Your Directors present the 33rd Annual Reportof the Company along with the Audited FinancialStatements for the financial year ended 31stMarch 2025 ('FY 2024-25')
Particulars
Year ended31 March 2025
Year ended31 March 2024
Profit/(Loss) before exceptional items, tax, interest and depreciation
11.6
(695.4)
Less: Interest/Finance costs
247.2
579.5
Less: Depreciation and amortisation expense
144.6
148.8
Profit/(loss) before exceptional items and tax from Continuing Operations
(380.2)
(1,423.7)
Exceptional item
-
Profit/(loss) before tax
Provision for taxation
Current tax
Deferred Tax charge (credit)
Profit/(loss) after tax from continuing Operations
Discontinued Operations
Profit( )/Loss(-) from discontinued operations before exceptional gain
(328.7)
(347.1)
Exceptional items - Gain on sale of discontinued operations
2,953.3
Profit( )/Loss(-) before tax from discontinued operations
2,624.6
Provision for Taxation
Current Tax
326.3
Deferred Tax/(Credit)
Net Profit( )/Loss(-) after tax from discontinued operations
2,298.3
Net Profit( )/Loss(-) for the period/year
1,918.1
(1,770.8)
Balance brought forward from previous year in the statement of profit and
(2,638.9)
(868.1)
loss
Profit available for appropriation
(720.8)
Appropriations
a) Transferred to General Reserve
b) Dividend paid
c) Corporate Dividend Tax paid
Balance carried forward to Balance Sheet
Proposed Dividend
In compliance with the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,2015 ('the Listing Regulations'), as amended from time to time, your Company has adopted a Dividend Distribution Policy. Thispolicy specifies the parameters of distribution of dividend with objective of delivering sustainable value to its stakeholders. TheDividend Distribution Policy of the Company is annexed as 'Annexure A' to this Report.
After reviewing the annual financial statements of the Company for FY 2024-25, the Board did not recommend any dividendfor the said financial year.
Economic Outlook:
The global economic landscape is currently undergoing a periodof transformation, driven by evolving trade policies and an uptickin global demand. Despite initial concerns stemming from theUnited States' recent tariff adjustments, the outlook for 2025presents a unique opportunity for businesses and investors torecalibrate strategies. The pause in tariff escalations expectedlater this year could offer a window for stabilizing trade relations,fostering a more predictable economic environment. Althougha degree of caution is anticipated, this phase also presents achance to strengthen long-term resilience and build adaptivestrategies for navigating future uncertainties.
In the energy sector, the demand for electricity is set to risesignificantly between 2025 and 2027, driven primarily byemerging markets. China, India, and Southeast Asia will be atthe forefront of this growth. The International Energy Agency(IEA) projects an unprecedented increase in electricity demand,which will largely be met by clean energy sources, contributingto global efforts to reduce carbon emissions and ensuringsustainable energy demand.
India's energy sector is poised to experience significant growth,
with electricity demand projected to increase by 6.3% annuallyfrom 2025 to 2027. This is driven by the country's strongeconomic expansion, increasing electrification, and risingownership of air conditioning systems, which is responding tothe country's warmer climate. The robust growth in electricitydemand is a clear indicator of India's advancing industrialand technological landscape. Moreover, India is focusing onexpanding renewable energy capacity, with a target of 500 GW.
In India, while coal's role in the energy mix continues to becrucial, the country is strategically balancing its focus onrenewable energy with the ongoing importance of coal inmeeting its growing energy demands. In 2024, coal demandin India rose by 5.5%, driven by strong performance in sectorssuch as power generation and industrial production. To ensurecontinued energy security and support its ambitious economicgrowth targets, India has set a goal to increase coal productionto 1.5 billion tons by 2030. This approach will help maintain areliable and diversified energy mix, facilitating the country'songoing transition to renewable energy sources while ensuringthat it can meet its rising energy needs.
At GE Power India Ltd, the financial year 2024-25 wasinstrumental as we embarked upon a business strategy witha focus on high margin, cash accretive deals with fastercash conversion cycle. We de-risked EPC and focused onEP business; while growing core services segment throughpenetration in OEM fleet.
During the year, GEPIL has secured a series of significant orders,underscoring its strong performance in core services andglobal expansion. Notable contracts include the refurbishmentof Birsinghpur boiler spares, supply of ST spares for NTPCRihand, and generator rotor rewinding (210 MW) for Birsinghpur.Additional major orders include the Vindhyachal ST upgradeunder India's 60 GW pipeline, Danieli Corns wheel assemblyfor SAIL, and mill spares for CENAL ELEKTRIK in Turkey.Furthermore, dispatches are in progress for a JSW Mingo exportproject to the USA. GEPIL's strategy focuses on expandingservice offerings, enhancing capacity, and increasing its globalmarket presence.
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Your Company's execution unit at Noida and Manufacturingfacility at Durgapur, West Bengal are capable of designing andmanufacturing supercritical and ultracritical boilers, using thelatest manufacturing technologies. Your company accomplishedthese significant milestones in FY 24-25.
♦ 1X660 MW Bhusawal: Trial run for commercial operationdeclaration is completed.
♦ 1X660 MW Panki : Trial run for commercial operationdeclaration is completed.
♦ 3X660 MW North Karanpura: PG test completed for Unit 2.
♦ 2X800 MW Telangana: PG test completed for Unit 1.
♦ 2X660 MW Suratgarh: PG test completed for Unit 1.
♦ 2X800 MW Darlipali: PG test completed for Unit 2.
♦ 3X800MWPartatu: Synchronization completedfor Unitl.
♦ Supply completed for 2 upgrade project forVedanta Jharsuguda.
♦ Multiple supplies completed for core services including-Economiser coil, NOx Sofa, Coal nozzle, Bend tubes,reheater coil and panels for various customers likeNTPC, MPPGCL Birsighpur, JPL Tamnar, PPGCL Bara ,JSPL ,KPCL , Elindustan Zinc Ltd & Maithon Power.
♦ Pressure vessels supplied to L&Tfor lOCLPanipat refinery.
♦ Coal Burners supplied to JPL Tamnar and Hindustan Zinc
♦ Breakthrough order for Cryogenics from "Air Water India"A/c SAIL Durgapur
♦ Pressure Vessels for "Mundra Petrochem Ltd (Adani)”
Key milestones from Durgapur factory
Spare parts/services for power plant equipment:
♦ Karabiga Plant -Cenal Elektrik, Turkey
♦ Loy yang Plant - AGL, Australia
♦ Hassyan Plant - NOMAC, UAE
1. Pressure Vessels & Petrochemical Equipment
♦ L&T Pressure Vessels: Supply of SS304HShop Fabricated Hoppers, E&C andmandatory spares to L&T.
2. Steel & Metal Equipment
♦ Oxygen Lance supplied to Tata Steel
a JSW Mingo, USA - Ladle Cover, Center piece.
a Water cooled Ducts: Supply of Water Cooledladle Cover, Water Cooled Center Plate forPrimetals Technologies.
a Supply of Moveable Elbow Water cooledDuct Non Cooled Duct , Piping .support forPrimetals technologies.
♦ Supply of De-watering wheel to Danieli Corus.
3. Cryogenic Equipment
♦ Direct Contact Air Cooler (DCAC) supplied toMundra Petrochem Limited (MPL)
♦ Evaporator Cooling Tower (EVC) supplied to MundraPetrochem Limited (MPL)
O '='
Export:
♦ Tanjung Mill Malaysia Classifier parts &Karabiga CENAL Turkey
♦ For the first time successfully supplied 210 MW BeaterWheel Mill Door Components- NLC.
♦ Various other Mills component and spare part- suppliedfor NTPC, PPGCL Bara
FGD
♦ Successfully supplied absorber shell plate to AdaniUdupi and GSECL
♦ 3X660 MW NTPC Sipat WFGD: All three units 720 Hourstrial operation completed including 72 hours at full load.
♦ 4X500 MW NTPC Simhadri WFGD: Completion offacilities milestone achieved for Unit-4 and Unit-1.
♦ 5X210 MW NTPC Unchahar Stage-I, II, III WFGD: Trialoperation completed for both FGD Units, and facilitiescertificate issued for Unit 1,2.
♦ 3X500 MW APCPL Jhajjar WFGD: Completion offacilities milestone achieved for Unit-2 and a 10-yearO&M work order received from NTPC for Unit-1 and Unit-2, contract kick-off done.
♦ 2X660 MW NTPC Solapur WFGD: Performanceguarantee tests successfully demonstrated.
♦ 2X660 MW NTPC Tanda WFGD: Trial operationcompleted, and completion of facilities milestoneachieved for Unit-6.
♦ 2X800 MW NTPC Telangana WFGD: Completionof facilities milestone achieved for both units,Category-I PG tests conducted and successfullydemonstrated for Unit 2.
♦ GSEPL Sikka WFGD: Site construction work underway.
♦ Matarbari SWFGD and ESP: Unit-2 PG tests completedfor SWFGD and ESP.
♦ MB Power Anuppur WFGD (EP Project): Successfullycompleted hot commissioning for both units.
♦ Adani Udupi WFGD (EP Project): 100% Suppliescompleted for both the units within schedule timelines.
♦ Your Company continued investing in R&D/New ProductIntroduction (NPI) fund throughout the year. Theseinvestments along with CAPEX in tools and instrumentsis helping your Company grow its Services businesscreating differentiation and value for the customers.
♦ In 2025, a study confirmed the feasibility of co-firing50% torrefied biomass with coal at NTPC Tanda,requiring only combustion and control loop tuning. NTPCacknowledged the report with minor comments andinvited GEPIL to participate in a similar validation testat another plant.
♦ 2X210 MW ST upgrade under execution which will behelping in C02 reduction of ~0.9 MMT/ Yr post R&M forWanakbori and Vindhyachal.
♦ Coromax is a Micro-Pulser based Power supply unitis implemented in GEPIL-FLS Agreement-for ESPRETROFITS It generates a total peak or pulse voltage ofapproximately 140 kV which is almost double the voltageof a conventional DC supply.
♦ Successfully dispatched firing system-Burner Spare toHassyan Energy Phase 1 P.S.C, Dubai, UAE.
♦ Successfully dispatched HP1103 Mill Dynamic ClassifierSpares to M/S Malakoff Corporation Berhad (1X1000MW),TPP, TANJUNG, MALAYSIA.
♦ GEPIL on-site journal machining tool was awarded GOLDAward under breakthrough category (Kaizen theme) at49th CM event. It was later successfully deployed for anoutage conducted at Renusagar Power Division.
♦ Successfully completed DeNox and Economisermodification job of Harbin Make Boiler, 600 MW forVedanta Jharsuguda.
♦ Successful! completion of PG test conducted at Dhariwal2x300 MW, Haldia 2x300 MW, NTECL Vallur Unit 3 andNTPC Barauni, Unit 9 UPRVUNL and Tata Maithon Unit 2.
♦ Successfully completed the replacement of J-strap,restored and synchronized with grid post-L2 rotor repairactivity for JITPL Derang BHEL make 600 MW Unit 1.
♦ Celebrated two years of successful operation afterCombustion Modification in U#8 at NTPC Barauniwith Senior leadership. Customer is very satisfiedperformance of work executed by our great team.
♦ Successfully executed major overhaul of 76 MW Unit 5including execution of additional jobs of on-site repair ofGBC, FOAK On-site Journal polishing of turbine rotor atHindalco-RenuSagar.
♦ Successful rewinding of a 250MW BHEL make stator forour customer Jindal Power Limited.
♦ First of a kind major inspection on 660MW GigatopGenerator and B-inspection of Turbine was successfullyperformed on Unit 1 for NTPC Solapur & NTPC Tanda.
♦ Conducted a knowledge sharing program to Gujrat StateElectricity Corporation Ltd. at our training facility inDurgapur factory with topics related to safe operation,design and engineering, manufacturing, decarbonisationtechnologies and boiler tube leakage detectionand its solution.
♦ First of a kind De-NOx project was carried out on BHEL600MW unit for Jindal Power Limited, Tamnar ThermalPower Plant, Raigarh.
♦ Successfully completed the outage and commissioningof the Maithon NOx abatement system for Unit 2 forMaithon Power Ltd. This significant Project milestoneresulted in a remarkable 40% reduction in NOx emissions,from 600 mg/nm3 to 360 mg/nm3, thereby enhancingthe environmental performance of the thermal fleet.
♦ Completed Pendent Reheater Coils replacementwork, supply of waterwall panel in U#1 and Reheaterreplacement in Unit 2 for MPPGCL-Birsinghpur (200 MW).
♦ Delivered major overhaul of 1500 MVA Short-CircuitGenerator of Unit 2 at CPRI Bhopal and on-site repair/rectification of rotor earth fault finding in 2500 MVAshort-circuit Generator at CPRI Bangalore.
♦ CUPROPLEX Cleaning of Generator Stator winding wassuccessfully completed in Unit 6 for NTPC-Kahalgaon.
♦ Completed outage with refurbishment on Chinese (OEM)ESP Unit 2 300 MW at WBPDCL Sagardighi.
♦ Supplied Stator Bars for 500MW Unit at Rihand powerplant after inspection and dispatch clearance from NTPC.
♦ Received operational acceptance certificate for eightunits across Anpara (2X500 MW), Harduaganj (2X250MW), and Parichha (2X250 MW and (2X210 MW).
♦ Completed the Turbine Protection System Upgrade forUnit 1 for NTPC Rihand.
♦ Delivered a record 3800 MT of pressure parts with30% less lead time to VAL Jharsuguda, JPL Tamnar andMPPGCL Birsinghpur.
Your Company's Automation & ControlSolutions and Technology in Noida isknown to be one of the leading executioncenters for project execution globally inthe vicinity of Automation and Industrialsolutions. Your Company achievedfollowing Milestones in the FY 2024-25:
♦ Completed ALSPA HMI upgrade for Chamera HydroPower Plant, Chamba
♦ Commissioned partial upgrade of AVR Panel for PPLZuari Agro, JSW (Ind Bharath), NFL Vijaipur andNEEPCO in India.
♦ Commissioned OPC client communication forNHPC Dhauliganga.
♦ Commissioned Sabarmati HMI Upgrade in Q1 2025.
♦ Supplied spares for DCS System for variousprojects Sabarmati, Adani Mundra, Adani Godda,Telangana, Mouda.
♦ Supplied 1 unit of AVR to JSW (Ind Bharath), JharsugudaOdisha in Q1 2025.
♦ Supplied 1 unit of Generator Health & Monitoring Systemto JPL Tamnar, 250 MW plant, Chhattisgarh in <31,2025.
♦ Supplied spares for Excitation System/AVR for variousprojects e.g. Khatima, Adani Godda, Tanda, HZL, Tidong.
♦ Supplied AVR Panel for 2 Units of Lanco Reliance,Gujarat in Q3 2024.
♦ Completed ALSPA HMI upgrade with Cyber Packages forMalmo Power Plant, Hungary in Q3 2024
♦ Implemented cyber packages for Manjung4
♦ Services delivered for Excitation System forHulu (Malaysia), Tallawara (Australia) and DCSSystem- Zubair (Iraq)
The Gas Power business of your Company is actively involvedin supporting managing projects in South Asia region, and gasprojects globally for Engineering, Procurement and Constructionservices.
The Gas Power Noida Execution center of your Companyis presently engaged in supporting Project Management,Engineering, Procurement, Construction and commissioningfor GE Vernova's scope in some of key gas power projects inthe South Asia region which are Summit Meghanghat II, UniqueMeghnaghat in Bangladesh.
Further engineering team of Gas power is engaged in carryingout basic and detailed engineering for global gas power projectsfor extended scope, Equipment only and Aero projects for mainmachine accessories, balance of plant equipment and systems,Heat Recovery Steam Generator. Some of the key projectswhere the team is involved are Hsinta, Taichung projects partof Taiwan power corporation megadeal, Chung Chia in Taiwan;Ostroleka in Poland. Projects in Saudi like Qassim 18.2, Ghazlan1&2 Expansion are some of the Equipment only projects.
In the first quarter, your company successfully lowered theUnit 3 Stator, a 400MT piece of equipment, at the SubansiriProject site. This accomplishment marks the third successfullowering at this hydro power plant, underscoring your company'sexceptional capabilities in handling complex and large-scaleengineering tasks.
In the third quarter, Your company safely and successfullylowered the Unit 4 Stator, weighing 440 MT, and the Rotorfor Unit 3, weighing 674 MT, at the project site. These criticaladvancements highlight your company's dedication to pushingthe boundaries of engineering and ensuring the successfulexecution of key components within the project.
Your Company led the Clover project reached the final stageof its engineering phase with the successful completion ofthe Factory Acceptance Test (FAT) and Incremental ProductImprovement (IPI) action on the control system platform, allconducted in the presence of the customer. Additionally,completed the FAT of the Governing System (TSLG) for the
project. Over the course of 24 months, your company conductedapproximately 76 inspections using a combination of online,in-person, and third-party inspection methods, showcasingrigorous approach to quality assurance by achieving over 95%First Pass Yield.
Lower Solu Project: Advancing PowerInfrastructure with Successful High VoltageTesting
Your Company made a pivotal achievement in the Lower SoluPower Plant project in Nepal, marking a significant advancementin power evacuation readiness. The High Voltage test of the132 KV Gas Insulated Switchgear (GIS) has been successfullycompleted at the 2X41 MW Lower Solu Power plant. Thisaccomplishment represents a critical step in the project'sdevelopment, ensuring the reliability and efficiency of thepower transmission infrastructure.
Angat: Timely Achievements in HydropowerAdvancements
Your Company completed the Angat Auxiliary Unit 2 ahead ofschedule, successfully synchronizing it with the PhilippinesGrid. This achievement not only highlights your company'scapability to meet stringent timelines but also reinforces it'sdedication to enhancing grid reliability.
Continuing our progress, the fourth quarter marked the receiptof two new Provisional Acceptance Certificates (PACs) inJanuary 2025 for Auxiliary Unit 2 (AU2) and Main Unit 4(MU4). These units represent key components of the project,showcasing your company's ongoing commitment to advancingthe Angat project's objectives and supporting sustainableenergy infrastructure in the region.
Super Trishuli: Empowering Nepal's EnergyTransition with 100 MW Hydropower Deal
Your Company has been selected by Blue Energy Limited (BEL)to deliver a transformative 100 MW project in a nation thatdepends significantly on hydroelectric power. This agreemententails the supply of three advanced Bulb Machines, comprisingtwo units of 33.33 MW and one unit of 33.34 MW, for the SuperTrishuli Hydropower project.
This milestone signifies your company's commitment tosupporting sustainable energy initiatives and advancinghydroelectric infrastructure in Nepal, further cementing our rolein fostering energy independence and resilience in the region.
Kundah: Engineering Excellence in Spiral Caseand Stay Ring Milestones
Your company has achieved the successful assembly andhydro testing of the Spiral Case and Stay Ring for Unit #4. This
accomplishment reflects your company's effective partnershipwith new suppliers, ensuring adherence to rigorous standardsand quality assurance.
Your Company achieved the Long Stop Delivery Date, a crucialmilestone made possible by the readiness of the Stator andRotor and the on-time delivery of all required materials. Yourcompany successfully dismantled the old machinery, paving theway for the installation of new turbine, generator, and Balanceof Plant (BOP) equipment supplied by GE Vernova. This criticalphase sets the stage for advancing the project's objectivesand enhancing its operational capabilities.
Your Company has successfully upgraded the governing systemfor the 4x70 MW Koyna Stage I project, by completing the supply,erection, and commissioning of the governing system. Thisachievement highlights our technical expertise and dedicationto delivering high-quality engineering solutions.
Your Company has successfully completed the mechanicalwet spinning of the first variable speed Pumped StoragePower (PSP) machine in India on 3rd August 2024. Progresscontinued in the third quarter with the successful positioningof the last Rotor, culminating in the safe installation of all fourunits' Rotors. This achievement was a result of meticulousplanning and collaboration by your company.
Furthering the success, the Tehri Pumped Storage hydropowerplant produced its first kilowatt-hour of electricity in the fourthquarter of 2024, marking a pivotal moment in the project'soperational journey.
Your Company recently achieved a milestone by successfullycompleting the Factory Acceptance Test (FAT) for the TSLGElectronic Governing panels, in collaboration with the customer(Alaknanda Hydro Power Company - AHPCL) for AlaknandaProject.
Your Company received an order to supply one KaplanRunner Assembly, with a delivery deadline set for May 2025.
Remarkably, due to the dedicated efforts of the Service Team,the runner was delivered in December 2024, resulting in asignificant achievement, delighting the customer with earlydelivery and contributing to the fulfilment of regional andservice targets for FY 2024.
Your Company recently celebrated the successful completionof the Factory Acceptance Test (FAT) for the G1 Distributor,conducted at the GE Vernova Tianjin Factory in Asia on March3-4, 2025.
Your Company marked a significant achievement for the TeestaVI Hydroelectric Project with the safe and successful loweringof Stay Ring Unit IV, a feat that comes after a prolonged pausedue to severe flooding at the site.
Anticipating a significant rise in global energy consumption,coupled with India's sustained reliance on coal, GE Power Indiais strategically poised to leverage its expertise in the evolvingenergy sector. Our core focus encompasses expanding servicesolutions for efficiency enhancements, deploying emissioncontrol technologies (including brownfield FGD equipment),and modernizing existing power infrastructure.
Key business priorities include our core services and upgrades,utilizing our Durgapur facility for targeted international partsexports, and providing specialized equipment for pressurevessel and cryogenic applications.
Through continuous investment in cutting-edge innovation,enhanced service capabilities, and support for gridmodernization, GE Power India aims to be a pivotal partner inboth the global transition towards cleaner energy and meetingIndia's escalating demand for dependable and sustainable powergeneration. Our strategic approach recognizes the near-termimportance of coal in India while remaining aligned with thelong-term objective of emissions reduction.
For your Company, safety, health and well-being of employees,contractors and customers are of prime importance. YourCompany is governed by its EHS directives and instructions toprotect itself and its stakeholders. EHS process is managed inaccordance with the highest standards, which are evaluatedfrom time to time. The EHS Management system of the Companyis robust & certified for ISO 14001 & ISO 45001. Your Companyfollows 'Zero Tolerance to LSR Deviation Policy' and ' I OwnSafety' empowerment. In addition to this, every stakeholderfollows the Life Saving Rules which emphasises on STARTINGthe work SAFE and facilitates the identification of triggeringcircumstances and reinforces the deployment of STOP WORKprotocols whenever necessary. On witnessing safe behaviourthey appreciate it, however if there is any at-risk behaviourthey address them through Just & Fair approach system whichinvolves coaching, issuing warnings, implementing suspensionsor considering terminations. Your company also empowerscontractor supervisor's to be involved in the Just & Fair /Behaviour Based Safety approach. Concurrently, in the eventof any EHS incidents (Near miss, Level D, Level C, Level B, LevelA), your company conducts comprehensive investigation andsubsequently roll out corresponding actions across all locationsto mitigate the risk of recurrence. All locations have well-equipped healthcare facilities and arrangement for emergencies.Employees at all levels are given trainings so that they havean understanding of EHS requirements and build a culture ofsafety and well-being.
In compliance with Sections 152, 196, 197 and 203 of theCompanies Act, 2013 ('Act') read with Schedule V and otherapplicable provisions of the Act and the Articles of Associationof the Company, the Board in its meeting held on 03 June2024, on the recommendation of Nomination and RemunerationCommittee, appointed Mr. Aashish Ghai (DIN: 07276636) asan Additional Director w.e.f. 22 July 2024 to hold office upto the date of the 32nd Annual General Meeting. The Boardalso appointed Mr. Ghai as Whole-time Director with effectfrom 22 July 2024, for a period of three (3) years with effectfrom 22 July 2024 to 21 July 2027, liable to retire by rotation,subject to approval of members of the Company. Further, hewas also appointed as Chief Financial Officer of the Companyw.e.f. 24 July 2024.
His appointment was subsequently approved by the membersof the Company in its 32nd Annual General meeting (AGM)held on 23 July 2024.
In compliance with Sections 149 of the Act read with applicableSchedules and other applicable provisions of the Act and theArticles of Association of the Company and Listing Regulationsand basis the recommendation of Nomination and RemunerationCommittee, the Board of Directors in its meeting held on 22May 2024 appointed Mr. Ashok Kumar Barat (DIN 00492930)as Additional Independent Director for a first term of five (5)consecutive years with effect from 01 June 2024 to 31 May2029, not liable to retire by rotation, subject to the approval ofmembers. He was eligible to hold office as Additional Directortill 32nd AGM.
In compliance with Sections 149 of the Act read with applicableSchedules and other applicable provisions of the Act and theArticles of Association of the Company and Listing Regulationsand basis the recommendation of Nomination and RemunerationCommittee, the Board of Directors in its meeting held on 22May 2024 appointed Mr. Ravinder Singh Dhillon (DIN 00278074)as Additional Independent Director for a first term of five (5)consecutive years with effect from 01 June 2024 to 31 May2029, not liable to retire by rotation, subject to the approval ofmembers. He was eligible to hold office as Additional Directortill 32nd AGM.
The Board in its meeting held on 22 May 2024 recommendedto the members of the Company, the appointment of Mr. AshokKumar Barat (DIN 00492930) and Mr. Ravinder Singh Dhillon(DIN 00278074) as Independent Directors for first term of five(5) consecutive years with effect from 01 June 2024 to 31 May2029, not liable to retire by rotation. Their appointments weresubsequently approved by the members of the Company inits 32nd AGM held on 23 July 2024.
However, Mr. Dhillon resigned from the position of IndependentDirector effective 17 February 2025 due to his appointment andthereafter taking oath as Member (Finance), Central ElectricityRegulation Commission on 17 February 2025. It was confirmedthat there was no other reason than the one stated above.
On the recommendation of Nomination and RemunerationCommittee, the Board in its meeting held on 21 August 2024appointed Mr. Puneet Bhatla (DIN: 09536236) as an AdditionalDirector w.e.f. 01 September 2024 to hold office up to the dateof the next Annual General Meeting. The Board also appointedMr. Puneet Bhatla as Managing Director for a period of thirty-four (34) months with effect from 01 September 2024 to 30June 2027, not liable to retire by rotation, subject to approvalof members of the Company. The members approved hisappointment as Director and Managing Director not liable toretire by rotation, through postal ballot on 27 November 2024.
In compliance with Sections 149 of the Act read with applicableSchedules and other applicable provisions of the Act and theArticles of Association of the Company and Listing Regulationsand basis the recommendation of Nomination and RemunerationCommittee, the Board of Directors in its meeting held on 13May 2025 appointed Mr. Neeraj Kumar Nanda (DIN 07634636)
as Additional independent Director for a first term of five (5)consecutive years with effect from 16 May 2025 to 15 May2030, not liable to retire by rotation, subject to the approvalof members. He is eligible to hold office as Additional Directortill date of ensuing AGM.
The Board in its meeting held on 13 May 2025 recommended tothe members of the Company, the appointment of Mr. NeerajKumar NandafDIN 07634636) as Independent Director for firstterm of five (5) consecutive years with effect from 16 May 2025to 15 May 2030, not liable to retire by rotation.
All the Independent Directors/Additional Independent Directors/Additional Independent Directors have declared that they meetthe criteria of independence as laid down under the Act/ListingRegulations/any other applicable law along with a declarationof compliance of Rule 6 of Companies (Appointment andQualification of Directors) Rules, 2014, as amended from time totime. The Independent Directors have complied with the Codefor Independent Directors prescribed in Schedule IV to the Act.The Independent Directors are not liable to retire by rotation.Dr. Uddesh Kumar Kohli and Mr. Arun Kannan Thiagarajancompleted their tenure for the term of two consecutive fiveyears as Independent Directors of the Company with effectfrom the closing hours of 24 July 2024.
On 03 June 2024, Mr. Yogesh Gupta (01393032) tenderedhis resignation as Whole-time Director & CFO of the Companyw.e.f. close of business hours of 23 July 2024 to undertakeother role in GE Vernova.
Mr. Prashant Jain (DIN 06828019) resigned from the positionof Managing Director with effect from close of business hoursof 31 August 2024 to pursue new opportunities.
Mr. Mahesh Shrikrishna Palashikar, Chairman & Non- ExecutiveDirector (DIN 02275903) is liable to retire by rotation in theensuing AGM and is eligible for reappointment. However, theBoard in its meeting held on 29 May 2025 took note of his noticeof retirement by rotation under Section 152 and other relevantprovisions of the Act, dated 29 May 2025 wherein he requestedto be relieved and retire from the positions and duties of theChair of the Board of Directors and Non-Executive Director of theCompany to be able to attend and honor his other professionalbusiness commitments. Accordingly, the Board approved torelieve him from the position and duties of the Chair of the Boardof Directors and Non-Executive Director of the Company witheffect from the conclusion of the 33rd Annual General Meetingof the Company.
Pursuant to the recommendation of Nomination and RemunerationCommittee and provisions of Sections 150,152 153,161 and allother applicable provisions of the Act and rules made thereunder,
Listing Regulations and the Articles of Association of the Companythe Board appointed Mr. Craig Martin Richards (DIN 11141735) asan Additional Director of the company with effect from 14 August2025, who shall hold office up to the date of ensuing AnnualGeneral Meeting of the Company, liable to retire by rotation,subject to procurement of DIN and such other approvals as maybe required. Further, pursuant to the provisions of Article 174 ofthe Article of Association of the Company, the Board appointedMr. Richards as Non-Executive Non Independent Chairman ofthe Board of Directors of the Company w.e.f. 15 August 2025.
The Board in its meeting held on 29 May 2025 recommendedto the members of the Company, the appointment of Mr. CraigMartin Richards as Non-Executive Director with effect from14 August 2025.
The remuneration paid/to be paid to the Executive and Non-Executive Independent directors is detailed out in Clause IV-Remuneration of Directors in the Corporate governance reportforming part of this report. Further, the Company has in placethe Code of Conduct for Directors and senior managementpersonnel. The Company is in receipt of disclosures fromDirectors and senior management personnel with respect toadherence of the aforesaid code during FY 2024-25.
The particulars in respect of directors seeking appointmentas required under Regulation 36(3) of Listing Regulations andSecretarial Standard on General Meetings (SS-2) issued bythe Institute of Company Secretaries of India forms part ofthe Corporate Governance Report and Statement pursuant toSection 102 of the Act forming part of the AGM Notice. Pursuantto the provisions of Sections 152,160 and any other applicableprovisions of the Act and the Listing Regulations, inter-alia basistheir expertise in specific functional areas, background, and asper the recommendation of the Nomination and RemunerationCommittee, the Board recommends appointments of Mr. NeerajKumar Nanda and Mr. Craig Martin Richards. The Board placeson record its sincere appreciation and gratitude to the outgoingDirectors for their invaluable contributions and extends awarm welcome to the incoming Directors as they join us onthis journey.
The Registered Office of the Company is situated at RegusMagnum Business Centers, 11th floor, Platina, Block G, PlotC-59, BKC, Bandra (E), Mumbai, Maharashtra - 400051. Therewas no change in the address of Registered office during theFY 2024-25.
The Board meets at regular intervals to discuss on Company/business's policy, strategy and financial results apart fromother Board business. The Board/Committee Meetings are pre¬scheduled and a tentative quarterly/half yearly calendar of theBoard and Committee Meetings is discussed and finalized bythe Directors in advance to facilitate them to plan their scheduleand to ensure meaningful participation in the meetings. Themaximum interval between any two Board Meetings did notexceed one hundred and twenty (120) days.
In order to further strengthen the Corporate Governancepractices in the Company and to maintain the corporateculture of conscience and consciousness towards shareholdersand other stakeholders, the Company has non-mandatorycommittees in place which focus on strategy, innovation,sustainability, inclusion etc. to help concentration on key areasthereby enhancing the Board processes.
Your Company comprises of four mandatory committees whichincludes Audit Committee, Nomination and RemunerationCommittee, Stakeholders Relationship Committee and RiskManagement committee. Apart from the mandatory committeeyour Company has three non-mandatory committees whichincludes Sustainability Committee, Inclusion & DiversityCommittee and Strategy & Innovation Committee. In terms ofsection 135 of the Companies Act, 2013 and the Companies(Corporate Social Responsibility Policy) Rules, 2014, as amendedfrom time to time, the Company was no longer required toconstitute/continue to maintain a CSR Committee. Accordingly,the CSR Committee of the Company was dissolved with effectfrom 07 November 2024 with consent of Board.
The details of composition/change in composition, meetings,and attendance etc. at the meetings of Board and its committeesheld during the FY 2024-25 and its terms of reference areprovided in Corporate Governance Report which forms partof this Report.
The Secretarial Standard on Meetings of the Board of Directors(SS-1) and the Secretarial Standard on General Meetings (SS-2)issued by the Institute of Company Secretaries of India havebeen duly complied.
Non-mandatory Committees of the Company are managedin compliance with Secretarial Standards -1 on meetings ofthe Board of Directors issued by the Institute of Company
Secretaries of India to the extent possible.
Your Company has an Audit Committee of the Board of Directorsin place. The terms of reference of the Audit Committee arein line with Section 177 of the Act and the Listing Regulations,as amended. There were no recommendations made by theAudit Committee which were not accepted by the Board. Therewere no frauds reported by Auditors of your Company undersub-section 12 of section 143 of the Act for the FY 2024-25.
Your Company has in place a Nomination and RemunerationPolicy to ensure that the Board and top Management isappropriately constituted to meet its fiduciary obligationto stakeholders, to identify and determine the integrity,qualification, expertise and experience of persons who arequalified to become Directors or who may be appointed insenior management and/or as Key Managerial Personnel of theCompany. This policy inter-alia lays down the guidelines relatingto appointment and remuneration for Executive Directors, Non-Executive Directors/lndependent Directors, Key ManagerialPersonnel and Senior Management, skill mapping of directorbefore appointment, alignment with current HR policies of theCompany, criteria for paying remuneration/commission to Non-Executive Directors etc. The Nomination and Remunerationpolicy was last reviewed and amended on 13 May 2025 toamend and include criteria for determining the commissionpayable to all the Non-Executive Directors and/or IndependentDirectors. The Nomination and Remuneration policy can beaccessed at www.gevernova.com/regions/asia/in/ge-power-india-limited.
Pursuant to the provisions of the Act and the Listing Regulations,the Non-Executive, Non-Independent Director and the ExecutiveDirectors of the Company were evaluated by the IndependentDirectors of the Company in a separate meeting of IndependentDirectors. The formal annual evaluation of the IndependentDirectors, Board as a whole, Chairman, Committees namely AuditCommittee, Stakeholders Relationship Committee, CorporateSocial Responsibility Committee, Risk Management Committee,Nomination and Remuneration Committee, Strategy & InnovationCommittee, Inclusion & Diversity Committee and SustainabilityCommittee and all the individual Directors were undertakenin the Board meeting. More details on the same includingthe evaluation mechanism are provided in the CorporateGovernance Report which forms part of this Annual Report.
The Statutory Auditors of the Company, M/s Deioitte Haskins& Sells (Firm Registration No. 015125N) were appointed at the29th Annual General Meeting of the Company to hold office fora term of five (5) consecutive years until the conclusion of the34th Annual General Meeting of the Company at a remunerationas may be decided by the Board of Directors of the Company.
Brief profile of Deioitte Haskins & Sells inter-alia highlightingtheir competence and experience is given in the Notice of AGM.
Pursuant to Section 148 of the Act, your Directors, on therecommendation of the Audit Committee, appointed M/sYogesh Gupta & Associates, Cost Accountants as CostAuditors of your Company for the FY 2025-26 to carry outthe cost audit for the applicable business at a remuneration of? 3,00,000/- (Rupees Three Lakh only) plus applicable taxes andreimbursement of out of pocket expenses. A Certificate fromM/s Yogesh Gupta & Associates, Cost Accountants has beenreceived confirming that their appointment as Cost Auditors ofthe Company, would be in accordance with the limits specifiedunder Section 141 of the Act.
Brief profile of M/s Yogesh Gupta & Associates, Cost Accountantsinter-alia highlighting their competence and experience is givenin the Notice of AGM.
As required under the Act, the remuneration payable to the CostAuditor is required to be placed before the members of theCompany in the general meeting for ratification. Accordingly, theBoard of Directors of the Company recommends to membersthe ratification of the remuneration payable to M/s YogeshGupta & Associates, Cost Accountants for the FY 2025-26 atthe ensuing Annual General Meeting.
The Cost records as specified by the Central Government incompliance with sub-section (1) of section 148 of the CompaniesAct, 2013 are being duly maintained by the Company.
Pursuant to the provisions of Section 204 of the Act yourDirectors appointed M/s Hemant Singh & Associates, CompanySecretaries to undertake the Secretarial Audit of your Companyfor FY 2024-25. The Secretarial Audit Report in Form MR-3 forFY 2024-25 is annexed as 'Annexure B’ to this Report.
Further in compliance with Regulation 24A of ListingRegulations, Annual Secretarial Compliance Report for
the year ended 31 March 2025, issued by M/s HemantSingh & Associates, Company Secretaries is annexed as'Annexure C' to this Report. The same was filed with stockexchanges (BSE & NSE) on 30 May 2025.
Brief profile of M/s Hemant Singh & Associates, CompanySecretaries inter-alia highlighting their competence andexperience is given in the Notice of AGM.
There are no qualifications, reservations, observations or adverseremarks made by the Auditors in their report for FY 2024-25.
Further, the Board in its meeting held on 29 May 2025, basisthe recommendation of Audit Committee, appointed M/s. VineetKumar Chaudhary & Associates, practicing Company Secretaries(UIN P2018DE07700) as the Secretarial Auditors of the Companyfor a term of five (5) consecutive years commencing from FY2025-26 to FY 2029-30, subject to approval of members atthe ensuing AGM of the Company. The details related to theaforementioned appointment is given in the Notice of AGM.
Your Directors state that:
I. in the preparation of the annual financial statements forthe year ended 31 March 2025, the applicable accountingstandards have been followed along with proper explanationrelating to material departures, if any;
II. such accounting policies have been selected and appliedconsistently and made such judgements and estimatesthat are reasonable and prudent so as to give a true andfair view of the state of affairs of the Company as at theend of the financial year 31 March 2025 and of the profitof the Company for that period;
III. proper and sufficient care have been taken for themaintenance of adequate accounting records in accordancewith the provisions of the Act for safeguarding the assetsof the Company and for preventing and detecting fraudand other irregularities;
IV. the annual financial statements have been prepared on agoing concern basis;
V. financial control been laid down and followed by theCompany and that such internal financial controls areadequate and are operating effectively; and
VI. proper systems have been devised to ensure compliancewith the provisions of all applicable laws and that suchsystems were adequate and operating effectively.
GE Power Boilers Services Limited ('GEPBSL') is a wholly owned subsidiary of the Company. It is a non-material non-listed Indiansubsidiary. It was initially engaged in the services related to boilers. However, GEPBSL received a service order for a total ordervalue of ?16 Lakhs which was booked in FY 2024-25. The service order shall be delivered after 31 March 2025 and accordingly,revenue generated from the same shall form part of FY 2025-26.
During FY 2024-25, GEPBSL did not have any business operations. GEPBSL had other income of ? Nil (Previous Year: ? Nil)along with Loss after tax of ? 0.01 million (Previous Year: Loss after tax of? 0.01 million). As at 31 March 2025, GEPBSL's accumulated losses of? 3.9 million have eroded its paid-up equity capital of ? 3.4 million.
In compliance with the first proviso to sub-section 3 of section 129 of the Act a statement containing salient features of thefinancial statement of Company's subsidiary for FY 2024-25 in the prescribed format Form AOC-1 is as under :-
(? in million)
Name of the The date Share Reservessubsidiary since when capital andsubsidiary surpluswas
acquired
Total Total Invest Turnover Profit/ Provision Profit/ Proposed Extent ofassets liabilities - (loss) for (loss) Dividend shareholdingments before taxation after (in %)taxation taxation
GE Power BoilersServices Limited
31-10-2002
3.40
(3.88)
0.02
0.49
-0.01
100
Reporting period for the subsidiary is same as holding Company's reporting period i.e. from 1 April to 31 March. The above-mentioned subsidiary is not a foreign subsidiary and its reporting currency is Indian Rupee (?)
The Company holds 3,000,000 equity shares of ?10 each in NTPC GE Power Services Private Limited (NGSL). The Companyis having 50% voting rights and right to net assets in NGSL thereby giving joint control over NGSL. Investment in Joint ventureis accounted for using the equity method of accounting, after initially being recognized at cost. During the FY 2024-25, NGSLhad a total profit after tax of ? 223.78 million out of which ? 111.9 million has been recognised part of your company's financials.
Key updates during FY 2024-25:-
1. Achieved Revenue ?7,225 million and Profit Before Tax ? 301.8 million, all time high in NGSL's history
2. Order Book ? 23,032 million and Order inflow ?15,344 million
3. Credit rating from ICRA released, Long Term A and Short Term A1
4. Received new orders for comprehensive O&M from Vedanta Limited and for R&M from NTPC Limited and Gujarat StateElectricity Corporation Limited.
Statement pursuant to Section 129(3) of the Companies Act, 2013 related to Associate Companies and Joint Ventures basisthe management certified accounts
Name ofAssociation
Latest
audited
Shares of Associate or Joint Venturesheld by the company on the year end
Descriptionof how there
Reasonwhy the
Net worth*attributable
Profit or Loss for the year*
or JointVenture
Balancesheet Date
No.
Amount ofInvestment inAssociates orJoint Venture
Extent ofHolding (inpercentage)
is significantinfluence
associate/ to
Joint venture shareholding
Is not
consolidated
Considered inConsolidation
Not
NTPC GE
Power
Services
Private
Limited
31.03.2024
3,000,000
equity
shares
72
50
Company hasjoint control
Applicable
299.2
111.9
The name of the immediate holding company is GE SteamPower International BV. It holds 46,102,083 equity sharesconstituting 68.58% of the paid-up capital of the Company.There is no change in the said holding till the date of this report.With effect from 02 April 2024 the ultimate holding companyof GE Power India Limited has changed from General ElectricCompany to GE Vernova Inc. The same was intimated to stockexchanges on 03 April 2024.
On 25 July 2024, the Board of Directors of the Companyreceived and noted a communication dated 25 July 2024 fromits immediate holding Company, GE Steam Power InternationalB.V. (Promoter of the Company) with subject line "Ending Plan toExit from GE Power India Limited and de-promoterise”, wherebyGE Steam Power International B.V. had communicated to theCompany that it has decided to end its plan to exit from GEPower India Limited (GEPIL) and de-promoterise. GE SteamPower International B.V. confirmed to continue to be thePromoter of the Company. The same intimated to the stockexchanges on 25 July 2024.
The website URL of the Company changed from www.gevernova.com/regions/in/ge-power-india-limited to www.gevernova.com/regions/asia/in/ge-power-india-limited
Based on the recommendations of the Audit Committee, theBoard of Directors of the Company, at its meeting held on 10July 2024, approved the sale and transfer of the followingundertakings of the Company, on a going concern basis, byway of a slump sale:
(i) hydro business undertaking of the Company comprising thebusiness of developing, designing, engineering, marketing,manufacturing, selling, supplying, transporting, assembling,installing and servicing hydro turbines, generators andassociated auxiliaries (including balance of plant) andsystems for hydroelectric power stations (including pumpedstorage plants) ("Hydro Business”) to GE Power Electronics(India) Private Limited, a related party (now known as GEVernova Hydro Power India Private Limited). Accordingly,Business Transfer Agreement for Hydro Business wasexecuted between the Company and GE Power Electronics(India) Private Limited on 15 July 2024; and
(ii) gas power business undertaking of the Companycomprising all activities in relation to gas power plants,as being undertaken by the Company which consist of: (a)providing project management, application and detailedengineering services for regional and global projects;and (b) providing maintenance services to the existingfleet of gas power plants ("Gas Power Business”) to GERenewable Energy Technologies Private Limited, a relatedparty. Accordingly, Business Transfer Agreement for GasPower Business was executed between the Company andGE Renewable Energy Technologies Private Limited on 15July 2024.
The members approved the aforesaid transactions on 14August 2024.
Thereafter, the sale and transfer of said Gas Power Business andHydro Business was completed as on 30 September 2024 and31 March 2025 respectively in accordance with the terms of thebusiness transfer agreement entered into with the respectivePurchasers dated 15 July 2024, as amended, in this regard.
The relevant disclosures in this regard are available on thewebsite of the Company as well as on the stock exchanges.
In compliance with provisions of Section 129 of the Act andListing Regulations, as amended, your Company has preparedConsolidated Financial Statements in accordance with therequirements of Ind-AS Rules. The Audited ConsolidatedFinancial Statements along with the Auditors' Report thereonforms part of this Annual Report.
Further, as per the fourth proviso of Section 136(1) of theAct, Audited Financial Statements of the subsidiary Companyhave been displayed on the website of the Company viz.https://www.gevernova.com/regions/asia/in/ge-power-india-limited Members interested in obtaining a copy of auditedfinancial statements of the subsidiary Company may write tothe Company Secretary of the Company.
Your Company is dedicated to upholding the higheststandards of corporate governance, guided by the principlesof transparency, accountability, fairness, and integrity, with thegoal of creating long-term, sustainable value for its stakeholders.To support this commitment, the Company has establisheda Vigil Mechanism (Ombuds and Open Reporting Procedure)that provides all stakeholders with a channel to report actualor potential concerns related to integrity breaches or legalviolations. The Company provides adequate safeguard to theConcern Raiser. If a concern Raiser faces anv retaliation as a
result of reporting a concern or supporting an investigation,orin inappropriate or exceptional circumstances the aforesaidProcedure provides adequate provision to report the incident tothe Chairman of the Audit Committee. In addition, your Companyhas adopted an internal Code of Conduct namely The Spirit& The Letter'('S&L') which is followed by anyone who worksfor or represents GE Vernova, which includes your Company.
Employees have the power to influence GE Vernova's reputationworldwide by how they embrace the spirit of integrity. The Spirit& The Letter and the said policy helps ensure that the workemployees do continues our long-standing tradition of workingwith unyielding integrity. It helps us create an atmospherewhere people want to work without any fear.
During the year, 23 stakeholders' complaints were receivedand all of them have been resolved to the satisfaction of thecomplainants. Out of the total resolved complaints ~ 40% ofthe complaints were confirmed.
The aforesaid policies are available on the Company's websiteviz. https://www.gevernova.com/regions/asia/in/ge-power-india-limited
The Company has not accepted any deposits and as such noamount of principal or interest was outstanding as at the endof FY 2024-25.
Summary of the latest and highest credit rating obtained by the Company during FY 2024-25 is provided below: -
Rating
Latest and highest rating of FY 2024-25
Name of the credit rating agency
ICRA Limited for long term and short term borrowings from Banks
Date on which the credit rating was obtained
24 December 2024
Long Term rating
Long term is BBB (Negative)
Short- Term rating
A3
Reasons provided by the rating agency for adownward revision
Reaffirmed the above rating on 24 December 2024.
The Management Discussion and Analysis is presented in aseparate section, which forms part of this Annual Report.
The Corporate Governance Report is presented in a separatesection, which forms part of this Annual Report.
During the year, your Company granted new Inter-CorporateDeposits (ICDs) under cashpool transaction with LM WindPower Blades (India) Private Limited ('LM Wind') to the tune oft 250 million (maximum amount lent excluding interest earned).There were no ICDs subsisting as on the date of this report.Particulars of investments made by your Company duringFY 2024-25 have been provided in Note no. 7 of the Notesto Standalone Financial Statements which forms part of thisAnnual Report. The rate of interest for aforesaid ICDs was inthe range of 6.54% p.a. to 6.68 % p.a. All the ICDs were grantedin compliance with Section 186 of the Act. The aforesaid ICDswere granted for business purposes only.Your Company hasnot given any Guarantee during FY 2024-25.
On 29 March 2025, the members of the Company vide PostalBallot granted approval for enhancement of overall limits forinter-corporate Loans/guarantees/security/investment upto amaximum of ?4,500 million only (Indian Rupees Four Thousandand Five Hundred million only) at any given point of time,subject to specific approval of a transaction by the Board,notwithstanding the aggregate of loans and investments sofar made and/or guarantees or security so far provided by theCompany to any person or body corporate, over and above thelimits prescribed under Section 186 of the Act i.e. 60% of thepaid-up share capital, free reserves and securities premiumaccount of the Company or 100% of free reserves and securitiespremium account of the Company, whichever is more.
Your Company has in place a Related Party TransactionsPolicy. During FY 2024-25, shareholders' approval for Materialrelated party transaction and material modification thereof wasobtained at the 32st Annual General Meeting of the Company
and vide postal ballot approved by the members on 14 August2024 and 29 March 2025. Omnibus approval for related partytransactions (at arm's length and in ordinary course of business)which were foreseen and repetitive in nature was obtained fromthe Audit Committee. All the related party transactions enteredduring the year were at arm's length and in ordinary courseof business except the ones for which separate approval wastaken under the provisions of Section 188 of the Act, from theAudit Committee and the Board.
However, the Company entered into transactions which maybe considered material in terms of Section 188 of the Act andthus disclosure in Form AOC-2 is annexed as Annexure IA. Thedisclosures pertaining to transactions with Related Parties incompliance with applicable accounting standards have beenprovided in Note no. 36(b) of the Notes to Standalone FinancialStatements.
Members’ approval for the Material Related Party Transactions(MRPTs) proposed to be undertaken in FY 2025-26 wasobtained through postal ballot on 04 May 2025. Further, certainMRPTs that are scheduled to expire at the 33rd Annual GeneralMeeting (AGM) have been recommended for renewal by theAudit Committee and accordingly forms part of the Notice ofthe ensuing AGM for members' approval.
The information on conservation of energy, technologyabsorption and foreign exchange earnings & outgo as stipulatedunder Section 134(3)(m) of the Act is annexed as 'AnnexureD' to this Report.
The Board of Directors of your Company has laid down a RiskManagement Policy for the Company. Further the Company hasRisk Management Committee (RMC) in place. The Committeeassists the Board in fulfilling its risk management oversightresponsibilities with regard to identification, evaluation andmitigation of critical risks - strategic as well as operational.The Company has an enterprise risk management (ERM)framework in place. This helps in identifying elements ofrisks inherent to the business linked to various activities suchas tendering, contract execution, operational and financial
management, environment, health and safety, reputation andimage, currency fluctuation, compliance etc. These risks areassessed with respect to factors - external as well as internalto your Company that can impact its business operations andgrowth aspirations. There is a structured process to identifyenterprise level critical risks and to develop their respectivemitigation action plans. Status of these risks and mitigationaction plans are periodically reviewed by the RMC.
The framework of Internal Financials Controls (IFC) and thesystem of Internal Audit complements the Policy by scientificallyidentifying, scoping and mapping risks to significant businesses,profit centers and functional areas. Risk matrices that mapcontrols against risks in each area, are evaluated periodically.There exists an objective rating criterion for observationsand time bound mitigations that are monitored. Every unitand function is required to deploy the control measures andensure timely reporting. In the opinion of the Board, none of theabove-mentioned risks threaten the existence of your Company.
REPORTING UNDER THE SEXUAL HARASSMENT OFWOMEN AT WORKPLACE (PREVENTION, PROHIBITIONAND REDRESSAL) ACT, 2013
In accordance with the Sexual Harassment of Women atWorkplace (Prevention, Prohibition and Redressal) Act, 2013and the associated rules, the Company has implemented acomprehensive policy to address sexual harassment in theworkplace. The Company has duly constituted an InternalComplaints Committee as mandated under the Act. Duringthe financial year 2024-25, the Company organized remoteawareness programs across its various locations to educateemployees on this subject. No incidents of sexual harassmentwere reported during the year.
INTERNAL FINANCIAL CONTROLS WITH REFERENCE TOTHE FINANCIAL STATEMENTS
The Board of Directors of your Company is satisfied with theinternal financial control process with reference to the financialstatements. Internal control environment of the Company isreliable with well documented framework to mitigate risks. Adetailed analysis is provided in the Management Discussionand Analysis.
ANNUAL RETURN
In accordance with the Act, the annual return in the prescribedformat is available at www.gevernova.com/regions/asia/in/ge-power-india-limited/reports-financials
PARTICULARS OF EMPLOYEES
In compliance with the provisions of Section 197 of the Act readwith Rule 5 of the Companies (Appointment and Remunerationof Managerial Personnel) Rules, 2014, the particulars of theemployees are set out in Annexure - E. However, as perthe provisions of Section 136 of the Act, the Annual Reportis being sent to all the members of the Company excludingthe information to be provided under Rule 5 (2) & (3) of TheCompanies (Appointment and Remuneration of ManagerialPersonnel) Rules, 2014. The said information is availablefor inspection by the members at the registered office ofthe Company up to the date of the ensuing Annual GeneralMeeting. Any member interested in obtaining such particularsmay write to the Company Secretary at in.investor-relations@gevernova.com.
SIGNIFICANT AND MATERIAL ORDERS PASSED BY THEREGULATORS OR COURTS
There were no significant and material orders passed againstyour Company by the regulators or courts or tribunals duringFY 2024-25 impacting the going concern status and yourCompany's operations in future.
MATERIAL CHANGES AND COMMITMENTS, IF ANY ORANY OTHER MATERIAL EVENT HAVING AN IMPACT ONTHE AFFAIRS OF THE COMPANY.
There were no material changes and commitments affectingthe financial position of the Company which have occurredbetween the end of FY 2024-25 and on the date of the report.
GENERAL DISCLOSURES
I. During the FY 2024-25, no case against the Company underthe Insolvency and Bankruptcy Code, 2016 ('Code') wasinitiated and is subsisting as on 31 March 2025.
II. There was no instance of onetime settlement with anyBank or Financial Institution.
III. There has been no change in the nature of business ofthe Company.
IV. During the year the Company did not issue any equityshares with differential rights as to dividend, voting orotherwise.
Corporate Social Responsibility and inclusiveness are partof the Company's sustainability strategy. Inclusion, efficientresources management and engaging our internal and externalstakeholders in the process of sustainability are part of theoverall agenda. Through employee volunteering, sustainabilitygoals and CSR efforts, the Company has endeavoured toprioritise commitment towards sustainable and inclusivedevelopment.
During FY 2024-25, the Company did not have the statutoryCSR budget under the Act. However, apart from continuingand completing the Ongoing Project, the Company voluntarilyspent ? 5,50,000 towards Education program in GE ModelTribal villages promoting education and rural developmentduring FY 2024-25.
Your Company in partnership with Swami Vivekananda VaniPrachar Samity (SVVPS) provides basic education in tribal villagesof Durgapur, Paschim Bardhaman, West Bengal (Moldanga, Fuljhor& Kathaldanga) benefitting the education of 139 Children. Thisproject included running of 3 education centres at Modaldanga,Bon Fuljhor and Kathaldanga which facilitated in providingteachers, educational materials like Books, copies etc., organizingcultural programs, annual sports and excursion. The Project gotcompleted during FY 2024-25.
Your Company in partnership with Tech Mahindra Foundationinitiated a project which aimed at providing employable skillsin Amazon Web Services (AWS) re/Start program on CloudComputing to 1,000 youths from Delhi, Chandigarh, Bangalore,Chennai, Delhi NCR, Hyderabad, Kolkata, Mumbai, Pune andVisakhapatnam. AWS re/Start is a full-time, classroom- basedskills development and training program that prepares learnersfor entry- level careers in cloud computing technology andconnects them to potential employers. Through real-world,
scenario-based learning, hands-on labs, learners gain thetechnical skills they need for entry-level cloud roles. Theprogram's mission is to build a diverse pipeline of entry-levelcloud talent. AWS re/Start also focuses on building professionalskills such as adaptive communication, time management,and collaboration. Under the said program, 1,286 studentswere enrolled out of which 1,044 students graduated while648 students have been successfully placed. This Ongoingproject began in FY 2021-22 and was marked as completedduring FY 2024-25.
Pursuant to Section 124(5) of the Act read with the IEPFAuthority (Accounting, Audit, Transfer and Refund) Rules, 2016('the Rules'), all unpaid or unclaimed dividends are requiredto be transferred by the Company to the IEPF established bythe Central Government, after the completion of seven years.In accordance with the aforesaid provisions,? 9,19,590/- wastransferred to IEPF Authority in respect of unclaimed dividendfor FY 2016-17.
Pursuant to Section 124(6) of the Act, such shares in respectof which dividend has remained unpaid or unclaimed for sevenconsecutive years shall be transferred to Demat accountmaintained by IEPF Authority. In accordance with the aforesaidprovisions 27,940 equity shares of the Company in respect ofwhich dividend has remained unpaid or unclaimed for sevenconsecutive years from FY 2016-17 were transferred to theDemat account maintained by IEPF Authority. Due to transitionfrom V2 to V3 MCA portal and resultant glitches in MCA 21portal, there was a slight delay in transferring dividend andeligible shares to IEPF, however no additional fees was chargedin both the aforementioned filings on the Company.
No dividend was declared or paid by the Company for FY 2023-24, hence no amount was due to be credited in compliancewith Section 124(6) of the Act to IEPF Authority during theFY 2024-25.
Additionally, no dividend has been declared by the Company forFY 2024-25. Details of year wise amount of unpaid/unclaimeddividend lying in the unpaid account which are liable to betransferred to the IEPF Authority and the due dates for suchtransfer form part of the notes to notice of ensuing AnnualGeneral Meeting of the Company.
As on 31 March 2025, 55,803 equity shares are eligible to betransferred to IEPF Authority after 20 August 2025. Accordingly,the Company vide letter/email dated 16 May 2025 has alreadywritten to such shareholders to claim dividends which standunpaid/unclaimed for the last seven consecutive years i.e. since
FY 2017-18, on or before 20 August 2025. Thereafter the dividendfor the year mentioned above shall be transferred to the IEPFand the corresponding eligible shares shall also be transferredto demat account maintained by IEPF.
The Company is submitting Business Responsibility andSustainability Report as 'Annexure G’ to this Report.
The Board of Directors take this opportunity to thank all itsshareholders, valued customers, banks, Government andstatutory authorities, investors and stock exchanges for theircontinued support to the Company. Your Directors wish to placeon record their deep sense of appreciation for the committedservices by employees. Your Directors acknowledge withgratitude the encouragement and support extended by thevalued shareholders and the Promoter of the Company.
For and on behalf of the Board of Directors
Mahesh Shrikrishna Palashikar
Place: Noida Chairman & Non-Executive Director
Date: 29 May 2025 (DIN 02275903)