A Oneindia Venture

Notes to Accounts of Seamec Ltd.

Mar 31, 2025

(p) Provisions

A provision is recognized when the Company has
a present obligation (Legal or Constructive) as a
result of past events, if it is probable that an outflow
of resources embodying economic benefits will
be required to settle the obligation and a reliable
estimate can be made of the amount of the
obligation. These estimates are reviewed at each
Balance Sheet date and adjusted to reflect the
current best estimates.

If the effect of the time value of money is material,
provisions are discounted using a current pre¬
tax rate that reflects, when appropriate, the risks
specific to the liability. When discounting is used,
the increase in the provision due to the passage
of time is recognised as a finance cost.

(q) Segment Reporting

The Chief Operational Decision Maker monitors
the operating results of its business Segments
separately for the purpose of making decisions
about resource allocation and performance
assessment. Segment performance is evaluated
based on profit or loss and is measured
consistently with profit or loss in the financial
statements.

The Operating segments have been identified
based on geographical location of the vessel.
The operating segments have been disclosed
based on revenues within India and outside
India."

(r) Earnings per Share

Basic earnings per share are calculated by
dividing the net profit/ loss for the year attributable
to equity shareholders by the weighted average
number of equity shares outstanding during the
year.

For the purpose of calculating diluted earnings
per share, the net profit for the year attributable
to equity shareholders and the weighted average
number of shares outstanding during the year are
adjusted for the effects of diluted potential equity
shares, if any.

(s) Contingent liabilities

A contingent liability is a possible obligation that
arises from past events whose existence will be
confirmed by the occurrence or non-occurrence
of one or more uncertain future events beyond the
control of the Company or a present obligation
that is not recognized because it is not probable
that an outflow of resources will be required to
settle the obligation. A contingent liability also
arises in extremely rare cases where there is a
liability that cannot be recognized because it
cannot be measured reliably. The Company
does not recognize a contingent liability but
discloses its existence in the financial statements.

(t) Borrowing Costs

Borrowing costs directly attributable to the
acquisition and construction of an asset which
takes a substantial period of time to get ready
for its intended use, are capitalized as a part of
the cost of such assets, until such time the asset
is substantially ready for its intended use. All other
borrowing costs are recognized in the Statement
of Profit and Loss in the year in which they occur.

Borrowing costs consist of interest and other
costs incurred in connection with borrowing of
funds. Borrowing cost also includes exchange
differences to the extent regarded as an
adjustment to the borrowing costs.

(u) Financial Instruments

A financial instrument is any contract that gives
rise to a financial asset of one entity and a
financial liability or equity instrument of another
entity.

Financial Assets

Initial recognition and measurement:

All financial assets are recognised initially at
fair value plus, in the case of financial assets
not recorded at fair value through profit or loss,
transaction costs that are attributable to the
acquisition of the financial asset. Purchases or
sales of financial assets that require delivery
of assets within a time frame established by
regulation or convention in the market place
(regular way trades) are recognised on the trade
date, i.e., the date that the Company commits
to purchase or sell the asset.

Subsequent measurement

For purposes of subsequent measurement,
financial assets are classified in four categories:

(i) Debt instruments at amortised cost

(ii) Debt instruments at fair value through other
comprehensive income (FVTOCI).

(iii) Debt instruments at fair value through profit
or loss (FVTPL).

(iv) Equity instruments measured at fair value
through other comprehensive income
(FVTOCI)."

Debt instruments at amortised cost

A ''debt instrument'' is measured at the amortised
cost if both the following conditions are met:

a) The asset is held within a business model
whose objective is to hold assets for
collecting contractual cash flows,

and

b) Contractual terms of the asset give rise on
specified dates to cash flows that are solely
payments of principal and interest (SPPI) on
the principal amount outstanding.

After initial measurement, such financial
assets are subsequently measured at
amortised cost using the effective interest
rate (EIR) method. Amortised cost is
calculated by taking into account any
discount or premium on acquisition and

fees or costs that are an integral part of
the EIR. The EIR amortisation is included in
other income in the statement of profit and
loss. The losses arising from impairment are
recognised in the profit or loss. This category
generally applies to trade and other
receivables.

Debt instrument at FVTPL

FVTPL is a residual category for debt
instruments. Any debt instrument, which does
not meet the criteria for categorization as at
amortized cost or as FVTOCI, is classified as
at FVTPL.

In addition, the company may elect to
designate a debt instrument, which otherwise
meets amortized cost or FVTOCI criteria, as
at FVTPL. However, such election is allowed
only if doing so reduces or eliminates a
measurement or recognition inconsistency
(referred to as ''Accounting mismatch''). The
company has not designated any debt
instrument as at FVTPL.

Debt instruments included within the FVTPL
category are measured at fair value with all
changes recognized in the profit and loss.

Derecognition

A financial asset is primarily derecognised
when:

The rights to receive cash flows from the
asset have expired, or

The company has transferred its rights to
receive cash flows from the asset or has
assumed an obligation to pay the received
cash flows in full without material delay
to a third party under a ''pass-through''
arrangement and either

(a) the company has transferred
substantially all the risks and rewards
of the asset, or (b) the company
has neither transferred nor retained
substantially all the risks and rewards of
the asset, but has transferred control of
the asset.

When the company has transferred
its rights to receive cash flows from

an asset or has entered into a pass¬
through arrangement, it evaluates if
and to what extent it has retained the
risks and rewards of ownership. When
it has neither transferred nor retained
substantially all of the risks and rewards
of the asset, nor transferred control of
the asset, the company continues to
recognise the transferred asset to the
extent of the company''s continuing
involvement. In that case, the company
also recognises an associated liability.
The transferred asset and the associated
liability are measured on a basis that
reflects the rights and obligations that
the company has retained.

Continuing involvement that takes
the form of a guarantee over the
transferred asset is measured at the
lower of the original carrying amount of
the asset and the maximum amount of
consideration that the company could
be required to repay.

impairment of financial assets.

In accordance with Ind AS 109, the
company applies expected credit loss
(ECL) model for measurement and
recognition of impairment loss on the
following financial assets and credit risk
exposure:

Financial assets that are debt
instruments, and are measured at
amortised cost e.g., loans, debt
securities, deposits, trade receivables
and bank balance.

The company follows ''simplified
approach'' for recognition of
impairment loss allowance on trade
receivables.

The application of simplified approach
does not require the company to
track changes in credit risk. Rather, it
recognises impairment loss allowance
based on lifetime ECLs at each
reporting date, right from its initial
recognition.

For recognition of impairment loss on
other financial assets and risk exposure,
the company determines that whether
there has been a significant increase in
the credit risk since initial recognition.
If credit risk has not increased
significantly, 12-month ECL is used to
provide for impairment loss. However,
if credit risk has increased significantly,
lifetime ECL is used. If, in a subsequent
year, credit quality of the instrument
improves such that there is no longer
a significant increase in credit risk since
initial recognition, then the company
reverts to recognising impairment loss
allowance based on 12-month ECL.
Lifetime ECL are the expected credit
losses resulting from all possible default
events over the expected life of a
financial instrument. The 12-month ECL
is a portion of the lifetime ECL which
results from default events that are
possible within 1 2 months after the
reporting date. ECL is the difference
between all contractual cash flows
that are due to the company in
accordance with the contract and all
the cash flows that the entity expects
to receive (i.e., all cash shortfalls),
discounted at the original EIR. When
estimating the cash flows, an company
is required to consider:

All contractual terms of the financial
instrument (including prepayment,
extension, call and similar options)
over the expected life of the financial
instrument. However, in rare cases
when the expected life of the financial
instrument cannot be estimated
reliably, then the entity is required to use
the remaining contractual term of the
financial instrument

Cash flows from the sale of collateral
held or other credit enhancements that
are integral to the contractual terms.

As a practical expedient, the company
uses a provision matrix to determine
impairment loss allowance on portfolio
of its trade receivables. The provision

matrix is based on its historically
observed default rates over the
expected life of the trade receivables
and is adjusted for forward-looking
estimates. At every reporting date,
these historical observed default
rates are updated and changes in
the forward-looking estimates are
analysed.

ECL impairment loss allowance (or
reversal) recognized during the year
is recognized as income/ expense in
the statement of profit and loss. This
amount is reflected under the head
''other expenses'' in the statement of
profit and loss. The balance sheet
presentation for various financial
instruments is described below:

Financial assets measured as at
amortised cost: ECL is presented as
an allowance, i.e., as an integral part
of the measurement of those assets
in the balance sheet. The allowance
reduces the net carrying amount. Until
the asset meets write-off criteria, the
company does not reduce impairment
allowance from the gross carrying
amount.

Financial liabilities

Initial recognition and measurement

Financial liabilities are classified, at initial
recognition, as loans and borrowings, or
payables, as appropriate. All financial
liabilities are recognised initially at
fair value and, in the case of loans
and borrowings and payables, net of
directly attributable transaction costs.

The company''s financial liabilities
include trade and other payables,
loans and borrowings including bank
overdrafts.

Subsequent measurement

The measurement of financial liabilities
depends on their classification, as
described below:

Financial liabilities at fair value through
profit or loss:

Financial liabilities at fair value through
profit or loss include financial liabilities
held for trading and financial liabilities
designated upon initial recognition
as at fair value through profit or loss.
Financial liabilities are classified as held
for trading if they are incurred for the
purpose of repurchasing in the near
term. Gains or losses on liabilities held
for trading are recognised in the profit
or loss.

Loans and borrowings

After initial recognition, interest-bearing
loans and borrowings are subsequently
measured at amortised cost using
the EIR method. Gains and losses are
recognised in profit or loss when the
liabilities are derecognised as well as
through the EIR amortisation process.
Amortised cost is calculated by taking
into account any discount or premium
on acquisition and fees or costs that
are an integral part of the EIR. The EIR
amortisation is included as finance
costs in the statement of profit and loss.

Derecognition

A financial liability is derecognised
when the obligation under the liability
is discharged or cancelled or expires.
When an existing financial liability is
replaced by another from the same
lender on substantially different terms,
or the terms of an existing liability
are substantially modified, such an
exchange or modification is treated
as the derecognition of the original
liability and the recognition of a new
liability. The difference in the respective
carrying amounts is recognised in the
statement of profit or loss."

Reclassification of financial assets

The company determines classification
of financial assets and liabilities on initial
recognition. After initial recognition, no

reclassification is made for financial
assets which are equity instruments
and financial liabilities. For financial
assets which are debt instruments, a
reclassification is made only if there
is a change in the business model for
managing those assets. Changes to
the business model are expected to
be infrequent. The company''s senior
management determines change
in the business model as a result of
external or internal changes which
are significant to the company''s
operations. Such changes are evident
to external parties. A change in the
business model occurs when the
company either begins or ceases to
perform an activity that is significant
to its operations. If the company
reclassifies financial assets, it applies
the reclassification prospectively from
the reclassification date which is the first
day of the immediately next reporting
period following the change in business
model. The company does not restate
any previously recognised gains, losses
(including impairment gains or losses)
or interest.

Offsetting of financial instruments

Financial assets and financial liabilities
are offset and the net amount is
reported in the balance sheet if there
is a currently enforceable legal right
to offset the recognised amounts and
there is an intention to settle on a net
basis, to realise the assets and settle
the liabilities simultaneously.

(v) Unbilled Revenue and Billing in excess of
revenue

Unbilled revenue represents the aggregate
of costs chargeable and margin earned
under projects in progress as of the balance
sheet date. Such amounts become billable
according to the contract terms which
usually consider the passage of time,

achievement of certain milestones or
completion of the project.

Contract revenue earned in excess of billing
has been reflected under "Other Current
Assets" and billing in excess of contract
revenue is reflected under "Other Current
Liabilities" in the balance sheet.

(w) Fair Value Measurement

The Company measures financial instruments at
fair value each balance sheet date.

Fair value is the price that would be received to sell
an asset or paid to transfer a liability in an orderly
transaction between market participants at the
measurement date. The fair value measurement
is based on the presumption that the transaction
to sell the asset or transfer the liability takes place
either:

(a) In the principal market for the asset or liability,
or

(b) In the absence of a principal market, in the
most advantageous market for the asset or
liability.

The principal or the most advantageous
market must be accessible by the Company.

The fair value of an asset or a liability is
measured using the assumptions that
market participants would use when pricing
the asset or liability, assuming that market
participants act in their economic best
interest.

A fair value measurement of a non¬
financial asset takes into account a market
participant''s ability to generate economic
benefits by using the asset in its highest and
best use or by selling it to another market
participant that would use the asset in its
highest and best use.

The Company uses valuation techniques
that are appropriate in the circumstances
and for which sufficient data are available

to measure fair value, maximising the use of
relevant observable inputs and minimising
the use of unobservable inputs.

All assets and liabilities for which fair value
is measured or disclosed in the financial
statements are categorised within the fair
value hierarchy, described as follows, based
on the lowest level input that is significant to
the fair value measurement as a whole:

Level 1 — Quoted (unadjusted) market
prices in active markets for identical assets
or liabilities

Level 2 — Valuation techniques for which the
lowest level input that is significant to the fair
value measurement is directly or indirectly
observable.

Level 3 — Valuation techniques for which the
lowest level input that is significant to the fair
value measurement is unobservable.

The Management determines the policies
and procedures for both recurring fair value
measurement, such as unquoted financial
assets measured at fair value, and for non¬
recurring measurement, such as assets held
for distribution in discontinued operations.
The Management comprises of the head

of the investment properties segment,
heads of the Company''s internal mergers
and acquisitions team, the head of the
risk management department, financial
controllers and chief finance officer.

For assets and liabilities that are recognised
in the financial statements on a recurring
basis, the Company determines whether
transfers have occurred between levels in
the hierarchy by re-assessing categorisation
(based on the lowest level input that is
significant to the fair value measurement
as a whole) at the end of each reporting
period.

(x) Recent pronouncement

Ministry of Corporate Affairs ("MCA") notifies
new standards or amendments to the existing
standards under Companies (Indian Accounting
Standards) Rules as issued from time to time.
For the year ended March 31, 2025, MCA has
notified Ind AS - 117 Insurance contract and
amendments to Ind AS 116 - Leases, relating to
sale and leaseback transactions , applicable to
the Company w.e.f. April 1, 2024. The Company
has reviewed the new pronouncement based
on its evaluation has determined that it does
not have any significant impact in its financial
statements.

(b) Terms/ rights attached to equity shares

The Company has only one class of equity shares having par value of ''10 per share. Each holder of equity shares
is entitled to one vote per share. The Company declares and pays dividends in Indian rupees.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining
assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the
number of equity shares held by the shareholders.

(c) Shares held by holding Company

Out of equity shares issued by the Company, shares held by its holding Company are as below:

Nature and Purpose of Reserves:

(1) Capital redemption reserve:

Capital redemption reserve was created upon buy back of equity shares. The Company may utilise this reserve
in compliance with the provisions of the Companies Act 2013.

(2) General reserve:

General reserve represents appropriation of retained earnings and are available for distribution to shareholders
in compliance with the provisions of the Companies Act 2013.

(3) Tonnage tax reserve u/s 115VT of Income Tax Act, 1961:

A tonnage tax company shall, subject to and in accordance with the provisions of section 115VT of the Income
Tax Act, 1961, on yearly basis credit to tonnage tax reserve account, an amount not less than twenty percent
of the book profit derived from the activities referred to in clauses (i) and (ii) of sub-section (1) of section 115V-I of
the Income Tax Act, 1961.The Company can utilise this reserve as per provisions of Income Tax Act 1961.

(4) Surplus in statement of profit & loss:

Surplus in statement of profit & loss represents surplus / accumulated earnings of the Company and are available
for distribution to shareholders.

(a) The Company has given Performance Bank Guarantee on behalf of its subsidiary Seamec Nirman Infra Limited
in favour of Larsen & Toubro Limited on 15th Oct 2022.

(b) The case against the Company alleging violation of Foreign Exchange Regulation Act, 1973 (FERA), related to
acquisition of Land drilling Rig, is pending before the Hon''ble Mumbai High Court. The Company has furnished a
Bank Guarantee of '' 1,000 Lakhs to the Enforcement Directorate, FERA, towards penalty imposed, as directed by
the Hon''ble Mumbai High Court which was valid till March 31, 2023. The said bank guarantee is renewed during
the year and now valid till March 31, 2026. No provision is considered necessary in respect of the said penalty
as the management believes, based on legal opinion, that there has been no contravention to FERA.

(c) During FY 2018-19 the Company has received assessment order from the Office of the Commissioner of GST &
Central Excise regarding service tax payable amounting to '' 649.50 Lakhs (including penalty of '' 59.2 Lakhs)
for FY2014-15 to FY 2015-16 towards liability of service tax on free supply of fuel by client. Against the above
order the Company has filed appeal before Hon''ble CESTAT. During FY 2019-20 Company has received show
cause notice cum demand notice for '' 225.34 Lakhs for FY 2016-17 and April 2017 to June 2017 towards
liability of service tax on free supply of fuel by client against which decision passed in favour of the Company in
Feb. 2021 by Principal Commissioner GST and Central Excise, Mumbai East Commissionerate. In June 2021, The
Committee of Chief Commissioners has reviewed the case and directed The Principal Commissioner GST and
Central Excise, Mumbai East Commissionerate to appeal to the CESTAT, Mumbai against the order passed by
him. No provision is considered necessary in respect of the said demand based on above order passed in our
favour and opinion received from consultants.

(d) Against the Directorate of Revenue Intelligence (DRI) Show Cause Notice in July - August 2012, the adjudication
proceedings was conducted by Commissioner of Customs (Import) who vide order dated March 28, 2013
imposed duty of '' 3,500 Lakhs, penalty for equivalent amount, interest and confiscation and made appropriation
of '' 1,260 Lakhs paid in 2011 under protest. Accordingly, total demand was '' 11,970 Lakhs. The Company has
furnished a Bank Guarantee of '' 820.90 Lakhs to Commissioner of Customs which was valid till March 31, 2023.
The said bank guarantee is renewed during the year and now valid till March 31, 2026.

Against the above adjudication order, the Company filed appeal before Hon''ble CESTAT for stay of the order as
well as appeal. Stay was granted while appeal was disposed off vide order of Hon''ble CESTAT dated 6th December,
2017.

Being aggrieved, Company as a legal recourse, had filed Rectification of Mistake (ROM) before designated
forum of CESTAT. The Hon''ble CESTAT vide order dated February 27, 2018 remanded the matter to the original
authority, setting aside the demand, duty, penalty and confiscation with a specific direction of commencement
of adjudication subject to settlement of jurisdiction issue by the Hon''ble Supreme Court.

During FY 2018-19, Commissioner of Customs (Import) has filed appeal before Hon''ble Bombay High Court
against the order dated February 27, 2018 ROM application which has been admitted however no stay has
been granted. At present no demand exists with regard to aforesaid matter and such contingent liability can not
be quantified due to open remand.

Notes:

(i) The Company does not expect any reimbursement in respect of the above contingent liabilities.

(ii) It is not practicable to estimate the timing of cash flows, if any, in respect of matters at (a) to (d) above,
pending resolution of the proceedings.

41. Commitments
Capital Commitments

Estimated amount of contracts remaining to be executed on capital account and not provided for '' 80,619 Lakhs
(31.03.2024 : '' 9,825.76 Lakhs).

42. Trade Receivables as disclosed in Notes 8 & 14, are net of provisions for:

(a) Trade Receivables from Swiber Offshore Constructions Pte Ltd, Singapore (SOC) and Swiber Offshore India Private
Ltd. (SOI) is '' 11,347.45 Lakhs. These outstanding are arising out of the services rendered by the Company to
above Swiber entities towards the contract awarded by ONGC to them. SOC as per the Hon''ble High Court,
Singapore is under the Judicial Management. The Company initially initiated legal recourse against SOI in Hon''ble
Bombay High Court under the terms of the Contract The matter before Singapore High Court is pending. In India
the legal recourse has been kept in abeyance as SOI has no visible Assets. ONGC, The principal Contractor
had suspended the Contract of Swiber and stepped into contractual commitment of Swiber for completion
of balance work. The Company along with large number of affected Vendors are pursuing with the ONGC for
recovery of outstanding. The full provisions have already been made in the accounts to the above receivables.

(b) The Company has long outstanding receivables of '' 1,153 Lakhs from POSH India Offshore Private Limited relating
to charter hire for a vessel for which provisions amounting to '' 100 Lakhs has been created during the FY 2022¬
23 and '' 205 lakhs created in FY 2021-22 and same has been subsequently received and reversed during FY
2023-24 amounting to '' 305 Lakhs.

(c) The company has long outstanding receivable of '' 239.71 Lakhs from Larsen & Tubro limited relating towards
bow string lowering job under PRP - VII through vessel Seamec Princess. The outstanding is due to technical matter
for which provision has been created during FY 2023-2024 and subsequently received in FY 2024-25 amounting
to '' 239.71 lakhs.

(d) The company has outstanding receivable of '' 448.73 Lakhs from Zamil Ofshores Company Limited relating to
Charter hire for a vessel of which provision amounting to ''188.10 lakhs has been created during the current year.

The change in allowance for uncollectible trade receivables is as follows:

44. Segment information

For management purposes, the company is organised into business units based on its services and has two reportable
segments i.e. Domestic and Overseas.

The chief operational decision maker monitors the operating results of its Business Segments separately for the purpose
of making decisions about resource allocation and performance assessment. Segment performance is evaluated
based on profit or loss and is measured consistently with profit or loss in the financial statements. The Operating
segments have been identified based on geographical location of the vessel. The operating segments have been
disclosed based on revenues within India and outside India.

The nature of services and its disclosure of timing of satisfaction of performance obligation mentioned in Note
No. 3.

Contract assets in the balance sheet constitutes unbilled accounts to customers representing the company''s
right to consideration for the services transferred to date. Any amount previously recognised as contract assets is
reclassified to trade receivable at the time it is invoiced to the customer.

Contract liabilities in the balance sheet constitutes advance payments and billings in excess of revenue
recognised, the company expects to recognise such revenue in the next financial year.

There were no significant change in contract assets and contract liability during the reporting period except
amount as mentioned in the table and the explanation given above.

Under the payment terms generally applicable to company''s revenue generating activities, prepayments are
received only to a limited extent. Typically, payment is due upon or after completion of the services.

The amount required to be spent by the Company during the year is '' 178 lakhs (previous year '' 133 lakhs). No
amount was spent during the year towards construction/acquisition of any asset relating to CSR expenditure and there
are no outstanding amounts payables towards any other purposes.

As per Section 135 of the Companies Act, 2013, a company, meeting the applicability threshold, needs to spend at
least 2% of its average net profit for the immediately preceding three financial years on corporate social responsibility
(CSR) activities. Pursuant to said provision , The Company has constituted the CSR committee in earlier years. The funds
are utilized throughout the year on the activities which are specified in Schedule VII of the Act. The utilization is primarily
done by way of contribution to various Trusts for Eradicating hunger, poverty and malnutrition, promoting health care
including preventive health care and sanitation including contribution to the Swachh Bharat Kosh set-up by the Central
Government for the promotion of sanitation and making available safe drinking water, Rural Development Projects,
Promoting education, including special education and employment enhancing vocation skills especially among
children, women, elderly and the differently abled and livelihood enhancement projects, Ensuring environmental
sustainability, ecological balance, protection of flora and fauna, animal welfare, agroforestry, conservation of natural
resources and maintaining quality of soil, air and water including contribution to the Clean Ganga Fund set-up by the
Central Government for rejuvenation of river Ganga.

52. gratuity and other post-employment benefit plans.

1. Defined Contribution Plans :

Amount of '' 204.16 Lakhs (31.03.2024 : '' 137.31 Lakhs) is recognized as an expense and included in Employee
Benefit Expense (refer note 35) in statement of profit and Loss, which includes provident fund and super annuation
fund.

2. Defined Benefit Plans :

The Company has a defined benefit gratuity plan. Every employee (other than crew who have covered under
separate scheme) who has completed five years or more of service gets a gratuity on departure at 15 days
salary (last drawn salary) for each completed year of service. The scheme is funded with an insurance Company
in the form of a qualifying insurance policy.

The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the act, employee who has completed
five years of service is entitled to specific benefit. The level of benefits provided depends on the member''s
length of service and salary at retirement age. The fund has the form of a trust and it is governed by the Board
of Trustees, which consists of an equal number of employer and employee representatives. The Board of Trustees
is responsible for the administration of the plan assets and for the definition of the investment strategy.

Each year, the Board of Trustees reviews the level of funding in the India gratuity plan. Such a review includes
the asset-liability matching strategy and investment risk management policy. The Board of Trustees decides its
contribution based on the results of this annual review.

The Obligation of the Company is limited to the amount contributed and it has no further contractual nor any
constructive obligation.

The following tables summaries the components of net benefit expense recognized in the statement of profit
and loss and other comprehensive income the funded status and amounts recognized in the balance sheet for
the respective plans.

Statement of Profit and Loss

Net employee benefit expense (recognized in contribution to provident, gratuity fund and other funds)

53. financial risk management- objectives and policies

The Company''s principal financial liabilities, comprise loans and borrowings, trade and other payables. The main
purpose of these financial liabilities is to finance the Company''s operations. The Company''s principal financial assets
include loans, trade and other receivables, and cash and cash equivalents that derive directly from its operations.

The Company is exposed to market risk, credit risk and liquidity risk. The Company''s senior management oversees the
management of these risks. The management assures that the Company''s financial risk activities are governed by
appropriate policies and procedures and that financial risks are identified, measured and managed in accordance
with the Company''s policies and risk objectives.

The Board of Directors reviews and agrees policies for managing each of these risks, which are summarized below:

a. Market Risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of
changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price
risk, such as equity price risk and commodity risk. Financial instruments affected by market risk include loans and
borrowings.

The below assumption has been made in calculating the sensitivity analysis:

(1) The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market
risks. This is based on the financial assets and financial liabilities held at March 31, 2025 and March 31,
2024.

Interest Rate Risk

Interest rate risk is the risk that the fair value or future cash flows of financial instrument will fluctuate due to change
in market interest rates. The company is not exposed to any significant interest rate risk as at the respective
reporting dates.

Foreign Currency Risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of
changes in foreign exchange rates. The company''s exposure to the risk of changes in foreign exchange rates
relates primarily to the company''s operating activities (when revenue or expense is denominated in a foreign
currency). Currency risk arises when future commercial transactions and recognized assets and liabilities are
denominated in a currency that is not the company''s functional currency. The company''s foreign currency
transactions are mainly in United State Dollars (USD).

The Company manages its foreign currency risk by natural hedging.

The following tables demonstrate the sensitivity to a reasonably possible change in USD and other exchange
rates, with all other variables held constant. The impact on the company''s profit before tax is due to changes in
the fair value of monetary assets and liabilities.

b. Credit Risk

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer
contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities primarily
trade receivables and from it''s financing activities, including deposits with banks, foreign exchange transactions
and other financial instruments.

Trade Receivables:

Outstanding customer receivables are regularly monitored. An impairment analysis is performed at each reporting
date on an individual basis for major clients. In addition, a large number of minor receivables are grouped into
homogenous groups and assessed for impairment collectively. The calculation is based on exchange losses
historical data. The maximum exposure to credit risk at the reporting date is the carrying value of each class of
financial assets.

Financial instruments and cash deposits

Credit risk from balances with banks is managed by the company''s senior management. The company''s
maximum exposure to credit risk for the components of the balance sheet at March 31, 2025, March 31,2024
is the carrying amounts as illustrated in respective notes.

c. Liquidity risk

Liquidity risk is the risk that an enterprise will encounter difficulty in raising funds to meet commitments associated
with financial instruments. Liquidity risk may result from inability to sell a financial asset quickly at close to its fair
value. Liquidity risk is managed by monitoring on a regular basis that sufficient funds are available to meet any
future commitments.

The table below summarizes the maturity profile of the company''s financial liabilities based on contractual
undiscounted payments. 31 March 2025

54. CAPITAL MANAGEMENT

For the purpose of the Company''s capital management, capital includes issued equity capital, share premium and
all other equity reserves attributable to the equity holders of the company. The primary objective of the company''s
capital management is to maximize the shareholder value.

The company manages its capital structure and makes adjustments to it, in light of changes in economic conditions.
To maintain or adjust the capital structure, the company may adjust the dividend payment to shareholders, return
capital to shareholders or issue new shares. The company monitors capital using debt equity ratio, The debt equity
ratio as on March 31, 2025 is 18% (March 31, 2024: 26%). In the opinion of the board, the current assets, loan and
advances are approximately of the value stated, if realized in the ordinary course of the business.

1. (a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf

of the Company (Ultimate Beneficiaries) or (b) provide any guarantee, security or the like to or on behalf of the
Ultimate Beneficiaries except Company has given loan/made investment of INR 3.33 Crores during FY 24-25
comprising of loan of INR 2.24 Crores on 09/09/2024 and INR 1.09 Crores on 09/01/2025, (FY 23-24 INR 207.88
Crores comprising equity investment of INR 55.48 Crores (INR 2.65 Crore on 15/05/2023 and INR 52.83 Crores on
22/06/2023) and Loan of INR 152.40 Crores (148.27 Crores on 03/07/2023 and INR 4.13 Crores on 22/09/2023)
to Seamec International UK Limited (Seamec UK) (wholly owned subsidiary of the company situated at 60 Cox
lane, Unit 1 Chessington Trade park, Chessington England, KT9 1TW) with the understanding that the Seamec UK
will provide these funds for purchase of property for Global Office cum Guest House in the name of Fountain
House Combined Limited (FCL), wholly owned stepdown subsidiary of Seamec UK (held through Fountain House
74 Limited and Fountain House 84 Limited, wholly owned subsidiaries of Seamac UK). Seamec UK has used total
amount of GBP 21.45 million (equivalent to INR 223.25 Crores) for purchase of above-mentioned property during
FY 23-24 and also incurred expenses amounting to GBP 0.5 million (equivalent to INR 5.17 Crores of which INR 3
Crores related to FY 24-25 and INR 2.17 Crores related to FY 23-24) relating to said property and operation.

The company has complied the relevant provisions of the Foreign Exchange Management Act, 1999 (42 of
1999) and Companies Act for above transactions and the transactions are not violative of the Prevention of
Money-Laundering act, 2002.

2. The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with

the understanding (whether recorded in writing or otherwise) that the Group shall:

(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf
of the Funding Party (Ultimate Beneficiaries) or (b) provide any guarantee, security or the like on behalf of the
Ultimate Beneficiaries.

56. OTHER STATUTORY INFORMATION

(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against
the Company for holding any Benami property.

(ii) The Company does not have any transactions with companies struck off.

(iii) Quarterly returns of statement of current asset filed by the company with banks are in agreement with the books
of account as on the date of submission of said return or statement.

(iv) The Company has not traded or invested in Crypto currency or Virtual currency during the financial year.

(v) The Company does not have any such transaction which is not recorded in the books of accounts that has been
surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such
as, search or survey or any other relevant provisions of the Income Tax Act, 1961).

(vi) The Company has not been declared as Wilful defaulter by any Banks, Financial institution or Other lenders.

(vii) The Company has complied with the number of layers prescribed under clause (87) of Section 2 of the
Companies Act, 2013 read with the Companies (Restriction on number of Layers) Rules, 2017.

(viii) The Company has used the borrowings from banks and financial institutions for the specific purpose for which
they were obtained.

(ix) The Company does not have any charge or satisfaction which is yet to be registered with ROC beyond the
statutory period except loan taken from HDFC bank for Swordfish.

57. PREVIOUS YEAR FIGURES

Previous year figures have regrouped / reclassified, where necessary, to conform to this year''s classification.

As per our report of even date

For T R Chadha & Co LLP For and on behalf of the Board of Directors of SEAMEC Limited

Chartered Accountants

Firm registration No. 006711N/N500028

Pramod Tilwani Naveen Mohta Rajeev Goel

Partner Whole Time Director Director

Membership No: 076650 (DIN 07027180) (DIN 02312655)

Vinay Kumar Agarwal S N Mohanty

Chief Financial Officer President - Corporate Affairs,

Legal & Company Secretary

Place: Mumbai Place: Mumbai

Date : May 27, 2025 Date : May 27, 2025


Mar 31, 2024

(o) Provisions

A provision is recognized when the Company has a present obligation (Legal or Constructive) as a result of past events, if it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. These estimates are reviewed at each Balance Sheet date and adjusted to reflect the current best estimates.

If the effect of the time value of money is material, provisions are discounted using a current pretax rate that reflects, when appropriate, the risks specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a finance cost.

(p) Segment Reporting

The Chief Operational Decision Maker monitors the operating results of its business Segments separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on profit or loss and is measured consistently with profit or loss in the financial statements.

The Operating segments have been identified based on geographical location of the vessel. The operating segments have been disclosed based on revenues within India and outside India.

(q) Earnings per Share

Basic earnings per share are calculated by dividing the net profit/ loss for the year attributable to equity shareholders by the weighted average number of equity shares outstanding during the year.

For the purpose of calculating diluted earnings per share, the net profit for the year attributable to equity shareholders and the weighted average number of shares outstanding during the year are adjusted for the effects of diluted potential equity shares, if any.

(r) Contingent liabilities

A contingent liability is a possible obligation that arises from past events whose existence will be confirmed by the occurrence or non-occurrence of one or more uncertain future events beyond the control of the Company or a present obligation that is not recognized because it is not probable that an outflow of resources will be required to settle the obligation. A contingent liability also arises in extremely rare cases where there is a liability that cannot be recognized because it cannot be measured reliably. The Company does not recognize a contingent liability but discloses its existence in the financial statements.

(s) Borrowing costs

Borrowing costs directly attributable to the acquisition and construction of an asset which takes a substantial period of time to get ready for its intended use, are capitalized as a part of the cost of such assets, until such time the asset is substantially ready for its intended use. All other borrowing costs are recognized in the Statement of Profit and Loss in the year in which they occur.

Borrowing costs consist of interest and other costs incurred in connection with borrowing of funds. Borrowing cost also includes exchange differences to the extent regarded as an adjustment to the borrowing costs.

(t) Financial instruments

A financial instrument is any contract that gives rise to a financial asset of one entity and a financial liability or equity instrument of another entity.

Financial Assets

initial recognition and measurement:

All financial assets are recognised initially at fair value plus, in the case of financial assets not recorded at fair value through profit or loss, transaction costs that are attributable to the acquisition of the financial asset. Purchases or sales of financial assets that require delivery of assets within a time frame established by regulation or convention in the market place (regular way trades) are recognised on the trade date, i.e., the date that the Company commits to purchase or sell the asset.

Subsequent measurement

For purposes of subsequent measurement, financial assets are classified in four categories:

(i) Debt instruments at amortised cost

(ii) Debt instruments at fair value through other comprehensive income (FVTOCI).

(iii) Debt instruments at fair value through profit or loss (FVTPL).

(iv) Equity instruments measured at fair value through other comprehensive income (FVTOCI).

Debt instruments at amortised cost

A ''debt instrument'' is measured at the amortised cost if both the following conditions are met:

a) The asset is held within a business model whose objective is to hold assets for collecting contractual cash flows,

and

b) Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal and interest (SPPI) on the principal amount outstanding.

After initial measurement, such financial assets are subsequently measured at amortised cost using the effective interest rate (EIR) method. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included in other income in the statement of profit and loss. The losses arising from

impairment are recognised in the profit or loss. This category generally applies to trade and other receivables.

debt instrument at FVTpL

FVTPL is a residual category for debt instruments. Any debt instrument, which does not meet the criteria for categorization as at amortized cost or as FVTOCI, is classified as at FVTPL.

In addition, the company may elect to designate a debt instrument, which otherwise meets amortized cost or FVTOCI criteria, as at FVTPL. However, such election is allowed only if doing so reduces or eliminates a measurement or recognition inconsistency (referred to as ''Accounting mismatch''). The company has not designated any debt instrument as at FVTPL.

Debt instruments included within the FVTPL category are measured at fair value with all changes recognized in the profit and loss.

derecognition

A financial asset is primarily derecognised when:

The rights to receive cash flows from the asset have expired, or

The company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a ''pass-through'' arrangement and either

(a) the company has transferred substantially all the risks and rewards of the asset, or

(b) the company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.

When the company has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the company continues to recognise the transferred asset to the extent of the company''s continuing involvement. In that case, the company also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the company has retained.

Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration that the company could be required to repay.

impairment of financial assets.

In accordance with Ind AS 109, the company applies expected credit loss (ECL) model for measurement and recognition of impairment loss on the following financial assets and credit risk exposure:

Financial assets that are debt instruments, and are measured at amortised cost e.g., loans, debt securities, deposits, trade receivables and bank balance.

The company follows ''simplified approach'' for recognition of impairment loss allowance on trade receivables.

The application of simplified approach does not require the company to track changes in credit risk. Rather, it recognises impairment loss allowance based on lifetime ECLs at each reporting date, right from its initial recognition.

For recognition of impairment loss on other financial assets and risk exposure, the company determines that whether there has been a significant increase in the credit risk since initial recognition. If credit risk has not increased significantly, 12-month ECL is used to provide for impairment loss. However, if credit risk has increased significantly, lifetime ECL is used. If, in a subsequent year, credit quality of the instrument improves such that there is no longer a significant increase in credit risk since initial recognition, then the company reverts to recognising impairment loss allowance based on 12-month ECL. Lifetime ECL are the expected credit losses resulting from all possible default events over the expected life of a financial instrument. The 12-month ECL is a portion of the lifetime ECL which results from default events that are possible within 1 2 months after the reporting date. ECL is the difference between all contractual cash flows that are due to the company in accordance with the contract and all the cash flows that the entity expects to receive (i.e., all cash shortfalls), discounted at the original EIR. When estimating the cash flows, an company is required to consider:

All contractual terms of the financial instrument (including prepayment, extension,

call and similar options) over the expected life of the financial instrument. However, in rare cases when the expected life of the financial instrument cannot be estimated reliably, then the entity is required to use the remaining contractual term of the financial instrument

Cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual terms.

As a practical expedient, the company uses a provision matrix to determine impairment loss allowance on portfolio of its trade receivables. The provision matrix is based on its historically observed default rates over the expected life of the trade receivables and is adjusted for forward-looking estimates. At every reporting date, these historical observed default rates are updated and changes in the forwardlooking estimates are analysed.

ECL impairment loss allowance (or reversal) recognized during the year is recognized as income / expense in the statement of profit and loss. This amount is reflected under the head ''other expenses'' in the statement of profit and loss. The balance sheet presentation for various financial instruments is described below:

Financial assets measured as at amortised cost: ECL is presented as an allowance, i.e., as an integral part of the measurement of those assets in the balance sheet. The allowance reduces the net carrying amount. Until the asset meets write-off criteria, the company does not reduce impairment allowance from the gross carrying amount.

Financial liabilities

initial recognition and measurement

Financial liabilities are classified, at initial recognition, as loans and borrowings, or payables, as appropriate. All financial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs.

The company''s financial liabilities include trade and other payables, loans and borrowings including bank overdrafts.

Subsequent measurement

The measurement of financial liabilities depends on their classification, as described below:

Financial liabilities at fair value through profit or loss:

Financial liabilities at fair value through profit or loss include financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair value through profit or loss. Financial liabilities are classified as held for trading if they are incurred for the purpose of repurchasing in the near term. Gains or losses on liabilities held for trading are recognised in the profit or loss.

Loans and borrowings

After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the EIR method. Gains and losses are recognised in profit or loss when the liabilities are derecognised as well as through the EIR amortisation process. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the EIR. The EIR amortisation is included as finance costs in the statement of profit and loss.

Derecognition

A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the derecognition of the original liability and the recognition of a new liability. The difference in the respective carrying amounts is recognised in the statement of profit or loss.

Reclassification of financial assets

The company determines classification of financial assets and liabilities on initial recognition. After initial recognition, no reclassification is made for financial assets which are equity instruments and financial liabilities. For financial assets which are debt instruments, a reclassification is made only if there is a change in the business model for managing those assets. Changes to the business model are expected to be infrequent. The company''s senior management determines change in the business model as a result of external or internal changes which are significant to the company''s operations. Such changes are evident to external parties.

A change in the business model occurs when the company either begins or ceases to perform an activity that is significant to its operations. If the company reclassifies financial assets, it applies the reclassification prospectively from the reclassification date which is the first day of the immediately next reporting period following the change in business model. The company does not restate any previously recognised gains, losses (including impairment gains or losses) or interest.

offsetting of financial instruments

Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.

(u) unbilled Revenue and Billing in excess of revenue

Unbilled revenue represents the aggregate of costs chargeable and margin earned under projects in progress as of the balance sheet date. Such amounts become billable according to the contract terms which usually consider the passage of time, achievement of certain milestones or completion of the project.

Contract revenue earned in excess of billing has been reflected under "Other Current Assets" and billing in excess of contract revenue is reflected under "Other Current Liabilities" in the balance sheet.

(v) fair Value Measurement

The Company measures financial instruments at fair value each balance sheet date.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

(a) In the principal market for the asset or liability, or

(b) In the absence of a principal market, in the most advantageous market for the asset or liability.

The principal or the most advantageous market must be accessible by the Company.

The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their economic best interest.

A fair value measurement of a non-financial asset takes into account a market participant''s ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.

All assets and liabilities for which fair value is measured or disclosed in the financial statements are categorised within the fair value hierarchy, described as follows, based on the lowest level input that is significant to the fair value measurement as a whole:

Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities

Level 2 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable.

Level 3 — Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.

The Management determines the policies and procedures for both recurring fair value measurement, such as unquoted financial assets measured at fair value, and for non-recurring measurement, such as assets held for distribution in discontinued operations. The Management comprises of the head of the investment properties segment, heads of the Company''s internal mergers and acquisitions team, the head of the risk management department, financial controllers and chief finance officer.

For assets and liabilities that are recognised in the financial statements on a recurring basis, the Company determines whether transfers have occurred between levels in the hierarchy by reassessing categorisation (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.

(w) Recent pronouncement

Ministry of Corporate Affairs ("MCA") notifies new standards or amendments to the existing standards under Companies (Indian Accounting Standards) Rules as issued from time to time. For the year ended March 31, 2024, MCA has not notified any new standards or Amendments to the existing standards applicable to the company.

Nature and Purpose of Reserves:

(1) Capital redemption reserve:

Capital redemption reserve was created upon buy back of equity shares. The Company may utilise this reserve in compliance with the provisions of the Companies Act 2013.

(2) General reserve:

General reserve represents appropriation of retained earnings and are available for distribution to shareholders in compliance with the provisions of the Companies Act 2013.

(3) Tonnage tax reserve u/s 115VT of income Tax Act, 1961:

A tonnage tax company shall, subject to and in accordance with the provisions of section 115VT of the Income Tax Act, 1961, on yearly basis credit to tonnage tax reserve account, an amount not less than twenty percent of the book profit derived from the activities referred to in clauses (i) and (ii) of sub-section (1) of section 115V-I of the Income Tax Act, 1961.The Company can utilise this reserve as per provisions of Income Tax Act 1961.

(4) Surplus in statement of profit & loss:

Surplus in statement of profit & loss represents surplus / accumulated earnings of the Company and are available for distribution to shareholders.

44 : SEGMENT iNFORMATiON

For management purposes, the Company is organised into business units based on its services and has two reportable segments i.e. Domestic and Overseas.

The chief operational decision maker monitors the operating results of its Business Segments separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on profit or loss and is measured consistently with profit or loss in the financial statements. The Operating segments have been identified based on geographical location of the vessel. The operating segments have been disclosed based on revenues within India and outside India.

52 : GRATUITY AND OTHER POST-EMPLOYMENT BENEFIT PLANS.

1. defined contribution plans :

Amount of '' 137.31 Lakhs (31.03.2023 : '' 107.28 Lakhs) is recognized as an expense and included in Employee Benefit Expense (refer note 35) in statement of profit and Loss, which includes provident fund and super annuation fund.

2. defined Benefit plans :

The Company has a defined benefit gratuity plan. Every employee (other than crew who have covered under separate scheme) who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service. The scheme is funded with an insurance Company in the form of a qualifying insurance policy.

The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the act, employee who has completed five years of service is entitled to specific benefit. The level of benefits provided depends on the member''s length of service and salary at retirement age. The fund has the form of a trust and it is governed by the Board of Trustees, which consists of an equal number of employer and employee representatives. The Board of Trustees is responsible for the administration of the plan assets and for the definition of the investment strategy.

Each year, the Board of Trustees reviews the level of funding in the India gratuity plan. Such a review includes the asset-liability matching strategy and investment risk management policy. The Board of Trustees decides its contribution based on the results of this annual review.

The Obligation of the Company is limited to the amount contributed and it has no further contractual nor any constructive obligation.

The following tables summaries the components of net benefit expense recognized in the statement of profit and loss and other comprehensive income the funded status and amounts recognized in the balance sheet for the respective plans.

53 : FINANCIAL RiSK MANAGEMENT- OBJECTiVES AND POLiCiES

The Company''s principal financial liabilities, comprise loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations. The Company''s principal financial assets include loans, trade and other receivables, and cash and cash equivalents that derive directly from its operations.

The Company is exposed to market risk, credit risk and liquidity risk. The Company''s senior management oversees the management of these risks. The management assures that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives.

The Board of Directors reviews and agrees policies for managing each of these risks, which are summarized below:

(a) Market Risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity risk. Financial instruments affected by market risk include loans and borrowings.

The below assumption has been made in calculating the sensitivity analysis:

(1) The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held at March 31, 2024 and March 31, 2023. interest Rate Risk

Interest rate risk is the risk that the fair value or future cash flows of financial instrument will fluctuate due to change in market interest rates. The Company is not exposed to any significant interest rate risk as at the respective reporting dates.

foreign currency Risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The company''s exposure to the risk of changes in foreign exchange rates relates primarily to the Company''s operating activities (when revenue or expense is denominated in a foreign currency). Currency risk arises when future commercial transactions and recognized assets and liabilities are denominated in a currency that is not the Company''s functional currency. The company''s foreign currency transactions are mainly in United State Dollars (USD).

The Company manages its foreign currency risk by natural hedging.

The following tables demonstrate the sensitivity to a reasonably possible change in USD and other exchange rates, with all other variables held constant. The impact on the company''s profit before tax is due to changes in the fair value of monetary assets and liabilities.

(b) credit Risk

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities primarily trade receivables and from it''s financing activities, including deposits with banks, foreign exchange transactions and other financial instruments.

Trade Receivables:

Outstanding customer receivables are regularly monitored. An impairment analysis is performed at each reporting date on an individual basis for major clients. In addition, a large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. The calculation is based on exchange losses historical data. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets.

Financial instruments and cash deposits

Credit risk from balances with banks is managed by the company''s senior management. The Company''s maximum exposure to credit risk for the components of the balance sheet at March 31, 2024, March 31, 2023 is the carrying amounts as illustrated in respective notes.

(c) Liquidity risk

Liquidity risk is the risk that an enterprise will encounter difficulty in raising funds to meet commitments associated with financial instruments. Liquidity risk may result from inability to sell a financial asset quickly at close to its fair value. Liquidity risk is managed by monitoring on a regular basis that sufficient funds are available to meet any future commitments.

The table below summarizes the maturity profile of the Company''s financial liabilities based on contractual undiscounted payments.

54 : cApiTAL MANAGEMENT

For the purpose of the Company''s capital management, capital includes issued equity capital, share premium and all other equity reserves attributable to the equity holders of the Company. The primary objective of the company''s capital management is to maximize the shareholder value.

The company manages its capital structure and makes adjustments to it, in light of changes in economic conditions. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The company monitors capital using debt equity ratio, The debt equity ratio as on March 31, 2024 is 26% (March 31, 2023: 8%). In the opinion of the board, the current assets, loan and advances are approximately of the value stated, if realized in the ordinary course of the business.

55 : Disclosure REQuIRED uNDER Section 186 (4) of The compANIES Act, 2013 particulars of investments made

56 : OTHER STATUTORY INFORMATION

(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.

(ii) The Company does not have any transactions with companies struck off.

(iii) Quarterly returns of statement of current asset filed by the Company with banks are in agreement with the books of account as on the date of submission of said return or statement.

(iv) The Company has not traded or invested in Crypto currency or Virtual currency during the financial year.

(v) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or

(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries

(vi) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Group shall:

(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,

(vii) The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961)

(viii) The Company has not been declared as Wilful defaulter by any Banks, Financial institution or Other lenders.

(ix) No satisfaction of charges are pending to be filed with ROC.

57 : PREVIOUS YEAR FIGURE

Previous year figures have regrouped / reclassified, where necessary, to conform to this year''s classification.

As per our report of even date

For T R Chadha & Co LLP For and on behalf of the Board of Directors of SEAMEC Limited

Chartered Accountants

Firm registration No. 006711N/N500028

pramod Tilwani naveen Mohta Subrat das

Partner Whole Time Director Director

Membership No: 076650 (DIN 07027180) (DIN 07105815)

Vinay Kumar Agarwal S N Mohanty

Chief Financial Officer President - Corporate Affairs, Legal

& Company Secretary

Place: Mumbai Place: Mumbai

Date : May 28, 2024 Date : May 28, 2024


Mar 31, 2023

During the current year, the company has issued 1,21,63,479 Equity Shares of Rs. 10/- each as fully paid-up bonus shares representing a ratio of 3 (three) equity shares for every 1 (one) equity share outstanding on the record date, by capitalization of Capital Reserve, Security Premium, General Reserve and profit and loss account pursuant to a bonus issue approved by the Shareholders in the 32nd Annual General Meeting held on May 30, 2022. Accordingly, as required by IndAS-33 Earnings per Share, the EPS of current and previous years have been restated. There are no shares issued for consideration other than cash and no shares were bought back during the period of 5 years immediately preceding the reporting date.

The Company has one class of share capital, comprising ordinary shares of Rs. 10/- each. Subject to the Company''s Articles of Association and applicable law, the Company''s ordinary shares confer on the holder the right to receive notice of and vote at general meetings of the Company, the right to receive any surplus assets on a winding-up of the Company, and an entitlement to receive any dividend declared on ordinary shares.

Note: 16(a) Nature and purpose of Reserves Capital Redemption Reserve:

A Statutory reserve created to the extent of sum equal to the nominal value of the Share Capital extinguished on buyback of Company''s own shares pursuant to Section 69 of the Companies Act, 2013.

Security Premium:

Securities Premium has been created consequent to issue of shares at premium.These reserves can be utilised in accordance with Section 52 of the Companies Act, 2013.

* a) Open Cash Credit from Canara Bank is secured by way of Primary security of hypothecation of Stocks, Book debts and Collateral Security of Plant & Machinery, other fixed assets of the company and Land and Buildings situtated at Plot No. 47, Survey No. !4i,APNC Industrial Park, Gambheeram (V),Visakapatnam and personal guarantee of the Managaing Director of the Company and the rate of interest @11.75% p.a.

b) The Carrying amount of Current and Non-current assets pledged as primary and collateral security for current borrowings are disclosed in Note No.48.

(b) Contract Assets

Company recognized contract assets when it satisfies its obligation by transferring the goods or services to the customer and right to receive the consideration is established which is subject to some conditions to be fulfilled by the company in future before receipt of consideration amount. Such assets are Rs Nil.

During the year company has recognized revenue of Rs. Nil(P.Y. Rs Nil) from the performance obligations satisfied in earlier periods.

The company has made the adjustment of Rs Nil (P.Y.Rs.Nil) in the revenue of Rs.15,426.73 Lakhs ( P.Y. Rs. 10,494.37 Lakhs) recognized during the year on account of discounts, rebates, refunds, credits, price concessions, incentives performance bonuses etc as against the contracted revenue of Rs.15,426.73 Lakhs ( P.Y. Rs. 10,494.37 Lakhs).

(c) Contract Liabilities

Upon execution of contract with the customers, certain amount in the form of EMD, Security Deposit, Margin Money, advance for payment of custom duty etc. received from the customers which is shown as advance received from customers under the heading ‘ ‘Other Financial Liabilities” and “Other Liabilities”. The balances are Rs Nil

(d) Practical expedients

During the year company has entered into sales contracts with its customers where contracts are not executed, same has not been disclosed as practical expedient as the duration of the contract is less than one year or right to receive the consideration established on completion of the performance by the company.

B. Significant judgements in the application of this standard

(i) Revenue is recognized by the company when the company satisfies a performance obligation by transferring a promised good or service to its customers. Asset/goods/services are considered to be transferred when the customer obtains control of those asset/goods/services. ,—>

(ii) The company considers the terms of the contract and its customary business practices to determine the transaction price. The transaction price is the amount of consideration to which an entity expects to be entitled in exchange for transferring promised goods or services to a customer, excluding amounts collected on behalf of third parties (for example, GST etc.).

(iii) The consideration promised in a contract with a customer may include fixed amounts, variable amounts, or both. Any further adjustment will be made by raising debit/credit notes on the customer.While determining the transaction price effects of variable consideration, constraining estimates of variable consideration, the existence of a significant financing component in the contract, non-cash consideration and consideration payable to a customer is also considered.

C. Assets Recognised from costs to obtain or fulfill a contract with a customer

The costs incurred by the company are fixed in nature with no significant incremental cost to obtain or fulfill a contract with a customer and same is charged to profit and loss as a practical expedient.

a) Provident Fund: Company pays fixed contribution to provident fund at predetermined rates to the government authorities. The contribution of Rs. 35.02 Lakhs (Previous year Rs. 33.63 Lakhs) including administrative charges is recognized as expense and is charged in the Statement of Profit and Loss. The obligation of the Company is to make such fixed contribution and to ensure a minimum rate of return as specified by GOI to the members. The overall interest earnings and cumulative surplus is more than the statutory interest payment requirement during the year.

b) Leave Encashment: The company accumulates of compensated absences by certain categories of its employees for one year. These employees receive cash in lieu thereof as per the Company''s policy. The company recognises expenditure on payment basis.

c) Gratuity: Gratuity is a funded Defined Benefit Plan payable to the qualifying employees on superannuation. It is managed by a ''Life Assurance Scheme'' of the Life Insurance Corporation of India and the company makes contributions to the Life Insurance Corporation of India (LIC). Company makes annual contribution to the Fund based on the present value of the Defined Benefit obligation and the related current service costs which are measured on actuarial valuation carried out as on Balance Sheet date. The liability has been assessed using Projected Unit Credit (PUC) Actuarial Cost Method.

* The entire operations of the company relate to only one segment viz., Electronics & Communication and hence segmental reporting is not given.

Note: 41. Financial Instruments- Fair Values and Risk Management a) Financial Instruments by Categories

The following tables show the carrying amounts and fair values of financial assets and financial liabilities by categories. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.

Fair Value Hierarchy Management considers that,the carrying amount of those financial assets and financial liabilies that are not subsequently measured at fair value in the Financial Statements approximate their transaction value. No financial instruments are recognized andmeasured at fair value for which fair values are determined using the judgments and estimates. The fair value of Financial Instruments referred below has been classified into three categories depending on the inputs used in the valuation technique. The hierarchy gives the highest priority to quoted prices in active market for identical assets or liabilies. (Level-1 measurements) and lowest priority to unobservable (Level-3 measurements).

The Company does not hold any equity investment and no financial instruments hence the disclosure are nil Financial Risk Management:

The Company''s activities expose to a variety of financial risks viz.,market risk, credit risk and liquidity risk.The Company''s focus is to foresee the unpredictability of financial markets and seek to minimize potential adverse effects on its financial performance.The primary market risk to the Company is credit risk and liquidity risk.The Company''s exposure to credit risk is influenced mainly by Government Orders.

Management of Market Risk:

Market risks comprises of Price risk and Interest rate risk. The Company does not designate any fixed rate financial assets as fair value through Profit and Loss nor at fair value through OCI. Therefore, the Company is not exposed to any interest rate risk. Similarly, the Company does not have any Financial Instrument which is exposed to change in price.

Credit Risk:

Credit risk is the risk of financial loss to the Company if a customer fails to meet its contractual obligationsThe maximum exposure to the credit risk at the reporting date is primarily from trade receivables.The company operations are with Government and allied companies and hence no issues credit worthiness. The company considers that, all the financial assets that are not impaired and past due as on each reporting dates under review are considered credit worthy.

Liquidity Risk:

The company''s liquidity needs are monitored on the basis of monthly projections. The principal sources of liquidity are cash and cash equivalents, cash generated from operations and availability of cash credit and overdraft facilities to meet the obligations as and when due. Short term liquidity requirements consist mainly of sundry creditors, expenses payable and employee dues during the normal course of business. The company maintains sufficient balance in cash and cash equivalents and working capital facilities to meet the short term liquidity requirements.

The company assesses long term liquidity requirements on a periodical basis and manages them through internal accruals and commited credit lines.

The following table shows the maturity analysis of the Companies Financial Liabilities based on contractually agreed, undiscounted cash flows as at the balance sheet date.

Note: 42. Capital Management

The objective of the company when managing capital are to

- to safegaurd the companys ability to continue as going concern, So that they can continue to provide returns for the Share holder and benefits for other stake holders.

- maintain optimal capital structure to reduce cost of capital

Note: 46.The disclosure relating to transactions with Micro, Small and Medium Enterprises

Sundry Creditors includes Rs. 264.62/- Lakhs (previous year Rs. NIL Lakhs) due to Small Scale & Ancillary undertakings. There are no Micro, Small and Medium Enterprises, to whom the Company owes dues, which are outstanding for more than 45 days at the Balance Sheet date. The above information has been determined to the extent such parties have been identified on the basis of information available with the Company.This has been relied upon by the auditors.

Note: 47. Corporate Social Responsibility (CSR)

As per Section 135 of the Companies Act, 2013, a company, meeting the appicability threshold, needs to spend at least 2% of its average net profit for the immediately preceeding three financial years on corporate social responsibility (CSR) activities. The areas for CSR activities are eradication of hunger and malnutrition, promoting education, healthcare, women empowerment, measures for the benefit of war widows and contributions to incubators has been formed by the company as per the Act. The funds were primarily allocated to a corpus and utilised through the year on these activities which are specified in scheduleVII of the Companies Act, 2013.

The Company has considered the possible effects that may result from the pandemic relating to Covid-19 in the preparation of these standalone financial statements including the recoverability of carrying amounts of financial and non-financial assets. In developing the assumptions relating to the possible future uncertainties in the global economic conditions because of this pandemic, the Company has, at the date of approval of these financial statements, used internal and external sources of information including credit reports and related information and economic forecasts and expects that the carrying amount of these assets will be recovered. The impact of Covid-19 on the Company''s financial statements may differ from that estimated as at the date of approval of these standalone financial statements.

The Indian Parliament has approved the Code on Social Security, 2020 which would impact the contributions by the company towards Provident Fund and Gratuity. The Ministry of Labour and Employment has released draft rules for the Code on Social Security, 2020 on November 13, 2020, and has invited suggestions from stakeholders which are under active consideration by the Ministry.The Company will assess the impact and its evaluation once the subject rules are notified and will give appropriate impact in its financial statements in the period in which, the Code becomes effective and the related rules to determine the financial impact are published.

Note: 52. Confirmations

The Company requested its debtors and creditors to confirm the balances as at the end of half year in respect of trade payables, trade receivables and advances directly to the Statutory Auditors.

Note: 53

Previous year''s figures have been regrouped/reclassified/recasted wherever necessary to confirm to the current year''s presentation.


Mar 31, 2022

Nature and Purpose of Reserves:

(1) Capital redemption reserve:

Capital redemption reserve was created upon buy back of equity shares. The Company may utilise this reserve in compliance with the provisions of the Companies Act 2013.

(2) General reserve:

General reserve represents appropriation of retained earnings and are available for distribution to shareholders in compliance with the provisions of the Companies Act 2013.

(3) Tonnage tax reserve u/s 115VT of Income Tax Act, 1961:

A tonnage tax company shall, subject to and in accordance with the provisions of section 115VT of the Income Tax Act, 1961, on yearly basis credit to tonnage tax reserve account, an amount not less than twenty percent of the book profit derived from the activities referred to in clauses (i) and (ii) of sub-section (1) of section 115V-I of the Income Tax Act, 1961.The Company can utilise this reserve as per provisions of Income Tax Act 1961.

(4) Surplus in statement of profit & loss:

Surplus in statement of profit & loss represents surplus / accumulated earnings of the company and are available for distribution to shareholders.

41. CONTINGENT LIABILITIES

As at

March 31,2022

'' Lakhs As at

March 31,2021

Corporate Guarantee to Bank of Baroda, Sharjah, UAE (refer note a below)

2,599

3,313

Claim against the Company not acknowledged as debts

FERA Matter (refer note b below)

1,000

1,000

Service tax / GST payable as per order of Commissioner of GST & Central Excise (refer note c below)

875

650

Claim by vendor (refer note d below)

-

68

Custom Duty payable as per order from Commissioner of Customs(Import) (refer note e below)

Not ascertainable

Not ascertainable

a The Company has given Corporate Guarantee on behalf of its wholly owned subsidiary Seamec International FZE against a Term Loan taken by Subsidiary from Bank of Baroda, Sharjah, UAE.

b The case against the Company alleging violation of Foreign Exchange Regulation Act 1973 (FERA), related to acquisition of Land drilling Rig, is pending before the Hon''ble Mumbai High Court. The Company has furnished a Bank Guarantee of '' 1000 Lakhs to the Enforcement Directorate, FERA, towards penalty imposed, as directed by the Hon''ble Mumbai High Court. The bank guarantee is valid till June 30, 2022. No provision is considered necessary in respect of the said penalty as the management believes, based on legal opinion, that there has been no contravention to FERA.

c During FY 2018-19 the Company has received assessment order from the Office of the Commissioner of GST & Central Excise regarding service tax payable amounting to '' 649.50 Lakhs (including penalty of '' 59.2 Lakhs) for FY2014-15 to FY 2015-16 towards liability of service tax on free supply of fuel by client. Against the above order the Company has filed appeal before Hon''ble CESTAT. During FY 2019-20 Company has received show cause notice cum demand notice for '' 225.3 Lakhs for FY 2016-17 and April 2017 to June 2017 towards liability of service tax on free supply of fuel by client against which dicision passed in favor of the Company in Feb 2021 by Principal Commissioner GST and Central Excise, Mumbai East Commissionerate. In June 2021, The Committee of Chief Commissioners has reviewed the case and directed The Principal Commissioner GST and Central Excise, Mumbai East Commissionerate to apply to the CESTAT, Mumbai aganist the order passed by him. No provision is considered necessary in respect of the said demand based on above order passed in our favour and opinion received from consultants.

d Represent claim by vendor not acknowledged as debt since in the opinion of the management, the same is not

payable. Settled in current year.

e Against the Directorate of Revenue Intelligence (DRI) Show Cause Notice in July - August 2012, the adjudication proceedings was conducted by Commissioner of Customs (Import) who vide order dated March 28, 2013 imposed duty of '' 3500 Lakhs, penalty for equivalent amount, interest and confiscation and made appropriation of '' 1260 Lakhs paid in 2011 under protest. The Company has furnished a Bank Guarantee of '' 820.90 Lakhs to Commissioner of Customs. Bank Guarantee is valid till June 30, 2022. Accordingly, Total demand was '' 11970 Lakhs. Against the above adjudication order, the Company filed appeal before Hon''ble CESTAT for stay of the order as well as appeal. Stay was granted while appeal was disposed off vide order of Hon''ble CESTAT dated 6th December, 2017. Being aggrieved, Company as a legal recourse, had filed Rectification of Mistake (ROM) before designated forum of CESTAT. The Hon''ble CESTAT vide order dated February 27, 2018 remanded the matter to the

original authority, setting aside the demand, duty, penalty and confiscation with a specific direction of commencement of adjudication subject to settlement of jurisdiction issue by the Hon''ble Supreme Court. During FY 2018-19, Commissioner of Customs (Import) has filed appeal before Hon''ble Bombay High Court against the order dated February 27, 2018 ROM application which has been admitted however no stay has been granted. At present no demand exists with regard to aforesaid matter and such contingent liability can not be quantified due to open remand.

Notes:

(a) The Company does not expect any reimbursement in respect of the above contingent liabilities.

(b) It is not practicable to estimate the timing of cash flows, if any, in respect of matters at (a) to (e) above, pending resolution of the proceedings.

42 COMMITMENTS

a Capital Commitments

Estimated amount of contracts remaining to be executed on capital account and not provided for '' 1860 Lakhs (31.03.2021 : '' 904 Lakhs).

43 TRADE RECEIVABLES AS DISCLOSED IN NOTES 8 & 14, ARE NET OF PROVISIONS FOR:

(a) Trade Receivables from Swiber Offshore Constructions Pte Ltd, Singapore (SOC) and Swiber Offshore India Private Ltd. (SOI) is '' 11347.45 Lakhs. These outstanding are arising out of the services rendered by the Company to above Swiber entities towards the contract awarded by ONGC to them. SOC as per the Hon''ble High Court, Singapore is under the Judicial Management. The Company initially initiated legal recourse against SOI in Hon''ble Bombay High Court under the terms of the Contract The matter before Singapore High Court is pending. In India the legal recourse has been kept in abeyance as SOI has no visible Assets. ONGC, The principal Contractor had suspended the Contract of Swiber and stepped into contractual commitment of Swiber for completion of balance work. The Company along with large number of affected Vendors are pursuing with the ONGC for recovery of outstanding. The full provisions have already been made in the accounts to the above receivables.

(b) The Company has long outstanding receivables of '' 374.20 Lakhs (Previous year '' 374.20 Lakhs) from Synergy Subsea Engineering LLC, UAE (''Synergy'') relating to charter hire for a vessel for which necessary provisions have already been made in the accounts in FY 2016-17. The Company has received requisite approval under FEMA regulations and necessary accounting adjustments have been passed during the year to write off '' 374.20 Lakhs and acordingly provision has been written back.

(c) The Company has long outstanding receivables of '' 1425.60 Lakhs (Previous year '' 1425.60 Lakhs) from Sanat Gostar Kish Co. (Sanat) relating to charter hire for a vessel for which necessary provisions amounting to '' 592.20 Lakhs (net of dues payable of '' 833.40 Lakhs on back to back basis) against the said contract has been made in FY 2018-19. The Company has received requisite approval under FEMA regulations and necessary accounting adjustments have been passed during the year to write off '' 1425.60 Lakhs and acordingly provision of '' 592.20 Lakhs and liability of '' 833.40 Lakhs has been written back.

(d ) During FY 2018-19 the Company has made provision towards receivable from IGOPL Offshore Private Limited (IGOPL) relating to charter hire for a vessel amounting to '' 1077.50 Lakhs (net of payable to IGOPL '' 92.69 Lakhs). The Company has received '' 310 Lakhs in FY 2019-20 and balance '' 767.50 Lakhs is settled during FY 2020-21 along with Settlement pertaining to Kreuz Group of Companies.

44 EXCEPTIONAL ITEM

The Company has long outstanding receivables & payables pertaining to Kreuz Group of companies, which has since been settled in FY 2020-21 through settlement agreements in respect of write off, writeback and intra company adjustments. This settlement has resulted into net increase in profits aggregating to '' 6188.47 Lakhs. The Company has received requisite approval under FEMA regulations and necessary accounting adjustments have been passed during the year ended March 31, 2021 and the impact thereof of '' 6188.47 Lakhs has been shown as Income under exceptional items during year ended March 31, 2021.

46. SEGMENT INFORMATION

For management purposes, the company is organised into business units based on its services and has two reportable segments i.e. Domestic and Overseas.

The chief operational decision maker monitors the operating results of its Business Segments separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on profit or loss and is measured consistently with profit or loss in the financial statements. The Operating segments have been identified based on geographical location of the vessel. The operating segments have been disclosed based on revenues within India and outside India.

The nature of services and its disclosure of timing of satisfaction of performance obligation mentioned in Note No. 3.

Contract assets in the balance sheet constitutes unbilled accounts to customers representing the company''s right to consideration for the services transferred to date. Any amount previously recognised as contract assets is reclassified to trade receivable at the time it is invoiced to the customer.

Contract liabilities in the balance sheet constitutes advance payments and billings in excess of revenue recognised, the company expects to recognise such revenue in the next financial year.

There were no significant change in contract assets and contract liability during the reporting period except amount as mentioned in the table and the explanation given above.

Under the payment terms generally applicable to company''s revenue generating activities, prepayments are received only to a limited extent. Typically, payment is due upon or after completion of the services.

50. CORPORATE SOCIAL RESPONSIBILITY EXPENDITURE AS PER SECTION 135 OF THE COMPANIES ACT, 2013

As per Section 135 of the Companies Act, 2013, a company, meeting the applicability threshold, needs to spend at least 2% of its average net profit for the immediately preceding three financial years on corporate social responsibility (CSR) activities. Pursuant to said provision , The Company has constituted the CSR committee in earlier years. The funds are utilized throughout the year on the activities which are specified in Schedule VII of the Act. The utilization is primarily done by way of contribution to various Trusts for Eradicating hunger, poverty and malnutrition, promoting health care including preventive health care and sanitation including contribution to the Swachh Bharat Kosh set-up by the Central Government for the promotion of sanitation and making available safe drinking water, Rural Development Projects, Promoting education, including special education and employment enhancing vocation skills especially among children, women, elderly and the differently abled and livelihood enhancement projects, Ensuring environmental sustainability, ecological balance, protection of flora and fauna, animal welfare, agroforestry, conservation of natural resources and maintaining quality of soil, air and water including contribution to the Clean Ganga Fund set-up by the Central Government for rejuvenation of river Ganga.

52 LEASES

Operating Lease Commitments:

The Company''s lease asset primarily consist of lease for Office premises and godown having the various lease terms. The lease term is for the period of 1 to 9 years and renewable at the option of the Company. There are no restrictions imposed by lease arrangements.

The management assessed that the fair value of trade receivables, cash and cash equivalents, other Bank Balance, Other financial assets, Trade payables, Borrowings and other financials liabilities, approximate their carrying amounts largely due to the short-term maturities of these instruments. For financial assets and liabilities that are measured at fair value, the carrying amounts are equal to the fair values.

Fair Value Hierarchy

The following table provides the fair value measurement hierarchy of the company’s assets.

54. GRATUITY AND OTHER POST-EMPLOYMENT BENEFIT PLANS.

1. Defined Contribution Plans :

Amount of '' 87.14 Lakhs (31.03.2021 : '' 81.88 Lakhs) is recognized as an expense and included in Employee Benefit Expense (refer note 36) in statement of profit and Loss, which includes provident fund and super annuation fund.

2. Defined Benefit Plans :

The Company has a defined benefit gratuity plan. Every employee (other than crew who have covered under separate scheme) who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service. The scheme is funded with an insurance Company in the form of a qualifying insurance policy.

The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the act, employee who has completed five years of service is entitled to specific benefit. The level of benefits provided depends on the member''s length of service and salary at retirement age. The fund has the form of a trust and it is governed by the Board of Trustees, which consists of an equal number of employer and employee representatives. The Board of Trustees is responsible for the administration of the plan assets and for the definition of the investment strategy.

Each year, the Board of Trustees reviews the level of funding in the India gratuity plan. Such a review includes the asset-liability matching strategy and investment risk management policy. The Board of Trustees decides its contribution based on the results of this annual review.

The following tables summaries the components of net benefit expense recognized in the statement of profit and loss and other comprehensive income the funded status and amounts recognized in the balance sheet for the respective plans.

Statement of Profit and Loss

Net employee benefit expense (recognized in contribution to provident, gratuity fund and other funds)


Notes to Standalone Financial Statements

for the year ended March 31, 2022

Balance sheet

Details of Provision for gratuity

'' Lakhs

Particulars

As at

March 31,2022

As at

March 31,2021

Defined benefit obligation

(115.26)

102.96

Fair value of plan assets

132.56

118.14

17.30

15.18

Less: Unrecognized past service cost

-

-

Plan asset / (liability)

17.30

15.18

Changes in the present value of the defined benefit obligation are as follows:

'' Lakhs

Particulars

As at

March 31,2022

As at

March 31,2021

Opening defined benefit obligation

102.96

111.96

Interest cost

7.00

6.45

Current service cost

7.25

6.20

past Service cost

-

-

Benefits paid

(2.00)

-

Remeasurement (gains) / losses on obligation-Due to changes in demographic assumptions

(0.10)

7.04

Remeasurement (gains) / losses on obligation- Due to change in Financial assumptions.

(2.99)

(19.79)

Remeasurement (gains) / losses on obligation-Due to experience.

3.14

(8.90)

Closing defined benefit obligation

115.26

102.96

Changes in the fair value of plan assets are as follows:

'' Lakhs

Particulars

As at

March 31,2022

As at

March 31,2021

Opening fair value of plan assets

118.12

107.96

Interest income

8.03

6.22

Contributions by employer

8.88

3.44

Benefits paid

(2.00)

-

Return on plan assets excluding interest income

(0.47)

0.50

Closing fair value of plan assets

132.56

118.12

The major categories of plan assets as a percentage of the fair value of total plan assets are as follows:

Particulars

As at

March 31,2022

As at

March 31,2021

Investments with insurer

100%

100%

Financial Statements ^ Statutory Reports ^ Corporate Overview

The overall expected rate of return on assets is determined based on the market prices prevailing on that date, applicable to the period over which the obligation is to be settled.

Thirty Fifth Annual Report 2021-22 133

The Company''s principal financial liabilities, comprise loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations. The Company''s principal financial assets include loans, trade and other receivables, and cash and cash equivalents that derive directly from its operations. The Company is exposed to market risk, credit risk and liquidity risk. The Company''s senior management oversees the management of these risks. The management assures that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives.

The Board of Directors reviews and agrees policies for managing each of these risks, which are summarized below: a Market Risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity risk. Financial instruments affected by market risk include loans and borrowings.

The below assumption has been made in calculating the sensitivity analysis:

(1) The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held at March 31, 2022 and March 31, 2021.

Interest Rate Risk

Interest rate risk is the risk that the fair value or future cash flows of financial instrument will fluctuate due to change in market interest rates. The company is not exposed to any significant interest rate risk as at the respective reporting dates.

Foreign Currency Risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The company''s exposure to the risk of changes in foreign exchange rates relates primarily to the company''s operating activities (when revenue or expense is denominated in a foreign currency). Currency risk arises when future commercial transactions and recognized assets and liabilities are denominated in a currency that is not the company''s functional currency. The company''s foreign currency transactions are mainly in United State Dollars (USD).

The Company manages its foreign currency risk by natural hedging.

The following tables demonstrate the sensitivity to a reasonably possible change in USD and other exchange rates, with all other variables held constant. The impact on the company''s profit before tax is due to changes in the fair value of monetary assets and liabilities.

b Credit Risk

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities primarily trade receivables and from it''s financing activities, including deposits with banks, foreign exchange transactions and other financial instruments.

Trade Receivables:

Outstanding customer receivables are regularly monitored. An impairment analysis is performed at each reporting date on an individual basis for major clients. In addition, a large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. The calculation is based on exchange losses historical data. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets.

Financial Instruments and cash deposits

Credit risk from balances with banks is managed by the company''s senior management. The company''s maximum exposure to credit risk for the components of the balance sheet at March 31, 2022, March 31, 2021 is the carrying amounts as illustrated in respective notes.

c Liquidity risk

Liquidity risk is the risk that an enterprise will encounter difficulty in raising funds to meet commitments associated with financial instruments. Liquidity risk may result from inability to sell a financial asset quickly at close to its fair value. Liquidity risk is managed by monitoring on a regular basis that sufficient funds are available to meet any future commitments.

The table below summarizes the maturity profile of the company''s financial liabilities based on contractual undiscounted payments.

For the purpose of the Company''s capital management, capital includes issued equity capital, share premium and all other equity reserves attributable to the equity holders of the company. The primary objective of the company''s capital management is to maximize the shareholder value.

The company manages its capital structure and makes adjustments to it, in light of changes in economic conditions. To maintain or adjust the capital structure, the company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The company monitors capital using debt equity ratio, The debt equity ratio as on March 31, 2022 is 10% (March 31, 2021: 0%). In the opinion of the board, the current assets, loan and advances are approximately of the value stated, if realized in the ordinary course of the business.

58 NOTE ON SCHEME OF ARRANGEMENT

The Board of Directors in its meeting dated 28th March 2022 has approved Scheme of arrangement with respect to merger of Marine, EPC and Other Ancillary Business of HAL Offshore Limited ("Demerged Company") into Seamec Limited ("Resulting Company") along with Valuation Report for Recommendation of Share Swap Ratio and Fairness Opinion on proposed Share Swap Ratio for proposed Demerger into Seamec Limited. Appointed date has been decided as 1st of April 2023 or any other date as may be approved by Hon''ble NCLT or any other competent authority. In consideration Resulting Company will issue 20.17 Equity Share of '' 10 each and 33.76 Optionally Convertible Preference Shares (OCPS) of '' 10 each, credited as fully paid up, to the equity shareholders of the Demerged Company for every 100 Equity Shares of '' 10 each held in the Demerged Company - HAL Offshore Limited (Holding company of Seamec Ltd). Each OCPS may be converted into 1 fully paid equity share of '' 10 each of Resulting Company within a period of 18 months from the date of allotment. If this option is not exercised within 18 months, then these OCPS may be redeemed within a further period of 10 years @ INR 1177/- per OCPS. Redemption premium shall be compounded at the rate of 9% per annum from the end of the Conversion exercise period till the date of redemption. Merger scheme has been submitted to BSE & NSE. Initial observations of recognised stock exchange have been responded.

59 NOTE ON COVID

The Company''s operations and revenue during the period have no adverse substantive impact due to COVID-19. The Company has assessed the impact of COVID-19 in preparation of the standalone financial results, based on internal and external information up to the date of approval of these standalone financial results and current indicators of future economic conditions. The Company does not anticipate adverse substantive impact on its business, operations, financials, cash flow, liquidity or ability to service its financial obligations going forward. However, the full extent to which the pandemic will impact the future financial results of the Company will depend on upcoming developments, which are highly uncertain including any new information concerning the severity of the pandemic. Management will continue to monitor any material changes to future economic conditions and the impact thereof on the Company, if any.

60 OTHER STATUTORY INFORMATION

(i) The Company does not have any Benami property, where any proceeding has been initiated or pending against the Company for holding any Benami property.

(ii) The Company does not have any transactions with companies struck off.

(iii) Quarterly returns of statement of current asset filed by the company with banks are in agreement with the books of account as on the date of submission of said return or statement.

(iv) The Company has not traded or invested in Crypto currency or Virtual currency during the financial year.

(v) The Company has not advanced or loaned or invested funds to any other person(s) or entity(ies), including foreign entities (Intermediaries) with the understanding that the Intermediary shall:

(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Company (Ultimate Beneficiaries) or

(b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries

(vi) The Company has not received any fund from any person(s) or entity(ies), including foreign entities (Funding Party) with the understanding (whether recorded in writing or otherwise) that the Group shall:

(a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by or on behalf of the Funding Party (Ultimate Beneficiaries) or

(b) provide any guarantee, security or the like on behalf of the Ultimate Beneficiaries,

(vii) The Company does not have any such transaction which is not recorded in the books of accounts that has been surrendered or disclosed as income during the year in the tax assessments under the Income Tax Act, 1961 (such as, search or survey or any other relevant provisions of the Income Tax Act, 1961)

(viii) The Company has not been declared as Wilful defaulter by any Banks, Financial institution or Other lenders.

61 PREVIOUS YEAR FIGURES

Previous year figures have regrouped / reclassified, where necessary, to conform to this year''s classification.


Mar 31, 2018

1 Corporate Information

SEAMEC Limited is a public Company incorporated in India under the provision of the Companies Act, 1956 having its registered office at A- 901-905, 9th Floor, 215 Atrium, Andheri Kurla Road, Andheri East, Mumbai- 400 093. Its shares are listed on two recognised stock exchanges in India. The Company operates Multi Support Vessels for providing support services including marine, construction and diving services to offshore oilfields and bulk carrier vessel for providing bulk carrier services. The Company caters in both domestic as well as International Market.

The Standalone Financial Statements were authorised for issue in accordance with a resolution of the directors on May 25, 2018.

2 Basis of preparation

The financial statements of the Company have been prepared in accordance with the Indian Accounting Standards (referred to as Ind AS) as prescribed under section 133 of the Companies, Act, 2013 read with Companies (Indian Accounting Standards) Rules as amended from time to time.

The financial statements have been prepared on a historical cost basis, except for certain financial assets and liabilities measured at fair value (refer accounting policy regarding financial instruments).

The Standalone Financial statements are presented in Indian Rupees (?) and all values are rounded to the nearest million, except otherwise stated.

(a) Terms/ rights attached to equity shares

The Company has only one class of equity shares having par value of ‘10 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing General Meeting.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

(b) Shares held by holding Company

Out of equity shares issued by the Company, shares held by its holding Company are as below:

During the year ended March 31, 2016, the Company had bought back a total of 84,75,000 equity shares of Rs. 10 each at a total consideration of Rs. 1,059.38 million. Accordingly, the face value of shares bought back amounting to Rs. 84.75 million had been adjusted against Share Capital and the balance amount of Rs. 501.75 million and Rs. 472.88 million have been adjusted against the securities premium and general reserve respectively. Further, in accordance with the Section 69 of the Companies Act, 2013, the Company had transferred an amount of Rs. 84.75 million, being a sum equal to nominal value of equity shares bought back, from general reserve to capital redemption reserve.

(1) Capital redemption reserve:

Capital redemption reserve was created upon buy back of equity shares. The Company may utilise this reserve in compliance with the provisions of the Companies Act 2013.

(2) Tonnage tax reserve u/s 115VT of Income Tax Act, 1961:

A tonnage tax company shall, subject to and in accordance with the provisions of section 115VT of the Income Tax Act, 1961, on yearly basis credit to tonnage tax reserve account, an amount not less than twenty percent of the book profit derived from the activities referred to in clauses (i) and (ii) of sub-section (1) of section 115V-I of the Income Tax Act, 1961. The Company can utilise this reserve as per provisions of Income Tax Act 1961.

A) The Company has availed Buyers Credit Facility from IDBI bank, carries rate of Interest at the rate 1 Year Libor 80 bps (31.03.2017 6 Months Libor 80 BPS) the same is secured by hypothecation charge on all of the Company’s Current Assets. The Facility was repaid in July 2017.

B) The ‘Overdraft against FD’ facility is availed from IDBI bank. The rate of Interest for the said Facility is 1% above the interest rate of Fixed Deposits under lien with IDBI bank. The same is secured by fixed deposits with margin as 100%.

a The case against the Company alleging violation of Foreign Exchange Regulation Act 1973 (FERA), related to acquisition of Land drilling Rig, is pending before the Hon’ble Mumbai High Court. The Company has furnished a Bank Guarantee of Rs. 100 million to the Enforcement Directorate, FERA, towards penalty imposed, as directed by the Hon’ble Mumbai High Court. The bank guarantee is valid till September 30, 2018. No provision is considered necessary in respect of the said penalty as the management believes, based on legal opinion, that there has been no contravention to FERA.

b Against the Directorate of Revenue Intelligence (DRI) Show Cause Notice in July - August 2012, the adjudication proceedings was conducted by Commissioner of Customs (Import) who vide order dated March 28, 2013 imposed duty Rs. 350 million, penalty for equivalent amount, interest and confiscation and made appropriation of Rs. 126 million paid in 2011 under protest. Accordingly, Company disclosed the contingent liability of Rs. 1197 million.

Against the above adjudication order, the Company filed before Hon’ble CESTAT for stay of the order as well as appeal. Stay was granted while appeal was disposed off vide order of Hon’ble CESTAT dated 6th December, 2017.

Being aggrieved, Company as a legal recourse, had filed Rectification of Mistake (ROM) before designated forum of CESTAT. The Hon’ble CESTAT vide order dated February 27, 2018 remanded the matter to the original authority, set aside the demand, duty, penalty and confiscation with a specific direction of commencement of adjudication subject to settlement of jurisdiction issue by the Hon’ble Supreme Court.

In view of the above, the Company is at present has no demand and therefore, there is no further requirement of disclosing this matter under contingent liability.

c Represent claim by vendor not acknowledged as debt as in the opinion of the management the same is not payable.

Notes:

(a) The Company does not expect any reimbursement in respect of the above contingent liabilities.

(b) It is not practicable to estimate the timing of cash flows, if any, in respect of matters at (a) to (d) above, pending resolution of the proceedings.

3 Commitments

a Capital Commitments

Estimated amount of contracts remaining to be executed on capital account and not provided for Rs. NIL million (31.03.2017 : Rs. NIL million).

4 Draft Scheme of Arrangement

Board of Directors of the Company on November 14, 2017 had considered the demerger proposal of EPC and Vessel Division of HAL Offshore Ltd (HAL), the parent Company with SEAMEC Limited, the appointed date being July 1, 2017. Pursuant to above, the Company made application to BSE Limited (BSE), the designated Stock Exchange and National Stock Exchange of India Limited (NSE) in accordance with Regulation 37 of SEBI (Listing Obligations & Disclosure Requirements) Regulations, 2015 for approval of Scheme of Arrangement of Demerger. BSE and NSE vide their letter dated May 15, 2018 and May 16, 2018 have communicated to the Company their “No-objection” along with the observations of SEBI. The Company is now contemplating on the activities to process the demerger.

5 Trade Receivables as disclosed in Notes 7 & 14, are net of provisions for:

(a) Trade Receivables from Swiber Offshore Constructions Pte Ltd, Singapore (SOC) and Swiber Offshore India Private Ltd. (SOI) is Rs. 1 134.70. These outstanding arising out of the services rendered by the Company to above Swiber entities towards the contract awarded by ONGC to Swiber. SOC as per the Hon’ble High Court, Singapore is under the Judicial Management. The Company initially initiated legal recourse against SOI in Mumbai High Court under the terms of the Contract invoking Section 9 of the Arbitration and Conciliation Act, 1996. The matter before Singapore and India are pending. ONGC, principal Contractor has suspended the Contract of Swiber and stepped into contractual commitment of Swiber for completion of balance work. The Company along with large number of affected Vendors are pursuing with ONGC for recovery of outstanding. The necessary provisions have already been made in the accounts to the above receivables.

(b) Rs. 168.48 million (Previous year Rs. 228.72 million) receivable from Sea Horse General Contracting Establishment, UAE, relating to charter hire for a vessel. During the year, the Company has entered into settlement agreement for Rs. 206.36 million, payment in installment, accordingly Rs. 22.36 million has been written off. The Company has received Rs. 37.88 million till date installment towards its part share of settlement and accordingly provision has been written back.

(c) Rs. 37.42 million (Previous year Rs. 71.30 million) receivable from Synergy Subsea Engineering LLC, UAE (‘Synergy’) relating to charter hire for a vessel. During the year, the Company has entered into settlement agreement with the M/s Synergy Sub Sea Engineering LLC Dubai for realization of outstanding dues. The Company has received Rs. 33.88 million during the year.

6 Segment Information

For management purposes, the company is organised into business units based on its services and has two reportable segments i.e Domestic and Overseas.

The chief operational decision maker monitors the operating results of its Business Segments separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on profit or loss and is measured consistently with profit or loss in the financial statements. The Operating segments have been identified based on geographical location of the vessel. The operating segments have been disclosed based on revenues within India and outside India.

7 Related Parties disclosure

Names of Related Party & related party relationship

i Related parties where control exist

Holding Company HAL Offshore Limited

Subsidiary Seamec International FZE

ii Related Parties with whom transactions have taken place during the year ended March 31, 2018. Refer Annexure- A

8 Earning Per Share

The following reflects the profit and share data used in the basic and diluted EPS computations:

9 Leases

Operating Lease Commitments

Office premises are obtained on operating lease / leave and license. The lease term is for the period of 1 to 9 years and renewable at the option of the Company. There are no restrictions imposed by lease arrangements. The total lease term is for a period of 108 months out of which there is a lock-in period of initial 60 months.

Minimum lease payments under non-cancellable operating lease / leave and license are as follow :

The lease fees shall be increased by 15% over the last monthly lease fee paid after completion of every 36 months from the rent commencement date of the lease deed agreement.

The management assessed that the fair value of Trade receivables, cash and cash equivalents, other Bank Balance, Other financial assets, Trade payables, Borrowings and other financials liabilities, approximate their carrying amounts largely due to the short-term maturities of these instruments. For financial assets and liabilities that are measured at fair value, the carrying amounts are equal to the fair values.

Fair Value Hierarchy

The following table provides the fair value measurement hierarchy of the company’s assets.

Quantitative disclosures fair value measurement hierarchy for assets as at March 31, 2018, March 31, 2017:

10 Gratuity and other post-employment benefit plans.

1 Defined Contribution Plans :

Amount of Rs. 1.66 million (31.03.2017 : Rs. 1.81 million) is recognised as an expense and included in Employee Benefit Expense (refer note 31) in statement of profit and Loss.

2 Defined Benefit Plans :

The Company has a defined benefit gratuity plan. Every employee (other than crew who have covered under separate scheme) who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service. The scheme is funded with an insurance Company in the form of a qualifying insurance policy. The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the act, employee who has completed five years of service is entitled to specific benefit. The level of benefits provided depends on the member’s length of service and salary at retirement age. The fund has the form of a trust and it is governed by the Board of Trustees, which consists of an equal number of employer and employee representatives. The Board of Trustees is responsible for the administration of the plan assets and for the definition of the investment strategy. Each year, the Board of Trustees reviews the level of funding in the India gratuity plan. Such a review includes the asset-liability matching strategy and investment risk management policy. The Board of Trustees decides its contribution based on the results of this annual review. The Obligation of the Company is limited to the amount contributed and it has no further contractual nor any constructive obligation.

The following tables summaries the components of net benefit expense recognized in the statement of profit and loss and other comprehensive income the funded status and amounts recognized in the balance sheet for the respective plans.

Statement of Profit and Loss

Net employee benefit expense (recognised in contribution to provident, gratuity fund and other funds) (^million)

The overall expected rate of return on assets is determined based on the market prices prevailing on that date, applicable to the period over which the obligation is to be settled.

The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors, such as supply and demand in the employment market.

A quantitative sensitivity analysis for significant assumptions as at March 31, 2018 is as shown below:

* Dues to Micro, Small and Medium Enterprises have been determined to the extent such parties have been identified on the basis of information collected by the Management. This has been relied upon by the auditors.

11 Financial Risk Management- Objectives And Policies

The Company’s principal financial liabilities, comprise loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company’s operations. The Company’s principal financial assets include loans, trade and other receivables, and cash and cash equivalents that derive directly from its operations.

The Company is exposed to market risk, credit risk and liquidity risk. The Company’s senior management oversees the management of these risks. The management assures that the Company’s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company’s policies and risk objectives.

The Board of Directors reviews and agrees policies for managing each of these risks, which are summarised below: a Market Risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity risk. Financial instruments affected by market risk include loans and borrowings.

The below assumption has been made in calculating the sensitivity analysis:

(1) The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held at March 31, 2018 and March 31, 2017.

Interest Rate Risk

Interest rate risk is the risk that the fair value or future cash flows of financial instrument will fluctuate due to change in market interest rates. The company is not exposed to any significant interest rate risk as at the respective reporting dates.

Foreign Currency Risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The company’s exposure to the risk of changes in foreign exchange rates relates primarily to the company’s operating activities (when revenue or expense is denominated in a foreign currency). Currency risk arises when future commercial transactions and recognized assets and liabilities are denominated in a currency that is not the company’s functional currency. The company’s foreign currency transactions are mainly in United State Dollars (USD).

The Company manages its foreign currency risk by natural hedging.

The following tables demonstrate the sensitivity to a reasonably possible change in USD and other exchange rates, with all other variables held constant. The impact on the company’s profit before tax is due to changes in the fair value of monetary assets and liabilities.

b Credit Risk

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities primarily trade receivables and from it’s financing activities, including deposits with banks, foreign exchange transactions and other financial instruments.

Trade Receivables

Outstanding customer receivables are regularly monitored. An impairment analysis is performed at each reporting date on an individual basis for major clients. In addition, a large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. The calculation is based on exchange losses historical data. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets.

Financial Instruments and cash deposits

Credit risk from balances with banks is managed by the company’s senior management. The company’s maximum exposure to credit risk for the components of the balance sheet at March 31, 2018, March 31, 2017 is the carrying amounts as illustrated in respective notes.

c Liquidity risk

Liquidity risk is the risk that an enterprise will encounter difficulty in raising funds to meet commitments associated with financial instruments. Liquidity risk may result from inability to sell a financial asset quickly at close to its fair value. Liquidity risk is managed by monitoring on a regular basis that sufficient funds are available to meet any future commitments.

The table below summarises the maturity profile of the company’s financial liabilities based on contractual undiscounted payments.

12 Capital management

For the purpose of the Company’s capital management, capital includes issued equity capital, share premium and all other equity reserves attributable to the equity holders of the company. The primary objective of the company’s capital management is to maximise the shareholder value.

The company manages its capital structure and makes adjustments to it, in light of changes in economic conditions. To maintain or adjust the capital structure, the company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The company monitors capital using debt equity ratio, The debt equity ratio as on March 31, 2018 is 3% (March 31, 2017: 7%)

13 Previous year figures

Previous year figures have regrouped / reclassified, where necessary, to conform to this year’s classification.


Mar 31, 2017

Nature and Purpose of Reserves:

(1) Capital redemption reserve:

Capital redemption reserve was created upon buy back of equity shares. The Company may utilize this reserve in compliance with the provisions of the Companies Act 2013.

(2) Securities premium:

Securities premium account is created when shares are issued at premium. The reserve is utilized for the specific purposes (including buy back of equity capital ) permitted by the Companies Act 2013.

(3) Tonnage tax reserve u/s 115VT of Income Tax Act, 1961:

A tonnage tax company shall, subject to and in accordance with the provisions of section 115VT of the Income Tax Act, 1961, on yearly basis credit to tonnage tax reserve account, an amount not less than twenty percent of the book profit derived from the activities referred to in clauses (i) and (ii) of sub-section (1) of section 115V-I of the Income Tax Act, 1961. The Company can utilize this reserve as per provisions of Income Tax Act 1961.

a The case against the Company alleging violation of Foreign Exchange Regulation Act 1973 (FERA), related to acquisition of Land drilling Rig, is pending before the Hon''ble Mumbai High Court. The Company has furnished a Bank Guarantee of '' 100 million to the Enforcement Directorate, FERA, towards penalty imposed, as directed by the Hon''ble Mumbai High Court. The bank guarantee is valid till September 30, 2017. No provision is considered necessary in respect of the said penalty as the management believes, based on legal opinion, that there has been no contravention to FERA.

b During the year 2011, the Directorate of Revenue Intelligence (DRI) had instituted an enquiry in relation to payment of customs duty towards repairs/dry-dock undertaken on Company''s vessels SEAMEC-I, SEAMEC-II and SEAMEC-III incurred outside India since 2002. The DRI provisionally assessed customs duty of '' 126.60 million, which the Company has paid under protest subject to adjudication in December 2011.

The Company had also furnished a bank Guarantee for Rs, 82.10 million and Bond for Rs, 821 million pursuant to the order dated January 17, 2012 of Hon''ble Mumbai High Court for provisional release of its vessel SEAMEC II arrested by Customs. The above order was subject to adjudication. Hon''ble High Court observed that no duty to be charged on the acquisition cost as the vessel was originally imported prior to 2001 when import duty was not applicable on such vessel.

During July - August 2012, DRI issued show cause notice, separately for each vessel as to why the duty determined of aggregate value of Rs, 285.26 million, interest, penalty etc. will not be levied on the Company.

The Company while preferring adjudication have submitted replies to respective show cause notices, and hearing on adjudication proceeding completed before the Commissioner of Customs (Import) on December 4, 2012.

Subsequent to above, the Company has received 3 corrigendum to the original show cause notices enhancing the claim of custom duty by Rs, 65.14 million against the above claim.

Commissioner of Customs has issued order dated March 28, 2013 received by Company on April 16, 2013 on the adjudication proceedings. Commissioner of Customs, in his order, imposed duty Rs, 350 million, penalty for equivalent amount and interest and appropriation of Rs, 126.60 million paid in December 2011. As per the order of Commissioner of Customs , total claim to Company including duty, penalty, interest and confiscation fine calculated to Rs, 1,197 million after adjustment of provisional duty already paid in December 2011 under protest.

The Company has since obtained stay from CESTAT Appellate Tribunal, customs against the order of commissioner of customs for vessel SEAMEC-III, SEAMEC II & SEAMEC-I. While pending the appeal, Honorable CESTAT allowed the vessels to go out of India upon furnishing the Bank Guarantee aggregating to Rs, 70 million to ensure vessels return to India during the granted period. Upon return of vessels the aggregate Bank Guarantee of Rs, 70 million has been revoked. The Company is of the view that it has a strong case on merit and is contesting the same. Hence no further provision made towards additional Customs Duty, Penalty and Confiscation redemption fine as stated in the order of Commissioner of Customs.

c During the previous year, the Company had executed marine and diving activities jointly with a diving company, wherein the customer has claimed an amount of Rs, 30 million from the Company on account of alleged defective performance which is subject to final settlement/resolution. The management''s view is that the claim in regard to the alleged defective performance pertains to the scope of work performed by the diving Company. Accordingly, the Company does not acknowledge this claim as debt because the company expects a positive outcome.

d During the year, the Company has received Audit Memo issued by the Assistant Commissioner of Service Tax, pertaining to disallowance of certain CENVAT credit availed during the period of FY 2013-14 to 2015-16 to the extent of Rs, 14.03 million. Based on the opinion taken from an expert, the management believes that they have good case and no adjustment is required in this regards.

Notes:

(a) The Company does not expect any reimbursement in respect of the above contingent liabilities.

(b) It is not practicable to estimate the timing of cash flows, if any, in respect of matters at (a) to (d) above, pending resolution of the proceedings.

38. Commitments

a. Capital Commitments

Estimated amount of contracts remaining to be executed on capital account and not provided for Rs, 8.53 million (31.03.2016 : Rs, 20.06) (01.04.2015 Rs, NIL).

b. Other Commitment

There are no material non cancellable contractual commitments. For commitments relating to lease arrangement (refer Note-46).

4. Trade Receivables as disclosed in Notes 7 & 14, are net of provisions for :

(a) Rs, 1134.70 million receivable from Swiber Offshore (India) Private Limited "SOI" and Swiber Offshore Constructions Pte Ltd "SOC", Singapore, against which the Company had initiated legal action in India and Singapore. Management believes SOI does not have any significant realizable assets, and SOC is under Judicial Management in Singapore, where the Company is an unsecured creditor. Considering the above status, management had made a provision for doubtful debts of Rs, 1134.70 million in the current year.

(b) Rs, 176.50 million (net of provision of Rs, 52.30 million recognized in earlier year) receivable from Seahorse General Contracting Establishment, UAE which pertains to the year ended March 31, 2015 and in respect of which legal action was initiated. However, considering the limited progress in the matter, the Management recognized the additional provision of Rs, 176.50 million in the current year.

(C) Rs, 71.30 million receivable from Synergy Subsea Engineering LLC, UAE (''Synergy'') relating to charter hire for a vessel. There has been no substantial progress in recovery despite efforts made. The Company is now contemplating legal action, but no time frame can be reasonably ascertained, and consequently, the amount receivable has been provided for during the current year.

5 Segment Information

For management purposes, the company is organized into business units based on its services and has two reportable segments i.e Domestic and Overseas.

The chief operational decision maker monitors the operating results of its Business Segments separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on profit or loss and is measured consistently with profit or loss in the financial statements. The Operating segments have been identified based on geographical location of the vessel. The operating segments have been disclosed based on revenues within India and outside India.

* Assets used in the company''s business or liabilities contracted have not been identified to any segment, as the assets and services are used interchangeably between segments. Accordingly, no disclosure relating to segment assets are made.

6 Gratuity and other post-employment benefit plans

7 Defined Contribution Plans :

Amount of Rs, 1.81 million (31.03.2016 : Rs, 1.99 million) is recognized as an expense and included in Employee Benefit Expense (refer note 31) in statement of profit and Loss.

8 Defined Benefit Plans :

The Company has a defined benefit gratuity plan. Every employee (other than crew who have covered under separate scheme) who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service. The scheme is funded with an insurance Company in the form of a qualifying insurance policy.

The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the act, employee who has completed five years of service is entitled to specific benefit. The level of benefits provided depends on the member''s length of service and salary at retirement age. The fund has the form of a trust and it is governed by the Board of Trustees, which consists of an equal number of employer and employee representatives. The Board of Trustees is responsible for the administration of the plan assets and for the definition of the investment strategy.

Each year, the Board of Trustees reviews the level of funding in the India gratuity plan. Such a review includes the asset-liability matching strategy and investment risk management policy. The Board of Trustees decides its contribution based on the results of this annual review.

The Obligation of the Company is limited to the amount contributed and it has no further contractual nor any constructive obligation.

The following tables summaries the components of net benefit expense recognized in the statement of profit and loss and other comprehensive income the funded status and amounts recognized in the balance sheet for the respective plans.

9 Leases

Operating Lease Commitments:

Office premises are obtained on operating lease / leave and license. The lease term is for the period of 1 to 9 years and renewable at the option of the Company. There are no restrictions imposed by lease arrangements. The total lease term is for a period of 108 months out of which there is a lock-in period of initial 60 months.

Minimum lease payments under non-cancellable operating lease / leave and license are as follow ('' million):

The management assessed that the fair value of Trade receivables, cash and cash equivalents, other Bank Balance, Other financial assets, Trade payables, Borrowings and other financials liabilities, approximate their carrying amounts largely due to the short-term maturities of these instruments.

There have been no transfers between Level 1 and Level 2 during the year.

10. Managerial Remuneration

For the year ended March 31, 2016, due to inadequacy of profits, remuneration paid to the Managing Director exceeded the limit prescribed under Section 197 read with Schedule V of the Companies Act, 2013 by '' 3.67 million. Subsequently, the Ministry of Corporate Affairs vide notification dated September 12, 2016 amended the Schedule V of Companies Act, 2013 and revised the limit on the remuneration payable to the managerial personnel by a company having no profit or inadequate profit without the Central Government approval. Consequent upon the above, and based on the opinion of a legal expert, management believes that specific approval of Central Government is not required. However, as a matter of abundant caution, the Company has submitted an application to the Central Government seeking waiver from recovery of such excess amount of remuneration. The Central Government''s response is awaited. Having regard to the facts and circumstances, in the opinion of the management, no adjustments to the financial statements are warranted at this stage.

* Dues to Micro, Small and Medium Enterprises have been determined to the extent such parties have been identified on the basis of information collected by the Management. This has been relied upon by the auditors.

11 Financial Risk Management- Objectives And Policies

The Company''s principal financial liabilities, comprise loans and borrowings, trade and other payables. The main purpose of these financial liabilities is to finance the Company''s operations. The Company''s principal financial assets include loans, trade and other receivables, and cash and cash equivalents that derive directly from its operations.

The Company is exposed to market risk, credit risk and liquidity risk. The Company''s senior management oversees the management of these risks. The management assures that the Company''s financial risk activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company''s policies and risk objectives.

The Board of Directors reviews and agrees policies for managing each of these risks, which are summarized below: a Market Risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market risk comprises three types of risk: interest rate risk, currency risk and other price risk, such as equity price risk and commodity risk. Financial instruments affected by market risk include loans and borrowings.

The below assumption has been made in calculating the sensitivity analysis:

(1) The sensitivity of the relevant profit or loss item is the effect of the assumed changes in respective market risks. This is based on the financial assets and financial liabilities held at March 31, 2017 and March 31, 2016. and April 01, 2015

Interest Rate Risk

Interest rate risk is the risk that the fair value or future cash flows of financial instrument will fluctuate due to change in market interest rates. The company is not exposed to any significant interest rate risk as at the respective reporting dates.

Foreign Currency Risk

Foreign currency risk is the risk that the fair value or future cash flows of an exposure will fluctuate because of changes in foreign exchange rates. The company''s exposure to the risk of changes in foreign exchange rates relates primarily to the company''s operating activities (when revenue or expense is denominated in a foreign currency). Currency risk arises when future commercial transactions and recognized assets and liabilities are denominated in a currency that is not the company''s functional currency. The company''s foreign currency transactions are mainly in United State Dollars (USD).

The Company manages its foreign currency risk by natural hedging.

The following tables demonstrate the sensitivity to a reasonably possible change in USD and other exchange rates, with all other variables held constant. The impact on the company''s profit before tax is due to changes in the fair value of monetary assets and liabilities.

b Credit Risk

Credit risk is the risk that counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities primarily trade receivables and from it''s financing activities, including deposits with banks, foreign exchange transactions and other financial instruments.

Trade Receivables:

Outstanding customer receivables are regularly monitored. An impairment analysis is performed at each reporting date on an individual basis for major clients. In addition, a large number of minor receivables are grouped into homogenous groups and assessed for impairment collectively. The calculation is based on exchange losses historical data. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets.

Financial Instruments and cash deposits

Credit risk from balances with banks is managed by the company''s senior management.

The company''s maximum exposure to credit risk for the components of the balance sheet at March 31, 2017, March 31, 2016 and April 1, 2015 is the carrying amounts as illustrated in respective notes.

c Liquidity risk

Liquidity risk is the risk that an enterprise will encounter difficulty in raising funds to meet commitments associated with financial instruments. Liquidity risk may result from inability to sell a financial asset quickly at close to its fair value. Liquidity risk is managed by monitoring on a regular basis that sufficient funds are available to meet any future commitments.

The table below summarizes the maturity profile of the company''s financial liabilities based on contractual undiscounted payments.

12 Capital management

For the purpose of the Company''s capital management, capital includes issued equity capital, share premium and all other equity reserves attributable to the equity holders of the company. The primary objective of the company''s capital management is to maximize the shareholder value.

The company manages its capital structure and makes adjustments to it, in light of changes in economic conditions. To maintain or adjust the capital structure, the company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares. The company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The company includes within net debt, interest bearing loans and borrowings, trade and other payables, less cash and cash equivalents. The Company''s strategy is to maintain a gearing ratio with 10%. The gearing ratios were as follows:

13 Disclosures as Required by Indian Accounting Standard (In AS) 101 First Time Adoption of Indian Accounting Standards.

These financial statements, for the year ended March 31, 2017 are the first, the company has prepared in accordance with Ind AS. For the periods up to and including the period ended March 31, 2016 the company prepared its financial statements in accordance with the accounting standards notified under section 133 of the companies Act 2013, read together with Paragraph 7 of the companies (Accounts) Rules ,2014 (Indian GAAP) and amendments there under.

Accordingly, the company has prepared financial statements which comply with Ind AS applicable for year ended March 31, 2017, together with the comparative period data as at and for the year ended March 31, 2016, as described in the summary of significant accounting policies. In preparing these financial statements, the company''s opening balance sheet was prepared as at April 1, 2015, the company''s date of transition to Ind AS. This note explains the principal adjustments made by the company in restating its Indian GAAP financial statements, including the balance sheet as at April 1, 2015 and the financial statements as at and for the year ended March 31, 2016.

Exemptions applied

Ind AS 101 allows first-time adopters certain exemptions from the retrospective application of certain requirements under Ind AS, The company has applied the following exemptions:

(a) The Company has elected to apply previous GAAP carrying amount of its property, plant and equipment as deemed cost as on the date of transition to Ind AS since there is no change in its functional currency on the date of transition to Ind AS.

(b) The Company has elected to apply previous GAAP carrying amount of its investment in Subsidiary as deemed cost as on the date of transition to Ind AS.

Exceptions

The following mandatory exceptions have been applied in accordance with Ind AS 101 in preparing the financial statements.

(a) Estimates

The estimates at April 1, 2015 and at March 31, 2016 are consistent with those made for the same dates in accordance with India GAAP (after adjustments to reflect any differences if any, in accounting policies) apart from the following items where application of Indian GAAP did not require estimation :

Impairment of Financial assets based on Expected Credit Loss model.

The estimates used by the Company to present these amounts in accordance with Ind AS reflect conditions as at the transition date and as of March 31, 2016.

(b) Derecognition of financial assets and financial liabilities

The Company has elected to apply the derecognition requirements for financial assets and financial liabilities in IND AS 109 prospectively for transactions occurring on or after the date of transition to IND AS.

(c) Classification and measurement of financial assets

The Company has classified the financial assets in accordance with IND AS 109 on the basis of facts and circumstances that exist at the date of transition to Ind AS.

Refer reconciliation of Equity on account of conversion of financials from Indian GAAP to Ind As.

Footnotes to the reconciliation of equity as at 1 April 2015 and 31 March 2016 and profit or loss for the year ended 31 March 2016

(a) Fair Value through profit or loss (FVTPL) financial assets

Under Indian GAAP the Company accounted for investments in unquoted equity shares as investment measured at cost less provision for other than temporary diminution in the value of investments.

Under Ind AS, the Company has designated such investments as FVTPL investments. Ind AS requires FVTPL investments to be measured at fair value. At the date of transition to Ind AS, difference between the instruments fair value and Indian GAAP carrying amount has been recognized as a separate component of equity, net of related deferred taxes.

The difference between Fair Value and the Indian GAAP carrying amount has been recognized in retained earnings.

(b) Statement of Cash flows

The transition from Indian GAAP to Ind AS has not had a material impact on the statement of cash flows.

(c) Provisions

Under Indian GAAP proposed dividends including DDT are recognized as a liability in the period to which they relate, irrespective of when they are declared. Under Ind AS, a proposed dividend is recognized as a liability in the period in which it is declared by the company (usually when approved by shareholders in a general meeting) or paid. On April 1, 2015. The proposed dividend for the year ended on March 31, 2015 of '' 40.84 Millions (including Dividend Distribution tax of '' 6.94 Millions) recognized under Indian GAAP was reduced from Provisions and with a corresponding impact in the retained earnings.

(d) Defined Benefit Plan

Both under Indian GAAP and Ind AS, the Company recognized costs related to its post-employment defined benefit plan on an actuarial basis. Under Indian GAAP, the entire cost, including actuarial gains and losses, are charged to profit or loss. Under Ind AS, remeasurements [comprising of actuarial gains and losses, the effect of the asset ceiling, excluding amounts included in net interest on the net defined benefit liability and the return on plan assets excluding amounts included in net interest on the net defined benefit liability] are recognized immediately in the balance sheet with a corresponding debit or credit to retained earnings through OCI.

(e) Deferred Tax

Indian GAAP requires deferred tax accounting using the income statement approach, which focuses on differences between taxable profits and accounting profits for the period, whereas Ind AS 12 requires entities to account for deferred taxes using the balance sheet approach, which focuses on temporary differences between the carrying amount of an asset or liability in the balance sheet and its tax base.

The transitional adjustments lead to temporary differences. According to the accounting policies, the Company has to account for such differences and Deferred tax adjustments are recognized in correlation to the underlying transaction either in retained earnings or a separate component of equity. On the date of transition, the net impact on deferred tax liabilities is of '' 0.07 Million.

(f) Transaction Cost

Under the Indian GAAP the Company recognized transaction costs relating to Buyback of Equity shares in the statement of profit or loss. Ind AS 32 requires such transaction costs to be allocated to the Equity Component of the instrument.

(g) Other Comprehensive Income

Under Indian GAAP the company has not presented other comprehensive income (OCI) separately. Hence, it has reconciled Indian GAAP profit or loss to profit or loss as per Ind AS. Further, Indian GAAP profit or loss is reconciled to total comprehensive income as per Ind AS.

(h) Loans- Deposits

Company has given interest free refundable security deposit towards office rent, which is been brought to Fair value as per Ind AS 109. The difference between the nominal value of Security Deposit and Fair value of Security Deposit is considered as additional rent payable to the lessor. However at the same time the above difference is also recognized as interest income as per amortization pattern. The additional rent recognized is expensed out on straight line basis over the tenure of agreement.

(i) Property Plant & Equipment

The company has capitalized Spares which meets the definition of Property, Plant and Equipment as per Ind AS 16-Property, plant and Equipment. The same has been capitalized as at the transition date which were recognized as inventory as per the Indian Accounting Standard.

(j) Sale of Saturation Diving System

Company has entered into sales agreement for sale of Saturation Diving system in the year 2014-15. The agreement had deferred payment term. Payment being spread over a period of 2 years. Hence the difference between the fair value of receivable and actual amount receivable is recognized as interest income.

14. Standard issued but not effective

In March 2017, the Ministry of Corporate Affairs issued the Companies (Indian Accounting Standards) (Amendments) Rules, 2017, notifying amendments to Ind AS 7, ''Statement of cash flows’. The amendments are applicable to the Company from April 1, 2017.

Amendment to Ind AS 7:

The amendment to Ind AS 7 requires the entities to provide disclosures that enable users of financial statements to evaluate changes in liabilities arising from financing activities, including both changes arising from cash flows and noncash changes, suggesting inclusion of a reconciliation between the opening and closing balances in the balance sheet for liabilities arising from financing activities, to meet the disclosure requirement.

Note : Amount shown under permitted receipts represents cash withdrawn by the Company from its own banks accounts.


Mar 31, 2016

(b) Terms/ rights attached to equity shares

The Company has only one class of equity shares having par value of ''10 per share. Each holder of equity shares is entitled to one vote per share. The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing General Meeting.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

As per records of the company, including its register of shareholders/ members and other declarations received from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownerships of shares.

During the year, the Company has bought back a total of 84,75,000 equity shares of Rs. 10 each at a total consideration of Rs.1,059.38 million. Accordingly, the face value of shares bought back amounting to Rs.84.75 million had been adjusted against Share Capital and the balance amount of Rs.501.75 million and Rs.472.88 million have been adjusted against the securities premium and general reserve respectively. Further, in accordance with the Section 69 of the Companies Act, 2013, the Company had transferred an amount of Rs. 84.75 million, being a sum equal to nominal value of equity shares bought back, from general reserve to capital redemption reserve.

A) The Company has availed Buyers Credit Facility from IDBI bank, carries rate of Interest at the rate 1 Year Libor 80 bps (31.03.2015 6 Months Libor 125 BPS) the same is secured by hypothecation charge on all of the Company''s Current Assets. The Facility is repayable in next one year.

B) The ''Overdraft against FD'' facility is availed from IDBI bank. The rate of Interest for the said Facility is 1% above the interest rate of Fixed Deposits under lien with IDBI bank. The same is secured by fixed deposits with margin as 100%. The loan is repayable in next one year.

a The case against the Company alleging violation of Foreign Exchange Regulation Act (FERA), related to acquisition of Land drilling Rig, is pending before the Hon''ble Mumbai High Court. The Company has furnished a Bank Guarantee of Rs.100 million to the Enforcement Directorate, FERA, towards penalty imposed, as directed by the Hon''ble Mumbai High Court. The bank guarantee is valid till 30.09.2016. No provision is considered necessary in respect of the said penalty as the management believes, based on legal opinion, that there has been no contravention to FERA.

b During the year 2011, the Directorate of Revenue Intelligence (DRI) had instituted an enquiry in relation to payment of customs duty towards repairs/drydock undertaken on Company''s vessels SEAMEC-I, SEAMEC-II and SEAMEC-III incurred outside India since 2002. The DRI provisionally assessed customs duty of Rs.126.60 million, which the Company has paid under protest subject to adjudication in December 2011. The Company had also furnished a bank Guarantee for Rs.82.10 million and Bond for Rs.821 million pursuant to the order dated 17th January 2012 of Hon''ble Mumbai High Court for provisional release of its vessel SEAMEC II arrested by Customs. The above order was subject to adjudication. Hon''ble High Court observed that no duty to be charged on the acquisition cost as the vessel was originally imported prior to 2001 when import duty was not applicable on such vessel. During July - August 2012, DRI issued show cause notice, separately for each vessel as to why the duty determined of aggregate value of Rs.285.26 million, interest, penalty etc. will not be levied on the Company. The Company while preferring adjudication have submitted replies to respective show cause notices, and hearing on adjudication proceeding completed before the Commissioner of Customs (Import) on 4th December, 2012. Subsequent to above, the Company has received 3 corrigendum to the original show cause notices enhancing the claim of custom duty by Rs.65.14 million against the above claim. Commissioner of Customs has issued order dated 28th March 2013 received by Company on 16th April 2013 on the adjudication proceedings. Commissioner of Customs, in his order, imposed duty Rs. 350 million, penalty for equivalent amount and interest and appropriation of Rs.126.6million paid in Dec 2011. As per the order of Commissioner of Customs, total claim to Company including duty, penalty, interest and confiscation fine calculated to Rs.1,197 million after adjustment of provisional duty already paid in Dec 2011 under protest. The Company has since obtained stay from CESTAT Appellate Tribunal, customs against the order of commissioner of customs for vessel SEAMEC-III, SEAMEC II & SEAMEC-I. While pending the appeal, Honorable CESTAT allowed the vessels to go out of India upon furnishing the Bank Guarantee aggregating to Rs.70 million to ensure vessels return to India during the granted period. Upon return of vessels the aggregate Bank Guarantee of Rs.70 million has been revoked. The Company is of the view that it has a strong case on merit and is contesting the same. Hence no further provision made towards additional Customs Duty, Penalty and Confiscation redemption fine as stated in the order of Commissioner of Customs.

c During the year, the Company has executed marine and diving activities jointly with a diving company, wherein the customer has claimed an amount of Rs.30 million from the Company on account of alleged defective performance which is subject to final settlement/resolution. The Management believes that this claim in regards to the alleged defective performance pertains to the scope of work performed by the diving Company. Accordingly, the company does not acknowledged this claim as debt, because the Company expects a positive out come.

1. Commitments

a Capital Commitments

Estimated amount of contracts remaining to be executed on capital account and not provided for Rs. 20.06 million (31.03.2015 : Rs.Nil).

b Other Commitment

There are no material non cancellable contractual commitments. For commitments relating to lease arrangement (refer Note-36).

2. Trade Receivable

(a) The Company withdrew one of its vessels from a charter hire contract due to commercial disputes. The Company did not recognized revenue of Rs. 281.99 million in respect of contract for the period January 2010 to March 2010 on account of uncertainty relating to acceptance and reliability of claims. Further, the Company has also made a provision of Rs.239.39 million towards outstanding receivables from the same client on grounds of prudence. The Company has been pursuing legal recourse in Mexican Court.

(b) In the past, the Company had entered into a Charter Party Agreement with a Charterer for chartering a vessel and provision of services, for which an amount of Rs.223.83 million was receivable by the Company. The Charterer was in turn having a contract with its Contractor which was ultimately responsible to its Principal Contractor. While on charter, there was an incident that allegedly resulted in damage to subsea pipeline of the Principal Contractor, and such damage was sought to be attributed to the Company. During the year, Company engaged an internationally reputed Surveyor to assess the alleged damage to the subsea pipeline. The Surveyor submitted a report concluding that subject to available information and assumptions, the subsea pipeline is fit for service. The same was submitted to the Charterer. Under the Charter Party there is no consequential damages that make the Company liable to pay. As on 31st March, 2016, the Charterer has withheld payment of Rs.171.57 million due to the Company (net provision of doubtful debts of Rs.52.26 million) until settlement of matter relating to the damaged subsea pipeline. During the year, the Company initiated legal proceedings against the Charterer in the Abu Dhabi Court. The Company is also in discussions with the Charterer and other parties involved to reach a settlement and enable the Charterer to initiate necessary legal recourse against its Contractor. On the basis of the information available with the Company, the Management is of the view that it will able to recover, the outstanding trade receivables.

3 (a) Value of imported and indigenous stores and fuel consumed

4. Segment Information

Secondary segment: Geographical Segments

The Company''s secondary segments are the geographic distribution of activities. Revenue are specified by location of customers, while other geographic information cannot be segregated as explained in note below. The following tables present revenue regarding the Company''s geographical segments:

* Assets used in the Company''s business or liabilities contracted have not been identified to any segment, as the assets and services are used interchangeably between segments. Accordingly, no disclosure relating to segment assets are made.

5 Gratuity and other post-employment benefit plans

6 Defined Contribution Plans:

Amount of Rs.1,99 million (31.03.2015 : Rs.2.55 million) is recognized as an expense and included in "Employee Benefit Expense (refer note 23) in statement of profit & Loss.

7 Defined Benefit Plans :

The Company has a defined benefit gratuity plan. Every employee (other than crew who have covered under separate scheme) who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service. The scheme is funded with an insurance Company in the form of a qualifying insurance policy.

The following tables summaries the components of net benefit expense recognized in the statement of profit and loss and the funded status and amounts recognized in the balance sheet for the respective plans.

8 Leases

In case of assets taken on lease

Operating Lease :

Company as lessee

Office premises are obtained on operating lease / leave and license. The lease term is for the period of 1 to 9 years and renewable at the option of the Company. There are no restrictions imposed by lease arrangements. The total lease term is for a period of 108 months out of which there is a lock-in period of initial 60 months,

The lease fees shall be increased by 15% over the last monthly lease fee paid after completion of every 36 months from the rent commencement date of the lease deed agreement.

9 Managerial Remuneration

(a) For the year ended 31st March, 2016, due to inadequacy of profits, the remuneration to the Managing Director exceeds the limit prescribed under Section 197 of the Companies Act, 2013 by Rs.3.67 million. The Company intends to submit application to Central Government to seek waiver from recovery of such excess remuneration.

(b) In earlier years, the Company had made applications to Central Government for waiver from recovery of excess remuneration of Rs.6.31 million and Rs.9.42 million paid to Managing Director for the years 2011-12 and 2013-14. During the year, the Central Government declined the waiver for recovery of excess remuneration for the year 2011-12. The management filed a review application, drawing reference to Notification No. 46/2011 dated 14/07/201 1 permitting listed companies to pay remuneration in excess of applicable limits subject to certain conditions being met. The Company had obtained an opinion of a legal expert in this regard, and submitted necessary confirmations to the Ministry, basis which it expects a closure of this matter for both years, and accordingly a recovery of such amount is not necessary.

* Dues to Micro, Small and Medium Enterprises have been determined to the extent such parties have been identified on the basis of information collected by the Management. This has been relied upon by the auditors.

10 Corporate Social Responsibility Expenditure as per Section -135 of the Companies Act Gross Amount required to be spent by the Company during the year :- Rs.6.87 million

Amount spent during the year Rs.1.55 million

11 Disclosure persuant to SEBI (Listing Obligation and disclosure requirement) and Section 186(4) of the Companies Act-2013 Details of Investment made are given in Note-13

12 Previous year figures

Previous year figures have been regrouped / reclassified, where necessary, to conform to current year''s classification.

As per our report of even date


Mar 31, 2014

1 Corporate Information

SEAMEC Limited is a public Company incorporated under the Companies Act, 1956. The Company operates Multi Support Vessels for providing support services including marine, construction and diving services to offshore oilfields,

2 Basis of preparation

The financial statements of the company have been prepared in accordance with generally accepted accounting principles in India (Indian GAAP). The company has prepared these financial statements to comply in all material respects with the accounting standards notified under the Companies (Accounting Standards) Rules, 2006, (as amended) and the relevant provisions of the Companies Act, 1956, read with general circular 8/2014 dated April 4,2014 issued by the Ministry of Corporate Affairs. The financial statements have been prepared on an accrual basis and under the historical cost convention except for derivative financial instruments which have been measured at fair value.

The accounting policies adopted in the preparation of financial statements are consistent with those of previous year,

Rs.million

4 CONTINGENT LIABILITIES As at As at 31.03.2014 31.03.2013 Refer note (a) Refer note (a) &(b) below &(b) below

FERA Matter Refer note (a) 100 100

Custom Duty payable as per order from Commissioner of Customs(lmport) Refer note (b) 1,197 1,197

a The case against the Company alleging violation of Foreign Exchange Regulation Act (FERA), related to acquisition of Land drilling Rig, is pending before the Hon''ble Mumbai High Court. The Company has furnished a Bank Guarantee of Rs. 100 million to the Enforcement Directorate, FERA, towards penalty imposed, as directed by the Hon''ble Mumbai High Court, The bank guarantee is valid till March 31, 2014. No provision is considered necessary in respect of the said penalty as the management believes, based on legal opinion, that there has been no contravention to FERA,

b During the year 2011 , the Directorate of Revenue Intelligence (DRI) had instituted an enquiry in relation to payment of customs duty towards repairs/drydock undertaken on Company''s vessels SEAMEC-I, SEAMEC-II and SEAMEC-III incurred outside India since 2002. The DRI provisionally assessed customs duty of Rs. 126.60 million, which the company has paid under protest subject to adjudication in December 2011,

The Company had also furnished a bank Guarantee for Rs. 82.10 million and Bond for Rs. 821 million pursuant to the order dated 17th January 2012 of Hon''ble High Court Bombay for provisional release of its vessel SEAMEC II arrested by Customs. The above order was subject to adjudication. Hon''ble High Court observed that no duty to be charged on the acquisition cost as the vessel was originally imported prior to 2001 when import duty was not applicable on such vessel, During July - August 2012 , DRI issued show cause notice , separately for each vessel and gave the liberty to reply to Commissioner of customs (Import) as to why the duty determined of aggregate value of Rs. 285.26 million, interest, penalty etc. will not be levied on the company.

The Company while preferring adjudication have submitted replies to respective show cause notices, and hearing on adjudication proceeding completed before the Commissioner of Customs (Import) on 04-12-2012, Subsequent to above, the company has received 3 corrigendum to the original show cause notices enhancing the claim of custom duty by Rs. 65.14 million against the above claim.

Commissioner of Customs has issued order dated 28th March 2013 received by Company on 16th April 2013 on the adjudication proceedings . Commissioner of Customs, in his order , imposed duty Rs. 350 million, penalty for equivalent amount and interest and appropriation of Rs. 126.6million paid in Dec 2011. As per the order of Commissioner of Customs , total claim to Company including duty, penalty, interest and confiscation fine calculated to Rs. 1,197 million after adjustment of provisional duty already paid in Dec 2011 under protest,

The Company has since obtained stay from CESTA Appellate Tribunal, customs against the order of commissioner of customs for vessel SEAMEC-III , SEAMEC II & SEAMEC-I. Pursuant to order the company has submitted bank guarantee of Rs. 6.00 million and Rs. 3.00 million respectively. The matter is admitted for appeal, proceeding is under process, The Company is of the view that it has a strong case on merit and is contesting the same. Hence no further provision made towards additional Customs Duty, Penalty and Confiscation redemption fine as stated in the order of Commissioner of Customs ,

5 CAPITAL COMMITMENTS

Estimated amount of contracts remaining to be executed on capital account and not provided for Rs. 38.15 million (Previous yearRs. 47.19 million).

6 TRADE RECEIVABLE

The Company withdrew one of its vessels from a charter hire contract due to commercial disputes. The Company has not recognised revenue of Rs. 281.99 million in respect of contract for the period January 2010 to March 2010 on account of uncertainty relating to acceptance and readability of claims. Further, the Company has also made a provision of Rs. 239.39 million towards outstanding receivables from the same client on grounds of prudence. The Company has been pursuing legal recourse in Mexican Court.

7 Segment Information

Secondary Segment: Geographical Segment

The Company''s secondary segments are the geographic distribution of activities. Revenue are specified by location of customers, while other geographic information cannot be segregated as explained in note below. The following table present revenue, expenditure and certain asset information regarding the company''s geographical segments:

8 Related Party disclosure

Names of Related Party & related party relationship i Related parties where control exist

Holding Company Coflexip Stena Offshore (Mauritius) Limited

Ultimate Holding Company Technip SA France

Subsidiaries Seamec International FZE

ii Related Parties with whom transactions have taken place during the year ended March 31, 2014 Refer Annexure- A

9 Disclosure regarding Derivative Instruments and Unhedged Foreign Currency Exposure

(a) The Company has entered into forward exchange contract of US$ Nil equivalent to Rs. Nil million (Previous Year US$ 10.50 million equivalent to Rs. 568.32 million ) to hedge its receivables to be realized at a future date,

(b) Un-hedged Foreign Currency Exposure

10 Gratuity and other post-employment benefit plans

1 Defined Benefit Contribution Plans

Amount of Rs. 2.18 million (2.25 million) is recongnised as an expense and included in "Employee Benefit Expense (refer note 22) in statement of profit & Loss.

2 Defined Benefit Plans :

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service. The scheme is funded with an insurance company in the form of a qualifying insurance policy

The following tables summaries the components of net benefit expense recognized in the statement of profit and loss and the funded status and amounts recoanized in the balance sheet for the respective plans,

11 Leases

In case of assets taken on lease

Operating Lease : Company as lessee

Office premises are obtained on operating lease / leave and license. The lease term is for the period of 1 to 9 years and renewable at the option of the Company. There are no restrictions imposed by lease arrangements. The Company has sub leased part of office premises on operating lease. The total lease term is for a period of 60 months out of which there is a lock-in period of initial 36 months with non-renewable condition after 60 months,

12 Previous year figures

Previous Year figures have been regrouped / reclassified, where necessary, to confirm this years, classification.


Mar 31, 2013

1 Corporate Information

SEAMEC Limited is a public Company incorporated under the Companies Act, 1956. The Company operates Multi Support Vessels for providing support services including marine, construction and diving services to offshore oilfields.

2 Basis of preparation

The financial statements of the company have been prepared in accordance with generally accepted accounting principles in India (Indian GAAP). The company has prepared these financial statements to comply in all material respects with the accounting standards notified under the Companies (Accounting Standards) Rules, 2006, (as amended) and the relevant provisions of the Companies Act, 1956. The financial statements have been prepared on an accrual basis and under the historical cost convention except for derivative financial instruments which have been measured at fair value .

The accounting policies adopted in the preparation of financial statements are consistent with those of previous year.

3 CONTINGENT LIABILITIES (Rs. million) As at As at 31.03.2013 31.03.2012

Claim against the Company not acknowledge as debt Refer note (a) Refer note (a) &(b) below &(b) below

FERA Matter Refer note (a) 100 100

Custom Duty payable as per order from Commissioner of Customs(Import) Refer 1,197 Nil

Note (b)

a The case against the Company alleging violation of Foreign Exchange Regulation Act (FERA), related to acquisition of Land drilling Rig, is pending before the Hon''ble Mumbai High Court. The Company has furnished a Bank Guarantee of Rs. 100 million to the Enforcement Directorate, FERA, towards penalty imposed, as directed by the Hon''ble Mumbai High Court. The bank guarantee is valid till March31, 2013. No provision is considered necessary in respect of the said penalty as the management believes, based on legal opinion, that there has been no contravention to FERA.

b. During the year 2011, the Directorate or Revenue intelligence (DRI) had instituted an enquiry in relation to payment of customs duty towards repairs/drydock undertaken on Company''s vessels SEAMEC-I. SEAMEC-II and SEAMEC-III incurred outside India since 2002. The DRI provisionally assessed customs duty of Rs. 126.60 million, which the company has paid under protest subject to adjudication in December 2011.

The Company had also furnished a bank Guarantee for Rs. 82.10 million and Bond for Rs. 821 million pursuant to the order dated 17th January 2012 of Hon''ble High Court Bombay for provisional release or its vessel SEAMEC II arrested by Customs. The above order was subject to adjudication. Hon''ble High Court observed that no duty to be charged on the acquisition cost as the vessel was originally imported prior to 2001 when import duty was not applicable on such vessel.

During July - August 2012, DRI issued show cause notice, separately for each vessel and gave the liberty to reply to Commissioner or customs (Import) as to why the duty determined of aggregate value or Rs. 285.26 million, interest, penalty etc will not be levied on the company.

The Company while preferring adjudication have submitted replies to respective show cause notices, and hearing on adjudication proceeding completed before the Commissioner of Customs (Import) on 04-12-2012.

Subsequent to above, the company has received 3 corrigendum to the original show cause notices enhancing the claim of custom duty by Rs. 65.14 million against the above claim.

Commissioner or Customs has issued order dated 28th March 2013 received by Company on 16th April 2013 on the adjudication proceedings. Commissioner or Customs, in his order, Imposed duty Rs. 350 million, penalty for equivalent amount and Interest and appropriation of Rs. 126.6 million paid in Dec 2011. Penalty amount to reduce to 25% if demand of duty and interest is paid within 30 days In addition to above Confiscation redemption fine for Rs. 227.50 million has also been imposed. As per the order of Commissioner of Customs, total claim to Company including duty, penalty, interest and confiscation fine calculated to Rs. 1.197 million after adjustment or duty already paid in Dec 2011.

The Company is or the view that it has a strong case on merit and is contesting the same. Hence no further provision made towards additional Customs Duty, Penalty and Confiscation redemption fine as stated in the order of Commissioner of Customs.

4. CAPITAL COMMITMENTS

Estimated amount of contracts remaining to be executed on capital account and not provided for Rs. 47.19 million (Previous year Rs. NIL million).

5. TRADE RECEIVABLE

The Company withdrew one of its vessels from a charter hire contract due to commercial disputes. The Company has not recognised revenue of Rs. 281.99 million in respect of contract for the period January 2010 to March 2010 on account of uncertainty relating to acceptance and realisability of claims. Further, the Company has also made a provision of Rs. 239.39 million towards outstanding receivables from the same client on grounds of prudence. The Company has been pursuing legal recourse in Mexican Court.

6. INSURANCE CLAIM

During previous year, the Company has submitted claim of Rs. 13.29 million to Hull & Machinery underwriter towards repairs to thrusters of vessel SEAMEC-III. The Company has since received the claim.

7. Segment Information

Secondary segment: Geographical Segments

The company''s secondary segments are the geographic distribution of activities. Revenue are specified by location of customers, while other geographic information cannot be segregated as explained in note below. The following tables present revenue and certain asset information regarding the company''s geographical segments:

*Assets used in the Company''s business or liabilities contracted have not been identified to any segment, as the assets and services are used interchangeably between segments. Accordingly, no disclosure relating to segment assets and liabilities are made.

8 Related Party disclosure

Related Parties with whom transactions have taken place during the year ended 31.03.2013 Refer Annexure- A

9 Disclosure regarding Derivative Instruments and Unhedged Foreign Currency Exposure

(a) The Company enters into forward exchange contracts being derivative instruments which are not intended for trading or speculative purposes but for hedge purposes to establish the amount of reporting currency required or available at the settlement date of certain payables and receivables. The Company does not have any losses on the forward contracts entered to hedge firm commitments or highly probable transactions.

The Company has entered into forward exchange contract of US$ 10.50 million equivalent to Rs. 568.32 million (Previous Year US$ 4.65 million equivalent to Rs. 236.22 million) to hedge its receivables to be realized at a future date.

10 Gratuity and other post-employment benefit plans

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service. The scheme is funded with an insurance company in the form of a qualifying insurance policy.

The following tables summaries the components of net benefit expense recognized in the statement of profit and loss and the funded status and amounts recognized in the balance sheet for the respective plans.

Statement of Profit and Loss

11 Leases

In case of assets taken on lease Operating Lease : Company as lessee

Office premises are obtained on operating lease / leave and license. The lease term is for the period of 1 to 9 years and renewable at the option of the Company. There are no restrictions imposed by lease arrangements. The Company has leased out part of office premises on operating lease. The total lease term is for a period of 60 months out of which there is a lock-in period of initial 36 months with non-renewable condition after 60 months.

12 Previous year figures

Previous Year figures have been regrouped / reclassified, where necessary, to confirm this years, classification.


Mar 31, 2012

1 Corporate Information

SEAMEC Limited is a public Company incorporated under the Companies Act, 1956. The Company owns and operates four Multi Support Vessels for providing support services including marine, construction and diving services to offshore oilfields.

2 Basis of preparation

The financial statements of the company have been prepared in accordance with generally accepted accounting principles in India (Indian GAAP). The company has prepared these financial statements to comply in all material respects with the accounting standards notified under the Companies (Accounting Standards) Rules, 2006, (as amended) and the relevant provisions of the Companies Act, 1956. The financial statements have been prepared on an accrual basis and under the historical cost convention. The accounting policies adopted in the preparation of financial statements are consistent with those of previous year, except for the change in accounting policy explained below.

03. Contingent liabilities

(Rs million)

As at 31.03.2012 As at 31.03.2011

(a) Claim against the Company Refer note Refer note not acknowledge as debts (a) (b) & (c) below (a) below

a. The case against the Company alleging violation of Foreign Exchange Regulation Act (FERA), related to acquisition of Land drilling Rig, is pending before the Hon'ble Mumbai High Court. The Company has furnished a Bank Guarantee of Rs 100 million to the Enforcement Directorate, FERA, towards penalty imposed, as directed by the Hon'ble Mumbai High Court. The bank guarantee is valid till June 30, 2012. No provision is considered necessary in respect of the said penalty as the management believes, based on legal opinion, that there has been no contravention to FERA.

b. During the year, two of company's vessel, Seamec III & Seamec II, were detained by Customs Authority at Mumbai for non-submission of copy of Bill of Entry of original import, purported to have been filed by original importer in 1985 & 1988 respectively. Customs Department subsequently released vessel SEAMEC-III on 30th November 2011 with a condition to furnish copy of Bill of Entry within 30 days. Customs Department seized vessel SEAMEC-II on 1st December 2011 and granted provisional release upon payment of duty on the acquisition cost of the vessel by Company in 1994 along with duty on recent upgradation and dry dock cost carried out abroad, together with a Bank Guarantee of Rs 270 million and Bond for Rs 1,350 million. Being aggrieved, the Company filled a writ petition before the Hon'ble High Court at Mumbai. The Hon'ble High Court at Mumbai, vide its order dated January 11, 2012, directed Customs Department to release the vessel SEAMEC-III without any condition and release vessel SEAMEC-II on payment of duty on the recent repairs & upgradation work carried abroad, which company also offered to pay initially, and furnishing bank guarantee of Rs 82.10 million and Bond for Rs 821 million, pending adjudication, Hon'ble High Court observed that no duty to be charged on the acquisition cost as the vessel was originally imported prior to 2001 when import duty was not applicable on such vessel. Vessel Seamec III was released on 17th January 2012 and Seamec II on 25th January 2012. Both the vessels are currently deployed for work at Indian Offshore.

c. During the year, the Directorate of Revenue Intelligence (DRI) carried out investigation to ascertain customs duty paid by company on dry-docking and repairs to vessels incurred outside India since 2002. The DRI provisionally assessed customs duty of Rs 126.60 million which the company has paid under protest and is duly accounted for. The company is contesting the duty as assessed by DRI.

4. Capital Commitments

Estimated amount of contracts remaining to be executed on capital account and not provided for Rs NIL million (Previous year Rs 141.46 million).

5. Trade Receivable

The Company withdrew one of its vessels from a charter hire contract due to commercial disputes. The Company has not recognised revenue of Rs 281.99 million in respect of contract for the period January 2010 to March 2010 on account of uncertainty relating to acceptance and realisability of claims. Further, the Company has also made a provision of Rs 239.39 million towards outstanding receivables from the same client on grounds of prudence. The Company has been pursuing legal recourse in Mexican Court.

6. Insurance Claim

During the year, the Company has submitted claim of Rs 13.29 million to Hull & Machinery underwriter towards repairs to thrusters of vessel SEAMEC-III. The claim has since been recommended by Average Adjuster. The Company has accrued the claim as recoverable.

During the previous year the Company has received Rs 44.44 million from Insurers, towards claims against damage to vessel SEAMEC-II at Curacao Dry Dock in September 2007. The relevant expenditure was expensed to statement of profit and loss, when incurred

There are no transaction with Coflexip Stena Offshore (Mauritius) Limited, the Holding Company during the current and the previous period.

Key management personnel - Captain C J Rodricks. Managing Director. Total salary & allowances paid to him for the year ended March 31, 2012 Rs 21.72 million (Previous year Rs 15.31 million).

In absence of profit during the previous year ended March 31, 2011, not determinable on the date of such approval, the remuneration paid for the previous year was in ex-cess of the requirements of the Companies Act, 1956. The Company has made an application to the Central Government on March 14, 2011 for waiver of the excess remuneration of Rs 10.51 million. The excess remuneration has been approved by the shareholders at an Extraordinary General Meeting held on October 12, 2011. Ministry of Corporate Affairs, Government of India vide letter dated January 12, 2012 approved Rs 7.73 million subject to condition that Rs 2.78 million is recovered from Managing Director. The Company has made a representation to the Central Government for review of its above decision. The decision is pending.

7. Disclosure regarding Derivative Instruments and Unhedged Foreign Currency Exposure (a) The Company enters into forward exchange contracts being derivative instruments which are not intended for trading or speculative purposes but for hedge purposes to establish the amount of reporting currency required or available at the settlement date of certain payables and receivables. The Company does not have any losses on the forward contracts entered to hedge firm commitments or highly probable transactions.

8. Gratuity and other post-employment benefit plans

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service. The scheme is funded with an insurance company in the form of a qualifying insurance policy. The following tables summaries the components of net benefit expense recognized in the statement of profit and loss and the funded status and amounts recognized in the balance sheet for the respective plans.

Statement of Profit and Loss

Net employee benefit expense (recognised in contribution to provident, gratuity fund and other funds)

9. Leases

In case of assets taken on lease

Operating Lease :

Office premises are obtained on operating lease / leave and license. The lease term is for the period of 1 to 9 years and renewable at the option of the Company. There are no restrictions imposed by lease arrangements. The Company has leased out part of office premises on operating lease. The total lease term is for a period of 60 months out of which there is a lock-in period of initial 36 months with non-renewable condition after 60 months.

10. Previous year figures

Till the year ended 31 March 2011, the company was using pre-revised Schedule VI to the Companies Act 1956, for preparation and presentation of its financial statements. During the year ended 31 March 2012, the revised Schedule VI notified under the Companies Act 1956, has become applicable to the company. The company has reclassified previous year figures to conform to this year's classification.


Mar 31, 2011

1. Nature of Operations

The Company owns and operates four Multi Support Vessels for providing support services including marine, construction and diving services to offshore oilfields.

2. Capital Commitments

Estimated amount of contracts remaining to be executed on capital account and not provided for Rs. 141,468 thousand (Previous period Rs. 28,543 thousand).

3. Contingent Liabilities

Rs. ‘000

Particulars As at As at 31.03.2011 31.03.2010

Claim against the Company not acknowledge as debts Refer note below Refer note below

The case against the Company alleging violation of Foreign Exchange Regulation Act (FERA), related to acquisition of Land drilling Rig, is pending before the Hon'ble Mumbai High Court. The Company has furnished a Bank Guarantee of Rs. 100,000 thousand to the Enforcement Directorate, FERA, towards penalty imposed, as directed by the Hon'ble Mumbai High Court. The bank guarantee is valid till June 30, 2011. No provision is considered necessary in respect of the said penalty as the management believes, based on legal opinion, that there has been no contravention to FERA.

4. Sundry Debtors

In earlier year the Company withdrew one of its vessels from a charter-hire contract due to commercial disputes. The Company has not recognised revenue of Rs. 281,985 thousand (Previous period Rs. 281,985 thousand) in respect of contract for the period January 2010 to March 2010 on account of uncertainty relating to acceptance and realisability of claims. Further, the Company has also made, in earlier year, a provision of Rs. 239,386 thousand towards outstanding receivables from the same client on grounds of prudence. The claim is pending before court in Mexico.

5. Insurance Claim

During the year the Company has received Rs. 44,442 thousand from Insurers, towards claims against damage to vessel SEAMEC-II at Curacao Dry Dock in September 2007. The relevant expenditure was expensed to profit and loss account when incurred.

6. Disclosure regarding Derivative Instruments and Unhedged Foreign Currency Exposure

(a) The Company enters into forward exchange contracts being derivative instruments which are not intended for trading or speculative purposes but for hedge purposes to establish the amount of reporting currency required or available at the settlement date of certain payables and receivables. The Company does not have any losses on the forward contracts entered to hedge firm commitments or highly probable transactions. There are no such transactions as at the Balance Sheet date in the current and the previous period.

7. Gratuity and other post-employment benefit plans

The Company has a defined benefit gratuity plan. Every employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service. The scheme is funded with an insurance company in the form of a qualifying insurance policy.

The following tables summaries the components of net benefit expense recognized in the profit and loss account and the funded status and amounts recognized in the balance sheet for the respective plans.

Profit and Loss account

Net employee benefit expense (recognised in contribution to provident, gratuity fund and other funds)

8. LeasesIn case of assets taken on lease

Operating Lease :

Office premises are obtained on operating lease / leave and license. The lease term is for the period of 1 to 9 years and renewable at the option of the Company. There are no restrictions imposed by lease arrangements. The Company has leased out part of office premises on operating lease. The total lease term is for a period of 60 months out of which there is a lock-in period of initial 36 months with non-renewable condition after 60 months.

9. There are no Micro, Small and Medium Enterprises, as defined in the Micro, Small and Medium Enterprises Development Act, 2006, to whom the Company owes on account of principal amount together with the interest and accordingly no additional disclosures have been made. The above information regarding Micro, Small and Medium Enterprises, has been determined to the extent such parties have been identified on the basis of information available with the company. This has been relied upon by the auditors.

10. The requirements of paragraphs 4A and 4C of part II of Schedule VI to the Companies' Act, 1956 is not applicable. Further, requirements of paragraph 4D of part II of Schedule VI to the Companies Act, 1956, other than those shown above are not applicable and hence information thereof is not given.

11. The previous period figures are for fifteen months as compared to twelve months in the current period and hence the same are not comparable. The previous period figures have been regrouped / reclassified where ever necessary to confirm to current period classification.


Mar 31, 2010

1. Nature of Operations

The Company owns and operates four Multi Support Vessels for providing support services including marine, construction and diving services to offshore oilfields.

2. Capital Commitments

Estimated amount of contracts remaining to be executed on capital account and not provided for Rs. 28,543 thousand (Previous Year Rs 208 thousand).

3. Contingent Liabilities

Rs in Thousand

As at As at 31.03.2010 31.12.2008

(a) Claim against the Company not acknowledge as debts Refer note below Refer note below

The case against the Company alleging violation of Foreign Exchange Regulation Act (FERA), related to acquisition of Land drilling Rig, is pending before the Honble Mumbai High Court. The Company has furnished a Bank Guarantee of INR 100,000 thousand to the Enforcement Directorate, FERA, towards penalty imposed, as directed by the Honble Mumbai High Court. The bank guarantee is valid till June 30, 2010. No provision is considered necessary in respect of the said penalty as the management believes, based on legal opinion, that there has been no contravention to FERA,

4. Sundry Debtors

a. The outstanding against prematurely terminated, in July 2007, Charter hire contract, for vessel MSV SEAMEC-III, with M/S Offshore Technologies Solutions Limited, Port of Spain, Trinidad, is Rs 59,854 thousand (US$ 1,334 thousand), payable on or before June 30, 2010 as per terms of settlement agreed to with the charterer, The charterer has since paid quarterly interest @ 8% p.a. on the balance amount, as per terms of the contract, Management considers the outstanding balance from the charterer, as good and recoverable and hence no provision is considered necessary.

b. The Company withdrew one of its vessels from a charterhire contract due to commercial disputes. The Company has not recognised revenue of Rs 281,985 thousand in respect of contract for the period January 2010 to March 2010 on account of uncertainty relating to acceptance and readability of claims. Further, the Company has also made a provision of Rs 239,386 thousand towards outstanding receivables from the same client on grounds of prudence.

5. Insurance Claim Received

During the period, the Company has received Rs 264,190 thousand from the Hull & Machinery Underwriter towards damage repair claim for repair of vessel MSV SEAMEC-II (the vessel), against receivable amounting to Rs 257,783 thousand accrued as at 31st December 2008. The amount received over and above amount accrued, is towards cost of repair to damaged vessel charged out in the previous year. The same has been treated as other income. Any further claim received against such expenditure, will be treated as other income, as and when received.

6. Disclosure regarding Derivative Instruments and Unhedged Foreign Currency Exposure

(a) The Company enters into forward exchange contracts being derivative instruments which are not intended for trading or speculative purposes but for hedge purposes to establish the amount of reporting currency required or available at the settlement date of certain payables and receivables. The Company does not have any losses on the forward contracts entered to hedge firm commitments or highly probable transactions.

7. Gratuity and other post-employment benefit plans

The Company has a defined benefit gratuity plan, Every employee who has completed five years or more of service gets a gratuity on departure at 15 days salary (last drawn salary) for each completed year of service. The scheme is funded with an insurance company in the form of a qualifying insurance policy.

The following tables summaries the components of net benefit expense recognized in the profit and loss account and the funded status and amounts recognized in the balance sheet for the respective plans.

8. The Company does not owe any amount to Micro, Small and Medium Enterprises as per MSMED Act 2006.

9. The requirements of paragraphs 4A and 4C of part II of Schedule VI to the Companies Act, 1956 is not applicable. Further, requirements of paragraph 4D of part II of Schedule VI to the Companies Act, 1956, other than those shown above are not applicable and hence information thereof is not given.

10. The current period figures are for fifteen months as compared to twelve months in the previous period and hence the same are not comparable. The previous period figures have been regrouped / reclassified where ever necessary to confirm to current period classification.

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