Your Directors are pleased to present the 50th Annual Report together with the Audited financial statements of the Company for the year ended 31st March, 2026.
1. FINANCIAL RESULTS AND STATE OF THE COMPANY'S AFFAIRS:
The Company's financial performance for the year under review along with previous year's figures is given hereunder:
|
PARTICULARS
|
2025-26
|
2024-25
|
|
(I) INCOME
|
|
|
|
Revenue from Operations
|
120832.53
|
112732.42
|
|
Others
|
577.31
|
583.43
|
|
TOTAL INCOME
|
121409.84
|
113315.85
|
|
(II) EXPENDITURE
|
|
|
|
i) Employees Benefit Expense
|
10735.03
|
10 076.32
|
|
ii) Finance costs
|
8896.23
|
3808.70
|
|
iii) Depreciation and amortization expense
|
15791.71
|
15159.44
|
|
iv) Sub contract Expenses
|
38232.34
|
33335.22
|
|
v) Other Expenses
|
47096.7
|
55349.84
|
|
TOTAL EXPENDITURE
|
120752.01
|
117729.52
|
|
Profit before exceptional items and Tax
|
657.84
|
-4413.67
|
|
Exceptional expense(Income)
|
0.00
|
-1805.10
|
|
Profit before Tax
|
657.84
|
-2608.57
|
|
Tax Expenses : i) Current Tax
|
182.48
|
137.10
|
|
Profit After Tax
|
475.35
|
-2745.67
|
|
Basic Earnings per share (in ?)
|
5.28
|
-12.07
|
|
Diluted Earnings per share (in ?)
|
5.28
|
-12.07
|
2. ACQUISITION OF NEW DREDGER
As informed in previous year's Board's Reports we are happy to give you update on procurement of 12000 m3 TSHD dredgers by DCI being constructed at M/s Cochin Shipyard Limited under the Atma Nirbhar Program. The agreement between Dredging Corporation of India and Cochin Shipyard Limited was signed on 17/03/2022 and tripartite agreement between DCI-CSL- IHC was signed on 13/04/2022. The Cost of the dredger is 104.59 million EUROs. The first dredger was already launched on 18.10.2025, and the process of Commissionimng & Trials of Major equipment is underway. All the installments / payments due under the said agreement in the financial year 2025-2026 were paid by DCI within time limit. Yard is expediting to complete the Sea Trails and initiate the Protocols of delivery by October 2026.
DCI envisions fleet modernization and capacity building, by acquisitoin of Higher capacity THSDs, CSDs, Inland Cutter Dredgers ranging from 350-650 m3 , Water Injection Dredger over the next Five years, This strategic investment would boost DCI's capacity to meet the dredging requirements at Indian Major Ports as outlined in the Maritime Vision 2030 and Amrit Kaal Bharat 2047. Realizing this vision, process for acquisition of 2nd 12,000m3 TSHD is underway and we are committed to place Order in FY 2026-27.
3. CAPACITY UTILIZATION
The capacity utilization in number of days and quantity dredged as against the targets during the year is as under:-
|
Dredger
|
Operational Days
|
|
Quantity Dredged in LCuM
|
|
Target
|
Actual
|
Target
|
Actual
|
|
TSHD VIII
|
228.00
|
130.17
|
79.00
|
45.28
|
|
TSHD XII
|
305.00
|
294.33
|
17.13
|
24.02
|
|
TSHD XIV
|
285.00
|
314.68
|
15.99
|
23.27
|
|
TSHD XV
|
278.00
|
248.19
|
87.67
|
81.35
|
|
TSHD XVI
|
304.00
|
251.99
|
88.26
|
98.59
|
| |
|
|
|
|
Dredger
|
Operational Days
|
Quantity Dredged in LCuM
|
|
Target
|
Actual
|
Target
|
Actual
|
| |
|
|
|
| |
|
TSHD XVII
|
291.00
|
221.37
|
49.47
|
50.40
|
|
TSHD XIX
|
306.00
|
169.45
|
31.55
|
33.27
|
|
TSHD XX
|
284.00
|
302.55
|
109.42
|
126.13
|
|
TSHD XXI
|
308.00
|
265.27
|
34.01
|
25.91
|
|
Backhoe-I
|
204.00
|
134.00
|
-
|
1.35
|
|
Total
|
2793.00
|
2332.00
|
512.50
|
508.23
|
|
% Capacity Utilization
|
83.49%
|
99.17%
|
The lower capacity utilization is mainly because of dry-docking and ageing of dredgers.
4. DCI FLEET
The Company has, 10 Trailer Suction Hopper Dredgers (TSHDs), one Cutter Suction Dredger (CSD), one Back Hoe Dredger and one Inland Cutter Suction Dredger apart from other ancillary crafts. Fleet details are as under:
|
Craft
|
Year of Built
|
Type of Vessel
|
Max.
Dredging
Depth
(m)
|
LOA (m)
|
Dredging Draft (m)
|
Hopper
Capacity
(Cu.M)
|
Pumping
Capacity
(Cu.M/hr)
|
Net
Tonnage
|
|
DCI Dredge VIII
|
1977
|
Self-Propelled TSHD
|
25
|
124
|
8.5
|
6500
|
-
|
4437
|
|
DCI Dredge XI
|
1986
|
Self-Propelled TSHD
|
25
|
103
|
7.5
|
4500
|
-
|
1551
|
|
DCI Dredge XII
|
1990
|
Self-Propelled TSHD
|
20
|
115
|
6.5
|
4500
|
-
|
1906
|
|
DCI Dredge XIV
|
1991
|
Self-Propelled TSHD
|
20
|
115
|
6.5
|
4500
|
-
|
1906
|
|
DCI Dredge XV
|
1999
|
Self-Propelled TSHD
|
25
|
122
|
8.5
|
7400
|
-
|
2421
|
|
DCI Dredge XVI
|
2000
|
Self-Propelled TSHD
|
25
|
122
|
8.5
|
7400
|
-
|
2414
|
|
DCI Dredge XVII
|
2001
|
Self-Propelled TSHD
|
25
|
122
|
8.5
|
7400
|
-
|
2414
|
|
DCI Dredge XIX
|
2012
|
Self-Propelled TSHD
|
25
|
114
|
6.5
|
5500
|
-
|
2091
|
|
DCI Dredge XX
|
2013
|
Self-Propelled TSHD
|
25
|
114
|
6.5
|
5500
|
-
|
2091
|
|
DCI Dredge XXI
|
2013
|
Self-Propelled TSHD
|
25
|
114
|
6.5
|
5500
|
-
|
2091
|
|
DCI Dredge-XVIII
|
2009
|
Non-propelled CSD
|
25
|
88
|
3
|
-
|
2000
|
607
|
|
DCI Dredge-BH1
|
2011
|
Non-propelled BH
|
21.5
|
55.7
|
2.5
|
-
|
-
|
293
|
|
DCI ID Ganga
|
2016
|
Non-propelled ID
|
14
|
28.5
|
1.5
|
-
|
500
|
39
|
|
Survey Launch-I
|
1999
|
Self-Propelled
|
-
|
12.5
|
1.85
|
-
|
-
|
18 (GT)
|
|
Survey Launch-II
|
2009
|
Self-Propelled
|
-
|
16
|
1.45
|
-
|
-
|
41 (GT)
|
|
Survey Launch-III
|
2009
|
Self-Propelled
|
-
|
16
|
1.45
|
-
|
-
|
41 (GT)
|
|
DCI Multicat-I
|
2015
|
Self-Propelled
|
NA
|
32
|
4
|
-
|
-
|
408 (GT)
|
5. DREDGING OPERATIONS
A) Important contracts completed during the year: 2025-26
i) Maintenance Dredging in the Hooghly
Estuary Shipping Channel of Syama Prasad Mookerjee Port, Kolkata - The Company successfully completed the first year of the five-year maintenance dredging contract for the period from 01.08.2024 to 31.07.2025 during FY 2025-26..
ii) Undertaking Dredging at Approach
Channel of Multi Model IWT Terminal, Haldia (3 years) - Completed for 1st year from 12.08.2025 to 20.03.2026.
iii) Maintenance dredging of 8.5 Million CuM from Approach Channel, Entrance Channel, Turning Circle and Docks of Paradip Port Authority for the year 2025-26.
iv) Capital (Grab) dredging works at different locations in the Port Dock Areas of Paradip Port Authority from 07.09.2025 to 02.12.2025.
v) Maintenance Dredging at the New Sand Trap (NST), its approaches, and other designated areas of Visakhapatnam Port Authority for FY 2024-25 - The Company successfully completed the maintenance dredging works during FY 2025-26Dredging for Maintenance of Channels and Basins at Cochin Port for FY 2024¬ 25 - The Company successfully completed the maintenance dredging works for channels and basins at Cochin Port during FY 2025-26.
vi) Dredging of Ernakulam channel and Wharf in connection with docking & undocking of INS VIKRAMADITYA (Phase-II) for Cochin Shipyard Limited from 23.10.2024 to 05.05.2025.
vii) Post Monsoon Maintenance Dredging at New Mangalore Port for the year 2025-26.
viii) Maintenance Dredging of Mumbai Harbour Channel and JN Port Channel for FY 2024-25 - The Company successfully completed the maintenance dredging works in the Mumbai Harbour Channel and the channel of Jawaharlal Nehru Port Authority during FY 2025-26.
ix) Dredging in the Navigational Channel, Kandla Creek, and alongside Cargo Berths/ Oil Jetties at Deendayal Port Authority for the period 2024-27 - The Company successfully completed the first year of the contract, covering the period from 09.08.2024 to 08.08.2025, during FY 2025-2
x) Development and Maintenance of a 32-metre Fairway Width in North Eastern Region (NER) Waters through dredging, bandalling, channel marking, river training, and allied works for a period of three years (2024-25 to 2026-27) - The Company successfully completed the first year of the contract during the FY 2025-26 .
xi) Chartering of DCI BH-1 to M/s. RKEC Projects Limited for dredging operations at Visakhapatnam.
xii) Chartering of DCI BH-1 to M/s. JP Offshores for dredging operations at Visakhapatnam.
B) New Contracts taken up during the year: 2025-26
i) Maintenance dredging of Mumbai harbour channel and JN Port channel for 5 years from 2025-25 to 2029-30.
ii) Dredging for maintenance of channels and basins at Cochin Port for the year 2025-26.
iii) Annual Maintenance dredging at New Sand Trap (NST), its Approaches and other areas of VPA i.e. OHTB,OB-I, OB-II, VCTPL, IC and IHTB etc. and to pump the dredged material ashore for 3 years period i.e.2025- 26,2026-27 and 2027-28.
iv) Dredging in front of existing WQ-1, WQ-2, WQ-3 Berths in the Northern Arm of Inner Harbour up to (-)15.50mDredging Depth of Visakhapatnam Port Authority.
v) Removal of spillage and loose materials / disturbed seabed in the Inner Harbour basin & approach channel at VOC Port by engaging Backhoe Dredger through M/s.DCI Ltd.
6. SAFETY MANAGEMENT SYSTEM (ISM)
(a) DCI DR-XII, DR-XIV, DR-XV, DR-XVI, DR-XVII, DR-
XIX, DR-XX, DR-XXI (hold valid Safety Management
Certificate (SMC).
(b) DCI Dredge VIII hold valid Indian Coastal Vessel
Safety Certificate.
(c) DCI holds a Document of Compliance (DOC) valid till 24.06.2027. The same is being endorsed every year after annual verification audit by DG Shipping.
Ship Security System (ISPS):
(a) DCI DR-XII, DR-XIV, DR-XV, DR-XVI, DR-XVII, DR-XIX, DR-XX, DR-XXI hold valid International Ship Security Certificate (ISSC).
(b) DCI Dredge VIII, DCI Dredge XI and DCI Multicat-1 ensure compliance with regard to Ship Security measures as defined in Annex -11 of the Notification for Indian Coastal Vessels.
Quality Management System (ISO 9001:2015):
The QMS (Quality Management System) Renewal Audit was held in March 2025 and the audit team recommended for issuance of certificate. ISO 9001:2015 certificate, valid for next 3 years was issued.
Environmental Management System (ISO 14001:2015):
The EMS Renewal Audit was held in March 2025 and the audit team recommended for issuance of certificate. ISO 14001:2015 certificate, valid for next 3 years was issued.
Maritime Labour Convention (MLC) -2006
All dredgers of DCI, except dumb vessel DCI Dredge XVIII, currently hold valid MLC-2006 certificates.
OCCUPATIONAL HEALTH AND SAFETY MANAGEMENT SYSTEM (OHSMS) (ISO 45001:2018):
OHSMS Stage -I & Stage -II audits held in February 2026 and the audit term recommended for issuance of certificate. A draft ISO 45001:2018, certificate, valid for the next 3 years was issued. The original certificate is awaited.
7. MEMBERS/ INVESTOR SERVICES
The shares of the Company are listed on BSE Limited (BSE) and National Stock Exchange of India Limited (NSE). The shares of the Company are dematerialized with both the depositories, NSDL and CDSL. M/s. KFin Technologies Limited, Hyderabad are the R&T Agents of the Company.
8. CHANGE IN NATURE OF BUSINESS:
The Company has not changed its nature of business during the relevant financial Year 2025-26.
9. HIGHLIGHTS OF PERFORMANCE OF SUBSIDIARIES, ASSOCIATES ANDJOINTVENTURE COMPANIES AND THEIR CONTRIBUTION TO THE OVERALL PERFORMANCE OF THE COMPANY DURING THE PERIOD UNDER REPORT
The Company did not have any subsidiary, associate, or joint venture company during the Financial Year 2025-26. Accordingly, the preparation of Consolidated Financial Statements was not required and, therefore, no Consolidated Financial Statements have been prepared for the Financial Year.
10. CAPITAL AND DEBT STRUCTURE
A. Any changes in the Capital Structure of the Company during the year including the following:
i. CHANGES IN SUBSCRIBED, ISSUED, PAID-UP SHARE CAPITAL:
During the year under review, there is no changes in subscribed, issued, paid-up share capital .
ii. CHANGES IN AUTHORIZED SHARE CAPITAL:
During the Financial Year 2025-26, Company has increased its Authorized share capital from H 30,00,00,000 (Rupees Thirty Crore only) divided into 3,00,00,000 Equity Shares of H 10 each to, H 60,00,00,000 (Rupees Sixty Crore only) divided into 6,00,00,000 Equity Shares of Rs 10 each by creation of additional 3,00,00,000 Equity Shares of H 10 each ranking pari passu in all respects with the existing Equity Shares of the Company.
iii. RECLASSIFICATION OR SUBDIVISION OF AUTHORIZED SHARE CAPITAL:
There were no reclassifications or subdivision of Authorized share capital during the year under review.
iv. REDUCTION OF SHARE CAPITAL:
There was no Reduction of share capital during the year under review.
v. BUYBACK OF SHARES:
There was no buyback of share capital during the year under review.
vi. CHANGES IN CAPITAL STRUCTURE RESULTING FROM RESTRUCTURING:
There was no restructuring of capital during the year under review.
vii CHANGES IN SHARE TRANSFER AND SHARE TRANSMISSION:
There were no transfer and transmission of securities during the year under review.
B. ISSUE OF EQUITY SHARES WITH DIFFERENTIAL RIGHTS:
There was no issue of Equity Shares with Differential Rights during the year under review.
C. ISSUE OF SWEAT EQUITY SHARES:
There was no issue of Sweat Equity Shares during the year under review.
D. DETAILS OF EMPLOYEE STOCK OPTIONS:
There were no shares issued under Employee stock options during the year under review.
E. SHARES HELD IN TRUST FOR THE BENEFIT OF EMPLOYEES WHERE THE VOTING RIGHTS ARE NOT EXERCISED DIRECTLY BY THE EMPLOYEES:
There were no shares held in trust for the benefit of employees where the voting rights are not exercised directly by the employees during the year under review.
F. ISSUE OF DEBENTURES, BONDS OR ANY NON¬ CONVERTIBLE SECURITIES:
During the Financial Year 2025-26 Company has issued, secured, unrated, unlisted and redeemable Non-Cconvertible Debentures to M/s Cochin Shipyard Limited. Size of the issue was H 111,48,00,000/-.
G. ISSUE OF WARRANTS:
There was no Issue of warrants during the year under review.
H Securities of the Company are not suspended from trading during the year under review.
I. During the year under review, statement of deviation in the use of proceeds from the objects stated in the offer document or explanatory statement to the notice for the general meeting for public issue, rights issue, preferential issue in pursuance to Regulation 32(4) of the SEBI(LODR), 2015 is not applicable on the Company.
J. The Audit Committee accorded approval and recommended the Related Party Transactions for the Financial Year 2026-27 to the Board for its approval. Accordingly, the Board accorded approval to the recommendations of the Audit Committee. The same was subsequently approved by the shareholders through Postal Ballot.
PARTICULARS PURSUANT TO SECTION 134 (3) OF THE COMPANIES ACT 2013 ARE AS UNDER:-
11. The Annual Return pursuant to Section 92(3) read with Section 134(3)(a) of the Companies Act, 2013, and rule 12(1) of the Company (Management & Administration) Rules, 2014 for the Financial Year ended 31st March 2026 is available on the Company's website and can be accessed athttps://dredqe-india.com/files/MGT-7.pdf.
12. Eight meetings of the Board of Directors were held during the year. The particulars of the meetings held and attendance of each Director are detailed in the Corporate Governance Report. The Company has duly constituted Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee, Corporate Social Responsibility Committee and Risk Management Committee and the details of the same including their constitution, Number of meetings etc., are included in the Corporate Governance Report.
13. Directors' Responsibility Statement:- Pursuant to the provisions of Section 134(3)(c) & 134 (5) of the Companies Act, 2013 your Directors state that:
i) in the preparation of the Annual Accounts for the year ended March 31, 2026, the applicable accounting standards had been followed along with a proper explanation relating to material departures;
ii) the Directors had selected such accounting policies, applied them consistently and made judgements and estimates that are reasonable and prudent to present a true and fair view of the state of affairs of the Company at the end of the financial year and its profit or loss for that period;
iii) the Directors had taken proper and sufficient care to maintain adequate accounting records in accordance with the provisions of the Act, ensuring the safeguarding of the Company's assets and for the prevention and detention of fraud and other irregularities;
iv) the Directors had prepared the Annual Accounts on a going concern basis;
v) the Directors, had laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and operating effectively;
vii) the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that these systems were adequate and operating effectively.
14. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB-SECTION (12) OF SECTION 143 OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT
No fraud was reported by Auditors to the Audit Committee or the Board as per section 143(12) of the Companies Act, 2013.
15. During the year, all the Independent Directors have met the requirements specified under Section 149(6) of the Companies Act, 2013 for holding the position of 'Independent Director' and necessary declaration from each Independent Director under Section 149 (7) of the Companies Act, 2013 was received and also, they have registered their names in the Independent Director's Databank.
16. The Independent directors are paid a sitting fee of ? 20,000/-(Rupees Twenty Thousand Only) for attending each meeting of the Board or its committees and they do not receive any other remuneration. Non-Independent Directors are not paid any remuneration or sitting fees by the Company. The Company has constituted a Nomination and Remuneration committee as per Section 178, comprising three Independent Directors,
which consider different criteria for recommendation of person as directors like qualifications, positive attributes, independence etc of a director. Terms and conditions for appointment of Director is available on website of the company https://www.dredge-india.com/
investors/terms-and-conditions-for-the-appointment-of- independent-directors. Remuneration policy is available on website of the companyhttps://www.dredqe-india. com/investors/remuneration-policy
17. Explanations or comments by the Board on every qualification, reservation or adverse remark or disclaimer made.
MANAGEMENT COMMENTS ON STATUTORY AUDITORS' REPORT
The Chartered Accountant firm M/s. Grandhy & Co., Chartered Accountants, Hyderabad was appointed by the Comptroller and Auditor General of India as Statutory Auditors for auditing the accounts of the Company and compliance with applicable laws, regulations, and accounting standards for the financial year 2025-26. Pursuant to Section 142 (1) of the Companies Act, 2013 the remuneration of the Auditors has to be approved by the Members at the Annual General Meeting (AGM). In the previous AGM the Board of Directors of the Company was authorized to fix the fees payable to the Statutory Auditors. It was recommended to authorize the Board of Directors of the Company for fixation of remuneration for statutory auditors for FY 2026-27.
The Statutory Auditors of the Company have given a report on the accounts of the Company for the financial year 2025-26. They have drawn attention under 'Emphasis of Matter' to the following notes of the Financial Statements:
A. Note No. 29(19) relating to assets classified as held for sale - DCl Dredger XI - The board accorded approval for declaration of Dredger XI as Scrap and authorized disposal of the asset through tendering process. Accordingly, as the asset has been identified for disposal and the disposal process has been initiated, the carrying value of DR XI amounting to H 54,65,123/- as on 31.03.2026 has been reclassified under "Assets Classified as Held for Sale" and disclosed under Current Assets in the financial statements.
The issues have been adequately explained in the respective Notes referred to by the Auditors.
REVIEW OF ACCOUNTS BY COMPTROLLER & AUDITOR GENERAL OF INDIA (C&AG)
Review and comments of the C&AG on financial statements for the FY 2025-26 form part of the financial Statements of the Company. The Management's comments on same are being placed with the report of Statutory Auditors of your Company elsewhere in this Annual Report.
MANAGEMENT COMMENTS ON SECRETARIAL AUDIT REPORT
The "Secretarial Audit Report" from the secretarial auditor in Form MR-3 as required under Section 204 of the Companies Act, 2013 read with rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 forms part of this report. The Management's Response on the qualification in the Secretarial Auditor Report is mentioned below:
|
Regulation 17 of Securities and Exchange Board
|
(i)
|
The observation regarding non-appointment of an Independent
|
|
of India (Listing Obligations and Disclosure
|
|
Woman Director for the period from 23 December 2025 to 8 March
|
|
Requirements) Regulation, 2015:-
|
|
2026 is noted.
|
|
(i) Company has not appointed one independent
|
|
The vacancy arose consequent upon the cessation of Ms. Nutan
|
|
woman director, which is non-compliance
|
|
Guha Biswas, Independent Woman Director, on 22 December
|
|
of First Proviso to Regulation 17(1)(a) of SEBI
|
|
2025. Immediately upon such cessation, the Company initiated the
|
|
(LODR) Regulations, 2015 and second proviso
|
|
process of identifying a suitable candidate. However, considering
|
|
to Section 149(1) of the Companies Act, 2013
|
|
the requirement of appointing a qualified professional possessing
|
|
from 23.12.2025 to 08.03.2026
|
|
the requisite expertise and satisfying the criteria of independence
|
|
(ii) Chairperson is related to promoter but at least
|
|
prescribed under the applicable laws, the process involved careful
|
|
half of the board of directors of the Company
|
|
evaluation and completion of necessary formalities.
|
|
was not consist of independent directors
|
|
Subsequently, the Company appointed Ms. Krishna Das as an
|
|
which is non-compliance of Regulation 17(1)
|
|
Independent Woman Director with effect from 9 March 2026, thereby
|
|
(b) of SEBI (LODR) Regulations, 2015 from
|
|
ensuring compliance with the provisions of Regulation 17(1)(a) of the
|
|
27.05.2025 to 10.07.2025 then from 23.12.2025
|
|
SEBI (Listing Obligations and Disclosure Requirements) Regulations,
|
|
to 17.03.2026. The Company was also not in
|
|
2015 and the second proviso to Section 149(1) of the Companies Act,
|
|
compliance with the requirements of Section
|
|
2013.
|
|
149(4) of the Companies Act, 2013.
|
(ii)
|
The observation regarding non-compliance with Regulation 17(1)
|
|
(iii) Company's two Independent Directors tenure
|
|
(b) of the SEBI (LODR) Regulations, 2015 and Section 149(4) of the
|
|
completed on 26.05.2025 and tenure of
|
|
Companies Act, 2013, relating to the composition of the Board, is
|
|
women Independent Director completed on
|
|
acknowledged.
|
|
22.12.2025, which leads to non-compliance of
|
|
The temporary non-compliance occurred during the periods from 27
|
|
Regulation 17 (1) of SEBI (LODR) Regulations,
|
|
May 2025 to 10 July 2025 and from 23 December 2025 to 17 March
|
|
2015, which is also non-compliance of
|
|
2026 due to cessation of Independent Directors and the time involved
|
|
Regulation 17(IE) of SEBI (LODR) Regulations, 2015 as by the time tenure was completed
|
|
in identifying and appointing suitable replacements.
The Company had initiated the process for identification and selection
|
|
company did not fill respective vacancy.
|
|
of suitable Independent Directors well in advance. However, owing to the requirement of identifying individuals possessing appropriate skills, experience, integrity and fulfilling the statutory criteria of independence, the appointments could not be finalised immediately upon the occurrence of the vacancies.
Thereafter, the Company strengthened the composition of the Board through the following appointments:
• Shri Vinod Kumar Pipersenia - appointed on 2 July 2025;
• Shri Sanjay Pant - appointed on 3 July 2025;
• Shri Rajiv Jalota - appointed on 11 July 2025; and
• Shri Devendra Kumar Pathak - appointed on 18 March 2026.
With these appointments, the Company restored compliance with Regulation 17(1)(b) of the SEBI (LODR) Regulations, 2015 and Section 149(4) of the Companies Act, 2013 at the earliest possible opportunity.
|
| |
(iii)
|
It is noted that the tenure of two Independent Directors was completed on 26 May 2025 and the tenure of the Independent Woman Director ceased on 22 December 2025, resulting in non¬ compliance with Regulation 17(1) and Regulation 17(1E) of the SEBI (LODR) Regulations, 2015.
The Company had initiated the process for identification and appointment of suitable Independent Directors well in advance. However, due to the requirement of identifying eligible individuals possessing the requisite qualifications, expertise and fulfilling the criteria of independence, the vacancies could not be filled on the date of cessation.
|
|
Subsequently, the Company appointed Shri Vinod Kumar Pipersenia on 2 July 2025, Shri Sanjay Pant on 3 July 2025, Shri Rajiv Jalota on 11 July 2025 and Ms. Krishna Das as Independent Woman Director on 9 March 2026 after completion of the necessary approval process.
The Company submits that all vacancies were filled at the earliest possible opportunity while ensuring compliance with the statutory requirements relating to independence, expertise and integrity of the appointees.
Further, all changes in the composition of the Board during the financial year were duly approved by the Board and disclosed to the Stock Exchanges within the prescribed timelines.
The Company remains committed to maintaining the highest standards of corporate governance and has strengthened its internal processes to ensure timely compliance and to avoid recurrence of such instances in future.
|
|
Regulation 23(1) of Securities and Exchange
|
The existing RPT Policy, last updated in 2016, continued to be followed by
|
|
Board of India (Listing Obligations and Disclosure
|
the Company. However, the same was not formally reviewed and updated
|
|
Requirements) Regulation, 2015:- The company has
|
within the stipulated timeline.
|
|
approved the Policy on Related Party Transaction
|
The Company will initiate steps to revise and update the RPT Policy in line
|
|
in September 2016 and placed on the website
|
with the latest regulatory amendments. The updated policy will be placed
|
|
of the company but not reviewed thereafter.
|
before the Board for approval and thereafter uploaded on the Company's
|
|
Likewise various other policies and codes are not periodically reviewed.
|
website.
|
|
Regulation 23(9) and 33(3) of Securities and
|
It is submitted that the delay occurred due to certain technical and
|
|
Exchange Board of India (Listing Obligations and
|
procedural challenges faced during the preparation and validation of XBRL
|
|
Disclosure Requirements) Regulation, 2015:- The
|
files, including issues in system compatibility and data validation checks.
|
|
Company did not submit financial results and the
|
These challenges led to an unintended delay in uploading the filings
|
|
Related Party Transactions for the quarter and half year ended 30.9.2025 in XBRL mode with BSE Limited within prescribed timeline. There was delay in submission for which penalty was imposed by the Stock Exchange.
|
within the prescribed timelines.
|
|
SEBI Circular no SEBI/HO/CFD/CFD-PoD-2/P/ CIR/2025/93 dated 26.06.2025 on Industry Standards provide for minimum information to be provided for review of the audit committee and shareholders for approval of a related party transaction. It has been observed that while taking shareholders approval in Annual General Meeting, the norms of minimum information to be provided for review of the audit committee and shareholders for approval of a related party transactions has not been followed.
|
It is submitted that all relevant details and necessary information pertaining to the proposed RPTs were placed before the Audit Committee for its review and approval. The Audit Committee had duly considered the transactions based on the information made available to it.
However, it is acknowledged that the minutes of the Audit Committee meetings did not explicitly capture all the minimum information as prescribed under the said Circular. The same was primarily on account of the transition to the revised disclosure requirements and the evolving nature of documentation practices.
The Company submits that this was a procedural/documentation gap, and not a substantive lapse in the review or approval process by the Audit Committee.
|
| |
The Company remains committed to maintaining robust corporate governance standards and ensuring full compliance with regulatory requirements.
|
|
Under SEBI (Prohibition of Insider Trading)
|
It is submitted that the trading window for dealing in securities of the
|
|
Regulations, 2015, it is observed that the intimation
|
Company was duly closed from the end of the quarter i.e., September
|
|
for closure of trading window for the quarter and
|
30, 2025, in compliance with the provisions of the Code of Conduct
|
|
half year ended as on 30.09.2025 was made to
|
for Prevention of Insider Trading adopted by the Company. However,
|
|
all designated persons and stock exchanges on
|
the delay in filing the intimation with the Stock Exchanges occurred
|
|
06.10.2025.
|
inadvertently. The Company confirms that the delay was only in the filing of the disclosure and not in the actual closure of the trading window. The Company has taken necessary steps to strengthen its internal compliance mechanisms, including implementation of stricter timelines and monitoring controls, to ensure timely dissemination of such intimations to the Stock Exchanges going forward.
|
18. PARTICULARS OF LOANS, INVESTMENTS, GUARANTEES AND SECURITIES UNDER SECTION 186
Pursuant to the provisions of Section 186 of the Companies Act, 2013, the Company has not made any investments, provided any loans, given any guarantees, or provided any securities during the Financial Year 2025-26.
19. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION &FOREIGN EXCHANGE EARNINGS AND OUTGO:
The Particulars relating to conservation of energy, technology absorption, foreign exchange earnings and outgo as required to be disclosed under Section 134(3) (m) of the Companies Act 2013 read with Companies (Accounts) Rules 2014 are provided in Annexure -1 to this report.
20. CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
Details of contracts/arrangements/transactions with related parties which are required to be reported in Form No. AOC-2 in terms of Section 134(3)(h) read with Section 188 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014 are provided in Annexure -3 to this Report.
21. TRANSFER TO RESERVES
The details of amount transferred to reserves are given in note no. 12 of the Notes forming part of the financial statements.
22. DIVIDEND
Your Directors did not recommend any dividend for the financial year 2025-26. The Dividend Distribution Policy, in terms of Regulation 43A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("SEBI Listing Regulations"), is available on the Company's website https://dredqe-india.com/files/dciddp.pdf
23. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT
There have been no material changes and commitments, which affect the financial position of the company which have occurred between the end of the financial year to which the financial statements relate and the date of this Report.
24. RISK MANAGEMENT POLICY
Risk Management is the process of identification, assessment and prioritization of risks followed by
coordinated efforts to minimize, monitor and mitigate/ control the probability and/or impact of unfortunate events or to maximize the realization of opportunities. The Company has laid down a comprehensive Risk Assessment and Minimization Procedure which is reviewed from time to time. These procedures are reviewed to ensure that executive management controls risk through means of a properly defined framework. The major risks have been identified by the Company and its mitigation process/measures have been formulated in the areas such as business, project execution, event, financial, human, environment and statutory compliance. Further key risks identified and their mitigations are covered in Management Discussion and Analysis Report, which forms part of this Annual Report. Weblink of the Risk Management Policy of the Company ishttps:// dredge-india.com/files/riskmanagementpolicv.pdf
25. CORPORATE SOCIAL RESPONSIBILITIES (CSR)
The Company firmly believes that the commitment towards playing a defining role in the development of its stakeholders extends to uplifting lives of the weaker segments of the society living in and around its areas of operation. The principles of Corporate Social Responsibility (CSR) are deeply imbibed in your Company's corporate culture. The provisions of section 135 towards the Corporate Social Responsibility are applicable on the Company.
In pursuant to the provisions of Section 135 and Schedule VII of the Companies Act, 2013, the Board of Directors of the Company had duly constituted the Corporate Social Responsibility (CSR) Committee.
The details of the members of the CSR Committee and the details of the meeting of CSR Committee along with their attendance held during the year are given in Corporate Governance Report
Mr. Rajiv Jalota (DIN : 00152021) is the Chairman of the Corporate Social Responsibility Committee as on 31.03.2026.
The Company has a duly approved Corporate Social Responsibility (CSR) Policy. There has been no change in the development and implementation of the Company's CSR Policy during the year. A brief outline of the Company's CSR Policy and the web link thereto, in pursuance of Section 134(3)(o) of the Companies Act, 2013, are provided below.
The Corporate Social Responsibility Committee has been entrusted with the responsibility of recommending to the Board the activities/projects/programs to be undertaken by the Company as per its Corporate Social Responsibility Policy. The terms of reference of the CSR Committee include the matters specified in Section 135 of the Act. Weblink of the CSR Policy ishttps:// www.dredge-india.com/left-related-links/corporate- social-responsiblities
Further, pursuant to Rule 8(1) of the Companies (CSR Policy) Rules, 2014, The Annual Report on CSR activities is annexed and marked as Annexure -2 to this Report.
26. ANNUAL EVALUATION OF THE PERFORMANCE OF THE BOARD, ITS COMMITTEES AND OF INDIVIDUAL DIRECTORS
The Board implemented a formal procedure to assess its performance, along with its Committees and Individual Directors, including the Chairman. This evaluation involved a structured process covering various aspects of the Board's functioning, such as composition, Committee effectiveness, experience, competencies, fulfilment of specific duties and obligations, contribution to meetings, and overall governance issues.
The evaluation of Independent Directors was conducted by the entire Board, excluding the Independent Director under evaluation.
27. STATEMENT REGARDING OPINION OF THE BOARD WITH REGARD TO INTEGRITY, EXPERTISE AND EXPERIENCE (INCLUDING THE PROFICIENCY) OF THE INDEPENDENT DIRECTORS APPOINTED DURING THE YEAR
During the Financial Year 2025-2026, the following independent directors were appointed.
1. Shri Vinod Kumar Pipersenia, IAS (Retd.) w.e.f 02.07.2025
2. Shri Sanjay pant, IRS (Retd.,) w.e.f 03.07.2025
3. Shri Rajiv Jalota, IAS (Retd.) w.e.f 11.07.2025
4. Smt Krishna Das w.e.f 09.03.2026
5. Shri Devendra Kumar Pathak, w.e.f 18.03.2026
In the opinion of the Board, all the Independent Directors possess requisite expertise, integrity, experience and proficiency.
28. COMPANIES/BODIES CORPORATE WHICH BECAME OR CEASED TO BE SUBSIDIARY, JOINT VENTURE OR ASSOCIATE AS PER THE PROVISIONS OF THE COMPANIES ACT, 2013:
During the Financial Year 2025-2026, the Company did not have any subsidiaries or material subsidiary, joint ventures or associate companies. Hence statement containing salient features of the financial statement of Subsidiaries/associates companies/joint venture are not provided in AOC -1.
29. DETAILS RELATING TO DEPOSITS, COVERED UNDER CHAPTER V OF THE COMPANIES ACT, 2013
The Company does not have any deposits which are in compliance with the requirements of or are covered under Chapter V of the Act.
30. DETAILS OF DEPOSITS WHICH ARE NOT IN COMPLIANCE WITH THE REQUIREMENTS OF CHAPTER V OF THE ACT
The Company does not have any deposits which are not in compliance with the requirements of Chapter V of theAct.
31 DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE
There were no significant and material order passed by the Regulators / Courts / Tribunals which impacts the going concern status and company's operations in future.
32. INTERNAL FINANCIAL CONTROL
The Company's internal control systems are commensurate with the nature of its business, the size and complexity of its operations and such internal financial controls with reference to the financial statements are adequate. During the year, such controls were tested and no reportable material weakness in the design or operation was observed.
33. COST AUDITOR AND COST RECORDS
Maintenance of cost records and requirement of cost audit as prescribed under the provisions of Section 148(1) of the Act are not applicable for the business activities carried out by the Company.
34 VIGIL MECHANISM AND WHISTLE BLOWER POLICY
The Company has in place a robust vigil mechanism and Whistle Blower Policy for reporting genuine concerns. All cases reported as part of whistleblower mechanism are taken to their logical conclusion within a reasonable timeframe. The Whistle-Blower Policy is available on the Company's website athttps://dredqe-india.com/files/ DCI-Whistle-Blower-Policy.pdf.
35. DETAILS OF APPLICATION MADE OR PROCEEDING PENDING UNDER INSOLVENCY AND BANKRUPTCY CODE 2016
No application has been made under the Insolvency and Bankruptcy Code by your Company. Hence, the requirement to disclose the details of the application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 during the year along with their status as at the end of the financial year is not applicable.
36. THE DETAILS OF DIFFERENCE BETWEEN AMOUNT OF THE VALUATION DONE AT THE TIME OF ONE TIME SETTLEMENT AND THE VALUATION DONE WHILE TAKING LOAN FROM THE BANKS OR FINANCIAL INSTITUTIONS ALONG WITH THE REASONS THEREOF
During the year under review, there has been no instance of one-time settlement of loans taken from bank and financial institutions.
37. INSURANCE
The Company has taken appropriate insurance for its assets.
38. DISCLOSURE AS PER SECTION 197 OF THE COMPANIES ACT AND THE REQUIREMENTS OF COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES 2014.
Pursuant to provisions of Section 197 of the Companies Act, 2013, read with the Rule 5 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the names and other particulars of employees along with the ratio of remuneration of each Director to the median employee's remuneration and such other details forms part of Directors' Report and is Annexedto this Report.
39. VENDOR DEVELOPMENT
This is a continuous process and DCI procures Spares, stores, Fuel & Lubes and services on a regular basis from suppliers spread all over the world. DCI is updating the supplier-base on regular basis by onboarding them post due process of scrutiny & review. DCI has adopted e-procurement and GeM process, as per Govt. of India guidelines, where emphasis was given to facilitate and enable the vendors by way of training support and hand holding support to participate in the e-procurement processes of the Company. Tenders are published in DCI official website along with Central Public Procurement Portal and GeM portal for wider publicity so that MSMEs can also participate. In view that out of the total annual procurement, a major portion is fuel, lubes and OEM spares which cannot be procured from MSME Vendors and further that since most of dredgers of DCI have been built at Netherlands and therefore most of the spare need to be imported from OEMs abroad, the Company has represented for relaxation for implementation of the Public Procurement Policy wherein mandatory provision
of 20% procurement was required from MSMEs. However, DCIL incorporate the clause in tenders as public procurement policy and following the same.
40. R&D ACTIVITIES
DCI Dredge Aquarius was fitted with an indigenously developed Programmable Logic Controller (PLC) in place of existing PLC system which was imported and giving frequent problems because of non-availability of spare parts/ services of the Original Equipment Manufacturer abroad. The newly installed PLC has been found to be cost effective and working satisfactorily.
41. CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION AND ANALYSIS REPORT
Pursuant to the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI (LODR) Regulations, 2015) Management Discussion and Analysis Report, Corporate Governance Report, Secretarial Audit Report, and Certificate from the Company Secretary in practice regarding compliance of conditions of Corporate Governance, Certificate of Non-Disqualification of Directors, Compliance Certificate under Regulation 17(8) of SEBI (LODR) Regulations, 2015 are attached, forming part of this Report.
42. MAN POWER:
The total number of employees (both Shore and Floating) in the Company, as on March 31, 2026 was as under:
|
Shore (Permanent 160 &
|
168
|
|
Other than Permanent 8)
|
|
|
Floating (Regular 56 & Contract 312)
|
368
|
|
Total
|
536
|
|
Number of employees as on the closure of financial year
Female 32 Male 504 Transgender 0
|
43. INDUSTRIAL RELATIONS:
The industrial relations in the Company continued to be cordial throughout the year under report.
44. EMPLOYMENT OF VARIOUS RESERVED CATEGORIES:
The manpower position with regard to various reserved categories is as indicated hereunder:
A EMPLOYMENT OF SC/ST CANDIDATES
The Company continued its efforts to fulfill its obligation in providing employment opportunities to SC/ST candidates, in accordance with the Government Policy. The overall representation of SC/STs in the Company (both Shore and Floating Establishments, but excluding MPWs) as on March 31, 2026.
| |
|
|
s|. Shore
No. Establishment
|
Total Strength
|
SC
|
Percentage
|
ST
|
Percentage
|
Prescribed Percentage SC ST
|
|
1. Shore Est. ^^'160 33 19.88 9 5.63 16.66 7.5
|
B. EMPLOYMENT OF EX-SERVICEMEN
The representation of ex-servicemen (shore based employees) in Group 'C' and 'D' categories in the Corporation was Nil and Nil against the percentage of 14.5% and 24.5% respectively prescribed by the Government.
C. EMPLOYMENT OF PHYSICALLY CHALLENGED:
The number of Physically Challenged employees in the Company as on 31st March, 2026 is 02 (Two). The group-wise break-up A, B, C, D Categories in Shore Establishment, is as furnished hereunder :
| |
|
|
Sl.
Group
No
|
Total Strength
|
No. of persons with Disabilities actually Employed
|
Percentage
|
|
(1) (2)
|
(3)
|
(4)
|
(5)
|
| |
|
|
1. Group 'A'
|
103
|
01
|
0.97
|
|
2. Group 'B'
|
31
|
01
|
3.23
|
|
3. Group 'C'
|
22
|
-
|
|
|
4. Group 'D'
|
04
|
-
|
-
|
|
Total
|
160
|
02
|
1.25
|
D. THE EXISTING SCHEMES AND THE POLICY ON WOMEN EMPLOYEES IN DCI:
|
The number of women employees
|
Executives
|
13
|
|
on Rolls as on 31.03.2026
|
Non-Executives
|
18
|
|
Total
|
|
31
|
45. COMPLIANCE WITH GOVERNMENT'S POLICY ON WOMEN— PREVENTION OF SEXUAL HARASSMENT COMMITTEE (POSH):
Basing on the Supreme Court's judgment and keeping in view the Government instructions on sexual harassment of women at work places, a Complaints Committee/ Internal Committee headed by a woman officer is in place to inquire into the complaints of sexual harassment at work places. A complaints register is also being maintained. Training/workshop is also being conducted for the employees for the purpose. The Company has in place a robust Policy on Prevention, Prohibition and Redressal of Sexual Harassment of Women at Workplace in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013. The weblink of the policy is -https://www.dredge- india.com/investors/prevention-of-sexual-harassment-posh-policy
DCI is a Life Member of the Forum for Women in Public Sector and one woman representative from DCI has been nominated to the above forum. Apart from the Trade Unions, the problems, if any relating particularly to women employees are looked into as and when the same are brought to the notice of the Management.
The company has complied with provisions relating to the constitution of Internal Complaints Committee under the Sexual Harassment of woman at workplace (Prevention, Prohibition and Redressal) Act, 2013.
The Complaints Committee/Internal Committee have following members which are nominated by the employer, namely:
|
S.
No.
|
Name
|
Designation
|
Position in Committee
|
|
1.
|
Smt. Y A Sailaja
|
Jt. General Manager (HR)
|
Chairman
|
|
2.
|
Shri A K Das Gupta
|
Jt. General Manager (HR)
|
Member
|
|
3.
|
Smt. S Sujatha
|
Asst. Manager (OL)
|
Member
|
|
4.
|
Smt. Namala Parvathi Devi
|
Sr.Hyd. Surveyor
|
Member
|
|
5.
|
Smt. Lakshmibai
|
Outside women member of Women Forum from VPA
|
Member
|
Disclosures in relation to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 with respect to FY 2025-26 is as under:
|
a.
|
No. of complaints pending at the beginning of the financial year
|
0
|
|
b.
|
No. of complaints filed during the financial year
|
0
|
|
c.
|
No. of complaints disposed-off during the financial year
|
0
|
|
d.
|
No. of complaints pending at the end of the financial year
|
0
|
| |
Number of Sexual Harassment Complaints pending beyond 90 days.
|
0
|
46 EXISTING BENEFITS AND WELFARE MEASURES FOR THE WOMEN EMPLOYEES:
a) The women employees of the Company, with less than two surviving children are entitled for 26 weeks of Maternity Leave.
b) Special casual leave not exceeding 14 working days is sanctioned to regular women employees of the Company to undergo non-puerperal sterilisation.
c) One day special casual leave is allowed to the regular women employees of the Company who had ICUD insertions.
d) As per the Apex Court judgement and basing on the Government instructions, a Complaints Committee headed by a Woman Officer was constituted to inquire into the complaints of Sexual Harassment at work places. A Complaints Register is also being maintained.
e) Apart from the Trade Unions, the problems, if any, relating particularly to women employees are looked into as and when the same are brought to the notice of the Management.
f) A Recreation Room has been provided exclusively for the women employees in the Company.
g) Working uniforms are provided to Group 'D' employees, as per the scales prescribed in the Rules.
h) Provisions of the Maternity Benefit Act 1961 are implemented in the Company.
47. OTHER BENEFITS:
Paternity leave of 15 days is allowed to a regular male employee having less than two children, during confinement of his wife, as per Leave Rules of the Corporation.
48. WAGE SETTLEMENTS:
A. SHORE ESTABLISHMENT:
i) Pay revision of Executive Employees is implemented w.e.f. 01.01.2017.
ii) The wage revision of Non-Executive employees in the Shore Establishment is implemented w.e.f. 01.01.2017.
B. FLOATING ESTABLISHMENT :
i) New Wage Agreements in respect of Officers is implemented w.e.f. 01.01.2024.
ii) New Wage Agreements in respect of Floating Petty Officers is implemented w.e.f. 01.01.2024.
iii) New Wage Agreements in respect of Floating crew is implemented w.e.f. 01.01.2024.
49. HUMAN RESOURCES DEVELOPMENT:
The Company is making sincere and concerted efforts for the overall development of Human Resources. During the year 2025-26, 97 Executives and 464 Non-Executives were imparted with various training Programs.
50. IMPLEMENTATION OF THE RIGHT TOINFORMATION ACT, 2005:
As per the Directives of the Government of India, your company implemented the Right to Information Act, 2005 w.e.f. 12.10.2005. All necessary infrastructural arrangements have been made, including the
appointment of Public Information Officers, Asst. Public Information Officers and Appellate Authority. Additionally, procedures have been established for the submission of periodic reports on the Act's implementation progress. A register is being maintained for monitoring the requests from public seeking information and the replies by the concerned are also being coordinated. Required periodical reports on the implementation of RTI/ Status of RTI replies are being furnished to the CIC from time to time.
51. ACTIVITIES OF PUBLIC GRIEVANCES AND COMPLAINTS CELL:
A Public Grievance Cell has been functioning in the Company since 1988 to look into the Grievances/ Complaints received from the Public. The Company Secretary is the officer in charge for Public Grievances. As per the Ministry's guidelines, a status report is being submitted for the information to the Board of Directors at the Board meetings and a quarterly status report is forwarded to the Ministry. In line with the Ministry's direction, a Public Grievance Redressal and Monitoring System (PGRAMS) software was installed in the Computer Network in the Company, which works in a collaborative 'hand-shake' mode between the Ministry and the Company.
52. WELFARE MEASURES PROVIDED FOR THE EMPLOYEES AND THEIR FAMILY MEMBERS:
The Company continued various welfare schemes viz., Family Pension Scheme, Gratuity Scheme, Personal
Accident Insurance Coverage, Group Savings Linked Insurance Scheme, Contributory Provident Fund, Maternity Leave, Paternity Leave, Payment of ex-gratia to legal heirs/members of the family of deceased employees, Canteen for project employees, Medical Attendance, Merit Scholarships for the children of SC/ST employees, Pension Scheme and DCI Retired Employees Medical Trust/Scheme, family carriage facility for fleet personnel etc. Other welfare measures such as Special Casual Leave for maternity/ paternity are extended to the employees.
53. ACTIVITIES AND ACHIEVEMENTS OF VIGILANCE DEPARTMENT DURING THE YEAR 2025-2026
Vigilance Department is playing a proactive role for continuous simplification and improvements in systems and procedures and facilitating faster and effective decision making in transparent manner.
1) The Vigilance Awareness Week (VAW) 2025
The Vigilance Awareness Week 2025 was observed at the Corporate Headquarters and at various Regional / Project Offices of Dredging Corporation of India Ltd. from 27th October 2025 to 2nd November 2025, under the auspices of Central Vigilance Commission (CVC) to spread awareness against corruption. CVC's theme for the year 2025 was "Vigilance: Our Shared Responsibility" with emphasis on spreading awareness in fight against corruption to all sections of Society. In line with the letter and spirit of the theme and guidelines of CVC, several activities were organized covering a wide spectrum of society, with the aim of spreading awareness and sensitizing the public about ways and means to fight corrupt practices.
During the VAW-2025, outreach activities were conducted at schools and colleges like essay writing, elocution and painting etc. We could achieve this with the help of support of the print media and Social media, which gave wide publicity to our activities.
2) Preventive Vigilance
As a measure of preventive vigilance, 06 Periodic, 09 Surprise and 3 CTE type inspections have been taken up during the year. The lapses/ irregularities noticed in this regard have been communicated for taking remedial/ corrective actions
3) Systemic Improvements undertaken:
During the year, various Systemic improvement measures were suggested by the Vigilance Department for implementation.
i) To ensure that suitability / inspection of the dredgers / crafts offered by the party were carried out as per tender conditions without deviating and thereby evaluate the bids.
ii) To verify the documents pertaining to qualifications and experiences from the issuing authorities in respect of all future recruitments at the time of issuing the appointment orders or at least before declaration of probation period.
iii) HR FS Department shall ensure that all the P-Files were updated on a time bound manner and suggested to digitalize the records immediately.
iv) Expedite in clearing the long pending probationary declaration cases as well as promotion cases of floating employees.
4) Implementation of Online Confidential Reports (CRs) for crew and officers working onboard dredgers for timely declaration of probationary period.
5) Training Programmes conducted:
As a part of Vigilance Awareness Week campaign, multiple training programmes were conducted to the employees on following thematic areas.
a) Investigation and Report
b) Framing of Charge sheets
c) Conducting CTE type Intensive Examinations
d) Training programme on i-GOT topics Ethics, Conduct Rules, Integrity, Attitudinal change, Cyber Hygiene, Public Procurement.
There about 73 employees have attended the above mentioned training programmes.
54. INFORMATION TECHNOLOGY DEPARTMENT - ACTIVITIES DURING 2025-26
DEVELOPMENT / IMPROVEMENT IN ERP
Automation of invoice (E invoice and e way bill) Development of project wise Profit and loss report Balance sheet Corporate profit and loss Budget implementation
1. Implementation of Integrated Command and Control centre at Head Office and Vessels placed on M/s Railtel and work is under progress.
2. Planned Maintenance System issued to M/s Danaos management, Greece and work in progress.
55. BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT (BRSR)
The Business Responsibility Report for the year ended 31st March, 2026 as required under the SEBI regulations is annexed to the Directors Report. The Website link is https://dredge-india.com/files/BRSR25.pdf
56. DIRECTORS & KEY MANAGERIAL PERSONNEL:
The changes in composition of the Board during the Financial Year 2025-2026 are given in detail in Corporate Governance Report. The Directors recommend for approval of the Members the appointments/ re-appointment of the Director as proposed in the Notice to the AGM.
57. COMPLIANCE OF THE SECRETARIAL STANDARDS
Your directors state that proper systems have been devised to ensure compliance with the applicable laws. Pursuant to the provisions of Section 118 of the Act, during FY 2025-26, the Company has generally adhered with the applicable provisions of the Secretarial Standards (SS-1 and SS-2) relating to 'Meetings of the Board of Directors' and 'General Meetings' issued by the ICSI and approved by the Central Government under Section 118 (10) of the Act.
58. COMPLIANCE WITH MATERNITY BENEFIT ACT, 1961
The Company is compliant with the applicable provisions of the Maternity Benefit Act, 1961 and has policies, systems and processes in place to ensure ongoing compliance.
59. FAMILIARIZATION PROGRAM FOR INDEPENDENT DIRECTORS
Pursuant to the provisions of Regulation 25(7) of the SEBI Listing Regulations read with Schedule IV of the Act, the Company has in place a Familiarization Program for its Independent Directors to acquaint them with the Company, their roles and responsibilities, the business model, operational aspects and governance framework of the Company.
Through this program, the Independent Directors are provided with relevant information and insights to enable them to gain a comprehensive understanding of the Company's business and to contribute effectively to the Board and its Committees.
Details of the Familiarization Program for Independent Directors are also disclosed on the Company's website https://dredqe-india.com/files/familirisationPqm.pdf
60. CREDIT RATING
List of all credit ratings obtained by the entity along with any revisions thereto during the relevant financial year, for all debt instruments:
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Sl.No
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Name of the Credit Rating Agency
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Rating obtained
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1
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M/s. India rating & Agency
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IND BBB /Positive
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2
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M/s. Care Edge
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CARE BBB ;
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Stable
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61. INDIA MARITIME WEEK (IMW) 2025
Dredging Corporation of India Limited (DCI) actively participated in India Maritime Week (IMW) 2025, held from 27th October 2025 to 31st October 2025 at the Bombay Exhibition Centre, Mumbai. The event was organized under the aegis of the Ministry of Ports, Shipping and Waterways and served as a premier platform for showcasing India's maritime capabilities, fostering industry collaboration, and promoting investment opportunities in the maritime sector. During the event, DCI achieved a major milestone by entering into 22 Memoranda of Understanding (MoUs) with 16 organizations, having a potential business value of approximately ?17,645 crore. These agreements were executed with major ports, shipyards, technology partners, and other maritime stakeholders for dredging services, fleet modernization, dredger construction and repair, indigenous manufacturing of dredging equipment, technical collaboration, and operational support.
The participation reinforced DCI's strategic role in supporting the Government of India's Maritime Amrit Kaal Vision 2047 and strengthening the country's maritime infrastructure through sustainable and efficient dredging solutions. The MoUs are expected to enhance DCI's business prospects, operational capabilities, and long¬ term growth in the maritime sector.
During the inauguration of India Maritime Week (IMW) 2025, Prime Minister Narendra Modi announced a ?4,000 crore investment for the modernization of Dredging Corporation of India Limited (DCIL) under the Maritime Amrit Kaal Vision. The announcement was aimed at enhancing DCIL's dredging capacity, operational efficiency, and global competitiveness through fleet modernization, acquisition of advanced dredgers, technological upgradation, and adoption of sustainable dredging practices.
The modernization programme envisages the procurement of new dredgers and strengthening of DCIL's capabilities in maintenance dredging, capital dredging, and inland waterway development, thereby supporting India's maritime infrastructure growth and the vision of becoming a global maritime leader
62 GOLDEN JUBILEE CELEBRATION - 50 YEARS OF DREDGING EXCELLENCE (1976-2026)
Dredging Corporation of India Limited (DCIL) celebrated its Golden Jubilee on 29 March 2026, marking 50 years of dedicated service to India's maritime sector since its incorporation on 29 March 1976. The celebrations were held at Visakhapatnam in the presence of employees, former employees, stakeholders, customers, and representatives from the Ministry of Ports, Shipping and Waterways.
On the occasion, Union Minister for Ports, Shipping and Waterways Shri Sarbananda Sonowal and Minister of State Shri Shantanu Thakur conveyed their congratulations and appreciated DCIL's significant contribution towards strengthening India's port infrastructure, cargo movement, and blue economy.
Over the last five decades, DCIL has emerged as the country's premier dredging organization and currently undertakes nearly 80% of India's maintenance dredging operations, playing a pivotal role in maintaining navigable channels and supporting the growth of major ports across the nation.
As part of the Golden Jubilee celebrations, DCIL unveiled its long-term growth and modernization roadmap,
targeting enhanced dredging capacity, induction of new dredgers, diversification into emerging maritime sectors, and expansion of its global footprint. The Company also reaffirmed its vision of becoming a globally recognized leader in dredging services by 2047.
To commemorate the occasion, India Post released a special "My Stamp" celebrating DCIL's contribution to India's maritime infrastructure and nation-building.
63. ACKNOWLEDGEMENTS:
The Directors place on record their sincere appreciation and gratitude to the Hon'ble Union Minister of Ports, Shipping and Waterways, the Hon'ble Minister of State for Ports, Shipping and Waterways, the Hon'ble Secretary, Ministry of Ports, Shipping and Waterways, and other officials of the Ministry for the valuable help, assistance, guidance and support extended to the Company from time to time. The Directors thank all other Ministries for the help and co-operation extended by them. The Board is grateful to the Comptroller & Auditor General of India, the Member, Audit Board and the Statutory Auditors for their co-operation. The Board also thanks the Bankers of the Company for their valuable services. The Board expresses its gratitude to the valued customers for their continued patronage. The Directors place on record their appreciation of the services rendered by all the employees of the Company.
For and on behalf of the Board of Directors
-sd-
Jasmeet Singh Bindra, IRTS
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