Your Directors are pleased to present the 32^nd annual report of Asian Energy Services Limited ('AESL' or 'the Company')
along with its audited financial statements for the financial year ended March 31,2025. The consolidated performance of the
Company and its subsidiaries has been referred to wherever required.

FINANCIAL RESULTS:

The Company’s financial performance, for the year ended March 31,2025 is summarized below:

DIVIDEND:

The Board of Directors are pleased to recommend dividend
@ 10% of the Face Value i.e., ' 1/- per equity share (face
value of ' 10/- each) for the year under review subject to the
approval of members at the ensuing Annual General Meeting
of the Company.

TRANSFER TO RESERVES:

The Company does not propose to transfer any amount to
reserves out of the profits earned during the financial year
2024-25.

REVIEW OF OPERATIONS / STATE OF AFFAIRS OF THE
COMPANY:

There has been no change in the nature of business of your
Company during the Financial Year 2024-25. Our Company
is engaged as a service provider to the energy and mineral
sectors, offering end-to-end services which extends across
the value chain, including geophysical data acquisition,
material handling, coal handling, operation and maintenance
('O&M').

We are one amongst the few companies in India providing
end-to-end services in the upstream oil segment, across
the value chain. The Company specializes in servicing the
value chain entirely, right from seismic data acquisition, data
analysis, building oil & gas facility to undertaking the O&M of
production facilities.

CONSOLIDATED FINANCIAL STATEMENTS:

Pursuant to the provisions of section 129(3) of the Companies
Act, 2013 ('the Act’) read with the rules framed thereunder,
a Statement containing the salient features of the financial
Statements of your Company's subsidiaries and associates
in form AOC-1 is annexed as Annexure A and forms a part
of the financial statement. The statement provides the
details of performance and financial position of each of the
subsidiaries and associates. In accordance with section 136
of the Act, the Audited financial statements, including the
consolidated financial statement, audited accounts of all the
subsidiaries and other documents attached thereto.

SUBSIDIARY COMPANIES:

The Company has 5 (Five) subsidiaries, 1 (one) step down
subsidiary and 4 (four) joint ventures as on March 31,2025.
There has been no material change in the nature of business
of the subsidiaries.

The consolidated financial statements reflect the operations
of all the subsidiaries (including one step down subsidiary)
viz. Asian Oilfield & Energy Services DMCC, AOSL Petroleum
Pte. Ltd., AOSL Energy Services Limited, Optimum Oil & Gas
Private Limited, Cure Multitrade Private Limited and Ivorene
Oil Services Nigeria Ltd (step down subsidiary) and four joint
ventures viz. Zuberi Asian Joint Venture, AESL FFIL Joint
Venture, Asian Indwell Joint Venture and Asian Oilmax Joint
Venture.

In terms of section 136 of the Act, the financial statements
of the Company, consolidated financial statements along
with relevant documents and separate audited accounts in
respect of subsidiaries, are also kept at the registered office
of the Company and are available on the website of the
Company.

PARTICULARS OF LOANS AND GUARANTEES GIVEN,
SECURITIES PROVIDED, AND INVESTMENTS MADE:

Particulars of loans, guarantees given and investments
made during the year, as required under section 186 of the
Act and schedule V of the Securities and Exchange Board
of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 ('SEBI LODR’ or 'Listing Regulations’),
are provided in the notes 7 to 9 of the standalone financial
statements.

RELATED PARTY TRANSACTIONS:

Your Company has historically adopted the practice of
undertaking related party transactions only in the ordinary
and normal course of business and at arm’s length as part
of its philosophy of adhering to highest ethical standards,
transparency, and accountability. In line with the provisions
of the Act and SEBI LODR, the Company has a policy for
related party transactions which is also available on the
website of the Company (www.asianenergy.com).

All the related party transactions are placed for prior
approval of the audit committee as well as the shareholders
for transactions which are material in nature.

All related party transactions that were entered into during
the financial year were on arm’s length basis and were in
the ordinary course of Company’s business. Disclosure of
Related Party Transactions, which are material in nature, as
required under Section 134(3)(h) of the Act in form AOC-2
enclosed to this report as Annexure B.

Related party transactions under Accounting Standard -
AS-18 are disclosed in the notes to the financial statements.

DIRECTORS' RESPONSIBILITY STATEMENT:

To the best of their knowledge and information and based
on the information and explanations provided to them by the
Company, your Directors make the following statement in
terms of section 134(5) of the Act:

a. that in preparation of the annual accounts for the
year ended March 31, 2025, the applicable accounting
standards have been followed and there are no material
departures from the same;

b. that 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
March 31, 2025 and of the profit of the Company for
that period;

c. that proper and sufficient care has been taken for
the 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 fraud and other irregularities.

d. that the directors have prepared the annual accounts
for the financial year ended March 31,2025 on a going
concern basis.

e. They 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. They have devised proper systems to ensure
compliance with the provisions of all applicable laws
and that such systems are adequate and operating
effectively.

DIRECTORS AND KEY MANAGERIAL PERSONNEL:

Mr. Aman Garg retires by rotation and being eligible offers
himself for re-appointment.

Mr. Aman Garg (DIN: 10415263) was appointed as Non¬
Executive Non-Independent Director w.e.f. May 03, 2024
and Mr. Anil Kumar Jha (DIN: 06645361) was appointed as
Independent Director w.e.f. May 14, 2024.

There has been no other change in the directors and key
managerial personnel during the year under review since the
last report. Detailed information on the directors is provided
in the Corporate Governance Report.

DECLARATION BY INDEPENDENT DIRECTORS:

The Company has received necessary declaration from all
Independent Directors of the Company confirming that they
meet the criteria of independence laid down in Section 149(6)
of the Act as well as under regulation 16(1)(b) of SEBI LODR.
There has been no change in the circumstances, which may
affect their status as independent director during the year.

BOARD EVALUATION:

The Board of directors have carried out an annual evaluation
of its own performance, Board committees, and individual
directors pursuant to the provisions of the Act and the
corporate governance requirements as prescribed by the
SEBI LODR.

The performance of the Board was evaluated by the Board,
after seeking inputs from all the directors on the basis
of criteria such as the board composition and structure,

effectiveness of Board processes, information and
functioning, etc. as provided by the guidance note on Board
evaluation issued by the Securities and Exchange Board of
India ('SEBI') on January 05, 2017.

The performance of the committees was evaluated by the
Board after seeking inputs from the committee members on
the basis of criteria such as the composition of committees,
effectiveness of committee meetings, etc.

The Board and the nomination and remuneration committee
reviewed the performance of individual directors on the basis
of criteria such as the contribution of the individual director
to the Board and committee meetings like preparedness on
the issues to be discussed, meaningful and constructive
contribution and inputs in meetings, etc.

In a separate meeting of independent directors, performance
of non-independent directors and the Board as a whole
and Chairman of the Company was evaluated, taking into
account the views of executive directors and non-executive
directors. The same was discussed in the Board meeting
that followed the meeting of the independent directors,
at which the performance of the Board, its committees,
and individual directors was also discussed. Performance
evaluation of independent directors was done by the entire
Board, excluding the independent director being evaluated.

FAMILIARIZATION PROGRAMME FOR THE INDEPENDENT
DIRECTORS:

In compliance with the requirements of SEBI LODR, the
Company has put in place a familiarization program for
the independent directors to familiarize them with their
role, rights and responsibilities as directors, the working
of the Company, nature of the industry in which the
Company operates, business model, etc. The details of
the familiarization program are explained in corporate
governance report.

The familiarization program for the independent directors is
placed on the website of the Company at www.asianenergy.
com.

POLICY ON DIRECTORS' APPOINTMENT AND
REMUNERATION AND OTHER DETAILS:

The current policy is to have an appropriate mix of executive,
non-executive and independent directors to maintain the
independence of the Board and separate its functions
of governance and management. The details of Board
and committee composition, tenure of directors, areas of
expertise and other details are available in the corporate
governance report that forms part of this Annual Report.

The policy of the Company on directors’ appointment
and remuneration, including the criteria for determining

qualifications, positive attributes, independence of a director
and other matters, as required under sub-section (3) of
Section 178 of the Act, is available on our website at www.
asianenergy.com.

MEETINGS OF THE BOARD OF DIRECTORS AND ITS
COMMITTEES

The Board of Directors of the Company met 5 (five) times
during the year on May 05, 2024, August 12, 2024, August
27, 2024, November 12, 2024, and February 12, 2025 to
deliberate on various matters. The details of the meetings
of the Board and its committees held during the year are
stated in the corporate governance report forming part of
this Annual Report.

MATERIAL CHANGES AND COMMITMENTS, IF ANY,
AFFECTING THE FINANCIAL POSITION OF THE COMPANY
WHICH HAVE OCCURRED BETWEEN THE END OF
FINANCIAL YEAR OF THE COMPANY TO WHICH THE
FINANCIAL STATEMENT RELATE AND THE DATE OF THE
REPORT:

There have been no material changes and commitments
which affect the financial position of the Company that have
occurred between the end of the financial year to which the
financial statements relate and the date of this report.

MANAGEMENT DISCUSSION AND ANALYSIS:

In terms of the provisions of Regulation 34 of the SEBI LODR,
the management Discussion and analysis has been given
separately and forms part of this report.

INTERNAL FINANCIAL CONTROL SYSTEMS AND THEIR
ADEQUACY:

The Company’s Internal Financial Controls ('IFC’) is
commensurate with the size and operations of the business
and is in line with the requirements of the Act. This framework
includes well-documented policies, procedures and
Standard Operating Procedures ('SOP’), specific to respective
processes. Regular management review processes evaluate
various policies for the dynamic and evolving business
environment. Furthermore, our internal auditors undertake
rigorous testing of the control environment of the Company.

CORPORATE SOCIAL RESPONSIBILITY ('CSR'):

In terms of the provisions of Section 135 of the Act read
with the Companies (Corporate Social Responsibility Policy)
Rules, 2014, ('CSR Rules’) the Board of Directors of your
Company has constituted a Corporate Social Responsibility
committee chaired by Mr. Nayan Mani Borah, Independent
Director. Other Members of the Committee are Mr. Mukesh
Jain, Non-executive Director and Dr. Rabi Narayan Bastia,

Non-Executive Director. Your Company also has in place a
CSR Policy which is available at www.asianenergy.com.

Your Company's CSR activities include promoting education,
healthcare, eradicating hunger, poverty and malnutrition,
empowering women and rural development projects. The
Annual Report on CSR activities and expenditure, as required
under sections 134 and 135 of the Companies Act, 2013 read
with Rule 8 of the Companies (Corporate social Responsibility
Policy) Rules, 2014 and Rule 9 of the Companies (Accounts)
Rules, 2014, is provided as Annexure C.

SAFETY, ENVIRONMENT AND HEALTH:

The Company’s commitment to excellence in health and
safety is embedded in the Company’s core values. The
Company has a stringent policy of 'safety for all', which
drives all employees to continuously break new ground
in safety management for the benefit of people, property,
environment and the communities where we operate on
sites.

The Company respects human rights, values its employees
and the communities that it interfaces with. The Company
is aware of the environmental impact of its operations, and
it continually strives to reduce such impact by investing in
technologies and solutions for economic growth.

The Company considers safety, environment and health as
the management responsibility. Regular employee training
programs are in place throughout the Company on safety,
environment and health and has well identified and widely
covered safety management system in place for ensuring,
not only the safety of employees but surrounding population
of the project sites as well.

POLICY ON PREVENTION, PROHIBITION AND REDRESSAL
OF SEXUAL HARASSMENT AT WORKPLACE:

The Company has zero tolerance for sexual harassment
at the workplace and has adopted a policy on prevention,
prohibition and redressal of sexual harassment at the
workplace, in line with the provisions of the Sexual
Harassment of Women at Workplace (Prevention, Prohibition
and Redressal) Act, 2013 and the Rules made thereunder.
The policy aims to provide protection to employees at the
workplace and prevent and redress complaints of sexual
harassment and for matters connected or incidental thereto,
with the objective of providing a safe working environment,
where employees feel secure.

The Company has not received any complaint of sexual
harassment during the financial year 2024-25.

VIGIL MECHANISM/ WHISTLE BLOWER POLICY:

We have embodied the mechanism in the code of conduct
of the Company for employees to report concerns about
unethical behaviour, actual or suspected fraud or violation
of our code of conduct. This mechanism also provides for
adequate safeguards against victimization of employees
who avail of the mechanism and also provide for direct
access to the chairman of the audit committee in exceptional
cases and no personnel have been denied access to the audit
committee. The Board and audit committee are informed
periodically on the cases reported, if any, and the status of
resolution of such cases.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE
REGULATORS OR COURTS:

There are no significant and material orders which have
been passed by the regulators or courts or tribunals which
would impact the going concern status of the Company and
its future operations.

DISCLOSURE REQUIREMENTS:

As per SEBI LODR, corporate governance report with a
certificate from Practicing Company Secretary ('PCS’)
thereon and management discussion and analysis are
attached, which form part of this report.

HUMAN RESOURCES:

The human resource plays a vital role in the growth and
success of an organization. The Company has maintained
cordial and harmonious relations with employees across
various locations.

The Company continuously invest in attraction, retention
and development of talent on an ongoing basis. A number of
programs that provide focused people attention are currently
underway. Your Company’s thrust is on the promotion of
talent internally through job rotation and job enlargement.

DEPOSITS FROM PUBLIC:

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

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION,
FOREIGN EXCHANGE EARNINGS AND OUTGO:

The particulars as prescribed under section 134(3)(m) of the
Act read with Rule 8 of The Companies (Accounts) Rules,
2014, are:

a. Conservation of Energy : NIL

b. Technology Absorption : NIL

c. Foreign exchange earning & outgo:

PARTICULARS OF EMPLOYEES AND REMUNERATION:

The information required under section 197(12) of the Act
read with Rule 5 (2) and (3) of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014 is
provided in the Annexure D forming part of the Report.

AUDITORS AND AUDITORS' REPORT
(1) Statutory Auditors:

M/s. Walker Chandiok & Co., Chartered Accountants
were appointed as the Statutory Auditors of the
Company in the Annual General Meeting (AGM) of the
Company held in the year 2020 for second term for a
period of 5 years till the conclusion of the ensuing AGM
to be held in year 2025.

Further, as per the provisions of section 139(2), a listed
company shall not appoint or re-appoint an audit firm
as auditor for more than two terms of five consecutive
years. Accordingly, the tenure of M/s. Walker Chandiok
& Co. will come to an end in the ensuing AGM of the
Company.

Now, it is proposed to appoint M/s. SGCO & Co. LLP,
Chartered Accountants as the Statutory Auditors of
the Company for a term of five consecutive years from
conclusion of ensuing 32nd Annual General Meeting till

the conclusion of the 37th Annual General Meeting to
be held in the year 2030. The appointment is subject
to the approval of members at the ensuing Annual
General Meeting.

Pursuant to section 141 of the Act, the statutory
auditors have represented that they are not disqualified
and continue to be eligible to act as the auditor of the
Company.

Statutory Auditor's Report

The Statutory Auditors have issued an Audit Report with
unmodified opinion on Standalone and Consolidated
Results for the period ended March 31,2025.

(2) Secretarial Auditors:

Pursuant to the provisions of section 204 of the Act
and the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, the Board of
directors of the Company had appointed Mr. Hemanshu
Kapadia of Hemanshu Kapadia & Associates, Practicing
Company Secretaries to undertake the secretarial audit
of the Company for the year ended March 31,2025. The
secretarial audit Report is annexed as Annexure E.

The following observations were noted by the
Secretarial Auditors:

i. Intimation of Declaration of unmodified opinion
for the financial year ended March 31,2024 was
filed with delay.

ii. XBRL intimation for appointment of Mr. Aman
Garg as Non-executive, non- independent Director
was filed with delay. However, intimation in PDF
mode was filed in due time.

Management's Response:

The Company regrets the inadvertent delay in filing of
the above-mentioned submissions. Going forward, the
Company will ensure that the documents are submitted
within the prescribed timelines.

Cost records and cost audit:

Maintenance of cost records and requirement of cost
audit as prescribed under the provisions of section 148
of the Act are not applicable for the business activities
carried out by the Company.

Reporting of frauds by auditors:

During the year under review, neither the statutory
auditors nor the secretarial auditor has reported to the
audit committee, under Section 143(12) of the Act, any
instances of fraud committed against the Company by
its officers or employees, the details of which would
need to be mentioned in the Board’s report.

Share Capital:

The paid-up equity share capital as on March 31,2025
was ' 44.77 Crores. During the year under review,
38,50,000 convertible warrants were converted into
equity shares. Accordingly, the paid-up equity share
capital increased from ' 40.92 Crores to ' 44.77 Crores.
The Company has not issued shares with differential
voting rights.

Employees' Stock Option Plan:

Your Company has instituted various employees’ stock
options plans from time to time to motivate and reward
employees. The ESOP compensation committee
administers these plans. The stock option plans are
in compliance with the Securities and Exchange Board
of India (Share Based Employee Benefits and Sweat
Equity) Regulations, 2021, as amended from time to
time. ('Employee Benefits Regulations’).

The members at their meeting held on September 27,
2021 and through Postal Ballot passed on March 16,
2024 had approved the Asian Energy Services Limited
- Employee Stock Option Plan - 2021 ("AESL ESOP
2021") & Asian Energy Services Limited - Employee
Stock Option Plan - 2024 ("AESL ESOP 2024")
respectively ("together referred to as "ESOP Plans")
authorizing grant of not exceeding 3,80,744 (Three Lakh
Eighty Thousand Seven Hundred Forty-four) options to
the eligible employees under each plan.

Details of AESL ESOP 2021 are as follows:

Under AESL ESOP 2024, 3,80,744 stock options were
granted to the employees on January 25, 2025. Since,
the options have not yet been vested, no options were

exercised under AESL ESOP 2024 as on March 31,
2025.

Appropriate disclosure prescribed under the said
Regulations with regard to the ESOP Plans is available
on the Company’s website at www.asianenergy.com.

Compliance with Secretarial Standards:

The Company has complied with all the applicable
provisions of secretarial standards - 1 and secretarial
standards - 2 relating to 'Meetings of the Board of
Directors’ and 'General Meetings’, respectively issued
by the Institute of Company Secretaries of India. ('ICSI’)

Annual Return:

Pursuant to section 92(3) and section 134(3)(a) of the
Act, the Company has placed a copy of the annual
return as at March 31, 2025 on its website at www.
asianenergy.com.

Other Disclosures:

Your directors state that disclosure or reporting is not
required in respect of the following items as there were
no transactions relating to these items during the year
under review:

a) issue of equity shares with differential rights as to
dividend, voting or otherwise.

b) details relating to deposits covered under chapter
V of the Act.

c) voting rights which are not directly exercised
by the employees in respect of shares for the
subscription / purchase of which loan was given
by the Company (as there is no scheme pursuant
to which such persons can beneficially hold
shares as envisaged under section 67(3)(c) of the
Act).

d) the details of 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.

e) t he details of difference between amount of the
valuation done at the time of one-time settlement
and the valuation done while taking loan from
the banks or financial institutions along with the
reasons thereof.

Acknowledgement:

The Board places on record its deep appreciation for the continued support received from various clients, vendors,
suppliers and technical partners, bankers, government authorities, employees at all levels and stakeholders, in furthering
the interest of the Company.

On behalf of the Board of Directors of
Asian Energy Services Limited

Nayan Mani Borah

Place: Mumbai Chairman

Date: August 12, 2025 DIN: 00489006