Director's Report


Mazagon Dock Shipbuilders Ltd
BSE Code 543237 ISIN Demat INE249Z01012 Book Value (₹) 185.46 NSE Symbol MAZDOCK Div & Yield % 1.1 Market Cap ( Cr.) 15,996.03 P/E * 17.78 EPS * 44.61 Face Value (₹) 10
* Profit to Earning Ratio
* Earning Per Share

Dear Members,

On behalf of the Board of Directors, it gives me immense pleasure in presenting to you 89th Annual Report together with the audited financial statements of the Company for the year ended 31 Mar 2022 and reports of the Statutory Auditors' and the Auditor General of India thereon.

Important Events:

a) First Ship of Project Destroyer was delivered on 28 Oct 2021 & commissioned on 21 Nov 2021 by Hon'ble Raksha Mantri, Shri. Rajnath Singh.

c) Azadi Ka Amrit Mahotsav' (AKAM): In consonance with the ongoing celebration of 'Azadi Ka Amrit Mahotsav' (AKAM) theme by Government of India, Hon'ble Raksha Mantri, Shri Rajnath Singh virtually inaugurated the public exhibitions at 75 locations and the curated museums at 07 locations including 'Dharohar'- Heritage Gallery of Mazagon Dock Shipbuilders Limited (MDL) on 13 December 2021. As a part of this Mahotsav, MDL opened the 'Dharohar' for public and organised an exhibition showcasing marquee defence platforms built by MDL from 13 to 19 December 2021.

b) Fourth Scorpene Submarine of Project Submarine was delivered to the Indian Navy on 09 Nov 2021 and commissioned on 25 Nov 2021 by Admiral Karambir Singh, PVSM, AVSM, ADC Chief of the Naval Staff.

Smt. Kishori Tai Pednekar, Mayor of Mumbai (MCGM) was the Guest of Honour for the virtual event. MDL registered an overwhelming response during the event.

1. Financial Review

During the year under review, the Company achieved the Revenue from Operations of Rs. 5733.28 crore as compared to the previous year Rs. 4047.82 crore. The Profit before tax and exceptional items is Rs. 786.66 crore for 2021-22 as against Rs. 756.06 crore in the previous year.

(Rs. in crore)

PARTICULARS 2021-22 2020-21
Revenue from operations 5733.28 4047.82
Profit before Tax (Before Exceptional Items) 786.66 756.06
Profit for the year 586.47 479.57
Gross Block 1363.62 1140.39
Net Block 964.62 806.85
Working Capital 1345.50 1294.84
Net Worth 3321.36 2919.06
Finance Cost 7.16 8.36

1.1 Financial Results and Performance Highlights:

Income Distribution for the year 2021-22 as against previous year is summarised as under:-

INCOME DISTRIBUTION % 2021-22 % 2020-21
Cost of materials consumed 58.49 52.93
Employee benefit expenses 12.95 14.04
Finance costs 0.12 0.18
Depreciation and amortization expenses 1.21 1.28
Sub-Contracting charges 6.96 8.54
Power & Fuel 0.24 0.24
Expenses related to Projects 2.66 3.62
Other Expenses 2.95 2.46
Provisions 1.66 0.43
Exceptional Items 0.23 2.71
Tax Expense 3.02 3.23
Other Comprehensive Income 0.07 -0.29
Total Comprehensive Income 9.44 10.61
Total 100 100

1.2 Consolidated Financial Statement:

The consolidated financial statements of the Company and its associate Company Goa Shipyard Ltd (GSL) prepared pursuant to provisions of section129(3) of the Companies Act, 2013 and applicable accounting standards together with the Auditors' Report forms part of this Report.

In accordance to Section 129(3)( 1) of the Companies Act, 2013 read with Rule 5 of the Companies (Accounts) Rules, 2014, a statement containing salient features of the financial statement of the associate Company is attached to the financial statements in Form AOC-1 (Appendix 1).

1.3 Capital Structure:

The Authorised Equity Share Capital of the Company as on 31 Mar 2022 stood at Rs. 323.72 crore comprising of 323720000 (Thirty-two crore thirty seven lakh twenty thousand) Equity shares of Rs. 10 each.

The Paid-up Equity Share Capital as on 31 Mar 2022 is Rs.201.69 crore comprising of 20,16,90,000 (Twenty crore sixteen lakh ninety thousand) shares of Rs. 10 each. During the year under review there was no increase in the Authorised or Paid up Share Capital.

1.4 Disinvestment and Listing on Stock Exchanges:

In the previous year FY 2020-21, Government of India disinvested its shareholding in Mazagon Dock Shipbuilders Ltd (MDL) by way of an Offer for Sale of Equity Shares by the President of India, acting through the Department of Defence Production, Ministry of Defense and Government of India (DIPAM) through an Initial Public Offer to the extent of 3,05,99,017 number of equity shares representing 15.17 % of its paid-up equity shares including 3,45,517 equity shares reserved for eligible employees.

3,05,99,017 Equity Shares of face value of Rs. 10/- each were available under the Offer, at higher end of the Price Band (i.e. Rs.145/- per Equity Share).

The Offer opened for subscription on Tuesday, 29 Sep 2020 and closed on Thursday, 01 Oct 2020 at a price band of Rs. 135/- to Rs. 145/-, the Offer was subscribed approx. 154.180 times.

The Equity shares of MDL have been listed on Bombay Stock Exchange(BSE) and National Stock Exchange (NSE) on 12 Oct 2020.

1.5 Dividend:

The Interim dividend of Rs. 7.10 per equity share (71.00%), amounting to Rs. 143.20 crore was paid in the year 2021-22 in accordance with the provisions of the Income Tax Act, 1961, as approved by the Board of Directors in their meeting held on 28 Dec 2021. The Board of Directors recommended a Final Dividend of Rs. 32.88 crore which is 16.30 % of the paid up share capital. The total Dividend declared for F.Y. 2021-22 is Rs.176.08 crore, which is 87.30 % of the paid up share capital including the interim dividend amounting to Rs. 143.20 crore.

1.6 Contribution to the Central Exchequer:

Your Company's contribution during 2021-22 to the Central Exchequer by way of Income Tax, GST, IGST on imports and custom duty was Rs. 1311.49 crore.

1.7 Public Deposits:

The Company has not accepted any deposits from the public and as such, no amount on account of principal or interest on deposits from public was outstanding as on the date of the balance sheet.

1.8 Loans, Guarantees or Investments:

Your Company has not given any loans, guarantees or made any investments under section186 of the Companies Act, 2013.

2. Review of Operations:

Your Company recorded a Revenue of Rs. 5733.28 crore for 2021-22 as against Rs. 4047.82 crore of the previous year.

1. Performance / Project Progress:

At present your Company is handling two Shipbuilding projects for Indian Navy, comprising of four ships of Project Destroyer & four ships of Project Frigate each. Besides, MDL is also handling construction of six Scorpene class Submarines for the Indian Navy, out of which four Submarines have already been delivered. Medium Refit with Life Certification(MRLC) of IN Submarine is currently at an advanced stage of outfitting

a) Project Destroyer:

Project Destroyer ships are potent surface combatants that are contemporary and state- of- the- art platforms. First ship of Project Destroyer was delivered on 28 Oct 2021 and has been commissioned into the Indian Navy on 21 Nov 2021. Second Ship of the project was launched on 17 Sep 2016. The Third ship of the series was launched on 20 Apr 2019. Production of fourth Ship commenced on 19 Jul 2018 and its keel was laid on 07 Nov 2019.

To increase the pace of production and undertake parallel construction for third and fourth ships, your Company had adopted new method of mega block outsourcing with enhanced outfitting in machinery compartments where units / blocks were constructed simultaneously at two different geographical locations and brought to MDL and joined together and thereafter the ships were launched.

b) Project Frigate:

In order to meet the contractual timelines, the units and blocks are being built at three (03) different geographical location viz MDL premises, M/s SSPL, Bharuch and M/s CCPL, Goa. These blocks are being constructed by resorting to the 'Integrated Construction Methodology' wherein the pre-outfitting of various elements are being carried out at the unit and block stages itself. The infrastructure of the yard has been modernized for realizing 'Integrated Construction Methodology' that is at par with the global best practices for warship building.

In the context of COVID-19 pandemic, work progressed with less than 50% manpower strength from 22 Apr 2021 to 31 May 2021 due to implementation of partial lockdown by Government of Maharashtra. In addition, travelling in local trains was allowed only for essential services hence OEM reps were not able to attend workplaces due to travel restrictions imposed by the authorities in view of pandemic COVID 19.

The Government of Maharashtra vide order 04 Apr 2021 had stated that the supply of oxygen for industrial purpose is being disallowed from 10 Apr 2021 considering the requirement of oxygen cylinders for medical use of COVID 19 patients. This adversely impacted the shipbuilding activities and consequently the Project timelines.

MDL had re-commenced its operations in normal mode from 07 Jun 2021 and Oxygen supply had been restored from 01 Jun 2021.

c) Project Submarines:

The Scorpene Submarines under construction are state- of-the art conventional Submarines in collaboration with Naval Group (NG), France. First Scorpene Submarine was delivered by MDL to Indian Navy on 21 Sep 2017 which was commissioned into Indian Navy on 14 Dec 2017. Second Scorpene Submarine was delivered by MDL to Indian Navy on 19 Sep 2019 which was commissioned into Indian Navy on 28 Sep 2019. Third Scorpene Submarine was delivered by MDL to Indian Navy on 15 Feb 2021 which was commissioned into Indian Navy on 10 Mar 2021. Fourth Scorpene Submarine was delivered by MDL to Indian Navy on 09 Nov 2021 which was commissioned into Indian Navy on 25 Nov 2021. Fifth Submarine was launched on 12 Nov 2020 & sixth Submarine was launched on 20 Apr 2022.

Production of the first ship had commenced on 16 Feb 2017 and the keel was laid on 28 Dec 2017. The first ship was Launched on 28 Sep 2019. Production of Second ship commenced on 27 Feb 2018 and keel laid on 07 May 2019. Production of third ship commenced on 31 Jan 2019 and keel laid on 10 Sep 2020. Production of fourth ship commenced on 22 Jan 2020.

d) MRLC:

Medium Refit with Life Certification(MRLC) of IN Submarine is currently at an advanced stage of outfitting.

2.1 Capital Projects and their progress

a) Your Company has undertaken construction of a new state-of-art Security Complex at the main entrance. This G+2 storey building will be equipped with latest security equipment, gadgets, access control etc. This Complex will be the centralized hub for key MDL departments such as Security, PRO, Safety, Fire, Estate and HSE for effective coordination. The project is expected to be completed by Dec 2022.

b) Your Company has undertaken the work of Capital Dredging of Navigational Channel from Kanhoji Angre Wet Basin (MDL Water Front) to Offshore Container Terminal berth of MbPT, Mumbai to facilitate the movement of vessels independent of tide variation. The project is expected to be completed by Oct 2022.

c) Your Company is committed towards upgradation / modernization of existing facilities from time to time. The company has decided to replace existing 12 nos. vintage Level Luffing (LL) cranes by new cranes in a phased manner. In the first phase replacement of 03 LL cranes at South Yard has been initiated. Company has also initiated the work of replacement of old Caisson Gate of East Yard Dry dock with a new Caisson gate.

d) Your Company has undertaken modernization of MDL Guest House located at 17th & 18th floor of Angre House with sophisticated and tranquil ambience for pleasant stay of VVIPs/VIPs/Visitors in Residential Complex. The work at 17th floor has been completed in all respects and has been put to use. The work at 18th floor is under progress and is expected to be completed by Jul 2022.

e) Your Company has undertaken modernization of MDL Medical & OHS Center to transform it into 'State of the Art' Medical Centre equipped with latest cutting edge Medical Emergency Equipment and OPD Consulting Rooms for Doctors into modern aesthetically designed consulting rooms equipped with modern diagnostic equipment. The work is scheduled to be completed by October 2022.

On completion of these projects, productivity and safety at work will further improve.

2.2) Other infrastructure projects:

Your Company is exploring the possibility for setting up a green field shipyard at its Nhava Yard in phased manner with short term and long term development plan. Short term development will enable MDL to facilitate the immediate use of the existing infrastructure for shipbuilding and ship repair business whereas long term development will facilitate the construction of large size vessels and submarines including major refit and repair.

To undertake the construction of advanced and next generation vessels, MDL intends to build a New Floating Dry Dock of 15000T capacity.

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

The progress of all the ongoing projects had been impacted due to the prolonged pandemic situation worldwide. However, all efforts are being made to complete these projects on priority.

2.3 Performance against MOUs:

During the year, MDL had signed Memorandum of Understanding (MoU) with Ministry of Defence, Government of India for the financial year 2021-22. The MoU outlines targets and various performance parameters for the Company. The revenue from operations was targeted at Rs. 5000 Crs. Achievement of Revenue from operations is Rs.5733.28 crs for FY 2021-22. During the year, your Company achieved a Profit Before Tax (PBT) before exceptional items of Rs. 786.66 crore. Final evaluation will be carried out post CAG Audit of the accounts for FY 2021-22.

2.4 Research & Development

The R&D policy of the Company was approved by the Board in June 2013 and a committee was formed to drive the implementation of the R&D policy, in accordance with the guidelines issued (September 2011) by the DPE on R&D. MDL is recognised as 'In-house R&D unit' by Department of Scientific and Industrial Research (DSIR), Ministry of Science and Technology since 30 Jan 2017.

Your Company has executed and completed trials for three major R&D projects, through Industry-Academia participation with IIT Madras, Chennai through their incubated start-ups belonging to the Tamil Nadu Corridor. Your Company has ventured into the area of Artificial Intelligence (AI) also through these projects. The product developed through the first Project, AI enabled weld inspection tool with computerized radiography to replace manual radiography (RT), has been launched during the Defexpo 2020 at Lucknow. The second project fruitfully concluded by developing an AI enabled robotic weld inspection tool employing phased array technique, and this can replace computerized radiography in consultation with the Indian Navy. The product was at display during Defexpo 2020. An AI enabled Remotely Operated Vehicle (ROV) is the third project which was also displayed during DEFEXPO 2020. This AI ROV can detect and classify underwater images, thus making the inspections quick and safe.

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

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

As a major leap in line with National Mission of "Atmanirbhar Bharat", your company has launched an ambitious research project of Indigenous Midget Submarine. This unique underwater platform is an important step by MDL towards development of Indigenous submarine design capability and would be fully designed and developed by the shipyard through R&D.

Other innovative R&D projects currently in progress includes Expendable Underwater Target (EUT) and Mobile Target Emulator (MTE) which are being developed in partnership with the Industry and is designed to simulate the situation of actual moving submarine for training purpose and for decoy measures. Modern marine transport solutions like Hybrid Electric & Solar boats which can provide sustainable and environment friendly options are also under development. This hybrid boat can offer a better alternative to conventional diesel boats. The R&D team is also developing Lithium Ion Battery system for EKM class Submarines.

In addition to the above, your company 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 ElectroMagnetic Velocity Log for navigation of underwater vessel, Development of Steering console for manoeuvring of Underwater platform etc.

MDL has validated an innovative shaft alignment procedure wherein the propeller shaft line assembly is completed in the Dry Dock itself leading to significant cost saving to the Yard and reduction in the build period of the vessel.

In addition to the above, MDL has developed state-of-the- art Basic Design of Naval vessels, incorporating advanced and optimized equipment, machineries, weapon and arrangement etc.

MDL has initiated implementation of Product Data Management/Product lifecycle Management(PDM/PLM) for the under construction Project Frigate ships.

Your Company has spent approximately 1.22 % of the total income as expenditure towards R&D during the FY 2021-22. The various projects undertaken under R&D are elaborated in Appendix 'F'.

2.5 QUALITY CONCEPTS

1) 5S (Work Place Management System)

Your Company has implemented 5S (Work Place Management System) in the 22 Workshops/Stores/ Offices.

As a part of sustaining 5S certification, all 22 workshops/stores/offices were re-certified during the period of report for continuation of 5S certification through surveillance audit.

2) Quality Circles

The Quality Circle teams are solving 03 nos work related problems in a year and are presenting their case studies at Chapter, National and International Conventions and winning Top Most Awards for the company. The awards won by the QC teams in the year 2021-2022 are as under:

• 15 Quality Circle teams from MDL presented their case studies in Chapter Convention on Quality Concepts (CCQC-2021) held in Sept 2021 virtually, and the 14 QC teams won Gold (highest) Award and 01 QC team won Silver Award.

• 02 Quality Circle Teams from MDL participated in International Convention on Quality Control Circles (ICQCC - 2021) Hyderabad, India held in Nov 2021. Both MDL QC Teams won Par Excellence Award.

• 10 QC teams from MDL participated in National Convention on Quality Concepts (NCQC - 2021) Coimbatore held in Dec-2021 Virtually, out of which 06 QC teams won Par Excellence (highest) Award, 03 QC teams won Excellent Award and 01 QC team won Distinguish Award.

2.6 QUALITY MANAGEMENT SYSTEM

Your Company is committed to implement Quality Management Systems (QMS) as per ISO 9001:2015 standard. 71 Lead Auditors and 77 Internal Auditors are trained for carrying out the Internal Audits for sustenance of QMS in Shipbuilding Division. As a part of sustaining QMS as per ISO 9001:2015 Standard, the 1st Surveillance Audit of Shipbuilding Division was carried out successfully on 23rd and 24th Feb 2022 by M/s IRQS audit team and IRQS has recommended the continuation for "Certification of approval for ISO 9001:2015".

Renewal Audit for Submarine Division as per QMS ISO 9001:2015 was conducted and successfully completed with 'NIL' Non-Conformity Reports by IR Class on 17 & 18 May 2021 with the scope of "Design, Development, Construction, Refit, Test & Trials of Submarines".

M/s IR Class certified that Submarine Division of Mazagon Dock Shipbuilders Ltd is assessed and found conforming to the requirements of standard ISO 9001:2015 and has awarded the "Certificate of Approval" on 29 May 2021 with expiry date 28 May 2024 as per ISO 9001:2015 QMS Standard.

Benchmarking

Your Company has a long Legacy of having built about 800 ships of various types. Over the year Quality inspection procedure have evolved to suit the latest construction methodology for Ships & Submarine.

Presently a three tier Quality Management System comprising of self-Inspection by the Production Quality Team constituted from the best qualified executives/ operatives/ staff followed by inspection from QA department and finally by the customer rep (WOT/THIRD PARTY) leaves no scope for any error post completion of any process. The non-conformity management with three level monitoring and advising does not allow any anomaly to remain un-attended/un-resolved.

SQC section is involved in various inspection & trial activities right from raw material stage such as steel plates & profiles inspection, skid inspections, unit dry survey and its dimensional inspections, pressure testing of tanks/ compartments/ systems and inspections pertaining to outfitting, blasting, painting, insulation, HVAC Balancing, Citadel, Habitability for warships along with electrical inspection for merchant ship as per required standard and design detail.

Project Frigate Ships are being built for the very first time as per the "Integrated Construction (IC)" methodology which differs in the very concept of warship building by way of adoption of the modern technology where the blocks are pre-outfitted at different locations before joining to reduce the build period of warships.

OTHER ACHIEVEMENTS/HIGHLIGHTS:

a. Implementation of PDM/PLM:

Quality Management and product Lifecycle Management (PLM) are both proven tools that help companies improve quality and profitability.

All activities for Project Frigate especially the inspection process, except those whose design module upload is in progress, are being managed through PLM which offers potential cost savings and simplicity of a single system. It is creating opportunity to consolidate and integrate information and perhaps more importantly it will provide the quality assurance, compliance, and customer satisfaction. All basic QIP & one project QAP has been converted into PDM/ PLM format with their relevant context parameter.

b. Speeding of inspection Process through process documentation:

SQC section upgraded and documented the Inspection process of HVAC balancing which leads to less rejections and reworks at Harbor acceptance trial (HATS) of ongoing projects. It helped clear the higher percentage of HVAC balancing inspection at first attempt within stipulated time. This modification helped the ship to go on for 3 or 4 days trials by combining various inspections. This helped us in timely delivery of first Destroyer. For second Destroyer too already 89% of the total 150 HVAC systems has been cleared. This has tremendously helped ship trial team for easy and smooth on going sea sortie of the second Destroyer.

c. Copper Sulphate Test:

The steel plates and profiles are susceptible to rusting or corrosion in open environment. To avoid this, they are blasted with abrasives and painted with one coat of primer to avoid corrosion or rusting. Blasted surface is to be tested for presence of mill scales by performing the copper sulphate test. A proper working procedure is derived to establish the composition of required normalized solution by mixing of copper sulphate pentahydrate crystal, H2SO4 & distilled water with the required proportion. Copper sulphate test determines presence of any

Once mature, this system will enable us to reduce the use of conventional RT in many folds.

AI enabled Remotely Operated Vehicle: This product can be used for under water inspection of hull and marine structures. Various categories of defects observed can be reported through the AI enablement.

f) Advanced testing and research lab in the field of material testing and failure analysis is available at MDL.

g) Automation in welding with robotic hybrid laser welding.

2.7 Information Technology

• Your Company completed the following activities during the year under review:

1. SAP implementation

• 'Technician one-day pass' - Paper based manual request and issuance of Technician One-Day Pass process is replaced by Digitized Online submission of Technician One-Day Pass request through Portal which eased the operations of MDL executives. mill scale on the surface by using oxidation reduction chemical reaction with the free iron particles present. Copper sulphate solution is prepared and applied on the steel surface. The chemical reaction causes deposition of copper on the surface which indicates that the surface is free from the mill scales.

d. MEGA BLOCK and IC Inspection:

Inspection carried out for Integrated construction / Block Inspection of Project Frigate and Project Destroyer including Hull and Engineering has improved in various levels of build plan. More complex and lengthy activities like seats, sea tubes, piping, systems take more time on berth than compared to the shop level. Many such work were carried out in parallel right from the unit level in a decentralized way. Material, space, manpower and time all have been saved due to integrated block construction methodology. The major activities of shaft sighting and installation of shaft which used to take almost six months to complete, were achieved within a span of 2 months by innovative method.

e. AI Enabled Inspections

MDL in partnership with IIT Madras, Chennai(IITM) has designed and developed three ARTIFICIAL INTELEGANCE enabled products:

1. AI enabled Computerized radiography.

2. AI enabled advance phase array ultrasonic testing(APAUT).

3. AI enabled Remotely Operated Vehicle (ROV)

These products are being developed for improved quality assurance of weld with less time, less labour consumption and higher efficiency. Both the products are safer than the conventional methods in many ways. With data migration they will become more smart & can altogether replace Y(gamma) Rays / X-Rays.

Artificial Intelligence (AI) enabled weld inspection with computerized radiography has been frequently utilized for all the 14 mm test plate radiography. The results are visible as it has reduced the cost of film drastically by reusing the imaging plate in place of hundreds of films. Gradually this benefit will transfer for all the range of thickness.

Artificial Intelligence (AI) enabled Robotic Weld Inspection using advanced phased array technique:

• Online Residential Notification was developed and made fully operational from April 2021. This replaced the manual process and facilitated faster tracking and resolution faster.

2. Latest know how on IT

• MDL is in process of implementation and certification of ISO 27001:2013 - Information Security Management Systems.

3. MoD guidelines on Safety measures adopted / safety measures followed

• MoD guidelines relating to Information Security are complied with.

4. Achievements of IT in MDL

• MDL commissioned four Information Technology based applications for employee benefit on 3rd Jan 2022.

• MDL e-Connect - Enables employees to access HR related processes and documents digitally through any internet enabled device.

• Annual Property Return(APR) - Forms are digitized which simplified filling, validation, submission & review. This facilitates searches, categorization & Data Retrieval.

• HR Query Handling - Registering, tracking & resolution of the employees queries are migrated from manual to online through SAP portal.

• Online E-library - Digital centralized hub of related Books/journals/magazines/articles for knowledge sharing and accessible by all employees through SAP Portal.

5. Targets set and achieved for 2021-22

• VAPT Audit by Third party CERT-In Empaneled Auditor completed in Sept 2021. Received certificate stating no major vulnerabilities and security posture is in order.

2.8 Procurement from MSMEs

Your Company is complying with Public Procurement Policy for Micro and Small Enterprises (MSEs) Order, 2012. Accordingly, out of the total annual procurement, 25 % procurement is to be made from MSEs. During the FY 2021- 22, your Company has achieved 25.02% procurement from MSEs.

During the FY 2021-22, your Company had conducted three vendor development programs, out of which two were exclusively for MSEs owned by SC/ST and Women entrepreneurs and one was for MSEs. Your Company had also arranged supplier meet (Buyer-Seller) during the year. To further enhance the vendor base, your Company had participated in five online/offline national level programs conducted by MSME-Development Institute (DI) across India.

2.9 Marketing initiatives

During the financial Year 2021-22, MDL participated in Make in India Exhibition - Goa Maritime Conclave 2021 for marketing and business promotions. The exhibitions immensely helped in showcasing MDL's capabilities and technical strength in warship building and submarine construction. The exhibitions were successful in projecting the image and capabilities of India in the defence production sector in general and warship/submarine building capabilities in particular. MDL had obtained various leads for potential future projects. MDL have coordinated as well as participated in various International webinars wherein Indian shipbuilding capacities and capabilities were showcased. These webinars were arranged with the involvement of Defence & Naval Attache's of various countries.

2.10 Health Safety & Environment Management System

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

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

The standard OHSAS 18001:2007 was upgraded to ISO 45001:2018 w.e.f. Sept 2021. Accordingly, MDL successfully completed the transition of its HSEMS system from OHSAS 18001:2007 to ISO 45001:2018 in Sept 2021.

3. Human Resource Development

Your Company has been putting emphasis on the overall growth & development of Human Resources and is committed to continue its relentless efforts in updating the competencies of its executives through exposure to various Learning & Development initiatives by Institutes of National Importance and through sponsoring functional 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) 'Soch Badlo' training program for non-executives started as a change management initiative. A total of 45 programs were conducted and 2910 employees participated.

b) 6 wellness programs on Health Awareness & Lifestyle diseases sessions have been conducted.

c) In the FY 2021-22 a 'Strategic Conclave for Board Level Executives" was organized wherein CMD, Functional Directors & CVO participated. Orientation Program for Directors of listed companies was organized by National Institutes for Securities Market for Board Level Executives, (03 Directors & 03 Independent Directors) after MDL being listed on 12 Oct, 2022. MDL has also provided training on Capacity Building Program for Directors of CPSE to 03 newly appointed Directors during April, 2022 through virtual mode.

d) Due to Covid Pandemic, Online training programmes were conducted during 2021-22. Training on various topics like SAP basis, Corporate Governance for CVO & Senior Officials, Webinar on IPR infringement, Public Procurement through GeM etc were organized in virtual mode. A total of 23 programmes have been

conducted in virtual mode wherein 113 Executives & 153 Non-Executives have been trained.

e) Training related to Health and Safety of employees were also organized in In-House mode wherein a total of 174 Employees were trained in the program. MDL has organized In-House training program on topics like Skill build up in Commercial, Implementation of Mentoring and Insurance. Health related Sessions on cancer by Oncologist, gynaecological health by Gynaecologist and Life Style Disorders were organized for benefit of employees. A total of 129 programmes were conducted wherein 2231 employees have been benefited. All the In-House training were conducted in MDL keeping the social distancing norms and COVID-19 protocols.

f) In order to ensure safety and dignity of women employees, MDL conducted two sensitization program on "Prevention of Sexual Harassment of Women at Workplace". A total of 252 Employees had participated in it.

g) MOD, GOI Flagship program on IPR was conducted for 227 Employees with the aim to spread awareness on Intellectual Property Rights (IPR) and to create an IPR driven Innovation Culture.

h) Executives are sent to NDDB for training module on "Preventive Vigilance" recommended by CVC with a target of 300 employees to be trained in the given module. 300 Executives have been trained.

i) Your Company has imparted training on Public Procurement through GeM in order to spread awareness on procurement through government market place and help in ease of doing business.

3.1 Welfare Activities

Your Company values its human resources the most. To keep

their morale high, apart from statutory welfare measures,

your company extends several other welfare activities.

i) Life Insurance Coverage:

Your Company has arranged various Group Savings Linked Insurance Schemes, which provide financial assistance in case of untimely death (accidental/ illness) of an employee while on duty. Besides, Group Personal Accident Insurance Scheme has also been in place, which provides 24 hours' coverage for compensation in the event of an accident of an employee resulting in death or permanent / partial disability.

ii) Medical Scheme:

All the serving employees, including their dependent family members, are covered under the Medical scheme. Hospitalization claims of around Rs. 39.50 Crore were disbursed towards treatment to the employees and their dependent family members during the FY 2021-22.

iii) 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, thoroughly Subsidized Canteen Facility, Scholarship to Unemployed Wards of Employees etc.

iv) Post Retirement Medical Scheme (PRMS):

In order to provide medical facilities to the retired employees and their spouses, MDL has PostRetirement Medical Scheme in place. The same is being regulated through Group Mediclaim policy taken from an Insurance Company. There is also a provision for reimbursing additional hospitalization expenses involving critical diseases. In addition, retired Executives are also entitled to Outpatient/ Domiciliary Medical Expenses. Also, introduction of MDL Post-Retirement Medical Benefit Scheme for Employees Retired before 01 Jan '07 (Executives) & 01 Jan '06 (Non-Executives).

3.1.1 Executives' Superannuation (Pension) Scheme:

Your Company has introduced a Defined Contributory Superannuation Pension Benefit Scheme to the executives w.e.f. 01 Jan 2007.The Company contributes 7% of basic pay + DA towards the corpus of the pension scheme for each eligible executive of the Company w.e.f. 01 Jan 2007.

3.1.2 Non-Executives' Superannuation (Pension) Scheme:

Your Company has also introduced similar scheme for non-executives and Company contributes 5% of basic pay + DA towards the corpus of the pension scheme for each eligible non-executive of the Company w.e.f. 01 Apr 2012.

3.2 Manpower and Reservation of Posts for SCs/ STs:

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

Total manpower strength as on 31 Mar 2022 is at 4972 (including functional directors) out of which the number of persons on temporary rolls was 1628. Of the total strength of 4971 employees, 98 are Ex-servicemen, 703 are of Schedule Caste and 380 are of Scheduled Tribes. The percentage of Scheduled Caste and Scheduled Tribes in respect of Employees was at 14.14% and 7.64% respectively.

Number of persons on temporary rolls as on 31 Mar 2022 is 1628, out of which 234 belong to Scheduled Caste and 150 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 Jan 2021 and 01 Jan 2022 is annexed at Appendix 'A'

3.3 Employment of Women:

As per the recommendation No.51, Para (ii)(a) of the National Commission for Women (NCW) in its Annual Report for the year 1995-96, the employment position of Women as on 31 Mar 2022 is given below as directed by the Ministry of Defence, vide their letter Nos. 39(6)/99/D(B&C), dated 27 Aug 1999.

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

Grade No. of Employees Women Percentage
E0 1 0 0
E1 7 0 0
E2 106 14 13.21
E3 151 12 7.95
E4 324 17 5.25
E5 206 7 3.40
E6 106 9 8.49
E7 44 7 15.91
E8 16 0 0
E9 2 0 0
CVO on deputation 1 0 0
Functional Directors 3 0 0
CMD 1 0 0
Total 968 66 6.82
Grade No. of Employees Women Percentage
SI-00 0 0 0
SI-01 0 0 0
SI-02 2 0 0
SI-03 1 0 0
SI-04 0 0 0
SI-05 40 5 12.50
SI-06 42 4 9.52
SI-07 25 6 24.00
SI-08 15 1 6.67
SI-09 32 2 6.25
SI-10 43 4 9.30
SI-3A 3 0 0
SI-4A 17 0 0
Total 220 22 10.00

I. Executives

II. Non-Executives (Operative)

Grade No. of Employees Women Percentage
WG-0 0 0 0
WG-1 21 0 0
WG-2 192 0 0
WG-3 9 0 0
WG-4 125 0 0
WG-5 1390 34 2.45
WG-6 1078 24 2.23
WG-7 367 9 2.45
WG-8 202 0 0
WG-9 132 0 0
WG-10 48 0 0
WG-3A 4 0 0
WG-4A 100 0 0
Total 3368 67 1.83

III. Non-Executives (Staff)

3.4 Persons with Disabilities (PWD) As On 31 Mar 2022:

The total number of physically challenged employees as on 31 Mar 2022 was 93 and its percentage to total employees works out to 1.87%.</p>

Grade HI LD VI Total
Group-A 7 13 8 28
Group-B 0 0 0 0
Group-C 8 55 2 65
Total 15 68 10 93

HI- Hearing Impaired, LD-Locomotive Disability, VI-Visually Impaired

3.5 Industrial Relations

Industrial relation scenario during this period was cordial and harmonious. There were no man-hours lost 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.

The Meetings with the Unions on Bargaining Council are being held on a regular basis and issues of mutual concerns like safety precautions, issues relating to Covid19 pandemic, Recruitment of Fixed Term employees etc. are settled through bilateral negotiation process and Industrial Relations & Labour situation at MDL, Mumbai, in general is normal and peaceful.

3.6 Reservation of Posts

Your company has been observing all the Government directives and instructions issued from time to time on reservation of posts for SCs / STs / OBCs. All the rosters of SC / ST / OBC / PWD are maintained, which is inspected by the respective Liaison Officer from time to time and perused by the SC/ST Unions also. Detailed statistics regarding the total number of employees, number of women employees, recruitment made during the calendar year 2021 and the representation of SCs / STs / Ex-servicemen as on 01 Jan 2022 are given at Appendices A, B & C to this Report.

3.7 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.

4. Indigenization & Make in India

MDL, having set-up a dedicated 'Department of Indigenization' in Nov 2015, to provide focused impetus to the Hon'ble Prime Minister's "Make-in-India" initiative has been successfully able to partner with the Indian industry to undertake indigenization/import substitution of various equipment/items which have been imported.

As on date, MDL has been able to successfully indigenize some of the critical equipment/items required for warships

and submarines. The major items indigenized till date include Main Batteries, Battery Loading Trolley ,Air- Conditioning Plants, Sacrificial Zinc Anode flanges,Non- HLES Electrode & filler Wire, Self Adhesive E-Glass Fibre Cloth, NBR O-Ring, Annealed Copper Gasket for Scorpene Submarines and Sonar Dome, SICADS, Bridge Window Glass, MCT-Glands, Remote Controlled Valves, Helo Landing Grid, Honeycomb Filters, Pressure Reducing Station, NBC Filters, High Temperature Gaskets, Flame/ Control/Smoke Dampers for HVAC System,Magazine fire fighting system, Chladon Gas for MFFS for Ships.

The procurement of the above indigenized items from the Indian industry would result in substantial savings in foreign exchange to the exchequer.

5. Awards and Recognitions:

S. No Awarding Authority Awards For
1 Governance Now MDL won the HR Leadership Award from Governance Now - on 29.07.2021. The award was received by Dr Santosh Kumar Mallick, Executive Director (HR) from Dr Kiran Bedi.
2 PSE Conclave & PSE Excellence Award MDL won the 11th PSE Excellence Award in Human Resource Management Category for the year 2019-20. The award was presented virtually during the PSE Conclave & PSE Excellence Award held on 25 Feb '22. The award was received by VAdm Narayan Prasad, Chairman & Managing Director, MDL
3 Convention on Quality Concepts 15 Quality Circle teams from MDL presented their case studies in Chapter Convention on Quality Concepts (CCQC-2021) held in Sept 2021 virtually, and the 14 QC teams won Gold (highest) Award and 01 QC team won Silver Award
4 International Convention on Quality Control Circles (ICQCC - 2021) Hyderabad 02 Quality Circle Teams from MDL participated in International Convention on Quality Control Circles (ICQCC - 2021) Hyderabad, India held in Nov 2021. Both MDL QC Teams won Par Excellence Award
5 National Convention on Quality Concepts (NCQC - 2021) 10 QC teams from MDL participated in National Convention on Quality Concepts (NCQC - 2021) Coimbatore held in Dec-2021 Virtually, out of which 06 QC teams won Par Excellence (highest) Award 03 QC teams won Excellent Award and 01 QC team won Distinguish Award.
6 Mumbai PSU TOLIC. 1st Prize for Rajbhasha Patrika 'Jal Tarang' on 16th July 2021 by Mumbai PSU TOLIC.
7 World HRD Congress, Mumbai The National Awards for Excellence in Corporate Social Responsibility (CSR) under the category "Best Relief Package Announced for COVID-19"

Further, indigenization of Polychropene Rubber Bands, Shock Mount, Soda Lime, GRP Panel, for submarines, are presently in progress.

6. Official Language Implementation

Your Company has been adhering to the directives issued by the Govt. of India from time to time for extensive use of Hindi for official purposes. MDL's efforts towards progressive use of Official Language are detailed below:

a. Quarterly Departmental Official Language

Implementation Committee meetings are chaired by the Chairman & Managing Director.

b. Hindi progress report is sent online to Rajbhasha Department, Home Ministry every quarter.

c. Half yearly Publishing of MDL Rajbhasha Patrika "JALTARANG" and prizes First of Rs.3000/, Second of Rs.2000/- and Third of Rs.1000/- for best Articles.

d. Hindi Karyashala is conducted every quarter for the MDL Executives and Employees.

e. Coordination of TOLIC meetings

f. Celebration of 'Hindi Diwas' on 14th Sep and "Hindi Pakhwada" in the same month.

g. To attend Mumbai PSUs meetings

h. 06 Digital Boards have been installed at conspicuous places displaying 'Aaj ka Shabd' and 'Aaj Ka Suvichaar' to develop the Hindi among the employees.

i. An executive is nominated in each department as Hindi coordinator for better implementation of Hindi.

j. To participate in Hindi Parliamentary Committee visit.

k. To conduct Hindi seminar

l. Employees have been given prize on passing 'Praveen', 'Pragya' and 'Parangat' examinations respectively of Rs. 8,000/-, Rs. 10,000/- and Rs. 12,000/-

m. MDL was awarded 1st Prize for Rajbhasha Patrika 'Jal Tarang' on 16th July 2021 by Mumbai PSU TOLIC.

7. Vigilance Activities

Vigilance is an integral Managerial function. Vigilance department takes appropriate action to carry out preventive, participative and punitive vigilance in Mazagon Dock Shipbuilders Limited (MDL). It promotes transparency, integrity, fairness, accountability in various activities including all commercial procurement functions, recruitment, outsourcing activities etc. Vigilance department suggests systemic improvements based on the investigation of the complaints/ spot checks/ CTE type examination and also ensures that integrity is maintained in all functions of the organization.

i. CTE Type Examination

As a part of Preventive Vigilance, CTE type intensive examination of Procurements/ Service Contracts/ Consultancy Contracts/ Subcontracts/ Outsourcing orders are taken to verify compliance to prescribed procedures and statutory norms/ regulations. During the period 01 April 2021 to 31 March 2022, 05 such CTE type examinations have been carried out by Vigilance department and systemic improvements were suggested.

ii. Complaints:

During the period 01 April 2021 to 31 March 2022, Vigilance department received 45 complaints. Investigation of 08 complaints were pending from 2020-21. Out of these cumulative 53 nos., investigation has been completed for 42 complaints including 03 Public Interest Disclosure and Protection of Informers Resolution (PIDPI) complaints and is in progress for the remaining 11 complaints as on 31 March 2022.

iii. Spot check/ Surprise Checks:

Surprise/Spot checks are also being conducted by Vigilance department. During the period 01 April 2021 to 31 March 2022, 13 nos surprise/spot checks have been conducted and suggestions/ corrective measures were recommended for systemic improvements.

iv. Scrutiny of Audit Reports & CAG Reports:

03 nos. of Reports (CAG-02 nos & Internal Audit-01 no.) were scrutinized during the year.

v. Disciplinary Proceedings:

The pending Disciplinary proceedings against delinquent executives are being closely monitored by Vigilance Department. As on 31 March 2022, 01 Minor Disciplinary Proceedings and 02 Major Disciplinary Proceeding are in process. Penal action was taken against 04 employees and administrative action such as recordable warning, advisory and caution was issued to 28 employees during the year.

vi. Vigilance Clearances:

Timely vigilance clearances were issued for personnel/ officials proceeding on foreign tours and official duty abroad, compulsory retirement (FR 56J), separation (resignation/ retirement), DPC (Promotion), Board Level PESB Recruitment and attending interview/ forwarding application.

vii. Scrutiny of Annual Property Returns (APRs) of executives:

During the period of 01 April 2021 to 31 March 2022, 270 APRs of MDL Executives were scrutinized by Vigilance department.

viii. Preventive Vigilance:

as an initiative for Preventive Vigilance and the same were accepted by the management and promulgated through Circulars by Directors concerned

7.1 Vigilance Awareness Week Activities:

1. Vigilance Awareness Week-2021 (VAW 2021) was observed in MDL from 26 October to 01 November 2021. CMD, MDL inaugurated VAW-2021 by garlanding the portrait of Sardar Vallabhbhai Patel and then administered the Integrity Pledge to Directors, EDs, GMs and Senior Executives. Vigilance Department's in-house journal 'SUCHARITA' Vol. XXIV was e-released by CMD on the occasion. The objective of 'SUCHARITA' is to enhance the awareness of its readers on Integrity, Transparency and Accountability by stimulating the thoughts of readers.

2. The following activities were carried out as a part of observance of Vigilance Awareness Week 2021.

a. Slogan, Poster & Essay competitions on Vigilance related topics in Hindi, Marathi & English language were conducted among MDL employees and their family members to enhance Vigilance Awareness.

b. Online quiz was conducted on MDL intranet portal during Vigilance Awareness week 2021 among the MDL Employees.

c. In-house sensitization programme to MDL Executives on topic "Preventive Vigilance Measures on Procurement" was conducted on 05 & 06 Oct 2021 by MDL Vigilance team.

d. Motivational Talk on Integrity was delivered by MDL Vigilance team to the MDL Non-Executives and apprentices on 07 Oct 2021.

e. Training Session on the topic "Integrity to Selfreliance" was conducted for MDL Executives by Eminent Speaker Shri Raghu Nandan Prasad, IRSS (Retd.) on 27 Oct 2021.

f. Sensitizing programs for CISF MDL unit were conducted by MDL Vigilance Executives on 14 & 29 Oct 2021.

g. MDL Vigilance team has conducted a Training Programme for executives of Goa Shipyard Limited (GSL) on the topic "Preventive Vigilance & Commercial Procedures" on 11 & 12 Oct 2021 at GSL.

h. An interactive session between CVO and MDL executives was organized on 08 Nov 2021, where PIDPI complaints as well as various Case Studies depicting nature of irregularities were discussed.

Twenty-two (22) Systemic improvements in the area of procurement, project execution and other organizational functions like HR, Medical, Administration etc. were suggested to management

8.2 Implementation of RTI Act, 2005

Under the Right to Information (RTI) Act, 2005, to facilitate provision of information to the citizens requesting for the same, your Company has evolved necessary structure by designating officers as Assistant Public Information Officer, Public Information Officer and Appellate Authority for the purpose of implementation of the Right to Information Act in the Company. During the year, the Company received 105 applications and 05 First appeals. The information / replies sought for were duly furnished. Quarterly and Annual Return for the year to be submitted online to Central Information Commission (CIC) had been duly filed and uploaded in RTI - MIS updation system.

8.3 Meetings of the Board

During the financial year ended on 31 Mar 2022, nine meetings of the Board of Directors of the Company were held. These were on 09 Apr 2021, 10 June 2021, 10 Aug 2021, 12 Aug 2021, 22 Sep 2021, 10 Nov 2021, 28 Dec 2021,11 Feb 2022 and 25 Mar 2022.

8.4 Company's Policy on Directors Appointment and Remuneration

According to the Ministry of Corporate Affairs, Government of India's Notification No F No. 1/2/2014-CL.V dated 5th June 2015, your Company, as a Government Company, is not required to frame a Policy on Directors' appointment and remuneration including criteria for determining qualifications, evaluation etc., under section 134(3)( e ) of the Companies Act.

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

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

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

8.5 Board Evaluation

Pursuant, to the Ministry of Corporate Affairs, Government of India's Notification No F No. 1/2/2014-CL.V dated 5 June 2015, the statement indicating the manner in which formal annual evaluation has been made by the Board

i. A "Vendors / Suppliers Meet" was conducted through virtual mode on 01 Nov 2021. CVO, Senior Executives and other executives of the Commercial departments of the organization besides a host of vendors /suppliers in which various issues raised by vendors/suppliers were discussed. CVO addressed the Vendors/ suppliers during the meet.

j. Certificates/Prize awards were given away to the winners of various competitions organized for MDL employees and their family members during VAW 2021 on 25 Feb 2022.

k. Wide publicity was given on how to register PIDPI complaints as well as Contact details for filing complaints by means of 'Permanent Display Boards' at different Yards of MDL (viz. MDL & Nhava).

l. 2-Days Training module on Preventive Vigilance as part of Induction/ Mid-Career Training:

As per CVC guidelines to all CPSEs, 2-Days training module has been effectively implemented for MDL Executives at the Induction/Mid-Career level. Training has been imparted by MDL Vigilance Team to a total of 143 executives in 3 such batches during the year, in co-ordination with MDC.

7.2 Exposure visit of executives at NDDB Anand:

In terms of the CVC Letter No. 015/MXC/017 (Pt 16) dated 08 Jan 2021, MDL in coordination with NDDB, Anand organized Exposure Visit for executives at induction and mid-career level during the year. This training at NDDB was attended by 200 executives of MDL, in 04 batches for induction level and 04 batches for mid-career level executives.

7.3 Capacity Building initiative:

Vigilance executives are trained on various vigilance related aspects through internal & external resources; in turn these executives impart training to MDL Executives & Non-Executives

8. Governance & Sustainability

8.1 Corporate Governance

In terms of Regulation 34 read with Schedule V of SEBI (LODR) Regulations and the DPE Guidelines, a report on Corporate Governance for the year ended 31 March, 2022 has been prepared and annexed to this Report. The Company's Secretarial Auditor has issued a certificate on Corporate Governance and is appended to the Corporate Governance Report at Appendix 'D'.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.

8.6 Changes in the Board

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

Cmde. T.V. Thomas, IN(Retd) was appointed as the Director (Corporate Planning & Personnel) w.e.f. 02 Nov 2017 pursuant to appointment letter from Department of Defence Production, Ministry of Defence dated 26 Oct 2017. He superannuated on 30 June 2021, the Board placed on record its appreciation for the valuable support, contribution and guidance provided by Cmde. T.V. Thomas, IN (Retd) during his tenure.

Shri Biju George was appointed as the Director (Shipbuilding) w.e.f. 27 Oct 2021 pursuant to appointment letter from Department of Defence Production, Ministry of Defence dated 27 Oct 2021.

Shri. Mallikarjunara Bhyrisetty was appointed as Independent Director (Part Time Non- Official) w.e.f. 24 Dec 2021 pursuant to appointment letter from Department of Defence Production, Ministry of Defence dated 24 Dec 2021.

Shri. Shambhuprasad B Tundiya was appointed as Independent Director (Part Time Non- Official) w.e.f. 24 Dec 2021 pursuant to appointment letter from Department of Defence Production, Ministry of Defence dated 24 Dec 2021.

Smt. Neeru Singh Jagjeet Kaur was appointed as Independent Director (Part Time Non- Official) w.e.f. 27 Dec 2021 pursuant to appointment letter from Department of Defence Production, Ministry of Defence dated 24 Dec 2021.

Cdr. Vasudev Puranik, IN (Retd) was appointed as the Director (Corporate Planning & Personel) w.e.f. 09 June 2022 pursuant to appointment letter from Department of Defence Production, Ministry of Defence dated 08 June 2022.

8.7 Constitution of Audit Committee

The Board has constituted Audit Committee pursuant to the provisions of Section 177 of the Companies Act, 2013 and the Rules made thereunder. 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.

8.8 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.

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.

A Separate Meeting of Independent Directors in accordance with the provisions of the Companies Act, 2013 was held on 28 March 2022 and all the Independent Directors were present.

8.9 Corporate Social Responsibility

The Company is committed to all its stakeholders to conduct business in an economically, socially and environmentally sustainable manner as part of its CSR & Sustainability policy.

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

The CSR Budget of your company for the FY 2021-22 was Rs.14.13 crore (2% of average profit of the previous three financial years as per section 198 of Companies Act, 2013). In addition to above, a sum of Rs. 1.54 crore were carried forward from the previous financial year (2020-21). Out of total amount of Rs 15.67 crore, your company has spent Rs. 11.11 crore towards CSR activities during FY 2021-22 (current FY). Thus, A sum of Rs. 4.56 crore remains unspent as several projects/programs could not be accomplished/ completed due to delay in the submission of required documents and/or delay in execution of some projects by the implementing agencies .

Your Company has executed 57 projects as part of its CSR initiatives mainly in sectors of Education, Health & Sanitation, Skill Development and Village Development. Substantial contributions were also made by your Company to support the nation's fight against the Covid-19 pandemic, mainly in the aspirational district of Nandurbar and Government hospitals in Mumbai. The executed projects are in line with schedule VII of the Companies Act. The details of the major projects executed in FY 2021-22 are as under: -

a) COVID Management: Keeping MDL's commitment to support the nation's fight against the Covid-19

b) Nutrition, Health & Sanitation: Your Company has continued to support in transformation of 100 Anganwadis into Model Anganwadis in Nandurbar district. Your company has also completed construction of 06 Anganwadi centres in the Aspirational District of Nandurbar. Further, your company has supported procurement of 04 Digital X-Ray machines at Govt. Hospitals in Nandurbar district. In addition, MDL has supported Gift Milk project in Gadchiroli district (another Aspirational district of Maharashtra) under which fortified milk was supplied to Govt. School students.

MDL provided timely support to Ali Yavar Jung National Institute of Speech & Hearing Disabilities (Divyangjan) in Bandra (Mumbai) in establishment of cross-disability Early Identification & Intervention Centre. MDL has completed project of distribution of Assistive Aids to Person with Disabilities (Divyangjan) through ALIMCO in Nandurbar district.

pandemic, your Company has supported more than 600 doses of vaccines to local stakeholders. MDL has supported setting-up of 500 bedded dedicated COVID Hospital at Lucknow. Further, MDL had successfully installed Oxygen Plant at Bharat Ratna Dr. Babasaheb Ambedkar Memorial Hospital, Central Railway, Byculla, Mumbai. Besides these, MDL has also supported setting-up of 13 KL Oxygen Tank at Cama & Albless Hospital, Mumbai.

MDL has continued its support to District Administration Nandurbar (one of the Aspirational districts in Maharashtra) with Refrigerated Vaccination Van, medical equipment and medicines. Further to above, MDL has also supported Government Hospitals for COVID management in and around Mumbai area by providing CSR fund for supply of Medical Equipment.

MDL continued its project in supporting and counseling more than 72802 cancer patients at nine Regional Cancer Centres in 5 different States/UTs of India. Further, MDL provided much needed support for mentally challenged children and adults at Children's Home in Mankhurd and Bal Kalyan Nagari for the benefit of children who are victims of natural calamity, social apathy and loss of parents.

In line with the Swachh Bharat Mission of Govt. of India, your company has continued the clean-ship of peripheral areas around MDL. Further, MDL has completed construction of community toilet block at Bus Depot in Alibaug, Raigad District of Maharashtra.

c) Education Sector: Your Company has provided support to 33 Zila Parishad Schools through supply of Digital Interactive Boards in Nandurbar district (one of the Aspirational districts in Maharashtra).

MDL has continued its support for "MDL Super 10" project and a total of 25 students from Shahapur area have been supported to get quality education at Bhonsala Military School, Nagpur.

d) Village Development: Your Company has continued its support for Kharade Gram Panchayat in Shahapur District Thane under Model Village Development project and had taken several new initiatives on school education, drinking water and health sectors in the area.

e) Skill Development: Your company had continued its support for vocational training to 100 youths as Machine Operator in Plastics Processing and Injection Moulding trade in Aurangabad and Chandrapur through Central Institute of Petrochemical Engineering & Technology (CIPET). MDL has also supported skill training of 19 visually impaired youths in body massage and therapist trade in Nandurbar District through Gramin Shramik Pratisthan. Besides this, MDL has continued its support for apprenticeship training at Apprenticeship Training School, MDL.

f) Sports Development: MDL has provided support to Wheelchair Basketball Association of Maharashtra for development of Maharashtra Women and Men Wheelchair Basketball Team. This project has empowered disabled players through basketball. MDL has also supported 10 underprivileged athletes in shooting through Gagan Narang Sports Promotion Foundation to enable them train and participate in National/International events. MDL has supported Indian 470 Sailing Team in training for participation in Asian Games and Olympics through Yachting Association of India.

g) Support to Technological Incubators:

MDL has provided its support to Partner Incubators under Innovations for Defence Excellence towards developing innovation ecosystem.

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.

8.10 Environment and Pollution Control:

Your Company has engaged various initiatives towards sustainable development and energy conservation in the year under report. In alignment with the Government of India's policy to increase the quantum of renewable energy and to reduce energy consumption various projects were undertaken by your company as follows:

i) MDL is committed to reduce the consumption of energy generated by fossil fuel and to increase the generation of renewable energy to the maximum possible extent. MDL has already installed 1.85 MWp Roof Top solar power plant.

ii) Procured 2 nos. energy efficient IE3 level motors.

iii) Procured energy efficient Inverter based 05 nos. welding machines.

iv) Procured energy efficient inverter based 40 Nos. SMAW welding machines.

v) Procured 70 Nos. 150 W LED flood light fittings.

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.

8.11 Swachh Bharat Initiatives

Your Company, adhering to the Prime Minister's Swachh Baharat Abhiyaan, has been able to make positive impact in creating mass awareness movement in and around MDL and bring about lasting behavior change in the society through participation of employees at all levels as well as the people from the surrounding area.

In line with the Swachh Bharat Mission of Govt. of India, Your Company, in the 3rd wave of Covid-19 has created awareness to control the spread of Corona Virus through Cleanliness, Social Distancing and Use of Mask.

The Swachh Bharat Abhiyaan is underway at three levels

i) Within MDL Premises

ii) Outside MDL Premises/ Adjacent areas

iii) Rural areas

a) Activities within MDL Premises: -

Covid has brought in focus the need for cleanliness and hygiene more than ever before. Various campaigns were undertaken to spread awareness amongst the workforce resulting in enhanced use of face masks, cleanliness and social distancing, meeting the requirements of CAB (Covid Appropriate Behaviour). Multiple display boards were also put up at conspicuous locations showing various precautionary measures and also hazards of not wearing the mask. To further boost the efforts and to ensure constant attention, management directives & guidelines were promulgated from time to time in this regard.

Your Company has availed services of a professional facility management service provider which has immensely contributed towards the cause of sanitization during the pandemic.

A Swachhata Pakhwada was conducted with great deal for creating awareness by appointing Swachhta Doots in different workshops & Offices of MDL spreading key Messages of 'Wear Mask, Follow Physical Distancing, Maintain Hand Hygiene'. Tree plantation drive was also organized during "Swachhata Pakhwada". Considering the resumption of regular office activities, systematic sanitization work was carried out at Executive Mess, Canteens, Workshops & Offices, periodically.

b) Activities outside MDL Premises/ adjacent areas: -

Your company, keeping its commitment to keep the surrounding area clean, engaged cleanship- specific agency for carrying out daily cleaning of roads surrounding MDL. The organizers have equally spread awareness about cleanliness outside MDL premises, in the surrounding community by running mobile van. Shramdan by all employees, led by CMD and Directors is carried out at regular intervals.

c) Activities in Rural/ Other Areas:

In line with the Swachh Bharat Abhiyaan of Govt of India, Your company has completed construction of Public Toilet block at Alibaug Bus Stand under its CSR initiative. The Toilet block included 10 urinals, 08 IWC, and 08 Wash Basins along with 02 Janitor Rooms. The toilet building is Divyang friendly with a provision of ramp for Divyang users. Construction of school toilet at Karjat block of Raigad district is underway.

8.12 Particulars of Employees and Related Disclosures

In accordance with Ministry of Corporate Affairs notification no. GSR 463(E) dated 05 June 2015, Government Companies are exempt from Section 197 of the Companies Act, 2013 and rules thereof.

8.13 Extract of Annual Return

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

8.14 Directors' Responsibility Statement

As required under Section 134(3) (c) and 134(5) of the Companies Act, 2013 the Directors' Responsibility Statement is given as under, that:-

(a) In the preparation of the Annual Accounts for financial year ended 31 March 2022, the applicable Accounting Standards have been followed along with proper explanation relating to material departures;

(b) The Directors have selected such Accounting Policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the State of Affairs of the Company at the end of the Financial Year i.e. 31 March 2022 and of the Profit and Loss of the Company for the year ending on 31 March 2022;

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

(d) The Directors have prepared the Annual Accounts for the financial year ended on 31 March 2022 on a going concern basis;

(e) The Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and are operating effectively and

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

8.15 Statutory Auditors and their Report

The Comptroller and Auditor General of India under Companies Act 2013, appointed M/s. JCR &Co., Chartered Accountants Mumbai, as the Statutory Auditors of the Company for the financial year 2021-22. 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.

8.16 Comments of the Comptroller & Auditor General of India

The Comments of the Comptroller and Auditor General of India under Section 143 of the Companies Act 2013 are placed as a part of Annual Report.

8.17 Cost Auditors

M/s. Dhananjay V Joshi & Company, Mumbai, were appointed as Cost Auditors for conducting cost Audit of the Company under section 148 of the Companies Act, 2013 for the year 2021-22 and accordingly such accounts and records are made and maintained.

8.18 Secretarial Audit

M/s Ragini Chokshi & Co., Practicing Company Secretaries, Mumbai were appointed to conduct Secretarial Audit of the Company for the financial year 2021-2022 pursuant to provisions of Section 204 of the Companies Act, 2013 and Regulation 24A of the SEBI(LODR) Regulations, 2015. The Report of the Secretarial Audit in Form MR-3 is annexed to the Directors' Report as Appendix 3 and forms part of this report. The Report does not contain qualification, reservation or adverse remark except that the Company did not have sufficient numbers of Independent Directors on the Board of the Company as stipulated under the SEBI (LODR) Regulations, 2015.

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

8.19 Adequacy of Internal Financial Controls with Reference to The Financial Statements

i. The Company has an Internal Audit Department, which monitors compliances of Company's procedures, and policies with well-defined annual audit program and significant audit observations are reported to the Audit Committee of Board of Directors. The Internal Audit function is headed at the level of Deputy General Manager who is reporting directly to the Chairman & Managing Director.

ii. The implementation of SAP/ERP system has helped to strengthen the Internal Control Systems with its in built checks and balances at various level of operations and it has set up disaster recovery site at distant locations.

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

iv. Internal audit of specific areas of the Company's operations has been outsourced to Chartered Accountant firm. In addition to outsourced audit activities, other audit activities are carried out by inhouse 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.

9. Management Discussion &Analysis Report

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

10. Business Responsibility Report (BRR)

The Listing Regulations mandates the inclusion of the BRR as part of the Annual Report for the top 1000 listed entities based on market capitalization. In compliance with the Listing Regulations, we have integrated BRR disclosures into our Annual Report.

11. Future Outlook

Your Company has envisaged following measures of future outlook.

i. Infrastructure

Your Company is exploring the possibility for setting up a green field shipyard at its Nhava Yard in a phased manner with short term and long term developments plan. Short term development will enable MDL to facilitate the immediate use of the existing infrastructure for shipbuilding and ship repair business whereas long term development will facilitate the construction of large size vessels and submarines including major refit and repair.

To undertake the construction of advanced and next generation vessels, MDL intends to build a New Floating Dry Dock of 15000T capacity.

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

The progress of all the ongoing projects had been severely impacted due to the prolonged pandemic situation worldwide. However, all efforts are being made to complete these projects on priority.

ii. Submarine Project:

MDL has been shortlisted as one of the Strategic Partners (SP) for future Submarine project RFP from MoD for Submarine Project has been issued on 20 Jul 2021 to shortlist strategic partners.

iii. Parallel lines for Submarine Construction

Your Company has augmented necessary infrastructure for Submarine construction through a modernisation project. Presently, high level of skill has been developed in MDL for Submarine construction and at the same time local vendors have been developed for complex and high quality fabrication jobs. The skilled workforce of MDL and vendors are ready to take on new challenges in submarine construction.

iv. Diversification.

Your Company is also looking to diversify in the field of underwater equipment and platform, marine equipment and other platforms, heavy engineering equipment, offshore platform etc. For this a dedicated team has been formed in the submarine division to give boost to the diversification programme and utilize the available spare capacity.

Your Company has also penetrated into a new segment ie manufacturing of cargo containers and has successfully bagged orders of 2500 containers from Container Corporation of India Limited.

In order to diversify our revenue streams, Submarine repair activities is expected to be increased in the future since such activities get executed over a shorter period of time and result in the early booking of revenues.

v. Long Term Growth stategy.

In line with MOD's long-term aspirations for growth of Indian defence shipyards, it has been decided to appoint a consulting firm to provide management consulting services to achieve long term growth strategy in tune with the vision and also assist with enablers for the long-term vision as well as suitable implementation support for all four defence shipyards under MoD. Accordingly, MDL hired a Consultant in Sep 2021 for Strategic Advisory Services for devising business cum Growth Plan for all four DPSU Shipyards.

The study would target unleashing new era of growth in the history of the defence shipyards in India with the following goals:

• Achieve 6X revenue growth over a period of 10 years

• Establish defence shipyards as the de-facto no. 1 choice for Indian Armed forces requirements

• Identify new business frontiers across markets as well as products

• Promote import substitution & self-reliance with indigenous defence production/manufacturing

• Enable growth of India as regional defence production hub with internationalization & exports

• Achieve optimum utilization of resources and growth focused organization restructuring

• Augmentation of technological methods & processes in line with global best practices

The consultant has submitted the "Final

Implementation Roadmap Report" on 15th Apr 2022, which is under review.

vi. Exports:

a. Your Company has a rich legacy of building close to 800 ships since inception, a broad spectrum of exports carried out in the past comprising of more than 250 vessels, the impeccable quality of the products delivered that has been internationally acclaimed are all being leveraged in a concerted manner for exports. MDL's export portfolio covers a wide gamut of products comprising of new builds for civilian and military end-use, repairs of commercial vessels and refits of war vessels. Customized service portfolios wherein MDL can pitch-in as a Know-How Provider for specific needs of developing nations are also in the offer. The last export order was delivered in 2014 and now intends to revamp their presence in the export market. Highly competitive markets, changing technology, stringent quality criteria, increased expectations of the customer and low pricing of the products from North-East Asian countries are the realities.

b. Your Company intends to revamp its presence in the export market. MDL has been in dialogue with various Indian Embassies/High Commissions abroad to expand its product outreach to prospective customers. MDL is participating aggressively in the global tenders issued by various countries and are in dialogue with foreign navies to fulfil their requirements. The commercial shipbuilding sector world-wide is passing through a down turn and MDL is deeply aware of the situation. Nevertheless, the defence needs in the international market continues to rise. MDL has certain unique strengths and skill sets that have been painstakingly developed in the past eight decades and are adapted in the complex activities of weapon integration sensors for high tech defence platforms. This gives a cutting edge for MDL against their competitors and MDL is all set to cash-in this scenario. MDL has also appointed management representatives for canvasing MDL's rich legacy in construction of Naval and Non-Naval vessels and promoting MDL's products in the global market. The management representative will also facilitate expansion and growth of MDL business in near future.

c. In addition to constructing vessels, MDL is also ready to provide the services like design of warships and commercial ships, transfer of technology and imparting training in construction of large warships, auxiliary boats and ferries, handholding to the Customer's Shipyard for construction and first line repairs of Warships and auxiliary vessels and Training the technical teams from customer's side in the field of Setting to work of systems and Ship trials. Your company has the capability for Refit, overhaul and Life extension refits of Ships and Submarines. MDL has provided yard facility to a Singapore vessel and has berthed a Korean vessel for afloat repairs. MDL intends to tap the global ship repairs market for both naval and commercial Ships, and Submarines in future. MDL also has facilities & capacity for fabrication of Pressure hull subsections. Export of Pressure Hull sections to any other country manufacturing / procuring Scorpene class Submarines is being explored. Your Company also intends to undertake infrastructure development and become part of global supply chain for products.

d. Your company is exploring the possibility of converting the requirements of government agencies of target countries to projects under LoC. Efforts are on for pursuing exports with various countries following both the G2G route wherein the GoI have opened Lines of Credit with funding typically extended by EXIM bank as well as the B2B route with sovereign guarantee of the recipient nation.

e. Your Company's strategic positioning on the west coast of the country provides proximity to the main sea routes crisscrossing the Arabian Sea

and Indian Ocean with accessibility to Europe and Middle East. Tie-ups with other small shipyards in the country are in place. MDL has aligned itself with the new thrust on Defence exports. In this regard an international marketing team is functioning under Director (Shipbuilding). A road map for exports has been drawn-up, target countries have been identified and agents have been appointed in some of the territories where export potential exist.

Acknowledgements

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

VAdm. Narayan Prasad, AVSM, NM, IN (Retd) For and on behalf of the Board
Place: Mumbai Chairman & Managing Director
Date: 01 Sep, 2022 DIN:08644492