dolphin offshore enterprises india ltd Management discussions


"Annexure A"

The statements in Management Discussion and Analysis Report contains "forward-looking statements" about the business, financial performance, skills and prospects of the Company. Statements about the plans, intentions, expectations, beliefs, estimates, predictions or similar expression for future are forward-looking statements.

DOLPHIN OFFSHORE ENTERPRISES (INDIA) LIMITED is engaged in the business of offering comprehensive underwater services, including Air, Mixed Gas and Saturation diving services, to the Indian Offshore Oil & Gas Industry since 1979. It has since, provided these services overseas as well in places including but not limited to Vietnam, China, Malaysia and Middle East. The company has also been providing ROV services on drill ships, since 1995.

NEW MANAGEMENT INTRODUCTION

The company was under the Corporate Insolvency Resolution Process since July 2020. The National Company Law Tribunal ("NCLT"), Mumbai Bench, vide Order Dated September 29, 2022 approved the Resolution Plan. The resolution plan submitted by M/s Deep Industries Limited through its wholly owned subsidiary M/s Deep Onshore Services Private Limited (Resolution Applicant- RA) was approved by CoC. The application for Plan approval was filed with Honble National Company Law Tribunal (NCLT) on February 16, 2022 and subsequently has been approved/allowed by the Honble NCLT vide Order dated September 29, 2022.

The company is a part of Deep Industries Limited Group, it is Indias ‘One Stop Solution provider to the Energy sector.We carry the vision to become major contributors to Indias Gas based economy with a focus on people, environment, innovation and technology. Our mission is to maximize stakeholders value by providing efficient services to ensure sustainable growth while catering to the needs of customers, partners, employees and society at large.

We record our appreciation of all our sincere employees, gratefulness to our Shareholders, lenders and banks and other stakeholders, concerned Government and other authorities and our channel partners for their continued support and to customers for their reposing faith and confidence in us.

OVERVIEW OF THE INDUSTRY

The Global oil and gas (O&G) industry had a robust but volatile 2023. Indian Oil & Gas industry was no exception to it. At the start of the year strong energy demand was expected as the economy continued its recovery from the global pandemic. However Russia-Ukraine conflict introduced huge geopolitical uncertainties and caused energy priced to soar.

In India, in order to achieve self-sufficiency in energy generation, the State-owned players, ONGC, HPCL, LNG Petronet, Adani Power & Gas, Reliance Oil & Gas and GSPC are continuing with their expansion plans in light of our Honorable Prime Minister "Make In India" push. Indias oil demand is expected to grow and it is one of the largest contributors to non-OECD petroleum consumption growth globally.

Presently 695 offshore wind projects worldwide, Asia Pacific (APAC) host 46% of global offshore wind projects with Chinese offshore wind leading the region with 52% or 166 of projects in APAC. The pace of development is also accelerating in other APAC nations, with s significant number of projects located in Japan (49), South Korea (48), Taiwan (29) and Vietnam (23).

South Asia Gas Enterprise (SAGE), an international consortium of companies in deepwater pipelines projects, has sought the support of ministry of petroleum and other to develop an undersea gas pipeline & cable works from Gulf to India. The proposed 2000 km long energy corridor connecting Middle East and India can lead to huge amount of saving in comparison with similar quantity of liquefied natural gas (LNG) import.

The oil and gas sector is among the six core industries in India and plays a major role in influencing decision making for all the other important sections of the economy. India is now worlds third largest energy consumer and Indian Oil & Gas industry is entering 2024.

India is heavily dependent on the import of the crude oil and natural gas as the domestic production of oil and gas is very low. Indias oil and gas requirement will grow further due to high economic growth and increase in population.

The Government of India has adopted several policies including, allowing 100 per cent foreign direct investment (FDI) to increase the Oil production.

The market is expected to remain buoyant in the coming years as ONGC proposes to come out with many high value tenders in brown & green fields.

OPPORTUNITIES AND THREATS

The future prospects in the coming years looks better due to the reasons stated below;

Currently the DP-2 barge namely "Vikrant Dolphin" is under complete refurbishment at Tampico, Mexico which is owned by 100 % subsidiary company. Thereafter she is proposed to go on long-term charter. The company is looking for opportunities in all aspects of business.

STRATEGY OF THE COMPANY

In future, company will be a global provider of integrated services to the oil and gas industry, with a diversified portfolio for undertaking turnkey projects involving Underwater, Marine and Offshore Construction. We will harness our knowledge and energy to provide world class quality, safety and environmental protection standards. We will constantly upgrade procedures, skills, systems and technology to create greater value for our clients, suppliers, employees and shareholders.

FINANCIAL PERFOMANCE OF DOLPHIN OFFSHORE ENTERPRISES (INDIA) LIMITED

Financial highlights of the Company are as under

INCOME

(Rs. in Lakhs)

Nature of Services FY 2022-23 FY 2021-22 Change Change%
Revenue from Operations 0 0 0 0
Other Income 0 0 0 0
Total Business Income 0 0 0 0

(Rs. in Lakhs)

Particulars 2022-23 2021-22
Total Income 0 0
Total Expense 232.64 244.32
Profit Before Tax Before Exceptional Items -232.64 -244.32
Exceptional Items 4468.90 0
Profit After Tax 4236.26 -244.32
EPS 134.12 -1.46

Other Income

Other Income has been NIL during the year under review. In view of extinguishment post payment as per the NCLT approved Resolution Plan, balances comprising of current liabilities, current assets, statutory outstanding and equity investment except Provident Fund & EISC, the same is recognized in Exceptional income of 4468.90 Lakhs.

OPERATING EXPENSES

Operating Expenses has been NIL during the financial year ended on 31.03.2023.

STAFF COST

Employees Remuneration & Benefits has been NIL during the financial year ended on 31.03.2023

OTHER COST

Other Expense has been 65.16 Lakhs during the financial year ended on 31.03.2023.

FINANCIAL CHARGES

Interest & Financial Charges has been 42.11 Lakhs during the financial year ended on 31.03.2023.

DEPRECIATION

Depreciation has been 125.37 Lakhs during the financial year ended on 31.03.2023.

DETAILS OF SIGNIFICANT CHANGES IN THE KEY FINANCIAL RATIOS & RETURN ON NET WORTH

Pursuant to Schedule V Para B Clause (1) (i) of the Listing Regulations, please find below details of Significant changes (i.e. change of 25% or more as compared to the immediately previous financial year) in Key Financial Ratios along with detailed explanation therefore.

Sr. No Financial Ratios FY 23 FY 22 Change Explanation
1. Debtors Turnover Ratio - - - -
2. Debt Equity Ratio 0.17 (4.42) 103.89% Mainly due to Fresh Borrowings from Parent Company for consideration payout as per NCLT Order.
3. Return on Net worth 1341.24% -14.57% 9307.68% Mainly due to exceptional income arising out of impact given as per NCLT Order.
4. Inventory Turnover

NA

5. Interest Coverage Ratio - - -
6. Current Ratio 4.889 0.653 648.90% Mainly due to w/back or write off of Current Assets / Current Liabilities as per NCLT Order.
7. Operating Profit Margin (%) - - -
8. Net Profit Margin (%) - - -

RISKS & CONCERNS

1. Scarcity of skilled personnel in market.

2. Global competition

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has built adequate systems of internal controls to safeguard all assets against loss from unauthorized use or disposition as well as ensuring the preparation of timely and accurate financial information. With a view to monitor the Companys performance as well as to make sure that internal checks and controls are operating properly, the Company has appointed external firm of Chartered Accountant as Internal Auditor. The Audit Committee of the Board considers the reports of this Internal Auditor. Regular internal audits and checks are carried out to provide assurance that adequate systems are in place and that the responsibilities at various levels are discharged effectively.

The Company has devised appropriate systems and framework including proper delegation of authority, policies and procedures, effective IT systems aligned to business requirements, risk based internal audits, risk management framework and whistle blower mechanism.

HUMAN RESOURCES & DEVELOPMENT

The Company values its Human Resources most and continued in its endeavors to ensure work-life balance of its employees. The Company believes that employees are the key to achievement of Companys objectives and strategies. The Company provides to the employees a fair and equitable work environment and support from their peers with a view to develop their capabilities leaving them with the freedom to act and to take responsibilities for the task assigned. We provide our employees outstanding career development opportunities and reward to the staff for their good performance and loyalty to the organization. In order to meet steady flow of talent, Company has appointed experienced professionals in Technical as well as Commercial Departments. Apart from that, as a strategic policy, every year, Company hires new pool of talent from reputed technical / petroleum institutes through campus selection process. Other than Key Managerial Personnel, there were no any other employees in the Company as on 31st March, 2023.

HEALTH, SAFETY & ENVIRONMENT

Being a service provider to high-risk industry, safety of employees is utmost priority of our Company. While carrying out operations, Company ensures compliance to all Rules and Regulations regarding Health, Safety and Environment protection. Imparting essential health and safety training such as MVT, Firefighting etc. is being followed on regular basis.

CAUTIONARY STATEMENT

Statement in Management Discussion and Analysis may be forward looking within the meaning of applicable securities laws and regulations. Many factors may affect the actual results, which could be different from what the Directors envisage in terms of future performance and outlook.

The Company assumes no responsibilities in respect of the forward-looking statements herein, which may undergo changes in future on the basis of subsequent developments, information or events.

For and on behalf of the Board of Directors

Dharen Shantilal Savla
Date: July 29, 2023 Chairman & Non Executive Director
Place: Mumbai DIN -00145587