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DIRECTOR'S REPORT

GE Power India Ltd.

You can view full text of the latest Director's Report for the company.
Market Cap. (₹) 2522.71 Cr. P/BV 20.11 Book Value (₹) 18.66
52 Week High/Low (₹) 457/205 FV/ML 10/1 P/E(X) 12.43
Bookclosure 28/08/2023 EPS (₹) 30.20 Div Yield (%) 0.00
Year End :2025-03 

Your Directors present the 33rd Annual Report
of the Company along with the Audited Financial
Statements for the financial year ended 31st
March 2025 ('FY 2024-25')

FINANCIAL HIGHLIGHTS

Particulars

Year ended
31 March 2025

Year ended
31 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

(380.2)

(1,423.7)

Provision for taxation

Current tax

-

-

Deferred Tax charge (credit)

-

-

Profit/(loss) after tax from continuing Operations

(380.2)

(1,423.7)

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

(347.1)

Provision for Taxation

Current Tax

326.3

-

Deferred Tax/(Credit)

-

-

Net Profit( )/Loss(-) after tax from discontinued operations

2,298.3

(347.1)

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)

(2,638.9)

Appropriations

a) Transferred to General Reserve

-

-

b) Dividend paid

-

-

c) Corporate Dividend Tax paid

-

-

Balance carried forward to Balance Sheet

(720.8)

(2,638.9)

Proposed Dividend

-

-

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. This
policy specifies the parameters of distribution of dividend with objective of delivering sustainable value to its stakeholders. The
Dividend 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 dividend
for the said financial year.

TRANSFER TO RESERVES

STATE OF COMPANY’S AFFAIRS

Operations - The year in review

Economic Outlook:

The global economic landscape is currently undergoing a period
of transformation, driven by evolving trade policies and an uptick
in global demand. Despite initial concerns stemming from the
United States' recent tariff adjustments, the outlook for 2025
presents a unique opportunity for businesses and investors to
recalibrate strategies. The pause in tariff escalations expected
later this year could offer a window for stabilizing trade relations,
fostering a more predictable economic environment. Although
a degree of caution is anticipated, this phase also presents a
chance to strengthen long-term resilience and build adaptive
strategies for navigating future uncertainties.

In the energy sector, the demand for electricity is set to rise
significantly between 2025 and 2027, driven primarily by
emerging markets. China, India, and Southeast Asia will be at
the 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, contributing
to global efforts to reduce carbon emissions and ensuring
sustainable energy demand.

India's energy sector is poised to experience significant growth,

with electricity demand projected to increase by 6.3% annually
from 2025 to 2027. This is driven by the country's strong
economic expansion, increasing electrification, and rising
ownership of air conditioning systems, which is responding to
the country's warmer climate. The robust growth in electricity
demand is a clear indicator of India's advancing industrial
and technological landscape. Moreover, India is focusing on
expanding renewable energy capacity, with a target of 500 GW.

In India, while coal's role in the energy mix continues to be
crucial, the country is strategically balancing its focus on
renewable energy with the ongoing importance of coal in
meeting its growing energy demands. In 2024, coal demand
in India rose by 5.5%, driven by strong performance in sectors
such as power generation and industrial production. To ensure
continued energy security and support its ambitious economic
growth targets, India has set a goal to increase coal production
to 1.5 billion tons by 2030. This approach will help maintain a
reliable and diversified energy mix, facilitating the country's
ongoing transition to renewable energy sources while ensuring
that it can meet its rising energy needs.

At GE Power India Ltd, the financial year 2024-25 was
instrumental as we embarked upon a business strategy with
a focus on high margin, cash accretive deals with faster
cash conversion cycle. We de-risked EPC and focused on
EP business; while growing core services segment through
penetration in OEM fleet.

During the year, GEPIL has secured a series of significant orders,
underscoring its strong performance in core services and
global expansion. Notable contracts include the refurbishment
of Birsinghpur boiler spares, supply of ST spares for NTPC
Rihand, and generator rotor rewinding (210 MW) for Birsinghpur.
Additional major orders include the Vindhyachal ST upgrade
under India's 60 GW pipeline, Danieli Corns wheel assembly
for SAIL, and mill spares for CENAL ELEKTRIK in Turkey.
Furthermore, dispatches are in progress for a JSW Mingo export
project to the USA. GEPIL's strategy focuses on expanding
service offerings, enhancing capacity, and increasing its global
market presence.

<-*

Ý

II II

BOILERS

Your Company's execution unit at Noida and Manufacturing
facility at Durgapur, West Bengal are capable of designing and
manufacturing supercritical and ultracritical boilers, using the
latest manufacturing technologies. Your company accomplished
these significant milestones in FY 24-25.

Major Milestone achieved by your Company
on projects with BHEL-GEPIL partnership in FY
2024-25

1X660 MW Bhusawal: Trial run for commercial operation
declaration is completed.

1X660 MW Panki : Trial run for commercial operation
declaration 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.

Manufacturing highlights of FY24-25 from
Durgapur Factory

♦ Supply completed for 2 upgrade project for
Vedanta Jharsuguda.

♦ Multiple supplies completed for core services including-
Economiser coil, NOx Sofa, Coal nozzle, Bend tubes,
reheater coil and panels for various customers like
NTPC, MPPGCL Birsighpur, JPL Tamnar, PPGCL Bara ,
JSPL ,KPCL , Elindustan Zinc Ltd & Maithon Power.

♦ Pressure vessels supplied to L&Tfor lOCLPanipat refinery.

Boiler Auxiliaries

♦ Coal Burners supplied to JPL Tamnar and Hindustan Zinc

NON-COAL

Key milestones from Dugapur factory for Non-
Coal segment

♦ Breakthrough order for Cryogenics from "Air Water India"
A/c SAIL Durgapur

♦ Pressure Vessels for "Mundra Petrochem Ltd (Adani)”

Exports:

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

Manufacturing highlights of FY 24-25 from
Durgapur factory

1. Pressure Vessels & Petrochemical Equipment

♦ L&T Pressure Vessels: Supply of SS304H
Shop Fabricated Hoppers, E&C and
mandatory 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 Cooled
ladle Cover, Water Cooled Center Plate for
Primetals Technologies.

a Supply of Moveable Elbow Water cooled
Duct Non Cooled Duct , Piping .support for
Primetals technologies.

♦ Supply of De-watering wheel to Danieli Corus.

3. Cryogenic Equipment

♦ Direct Contact Air Cooler (DCAC) supplied to
Mundra Petrochem Limited (MPL)

♦ Evaporator Cooling Tower (EVC) supplied to Mundra
Petrochem Limited (MPL)

O '='

MILLS

Mills spare parts supplied for NTPC, PPGCL Bara
and Neyveli for FY24- 25

Export:

♦ Tanjung Mill Malaysia Classifier parts &
Karabiga CENAL Turkey

♦ For the first time successfully supplied 210 MW Beater
Wheel Mill Door Components- NLC.

♦ Various other Mills component and spare part- supplied
for NTPC, PPGCL Bara

FGD

♦ Successfully supplied absorber shell plate to Adani
Udupi and GSECL

AIR QUALITY CONTROL SYSTEMS

Key milestones achieved in project under
execution during FY 2024-25

♦ 3X660 MW NTPC Sipat WFGD: All three units 720 Hours
trial operation completed including 72 hours at full load.

♦ 4X500 MW NTPC Simhadri WFGD: Completion of
facilities milestone achieved for Unit-4 and Unit-1.

♦ 5X210 MW NTPC Unchahar Stage-I, II, III WFGD: Trial
operation completed for both FGD Units, and facilities
certificate issued for Unit 1,2.

♦ 3X500 MW APCPL Jhajjar WFGD: Completion of
facilities milestone achieved for Unit-2 and a 10-year
O&M work order received from NTPC for Unit-1 and Unit-
2, contract kick-off done.

♦ 2X660 MW NTPC Solapur WFGD: Performance
guarantee tests successfully demonstrated.

♦ 2X660 MW NTPC Tanda WFGD: Trial operation
completed, and completion of facilities milestone
achieved for Unit-6.

♦ 2X800 MW NTPC Telangana WFGD: Completion
of facilities milestone achieved for both units,
Category-I PG tests conducted and successfully
demonstrated for Unit 2.

♦ GSEPL Sikka WFGD: Site construction work underway.

♦ Matarbari SWFGD and ESP: Unit-2 PG tests completed
for SWFGD and ESP.

♦ MB Power Anuppur WFGD (EP Project): Successfully
completed hot commissioning for both units.

♦ Adani Udupi WFGD (EP Project): 100% Supplies
completed for both the units within schedule timelines.

SERVICES

Key milestones achieved in FY 24-25

♦ Your Company continued investing in R&D/New Product
Introduction (NPI) fund throughout the year. These
investments along with CAPEX in tools and instruments
is helping your Company grow its Services business
creating differentiation and value for the customers.

♦ In 2025, a study confirmed the feasibility of co-firing
50% torrefied biomass with coal at NTPC Tanda,
requiring only combustion and control loop tuning. NTPC
acknowledged the report with minor comments and
invited GEPIL to participate in a similar validation test
at another plant.

♦ 2X210 MW ST upgrade under execution which will be
helping in C02 reduction of ~0.9 MMT/ Yr post R&M for
Wanakbori and Vindhyachal.

♦ Coromax is a Micro-Pulser based Power supply unit
is implemented in GEPIL-FLS Agreement-for ESP
RETROFITS It generates a total peak or pulse voltage of
approximately 140 kV which is almost double the voltage
of a conventional DC supply.

♦ Successfully dispatched firing system-Burner Spare to
Hassyan Energy Phase 1 P.S.C, Dubai, UAE.

♦ Successfully dispatched HP1103 Mill Dynamic Classifier
Spares to M/S Malakoff Corporation Berhad (1X1000MW),
TPP, TANJUNG, MALAYSIA.

♦ GEPIL on-site journal machining tool was awarded GOLD
Award under breakthrough category (Kaizen theme) at
49th CM event. It was later successfully deployed for an
outage conducted at Renusagar Power Division.

Key Milestones Achieved-Domestic

♦ Successfully completed DeNox and Economiser
modification job of Harbin Make Boiler, 600 MW for
Vedanta Jharsuguda.

♦ Successful! completion of PG test conducted at Dhariwal
2x300 MW, Haldia 2x300 MW, NTECL Vallur Unit 3 and
NTPC Barauni, Unit 9 UPRVUNL and Tata Maithon Unit 2.

♦ Successfully completed the replacement of J-strap,
restored and synchronized with grid post-L2 rotor repair
activity for JITPL Derang BHEL make 600 MW Unit 1.

♦ Celebrated two years of successful operation after
Combustion Modification in U#8 at NTPC Barauni
with Senior leadership. Customer is very satisfied
performance of work executed by our great team.

♦ Successfully executed major overhaul of 76 MW Unit 5
including execution of additional jobs of on-site repair of
GBC, FOAK On-site Journal polishing of turbine rotor at
Hindalco-RenuSagar.

♦ Successful rewinding of a 250MW BHEL make stator for
our customer Jindal Power Limited.

♦ First of a kind major inspection on 660MW Gigatop
Generator and B-inspection of Turbine was successfully
performed on Unit 1 for NTPC Solapur & NTPC Tanda.

♦ Conducted a knowledge sharing program to Gujrat State
Electricity Corporation Ltd. at our training facility in
Durgapur factory with topics related to safe operation,
design and engineering, manufacturing, decarbonisation
technologies and boiler tube leakage detection
and its solution.

♦ First of a kind De-NOx project was carried out on BHEL
600MW unit for Jindal Power Limited, Tamnar Thermal
Power Plant, Raigarh.

♦ Successfully completed the outage and commissioning
of the Maithon NOx abatement system for Unit 2 for
Maithon Power Ltd. This significant Project milestone
resulted in a remarkable 40% reduction in NOx emissions,
from 600 mg/nm3 to 360 mg/nm3, thereby enhancing
the environmental performance of the thermal fleet.

♦ Completed Pendent Reheater Coils replacement
work, supply of waterwall panel in U#1 and Reheater
replacement in Unit 2 for MPPGCL-Birsinghpur (200 MW).

♦ Delivered major overhaul of 1500 MVA Short-Circuit
Generator of Unit 2 at CPRI Bhopal and on-site repair/
rectification of rotor earth fault finding in 2500 MVA
short-circuit Generator at CPRI Bangalore.

♦ CUPROPLEX Cleaning of Generator Stator winding was
successfully 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 power
plant after inspection and dispatch clearance from NTPC.

♦ Received operational acceptance certificate for eight
units across Anpara (2X500 MW), Harduaganj (2X250
MW), and Parichha (2X250 MW and (2X210 MW).

♦ Completed the Turbine Protection System Upgrade for
Unit 1 for NTPC Rihand.

♦ Delivered a record 3800 MT of pressure parts with
30% less lead time to VAL Jharsuguda, JPL Tamnar and
MPPGCL Birsinghpur.

AUTOMATION AND CONTROL

Your Company's Automation & Control
Solutions and Technology in Noida is
known to be one of the leading execution
centers for project execution globally in
the vicinity of Automation and Industrial
solutions. Your Company achieved
following Milestones in the FY 2024-25:

♦ Completed ALSPA HMI upgrade for Chamera Hydro
Power Plant, Chamba

♦ Commissioned partial upgrade of AVR Panel for PPL
Zuari Agro, JSW (Ind Bharath), NFL Vijaipur and
NEEPCO in India.

♦ Commissioned OPC client communication for
NHPC Dhauliganga.

♦ Commissioned Sabarmati HMI Upgrade in Q1 2025.

♦ Supplied spares for DCS System for various
projects Sabarmati, Adani Mundra, Adani Godda,
Telangana, Mouda.

♦ Supplied 1 unit of AVR to JSW (Ind Bharath), Jharsuguda
Odisha in Q1 2025.

♦ Supplied 1 unit of Generator Health & Monitoring System
to JPL Tamnar, 250 MW plant, Chhattisgarh in <31,2025.

♦ Supplied spares for Excitation System/AVR for various
projects e.g. Khatima, Adani Godda, Tanda, HZL, Tidong.

♦ Supplied AVR Panel for 2 Units of Lanco Reliance,
Gujarat in Q3 2024.

Key Milestones achieved - Export

♦ Completed ALSPA HMI upgrade with Cyber Packages for
Malmo Power Plant, Hungary in Q3 2024

♦ Implemented cyber packages for Manjung4

♦ Services delivered for Excitation System for
Hulu (Malaysia), Tallawara (Australia) and DCS
System- Zubair (Iraq)

The Gas Power business of your Company is actively involved
in supporting managing projects in South Asia region, and gas
projects globally for Engineering, Procurement and Construction
services.

The Gas Power Noida Execution center of your Company
is presently engaged in supporting Project Management,
Engineering, Procurement, Construction and commissioning
for GE Vernova's scope in some of key gas power projects in
the South Asia region which are Summit Meghanghat II, Unique
Meghnaghat in Bangladesh.

Further engineering team of Gas power is engaged in carrying
out basic and detailed engineering for global gas power projects
for extended scope, Equipment only and Aero projects for main
machine accessories, balance of plant equipment and systems,
Heat Recovery Steam Generator. Some of the key projects
where the team is involved are Hsinta, Taichung projects part
of Taiwan power corporation megadeal, Chung Chia in Taiwan;
Ostroleka in Poland. Projects in Saudi like Qassim 18.2, Ghazlan
1&2 Expansion are some of the Equipment only projects.

Subansiri: Pivotal Achievements in Project
Milestones

In the first quarter, your company successfully lowered the
Unit 3 Stator, a 400MT piece of equipment, at the Subansiri
Project site. This accomplishment marks the third successful
lowering at this hydro power plant, underscoring your company's
exceptional capabilities in handling complex and large-scale
engineering tasks.

In the third quarter, Your company safely and successfully
lowered the Unit 4 Stator, weighing 440 MT, and the Rotor
for Unit 3, weighing 674 MT, at the project site. These critical
advancements highlight your company's dedication to pushing
the boundaries of engineering and ensuring the successful
execution of key components within the project.

Clover Project: Engineering Triumphs in
Hydropower Refurbishment Project

Your Company led the Clover project reached the final stage
of its engineering phase with the successful completion of
the Factory Acceptance Test (FAT) and Incremental Product
Improvement (IPI) action on the control system platform, all
conducted 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 conducted
approximately 76 inspections using a combination of online,
in-person, and third-party inspection methods, showcasing
rigorous approach to quality assurance by achieving over 95%
First Pass Yield.

Lower Solu Project: Advancing Power
Infrastructure with Successful High Voltage
Testing

Your Company made a pivotal achievement in the Lower Solu
Power Plant project in Nepal, marking a significant advancement
in power evacuation readiness. The High Voltage test of the
132 KV Gas Insulated Switchgear (GIS) has been successfully
completed at the 2X41 MW Lower Solu Power plant. This
accomplishment represents a critical step in the project's
development, ensuring the reliability and efficiency of the
power transmission infrastructure.

Angat: Timely Achievements in Hydropower
Advancements

Your Company completed the Angat Auxiliary Unit 2 ahead of
schedule, successfully synchronizing it with the Philippines
Grid. This achievement not only highlights your company's
capability to meet stringent timelines but also reinforces it's
dedication to enhancing grid reliability.

Continuing our progress, the fourth quarter marked the receipt
of two new Provisional Acceptance Certificates (PACs) in
January 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 advancing
the Angat project's objectives and supporting sustainable
energy infrastructure in the region.

Super Trishuli: Empowering Nepal's Energy
Transition 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 that
depends significantly on hydroelectric power. This agreement
entails the supply of three advanced Bulb Machines, comprising
two units of 33.33 MW and one unit of 33.34 MW, for the Super
Trishuli Hydropower project.

This milestone signifies your company's commitment to
supporting sustainable energy initiatives and advancing
hydroelectric infrastructure in Nepal, further cementing our role
in fostering energy independence and resilience in the region.

Kundah: Engineering Excellence in Spiral Case
and Stay Ring Milestones

Your company has achieved the successful assembly and
hydro testing of the Spiral Case and Stay Ring for Unit #4. This

accomplishment reflects your company's effective partnership
with new suppliers, ensuring adherence to rigorous standards
and quality assurance.

Highbank: Project Achievements

Your Company achieved the Long Stop Delivery Date, a crucial
milestone made possible by the readiness of the Stator and
Rotor and the on-time delivery of all required materials. Your
company successfully dismantled the old machinery, paving the
way for the installation of new turbine, generator, and Balance
of Plant (BOP) equipment supplied by GE Vernova. This critical
phase sets the stage for advancing the project's objectives
and enhancing its operational capabilities.

Koyna: Successful Upgrade of Governing System
Enhances Hydroelectric Capability

Your Company has successfully upgraded the governing system
for the 4x70 MW Koyna Stage I project, by completing the supply,
erection, and commissioning of the governing system. This
achievement highlights our technical expertise and dedication
to delivering high-quality engineering solutions.

Tehri: Pioneering Milestones in India's Pumped
Storage Hydroelectric Advancement

Your Company has successfully completed the mechanical
wet spinning of the first variable speed Pumped Storage
Power (PSP) machine in India on 3rd August 2024. Progress
continued in the third quarter with the successful positioning
of the last Rotor, culminating in the safe installation of all four
units' Rotors. This achievement was a result of meticulous
planning and collaboration by your company.

Furthering the success, the Tehri Pumped Storage hydropower
plant produced its first kilowatt-hour of electricity in the fourth
quarter of 2024, marking a pivotal moment in the project's
operational journey.

Alaknanda Project: Leading Modbus Integration
and Strengthening Customer Partnerships

Your Company recently achieved a milestone by successfully
completing the Factory Acceptance Test (FAT) for the TSLG
Electronic Governing panels, in collaboration with the customer
(Alaknanda Hydro Power Company - AHPCL) for Alaknanda
Project.

Khatima: Successful Early Delivery of Kaplan
Runner for Khatima Power Station

Your Company received an order to supply one Kaplan
Runner 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 a
significant achievement, delighting the customer with early
delivery and contributing to the fulfilment of regional and
service targets for FY 2024.

Coleridge: Successful FAT for G1 distributor:

Your Company recently celebrated the successful completion
of the Factory Acceptance Test (FAT) for the G1 Distributor,
conducted at the GE Vernova Tianjin Factory in Asia on March
3-4, 2025.

Teesta VI, lowering of Stay Ring:

Your Company marked a significant achievement for the Teesta
VI Hydroelectric Project with the safe and successful lowering
of Stay Ring Unit IV, a feat that comes after a prolonged pause
due to severe flooding at the site.

2)

WAY FORWARD

Anticipating a significant rise in global energy consumption,
coupled with India's sustained reliance on coal, GE Power India
is strategically poised to leverage its expertise in the evolving
energy sector. Our core focus encompasses expanding service
solutions for efficiency enhancements, deploying emission
control 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 parts
exports, and providing specialized equipment for pressure
vessel and cryogenic applications.

Through continuous investment in cutting-edge innovation,
enhanced service capabilities, and support for grid
modernization, GE Power India aims to be a pivotal partner in
both the global transition towards cleaner energy and meeting
India's escalating demand for dependable and sustainable power
generation. Our strategic approach recognizes the near-term
importance of coal in India while remaining aligned with the
long-term objective of emissions reduction.

ENVIRONMENT, HEALTH AND SAFETY (EHS)

For your Company, safety, health and well-being of employees,
contractors and customers are of prime importance. Your
Company is governed by its EHS directives and instructions to
protect itself and its stakeholders. EHS process is managed in
accordance with the highest standards, which are evaluated
from time to time. The EHS Management system of the Company
is robust & certified for ISO 14001 & ISO 45001. Your Company
follows 'Zero Tolerance to LSR Deviation Policy' and ' I Own
Safety' empowerment. In addition to this, every stakeholder
follows the Life Saving Rules which emphasises on STARTING
the work SAFE and facilitates the identification of triggering
circumstances and reinforces the deployment of STOP WORK
protocols whenever necessary. On witnessing safe behaviour
they appreciate it, however if there is any at-risk behaviour
they address them through Just & Fair approach system which
involves coaching, issuing warnings, implementing suspensions
or considering terminations. Your company also empowers
contractor supervisor's to be involved in the Just & Fair /
Behaviour Based Safety approach. Concurrently, in the event
of any EHS incidents (Near miss, Level D, Level C, Level B, Level
A), your company conducts comprehensive investigation and
subsequently roll out corresponding actions across all locations
to 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 have
an understanding of EHS requirements and build a culture of
safety and well-being.

r@i

©<§><§>

DIRECTORS

In compliance with Sections 152, 196, 197 and 203 of the
Companies Act, 2013 ('Act') read with Schedule V and other
applicable provisions of the Act and the Articles of Association
of the Company, the Board in its meeting held on 03 June
2024, on the recommendation of Nomination and Remuneration
Committee, appointed Mr. Aashish Ghai (DIN: 07276636) as
an Additional Director w.e.f. 22 July 2024 to hold office up
to the date of the 32nd Annual General Meeting. The Board
also appointed Mr. Ghai as Whole-time Director with effect
from 22 July 2024, for a period of three (3) years with effect
from 22 July 2024 to 21 July 2027, liable to retire by rotation,
subject to approval of members of the Company. Further, he
was also appointed as Chief Financial Officer of the Company
w.e.f. 24 July 2024.

His appointment was subsequently approved by the members
of the Company in its 32nd Annual General meeting (AGM)
held on 23 July 2024.

In compliance with Sections 149 of the Act read with applicable
Schedules and other applicable provisions of the Act and the
Articles of Association of the Company and Listing Regulations
and basis the recommendation of Nomination and Remuneration
Committee, the Board of Directors in its meeting held on 22
May 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 May
2029, not liable to retire by rotation, subject to the approval of
members. He was eligible to hold office as Additional Director
till 32nd AGM.

In compliance with Sections 149 of the Act read with applicable
Schedules and other applicable provisions of the Act and the
Articles of Association of the Company and Listing Regulations
and basis the recommendation of Nomination and Remuneration
Committee, the Board of Directors in its meeting held on 22
May 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 May
2029, not liable to retire by rotation, subject to the approval of
members. He was eligible to hold office as Additional Director
till 32nd AGM.

The Board in its meeting held on 22 May 2024 recommended
to the members of the Company, the appointment of Mr. Ashok
Kumar 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 May
2029, not liable to retire by rotation. Their appointments were
subsequently approved by the members of the Company in
its 32nd AGM held on 23 July 2024.

However, Mr. Dhillon resigned from the position of Independent
Director effective 17 February 2025 due to his appointment and
thereafter taking oath as Member (Finance), Central Electricity
Regulation Commission on 17 February 2025. It was confirmed
that there was no other reason than the one stated above.

On the recommendation of Nomination and Remuneration
Committee, the Board in its meeting held on 21 August 2024
appointed Mr. Puneet Bhatla (DIN: 09536236) as an Additional
Director w.e.f. 01 September 2024 to hold office up to the date
of the next Annual General Meeting. The Board also appointed
Mr. Puneet Bhatla as Managing Director for a period of thirty-
four (34) months with effect from 01 September 2024 to 30
June 2027, not liable to retire by rotation, subject to approval
of members of the Company. The members approved his
appointment as Director and Managing Director not liable to
retire by rotation, through postal ballot on 27 November 2024.

In compliance with Sections 149 of the Act read with applicable
Schedules and other applicable provisions of the Act and the
Articles of Association of the Company and Listing Regulations
and basis the recommendation of Nomination and Remuneration
Committee, the Board of Directors in its meeting held on 13
May 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 May
2030, not liable to retire by rotation, subject to the approval
of members. He is eligible to hold office as Additional Director
till date of ensuing AGM.

The Board in its meeting held on 13 May 2025 recommended to
the members of the Company, the appointment of Mr. Neeraj
Kumar NandafDIN 07634636) as Independent Director for first
term of five (5) consecutive years with effect from 16 May 2025
to 15 May 2030, not liable to retire by rotation.

All the Independent Directors/Additional Independent Directors/
Additional Independent Directors have declared that they meet
the criteria of independence as laid down under the Act/Listing
Regulations/any other applicable law along with a declaration
of compliance of Rule 6 of Companies (Appointment and
Qualification of Directors) Rules, 2014, as amended from time to
time. The Independent Directors have complied with the Code
for 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 Thiagarajan
completed their tenure for the term of two consecutive five
years as Independent Directors of the Company with effect
from the closing hours of 24 July 2024.

On 03 June 2024, Mr. Yogesh Gupta (01393032) tendered
his resignation as Whole-time Director & CFO of the Company
w.e.f. close of business hours of 23 July 2024 to undertake
other role in GE Vernova.

Mr. Prashant Jain (DIN 06828019) resigned from the position
of Managing Director with effect from close of business hours
of 31 August 2024 to pursue new opportunities.

Mr. Mahesh Shrikrishna Palashikar, Chairman & Non- Executive
Director (DIN 02275903) is liable to retire by rotation in the
ensuing AGM and is eligible for reappointment. However, the
Board in its meeting held on 29 May 2025 took note of his notice
of retirement by rotation under Section 152 and other relevant
provisions of the Act, dated 29 May 2025 wherein he requested
to be relieved and retire from the positions and duties of the
Chair of the Board of Directors and Non-Executive Director of the
Company to be able to attend and honor his other professional
business commitments. Accordingly, the Board approved to
relieve him from the position and duties of the Chair of the Board
of Directors and Non-Executive Director of the Company with
effect from the conclusion of the 33rd Annual General Meeting
of the Company.

Pursuant to the recommendation of Nomination and Remuneration
Committee and provisions of Sections 150,152 153,161 and all
other applicable provisions of the Act and rules made thereunder,

Listing Regulations and the Articles of Association of the Company
the Board appointed Mr. Craig Martin Richards (DIN 11141735) as
an Additional Director of the company with effect from 14 August
2025, who shall hold office up to the date of ensuing Annual
General Meeting of the Company, liable to retire by rotation,
subject to procurement of DIN and such other approvals as may
be required. Further, pursuant to the provisions of Article 174 of
the Article of Association of the Company, the Board appointed
Mr. Richards as Non-Executive Non Independent Chairman of
the Board of Directors of the Company w.e.f. 15 August 2025.

The Board in its meeting held on 29 May 2025 recommended
to the members of the Company, the appointment of Mr. Craig
Martin Richards as Non-Executive Director with effect from
14 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 report
forming part of this report. Further, the Company has in place
the Code of Conduct for Directors and senior management
personnel. The Company is in receipt of disclosures from
Directors and senior management personnel with respect to
adherence of the aforesaid code during FY 2024-25.

The particulars in respect of directors seeking appointment
as required under Regulation 36(3) of Listing Regulations and
Secretarial Standard on General Meetings (SS-2) issued by
the Institute of Company Secretaries of India forms part of
the Corporate Governance Report and Statement pursuant to
Section 102 of the Act forming part of the AGM Notice. Pursuant
to the provisions of Sections 152,160 and any other applicable
provisions of the Act and the Listing Regulations, inter-alia basis
their expertise in specific functional areas, background, and as
per the recommendation of the Nomination and Remuneration
Committee, the Board recommends appointments of Mr. Neeraj
Kumar Nanda and Mr. Craig Martin Richards. The Board places
on record its sincere appreciation and gratitude to the outgoing
Directors for their invaluable contributions and extends a
warm welcome to the incoming Directors as they join us on
this journey.

!i

REGISTERED OFFICE

The Registered Office of the Company is situated at Regus
Magnum Business Centers, 11th floor, Platina, Block G, Plot
C-59, BKC, Bandra (E), Mumbai, Maharashtra - 400051. There
was no change in the address of Registered office during the
FY 2024-25.

MEETINGS OF BOARD AND ITS COMMITTEES

The Board meets at regular intervals to discuss on Company/
business's policy, strategy and financial results apart from
other Board business. The Board/Committee Meetings are pre¬
scheduled and a tentative quarterly/half yearly calendar of the
Board and Committee Meetings is discussed and finalized by
the Directors in advance to facilitate them to plan their schedule
and to ensure meaningful participation in the meetings. The
maximum interval between any two Board Meetings did not
exceed one hundred and twenty (120) days.

In order to further strengthen the Corporate Governance
practices in the Company and to maintain the corporate
culture of conscience and consciousness towards shareholders
and other stakeholders, the Company has non-mandatory
committees in place which focus on strategy, innovation,
sustainability, inclusion etc. to help concentration on key areas
thereby enhancing the Board processes.

Your Company comprises of four mandatory committees which
includes Audit Committee, Nomination and Remuneration
Committee, Stakeholders Relationship Committee and Risk
Management committee. Apart from the mandatory committee
your Company has three non-mandatory committees which
includes Sustainability Committee, Inclusion & Diversity
Committee and Strategy & Innovation Committee. In terms of
section 135 of the Companies Act, 2013 and the Companies
(Corporate Social Responsibility Policy) Rules, 2014, as amended
from time to time, the Company was no longer required to
constitute/continue to maintain a CSR Committee. Accordingly,
the CSR Committee of the Company was dissolved with effect
from 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 committees
held during the FY 2024-25 and its terms of reference are
provided in Corporate Governance Report which forms part
of 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 have
been duly complied.

Non-mandatory Committees of the Company are managed
in compliance with Secretarial Standards -1 on meetings of
the Board of Directors issued by the Institute of Company

Secretaries of India to the extent possible.

RECOMMENDATIONS OF AUDIT COMMITTEE

Your Company has an Audit Committee of the Board of Directors
in place. The terms of reference of the Audit Committee are
in line with Section 177 of the Act and the Listing Regulations,
as amended. There were no recommendations made by the
Audit Committee which were not accepted by the Board. There
were no frauds reported by Auditors of your Company under
sub-section 12 of section 143 of the Act for the FY 2024-25.

NOMINATION AND REMUNERATION POLICY

Your Company has in place a Nomination and Remuneration
Policy to ensure that the Board and top Management is
appropriately constituted to meet its fiduciary obligation
to stakeholders, to identify and determine the integrity,
qualification, expertise and experience of persons who are
qualified to become Directors or who may be appointed in
senior management and/or as Key Managerial Personnel of the
Company. This policy inter-alia lays down the guidelines relating
to appointment and remuneration for Executive Directors, Non-
Executive Directors/lndependent Directors, Key Managerial
Personnel and Senior Management, skill mapping of director
before appointment, alignment with current HR policies of the
Company, criteria for paying remuneration/commission to Non-
Executive Directors etc. The Nomination and Remuneration
policy was last reviewed and amended on 13 May 2025 to
amend and include criteria for determining the commission
payable to all the Non-Executive Directors and/or Independent
Directors. The Nomination and Remuneration policy can be
accessed at www.gevernova.com/regions/asia/in/ge-power-
india-limited
.

BOARD EVALUATION

Pursuant to the provisions of the Act and the Listing Regulations,
the Non-Executive, Non-Independent Director and the Executive
Directors of the Company were evaluated by the Independent
Directors of the Company in a separate meeting of Independent
Directors. The formal annual evaluation of the Independent
Directors, Board as a whole, Chairman, Committees namely Audit
Committee, Stakeholders Relationship Committee, Corporate
Social Responsibility Committee, Risk Management Committee,
Nomination and Remuneration Committee, Strategy & Innovation
Committee, Inclusion & Diversity Committee and Sustainability
Committee and all the individual Directors were undertaken
in the Board meeting. More details on the same including
the evaluation mechanism are provided in the Corporate
Governance Report which forms part of this Annual Report.

AUDITORS AND AUDIT REPORT

Statutory Auditors

The Statutory Auditors of the Company, M/s Deioitte Haskins
& Sells (Firm Registration No. 015125N) were appointed at the
29th Annual General Meeting of the Company to hold office for
a term of five (5) consecutive years until the conclusion of the
34th Annual General Meeting of the Company at a remuneration
as may be decided by the Board of Directors of the Company.

Brief profile of Deioitte Haskins & Sells inter-alia highlighting
their competence and experience is given in the Notice of AGM.

Cost Auditors

Pursuant to Section 148 of the Act, your Directors, on the
recommendation of the Audit Committee, appointed M/s
Yogesh Gupta & Associates, Cost Accountants as Cost
Auditors of your Company for the FY 2025-26 to carry out
the cost audit for the applicable business at a remuneration of
? 3,00,000/- (Rupees Three Lakh only) plus applicable taxes and
reimbursement of out of pocket expenses. A Certificate from
M/s Yogesh Gupta & Associates, Cost Accountants has been
received confirming that their appointment as Cost Auditors of
the Company, would be in accordance with the limits specified
under Section 141 of the Act.

Brief profile of M/s Yogesh Gupta & Associates, Cost Accountants
inter-alia highlighting their competence and experience is given
in the Notice of AGM.

As required under the Act, the remuneration payable to the Cost
Auditor is required to be placed before the members of the
Company in the general meeting for ratification. Accordingly, the
Board of Directors of the Company recommends to members
the ratification of the remuneration payable to M/s Yogesh
Gupta & Associates, Cost Accountants for the FY 2025-26 at
the ensuing Annual General Meeting.

The Cost records as specified by the Central Government in
compliance with sub-section (1) of section 148 of the Companies
Act, 2013 are being duly maintained by the Company.

Secretarial Audit

Pursuant to the provisions of Section 204 of the Act your
Directors appointed M/s Hemant Singh & Associates, Company
Secretaries to undertake the Secretarial Audit of your Company
for FY 2024-25. The Secretarial Audit Report in Form MR-3 for
FY 2024-25 is annexed as
'Annexure B’ to this Report.

Further in compliance with Regulation 24A of Listing
Regulations, Annual Secretarial Compliance Report for

the year ended 31 March 2025, issued by M/s Hemant
Singh & Associates, Company Secretaries is annexed as
'Annexure C' to this Report. The same was filed with stock
exchanges (BSE & NSE) on 30 May 2025.

Brief profile of M/s Hemant Singh & Associates, Company
Secretaries inter-alia highlighting their competence and
experience is given in the Notice of AGM.

There are no qualifications, reservations, observations or adverse
remarks made by the Auditors in their report for FY 2024-25.

Further, the Board in its meeting held on 29 May 2025, basis
the recommendation of Audit Committee, appointed M/s. Vineet
Kumar Chaudhary & Associates, practicing Company Secretaries
(UIN P2018DE07700) as the Secretarial Auditors of the Company
for a term of five (5) consecutive years commencing from FY
2025-26 to FY 2029-30, subject to approval of members at
the ensuing AGM of the Company. The details related to the
aforementioned appointment is given in the Notice of AGM.

DIRECTORS’RESPONSIBILITY STATEMENT

Your Directors state that:

I. in the preparation of the annual financial statements for
the year ended 31 March 2025, the applicable accounting
standards have been followed along with proper explanation
relating to material departures, if any;

II. such accounting policies have been selected and applied
consistently and made such judgements and estimates
that are reasonable and prudent so as to give a true and
fair view of the state of affairs of the Company as at the
end of the financial year 31 March 2025 and of the profit
of the Company for that period;

III. proper and sufficient care have 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;

IV. the annual financial statements have been prepared on a
going concern basis;

V. financial control been laid down and followed by the
Company and that such internal financial controls are
adequate and are operating effectively; and

VI. proper systems have been devised to ensure compliance
with the provisions of all applicable laws and that such
systems were adequate and operating effectively.

SUBSIDIARIES /JOINT VENTURES

GE Power Boilers Services Limited ('GEPBSL') is a wholly owned subsidiary of the Company. It is a non-material non-listed Indian
subsidiary. It was initially engaged in the services related to boilers. However, GEPBSL received a service order for a total order
value 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 the
financial statement of Company's subsidiary for FY 2024-25 in the prescribed format Form AOC-1 is as under :-

Part A: Subsidiaries

(? in million)

Name of the The date Share Reserves
subsidiary since when capital and
subsidiary surplus
was

acquired

Total Total Invest Turnover Profit/ Provision Profit/ Proposed Extent of
assets liabilities - (loss) for (loss) Dividend shareholding
ments before taxation after (in %)
taxation taxation

GE Power Boilers
Services Limited

31-10-2002

3.40

(3.88)

0.02

0.49

-

-

-0.01

-

-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 (?)

Part B: Associates and Joint Ventures

The Company holds 3,000,000 equity shares of ?10 each in NTPC GE Power Services Private Limited (NGSL). The Company
is having 50% voting rights and right to net assets in NGSL thereby giving joint control over NGSL. Investment in Joint venture
is accounted for using the equity method of accounting, after initially being recognized at cost. During the FY 2024-25, NGSL
had 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 State
Electricity Corporation Limited.

Statement pursuant to Section 129(3) of the Companies Act, 2013 related to Associate Companies and Joint Ventures basis
the management certified accounts

Name of
Association

Latest

audited

Shares of Associate or Joint Ventures
held by the company on the year end

Description
of how there

Reason
why the

Net worth*
attributable

Profit or Loss for the year*

or Joint
Venture

Balance
sheet Date

No.

Amount of
Investment in
Associates or
Joint Venture

Extent of
Holding (in
percentage)

is significant
influence

associate/ to

Joint venture shareholding

Is not

consolidated

Considered in
Consolidation

Not

Considered in
Consolidation

NTPC GE

Power

Services

Private

Limited

31.03.2024

3,000,000

equity

shares

72

50

Company has
joint control

Not

Applicable

299.2

111.9

111.9

PROMOTER SHAREHOLDING AND WEBSITE

The name of the immediate holding company is GE Steam
Power International BV. It holds 46,102,083 equity shares
constituting 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 company
of GE Power India Limited has changed from General Electric
Company to GE Vernova Inc. The same was intimated to stock
exchanges on 03 April 2024.

On 25 July 2024, the Board of Directors of the Company
received and noted a communication dated 25 July 2024 from
its immediate holding Company, GE Steam Power International
B.V. (Promoter of the Company) with subject line "Ending Plan to
Exit from GE Power India Limited and de-promoterise”, whereby
GE Steam Power International B.V. had communicated to the
Company that it has decided to end its plan to exit from GE
Power India Limited (GEPIL) and de-promoterise. GE Steam
Power International B.V. confirmed to continue to be the
Promoter of the Company. The same intimated to the stock
exchanges 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

Key highlights of the transactions undertaken
during the financial year 2024-25: -

Based on the recommendations of the Audit Committee, the
Board of Directors of the Company, at its meeting held on 10
July 2024, approved the sale and transfer of the following
undertakings of the Company, on a going concern basis, by
way of a slump sale:

(i) hydro business undertaking of the Company comprising the
business of developing, designing, engineering, marketing,
manufacturing, selling, supplying, transporting, assembling,
installing and servicing hydro turbines, generators and
associated auxiliaries (including balance of plant) and
systems for hydroelectric power stations (including pumped
storage plants) ("Hydro Business”) to GE Power Electronics
(India) Private Limited, a related party (now known as GE
Vernova Hydro Power India Private Limited). Accordingly,
Business Transfer Agreement for Hydro Business was
executed between the Company and GE Power Electronics
(India) Private Limited on 15 July 2024; and

(ii) gas power business undertaking of the Company
comprising all activities in relation to gas power plants,
as being undertaken by the Company which consist of: (a)
providing project management, application and detailed
engineering services for regional and global projects;
and (b) providing maintenance services to the existing
fleet of gas power plants ("Gas Power Business”) to GE
Renewable Energy Technologies Private Limited, a related
party. Accordingly, Business Transfer Agreement for Gas
Power Business was executed between the Company and
GE Renewable Energy Technologies Private Limited on 15
July 2024.

The members approved the aforesaid transactions on 14
August 2024.

Thereafter, the sale and transfer of said Gas Power Business and
Hydro Business was completed as on 30 September 2024 and
31 March 2025 respectively in accordance with the terms of the
business transfer agreement entered into with the respective
Purchasers dated 15 July 2024, as amended, in this regard.

The relevant disclosures in this regard are available on the
website of the Company as well as on the stock exchanges.

CONSOLIDATED FINANCIAL STATEMENTS

In compliance with provisions of Section 129 of the Act and
Listing Regulations, as amended, your Company has prepared
Consolidated Financial Statements in accordance with the
requirements of Ind-AS Rules. The Audited Consolidated
Financial Statements along with the Auditors' Report thereon
forms part of this Annual Report.

Further, as per the fourth proviso of Section 136(1) of the
Act, Audited Financial Statements of the subsidiary Company
have 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 audited
financial statements of the subsidiary Company may write to
the Company Secretary of the Company.

VIGIL MECHANISM

Your Company is dedicated to upholding the highest
standards of corporate governance, guided by the principles
of transparency, accountability, fairness, and integrity, with the
goal of creating long-term, sustainable value for its stakeholders.
To support this commitment, the Company has established
a Vigil Mechanism (Ombuds and Open Reporting Procedure)
that provides all stakeholders with a channel to report actual
or potential concerns related to integrity breaches or legal
violations. The Company provides adequate safeguard to the
Concern Raiser. If a concern Raiser faces anv retaliation as a

result of reporting a concern or supporting an investigation,or
in inappropriate or exceptional circumstances the aforesaid
Procedure provides adequate provision to report the incident to
the Chairman of the Audit Committee. In addition, your Company
has adopted an internal Code of Conduct namely The Spirit
& The Letter'('S&L') which is followed by anyone who works
for or represents GE Vernova, which includes your Company.

Employees have the power to influence GE Vernova's reputation
worldwide by how they embrace the spirit of integrity. The Spirit
& The Letter and the said policy helps ensure that the work
employees do continues our long-standing tradition of working
with unyielding integrity. It helps us create an atmosphere
where people want to work without any fear.

During the year, 23 stakeholders' complaints were received
and all of them have been resolved to the satisfaction of the
complainants. Out of the total resolved complaints ~ 40% of
the complaints were confirmed.

The aforesaid policies are available on the Company's website
viz. https://www.gevernova.com/regions/asia/in/ge-power-
india-limited

FIXED DEPOSIT

The Company has not accepted any deposits and as such no
amount of principal or interest was outstanding as at the end
of FY 2024-25.

CREDIT RATING

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 a
downward revision

Reaffirmed the above rating on 24 December 2024.

MANAGEMENT DISCUSSION AND ANALYSIS

The Management Discussion and Analysis is presented in a
separate section, which forms part of this Annual Report.

CORPORATE GOVERNANCE REPORT

The Corporate Governance Report is presented in a separate
section, which forms part of this Annual Report.

PARTICULARS OF LOANS, GOARANTEES OR INVESTMENTS

During the year, your Company granted new Inter-Corporate
Deposits (ICDs) under cashpool transaction with LM Wind
Power Blades (India) Private Limited ('LM Wind') to the tune of
t 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 during
FY 2024-25 have been provided in Note no. 7 of the Notes
to Standalone Financial Statements which forms part of this
Annual Report. The rate of interest for aforesaid ICDs was in
the range of 6.54% p.a. to 6.68 % p.a. All the ICDs were granted
in compliance with Section 186 of the Act. The aforesaid ICDs
were granted for business purposes only.Your Company has
not given any Guarantee during FY 2024-25.

On 29 March 2025, the members of the Company vide Postal
Ballot granted approval for enhancement of overall limits for
inter-corporate Loans/guarantees/security/investment upto a
maximum of ?4,500 million only (Indian Rupees Four Thousand
and 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 so
far made and/or guarantees or security so far provided by the
Company to any person or body corporate, over and above the
limits prescribed under Section 186 of the Act i.e. 60% of the
paid-up share capital, free reserves and securities premium
account of the Company or 100% of free reserves and securities
premium account of the Company, whichever is more.

RELATED PARTY TRANSACTIONS

Your Company has in place a Related Party Transactions
Policy. During FY 2024-25, shareholders' approval for Material
related party transaction and material modification thereof was
obtained at the 32st Annual General Meeting of the Company

and vide postal ballot approved by the members on 14 August
2024 and 29 March 2025. Omnibus approval for related party
transactions (at arm's length and in ordinary course of business)
which were foreseen and repetitive in nature was obtained from
the Audit Committee. All the related party transactions entered
during the year were at arm's length and in ordinary course
of business except the ones for which separate approval was
taken under the provisions of Section 188 of the Act, from the
Audit Committee and the Board.

However, the Company entered into transactions which may
be considered material in terms of Section 188 of the Act and
thus disclosure in Form AOC-2 is annexed as
Annexure IA. The
disclosures pertaining to transactions with Related Parties in
compliance with applicable accounting standards have been
provided in Note no. 36(b) of the Notes to Standalone Financial
Statements.

Members’ approval for the Material Related Party Transactions
(MRPTs) proposed to be undertaken in FY 2025-26 was
obtained through postal ballot on 04 May 2025. Further, certain
MRPTs that are scheduled to expire at the 33rd Annual General
Meeting (AGM) have been recommended for renewal by the
Audit Committee and accordingly forms part of the Notice of
the ensuing AGM for members' approval.

ENERGY CONSERVATION, TECHNOLOGY ADSORPTION
AND FOREIGN EXCHANGE EARNINGS AND OUTGO

The information on conservation of energy, technology
absorption and foreign exchange earnings & outgo as stipulated
under Section 134(3)(m) of the Act is annexed as
'Annexure
D'
to this Report.

DEVELOPMENT AND IMPLEMENTATION OF A RISK
MANAGEMENT POLICY

The Board of Directors of your Company has laid down a Risk
Management Policy for the Company. Further the Company has
Risk Management Committee (RMC) in place. The Committee
assists the Board in fulfilling its risk management oversight
responsibilities with regard to identification, evaluation and
mitigation of critical risks - strategic as well as operational.
The Company has an enterprise risk management (ERM)
framework in place. This helps in identifying elements of
risks inherent to the business linked to various activities such
as tendering, contract execution, operational and financial

management, environment, health and safety, reputation and
image, currency fluctuation, compliance etc. These risks are
assessed with respect to factors - external as well as internal
to your Company that can impact its business operations and
growth aspirations. There is a structured process to identify
enterprise level critical risks and to develop their respective
mitigation action plans. Status of these risks and mitigation
action plans are periodically reviewed by the RMC.

The framework of Internal Financials Controls (IFC) and the
system of Internal Audit complements the Policy by scientifically
identifying, scoping and mapping risks to significant businesses,
profit centers and functional areas. Risk matrices that map
controls against risks in each area, are evaluated periodically.
There exists an objective rating criterion for observations
and time bound mitigations that are monitored. Every unit
and function is required to deploy the control measures and
ensure timely reporting. In the opinion of the Board, none of the
above-mentioned risks threaten the existence of your Company.

REPORTING UNDER THE SEXUAL HARASSMENT OF
WOMEN AT WORKPLACE (PREVENTION, PROHIBITION
AND REDRESSAL) ACT, 2013

In accordance with the Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013
and the associated rules, the Company has implemented a
comprehensive policy to address sexual harassment in the
workplace. The Company has duly constituted an Internal
Complaints Committee as mandated under the Act. During
the financial year 2024-25, the Company organized remote
awareness programs across its various locations to educate
employees on this subject. No incidents of sexual harassment
were reported during the year.

INTERNAL FINANCIAL CONTROLS WITH REFERENCE TO
THE FINANCIAL STATEMENTS

The Board of Directors of your Company is satisfied with the
internal financial control process with reference to the financial
statements. Internal control environment of the Company is
reliable with well documented framework to mitigate risks. A
detailed analysis is provided in the Management Discussion
and Analysis.

ANNUAL RETURN

In accordance with the Act, the annual return in the prescribed
format 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 read
with Rule 5 of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014, the particulars of the
employees are set out in
Annexure - E. However, as per
the provisions of Section 136 of the Act, the Annual Report
is being sent to all the members of the Company excluding
the information to be provided under Rule 5 (2) & (3) of The
Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014. The said information is available
for inspection by the members at the registered office of
the Company up to the date of the ensuing Annual General
Meeting. Any member interested in obtaining such particulars
may write to the Company Secretary at in.investor-relations@
gevernova.com.

SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE
REGULATORS OR COURTS

There were no significant and material orders passed against
your Company by the regulators or courts or tribunals during
FY 2024-25 impacting the going concern status and your
Company's operations in future.

MATERIAL CHANGES AND COMMITMENTS, IF ANY OR
ANY OTHER MATERIAL EVENT HAVING AN IMPACT ON
THE AFFAIRS OF THE COMPANY.

There were no material changes and commitments affecting
the financial position of the Company which have occurred
between 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 under
the Insolvency and Bankruptcy Code, 2016 ('Code') was
initiated and is subsisting as on 31 March 2025.

II. There was no instance of onetime settlement with any
Bank or Financial Institution.

III. There has been no change in the nature of business of
the Company.

IV. During the year the Company did not issue any equity
shares with differential rights as to dividend, voting or
otherwise.

CORPORATE SOCIAL RESPONSIBILITY(C8R)

Corporate Social Responsibility and inclusiveness are part
of the Company's sustainability strategy. Inclusion, efficient
resources management and engaging our internal and external
stakeholders in the process of sustainability are part of the
overall agenda. Through employee volunteering, sustainability
goals and CSR efforts, the Company has endeavoured to
prioritise commitment towards sustainable and inclusive
development.

During FY 2024-25, the Company did not have the statutory
CSR budget under the Act. However, apart from continuing
and completing the Ongoing Project, the Company voluntarily
spent ? 5,50,000 towards Education program in GE Model
Tribal villages promoting education and rural development
during FY 2024-25.

INITIATIVE UNDERTAKEN BY YOUR COMPANY IN FY
2024-25

Basic Education for poor children in the tribal
villages of Durgapur

Your Company in partnership with Swami Vivekananda Vani
Prachar Samity (SVVPS) provides basic education in tribal villages
of Durgapur, Paschim Bardhaman, West Bengal (Moldanga, Fuljhor
& Kathaldanga) benefitting the education of 139 Children. This
project included running of 3 education centres at Modaldanga,
Bon Fuljhor and Kathaldanga which facilitated in providing
teachers, educational materials like Books, copies etc., organizing
cultural programs, annual sports and excursion. The Project got
completed during FY 2024-25.

ONGDING PROJECTS UNDERTAKEN BY YOUR COMPANY
OF FY 2021-22

Employment linked Skill Training Program for
youths:

Your Company in partnership with Tech Mahindra Foundation
initiated a project which aimed at providing employable skills
in Amazon Web Services (AWS) re/Start program on Cloud
Computing to 1,000 youths from Delhi, Chandigarh, Bangalore,
Chennai, Delhi NCR, Hyderabad, Kolkata, Mumbai, Pune and
Visakhapatnam. AWS re/Start is a full-time, classroom- based
skills development and training program that prepares learners
for entry- level careers in cloud computing technology and
connects them to potential employers. Through real-world,

scenario-based learning, hands-on labs, learners gain the
technical skills they need for entry-level cloud roles. The
program's mission is to build a diverse pipeline of entry-level
cloud talent. AWS re/Start also focuses on building professional
skills such as adaptive communication, time management,
and collaboration. Under the said program, 1,286 students
were enrolled out of which 1,044 students graduated while
648 students have been successfully placed. This Ongoing
project began in FY 2021-22 and was marked as completed
during FY 2024-25.

INVESTOR EDUCATION & PROTECTION FUND (IEPF)

Pursuant to Section 124(5) of the Act read with the IEPF
Authority (Accounting, Audit, Transfer and Refund) Rules, 2016
('the Rules'), all unpaid or unclaimed dividends are required
to be transferred by the Company to the IEPF established by
the Central Government, after the completion of seven years.
In accordance with the aforesaid provisions,? 9,19,590/- was
transferred to IEPF Authority in respect of unclaimed dividend
for FY 2016-17.

Pursuant to Section 124(6) of the Act, such shares in respect
of which dividend has remained unpaid or unclaimed for seven
consecutive years shall be transferred to Demat account
maintained by IEPF Authority. In accordance with the aforesaid
provisions 27,940 equity shares of the Company in respect of
which dividend has remained unpaid or unclaimed for seven
consecutive years from FY 2016-17 were transferred to the
Demat account maintained by IEPF Authority. Due to transition
from V2 to V3 MCA portal and resultant glitches in MCA 21
portal, there was a slight delay in transferring dividend and
eligible shares to IEPF, however no additional fees was charged
in 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 compliance
with Section 124(6) of the Act to IEPF Authority during the
FY 2024-25.

Additionally, no dividend has been declared by the Company for
FY 2024-25. Details of year wise amount of unpaid/unclaimed
dividend lying in the unpaid account which are liable to be
transferred to the IEPF Authority and the due dates for such
transfer form part of the notes to notice of ensuing Annual
General Meeting of the Company.

As on 31 March 2025, 55,803 equity shares are eligible to be
transferred to IEPF Authority after 20 August 2025. Accordingly,
the Company vide letter/email dated 16 May 2025 has already
written to such shareholders to claim dividends which stand
unpaid/unclaimed for the last seven consecutive years i.e. since

FY 2017-18, on or before 20 August 2025. Thereafter the dividend
for the year mentioned above shall be transferred to the IEPF
and the corresponding eligible shares shall also be transferred
to demat account maintained by IEPF.

BUSINESS RESPONSIBILITY ANB SUSTAINABILITY
REPORT

The Company is submitting Business Responsibility and
Sustainability Report as
'Annexure G’ to this Report.

ACKNOWLEDGEMENTS

The Board of Directors take this opportunity to thank all its
shareholders, valued customers, banks, Government and
statutory authorities, investors and stock exchanges for their
continued support to the Company. Your Directors wish to place
on record their deep sense of appreciation for the committed
services by employees. Your Directors acknowledge with
gratitude the encouragement and support extended by the
valued 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)

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