR increases by 5% 1,016 855 INR/EUR decreases by 5% (1,016) (855) GBP Sensitivity* INR/GBP increases by 5% 6 16 INR/GBP decreases by 5% (6) (16) USD Sensitivity* INR/USD increases by 5% 1,547 58 INR/USD decreases by 5% (1,547) (58) * Holding all other variables constant 49 Capital management For the purpose of the Company’s capital management, capital includes issued equity capital, share premium and all other equity reserves attributable to the equity holders of the Company. The primary objectives of the Company’s capital management are to - maximise the shareholder value while providing stable capital structure that facilitate considered risk taking and pursuit of business growth - safeguard the company’s ability to continue as a going concern, so that they can continue to provide returns for shareholders and benefits for other stakeholders - maintain an optimal capital structure to reduce the cost of capital. The Company manages its capital structure and makes adjustments in light of changes in economic conditions and business opportunities. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. 50 Expenditure on Corporate Social Responsibilities (CSR) Activities The various heads under which the CSR expenditure was incurred during the period is detailed as follows: ₹ in lakhs Relevant clause of Schedule VII to the Companies Act, 2013 Description of CSR activities 2024-25 2023-24 Clause (i) Eradicating hunger, poverty and malnutrition,promoting health care, sanitation and making available safe drinking water. 2,191 1,692 Clause (ii) Promoting education, including special education and employment enhancing vocational skills among the children, women, elderly and the differently abled. 628 337 Clause (v) Protection of national heritage, art and culture including restoration of buildings and sites of historical importance and works of art; setting up public liabraries, promotion and development of traditional arts and handicrafts 50 - Clause (ix) Contributions or funds provided to technology incubators located within academic institutions which are approved by the Central Government 293 89 T otal 3,162 2,118 48 Financial risk management (Contd..)
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 291 ₹ in lakhs Particulars 2024-25 2023-24 Unspent amount brought forward 215 587 Amount required to be spent by the Company during the period 3,051 1,837 Amount spent during the period (incl. Administration Expenses) 3,310 2,230 CSR Liability Movement Statement As on 31.03.2025 ₹ in lakhs Particulars Amount b/f from previous year/s 215 Amount Spent on CSR Expenses during the FY 2024-25 215 Unspent amount c/f to next year - ₹ in lakhs Amount Unspent T otal Amount spent for the year T otal Amount transferred to Unspent CSR Account as per Section 135(6) Amount transferred to any fund specified under Schedule VII as per second proviso to Section 135(5) Amount Date of transfer Name of the Fund Amount Date of transfer 3,310 - - - - - 51 Additional Notes to the Consolidated Financial Statements 51.1 Interest in Associate Name of the Company Country of Incorporation % of Ownership as at 31st March, 2025 % of Ownership as at 31st March, 2024 Goa Shipyard Limited India 47.21% 47.21% 51.2 Disclosure of Additional Information pertaining to the Parent Company and Associate Name of the Company Share of Profit/(Loss) 31st March, 2025 As % of Consolidated Profit/(Loss) Amount in ₹ Lakhs As % of Consolidated OCI OCI As % of Consolidated TCI TCI Mazagon Dock Shipbuilders Ltd 94.36% 2,27,734 53.50% -275 94.45% 2,27,459 Goa Shipyard Limited 5.64% 13,617 46.50% -239 5.55% 13,378 T otal 100% 2,41,351 100% -514 100% 2,40,837 Name of the Company Share of Profit/(Loss) 31st March, 2024 As % of Consolidated Profit/(Loss) Amount in ₹ Lakhs As % of Consolidated OCI OCI As % of Consolidated TCI TCI Mazagon Dock Shipbuilders Ltd 93.39% 1,80,888 77.03% -456 93.44% 1,80,432 Goa Shipyard Limited 6.61% 12,809 22.97% -136 6.56% 12,673 T otal 100.00% 1,93,697 100.00% -592 100.00% 1,93,105 50 Expenditure on Corporate Social Responsibilities (CSR) Activities (Contd..)
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292 52 No funds have been advanced or loaned or invested (either from borrowed funds or share premium or any other sources or kind of funds) by the Company to or in any other person(s) or entity(ies), including foreign entities (“Intermediaries”) with the understanding, whether recorded in writing or otherwise, that the Intermediary shall lend or invest in party identified by or on behalf of the Company (Ultimate Beneficiaries). The Company has not received any fund from any party(s) (Funding Party) with the understanding that the Company shall whether, directly or indirectly lend or invest in other persons or entities identified by or on behalf of the Company (“Ultimate Beneficiaries”) or provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries. 53 In FY 2016-17, the provision of ₹ 16,838 Lakhs was created for Liquidated Damages (LD) for fifth submarine and the same was adjusted in retained earnings in the Reinstated Financials prepared from 01/04/2015. In FY 2024-25, the company received confirmation from customer regarding levy of LD of ₹ 2,605 Lakhs for delay of fifth submarine against provision of ₹ 16,838 Lakhs. In view of, considering the finalisation of LD during the year company has accounted for ₹ 2,605 Lakhs as Liquidated Damages (LD) for fifth submarine and adjusted the debtors to that extent. Further, the provision created in earlier year is now reversed and shown as other operating income as per company’s accounting policy. 54 Borrowings from Banks or Financial Institutions on the basis of security of current assets is disclosed as under ₹ in lakhs Month Drawing Power (DP) calculation as per DP statement submitted to Bank Drawing Power (DP) calculation as per Books of Accounts Difference in Amounts Variance (%) Jun-24 (6,26,920.66) (6,26,920.66) - 0.00% Sep-24 (6,80,801.69) (6,80,801.69) - 0.00% Dec-24 (5,83,328.01) (5,83,328.01) - 0.00% Mar-25 (8,39,892.08) (8,39,892.08) - 0.00% MDL has not availed any fund based facility during the year. MDL is availing only non-fund based facility from the bank. 55 Disclosure of Relationship with Struck off Companies is as under ₹ in lakhs Name of struck off Company Nature of transactions with struck-off Company Balance outstanding Relationship with the Struck off company, if any, to be disclosed 31st March, 2025 31st March, 2024 Shine Industries Vendor 3 3 -
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 293 56. Key Financial Ratios: Consolidated Sr No. Particulars Numerator Denominator Year Ended % change to preceding year Explanation for change in the Ratio by more than 25% as Compared to preceding year Audited Audited March 31, 2025 March 31, 2024 a. Debt - Equity Ratio (in times) The company does not have any debt hence, these ratios are not applicable b. Debt Service Coverage Ratio (in times) c. Interest service coverage ratio d. Outstanding redeemable preference shares (quantity and value) Not Applicable e. Capital redemption reserve (₹ In Lakhs) Capital redemption reserve 12,123 12,123 0.00% - f. Net worth (₹ In Lakhs) Share Capital + Reserves & Surplus 7,93,988 6,24,347 27.17% Change is due to increase in Net profit as compared to previous year g. Net profit after tax (₹ In Lakhs) Net profit after tax 2,41,351 1,93,697 24.60% h. Earnings per share Profit for the year (PAT) Weighted avarage No. of shares 59.83 48.02 24.60% i. Current Ratio (in times) Current Assets Current Liabilities 1.25 1.14 9.35% - j. Long term debt to working capital The company does not have any long term debt and hence these ratios are not applicable - k. Bad debts to Account receivable ratio Bad debts written off Gross Trade Receivable Not Applicable - l. Current liability ratio (in times) Current Liabilities Total Liabilities 0.95 0.97 -2.07% - m. Total debts to total assets The company does not have any debt hence, these ratios are not applicable - n. Trade Receivables turnover Ratio - Annualised (in times) Revenue from Operation Average Account Receivables 7.75 6.56 18.17% -
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294 Sr No. Particulars Numerator Denominator Year Ended % change to preceding year Explanation for change in the Ratio by more than 25% as Compared to preceding year Audited Audited March 31, 2025 March 31, 2024 o. Inventory Turnover Ratio Annualised (in times) Cost of Goods sold Average Inventory 0.88 0.78 13.33% p. Operating margin (%) Profit before tax - Other income Revenue from operations 16.97% 13.98% 21.42% q. Net profit margin (%) Profit for the year (PAT) Revenue from operations 21.11% 20.46% 3.18% 57 National Institute For R&D in Defence Ship Building (NIRDESH) was established on 20th November, 2010 as a society with objective of conducting research in defence ship building and related areas. Currently, the members of NIRDESH include four PSU shipbuilding companies (MDL, GRSE, GSL & HSL) and co-opted members of Indian Navy, Coast Guard and DRDO. The society is headed by CMD, MDL and Director (Shipbuilding) MDL is designated as Director (NIRDESH). The total capital contribution paid by MDL is ₹ 1,781.77 Lakhs and 2,097.74 Lakhs is contribution payable to NIRDESH as on 31-03-2025, which is reflected mainly under head other current liability. The total amount of ₹ 3,879.51 Lakhs has already been charged to expenditure in earlier years. NIRDESH had not carried out any research and development activity during FY 2024-25. NIRDESH has initiated three (3) research & development projects by inviting proposal and placing purchase orders on startup firms. The work on these proposals had not yet commenced. 58 As of March 31, 2024, the books of accounts reflects liquidated damages of ₹ 1,07,656 Lakhs for Project P17A out of which ₹ 28,986 Lakhs was towards first ship, in anticipation of delay of five months. However, the first ship was delivered on December 20, 2024 with actual delay of two months and twenty days, after considering a grace period of one month. Consequently, excess liquidated damages of ₹ 13,651 Lakhs has been reversed and adjusted in revenue. As on 31st March, 2025 LD of Project P17A stood at ₹ 94,005 Lakhs 59 Ministry of Defence vide letter No 11(75)/2023/MDL/D(NS) dated 19.02.2025 has approved, an increase in the company’s contribution to the Defined Contributory Pension Scheme from 7% to 10% of basic pay plus dearness allowance, with effect from 01st Jan, 2017. This enhancement is applicable to Board level executives, below Board level executives, and non-unionized supervisors. The same has been approved by the Board of Directors, in its meeting held on 8th April 2025. The financial impact is ₹ 2,691 Lakhs upto 31st March, 2024 and for current Financial Year ₹ 459 Lakhs, on this scheme has been charged to Statement of Profit & Loss. 60 The company has incurred an expenditure of ₹ 3,572 Lakhs, in accordance with the approval granted by the Board at its meeting held on 26.07.2023, towards the development of concept and design for tendering/acquiring of a future contract. Since the contract has not yet been finalised, no revenue has been recognised during the year and the entire amount has been charged to Statement of Profit & Loss. 61 The project cost as estimated on 31.03.2025 for certain ongoing projects is likely to exceed the contractual revenue from these contracts, therefore difference between Estimated project cost and Contractual revenue needs to be provided as expected loss on onerous contracts. The expected loss arising from such contracts is required to be recognized in the current financial statements. The total estimated loss is proportionately adjusted through revenue, based on Percentage completion Method as on 31st March, 2025 and the balance loss, is recognised by creating a provision for expected loss on onerous contracts. The total estimated loss is ₹ 53,217 Lakhs, of which ₹ 1,079 Lakhs is adjusted through revenue, and provision is made for balance loss of ₹ 52,138 Lakhs. 56. Key Financial Ratios: Consolidated (Contd..)
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Statutory ReportsCorporate OverviewAnnual Report 2024-25 Financial Statements Mazagon Dock Shipbuilders Limited 295 62 In certain cases/yards, project related inventory has remained non-moving for several years post project completion. Accordingly, a provision has been made for inventory pertaining to completed projects/yards to ensure accurate valuation. An additional provision amounting to ₹ 7,918 Lakhs has been accounted for in the books (Previous Year: ₹114 Lakhs). This provision will be reversed, if the inventory items are subsequently put to productive use. 63 The Board has approved the settlement of the arbitration award issued by the Permanent Machinery of Arbitration (PMA), Department of Public Enterprises (DPE), Government of India (GOI) in the arbitration case of Mazagon Dock Shipbuilders Limited (MDL) v/s Dredging Corporation of India (DCIL), which was decided in favor of MDL. MDL has accepted the settlement proposal of DCIL and signed the settlement agreement. The settlement amount has been finalized at ₹ 1,516 Lakhs against the provision for doubtful debts of ₹ 2,751 Lakhs (including interest). Consequently, the balance outstanding of ₹ 1,235 Lakhs has been charged as bad debts, to Statement of Profit & Loss. The recovery of ₹ 303 Lakhs is shown as reversal of provision and balance provision is carried forward as balance recovery is pending from DCIL. 64 Subsequent to the reporting date 31.03.2025, the Government of India (being Promoter of MDL) approved and initiated on 03.04.2025 an Offer for Sale (OFS) of 1,14,10,366 Equity Shares of the company, (representing 2.83 % of the total paid up equity share capital of the Company) from 4th April, 2025 till 07th April, 2025 with an option to further sell up to 80,67,600 Equity Shares (representing 2 % of total paid up equity share capital) and additionally, up to 50,000 Equity Shares of the Company were offered to the eligible employees of the Company, in accordance with the SEBI OFS Guidelines. Promoter has sold 1,45,63,465 Equity Shares representing 3.61% of the equity share capital of the Company, subsequent to reporting date. As the OFS pertains to a sale of existing equity shares held by the promoters and does not involve issuance of new shares or any proceeds to the company. Hence, there is no impact on financial statements of the company as at 31st March, 2025. In accordance with IND AS 10 - Events after the Reporting Period, this event is considered a non-adjusting event. 65 In the preparation of these Ind AS Financial Statements, figures for the previous year have been regrouped / reclassified, wherever considered necessary to conform to current year presentation. As per our report of even date For and on behalf of the Board of Directors Sd/- C. R. Sagdeo & Co. Capt. Jagmohan (Retd.) Chartered Accountants Chairman and Managing Director Firm Registration No. 108959W DIN - 08630668 Sd/- Sd/- CA Sachin V. Luthra Ruchir Agrawal Partner Director (Finance) Membership No. 109127 DIN - 10166533 Sd/- 29th May, 2025 Madhavi Kulkarni Place - Mumbai Company Secretary
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AWARDS The in-house Hindi magazine “Jaltarang”, published by MDL, was awarded the First Prize by the Mumbai Town Official Language Implementation Committee (TOLIC) on 17th July 2024. On 19th November 2024, MDL was awarded the Rajbhasha Samman Shield for excellent Hindi work by Rajbhasha & Prabhandan Vikas Sansthan. HINDI MDL has won the 11th National Award for Excellence in CSR & Sustainability in teh field “Concern for Health” on 20 Sep 2024 at Bengaluru MDL received the Pioneer in Technology Award for Driving Inclusive Transformative Impact through Tech-Enabled CSR at the Indian Institute of Technology, Madras. CSR
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QUALITY CCQC 2024 Gold Award Trophy Eagle Eye QC team won Gold Award in ICQCC-2024, Sri Lanka ICQCC 2024 SriLanka Gold Award Trophy NCQC 2024 Award Par Ecxellence Trophy MDL Received CII Award for “Top industry Excelling in Women in STEM 2024” - 19.11.2024 MDL Awarded Global Inclusion Award 2024 Inder “DEI Power Champion” Governance Now 11th PSU Award of Excellence in the Category- Best Overall Financial Performance Award – 2025
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(Government of India Enterprise, Ministry of Defence) CIN: L35100 MH1934 GOI 002079 Dockyard Road, Mumbai 400 010 T el.: +91 22 2376 2000 / 3000 / 4000 Website: https:/ /mazagondock.in