GE T&D India Ltd Management Discussions

Managements discussion and analysis in terms of the provisions of Regulation 34 of the Listing Regulations, forms part of this Report as Annexure F.

SIGNIFICANT CHANGES DURING THE YEAR

h CHANGE IN ULTIMATE HOLDING COMPANY

The ultimate holding Company i.e. General Electric

Company (GEC) had split into GE Aerospace and GE

Vernova. Consequent to the same the energy business of GEC was spun off under GE Vernova Inc. w.e.f. April 2, 2024.On account of the Spin-off, GE Vernova Inc. become the ultimate holding Company of your Company with effect from April 2, 2024. Spin-off the energy business resulted in transfer by GEC of 75.00% of its ultimate and indirect shareholding in the Company to GE Vernova Inc. h CHANGE OF NAME OF THE COMPANY

The shareholders of the Company at the 68^th Annual General Meeting of the Company held on i.e. September

4, 2024, had approved the change of name of the

Company from "GE T&D India Limited" to "GE Vernova T&D India Limited. The same was also approved by the

Registrar of Companies w.e.f. October 16,2024. h CHANGE IN PROMOTER SHAREHOLDING STRUCTURE

During the year, the Promoters of the Company i.e Grid Equipments Private Limited and GE Grid Alliance B.V. diluted their collective shareholding from

75.00% to 51.00%.

SIGNIFICANT AND MATERIAL ORDERS

There are no significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and the Companys operations in future.

INVESTOR EDUCATION AND

PROTECTION FUND (IEPF)

Disclosure regarding Investor Education and Protection Fund (IEPF) forms part of Corporate Governance Report.

AUDITORS

h STATUTORY AUDITORS AND AUDITORS REPORT

The members of the Company at its 65^th Annual General Meeting held on August 6, 2021, appointed M/s

Deloitte Haskins & Sells, Chartered Accountants, Firm

Registration No. 015125N as Statutory Auditors, for its first term, to hold office till the conclusion of 70^th AGM at remuneration to be fixed by the Board of Directors.

The Auditors Report for the financial year ended March 31, 2025, does not contain any qualification, reservation or adverse remark. The Report is enclosed with the financial statements in the Annual Report.

Further, during the period under review, Statutory Auditors of the Company have not reported any fraud to the Audit Committee as specified under Section 143(12) of the Companies Act, 2013. The members may refer note no. 45 of the financial statements of the Company for further information. h COST AUDITOR

The maintenance of cost records as specified by the

Central Government under sub-section (1) of section

148 of the Companies Act, 2013, is required by the Company and accordingly such accounts and records are made and maintained by the Company. The Cost Audit Report for financial year ended March 31, 2024, of the Company along with cost records were filed, within the prescribed time under the Companies (Cost

Records and Audit) Rules, 2014.

Further In terms of the Companies (Cost Records and

Audit) Rules, 2014, your Company has appointed M/s.

Ramanathan Iyer & Company, (Firm Registration No. 000019) Cost Accountants, as cost auditor of the

Company for the financial year ending March 31, 2026, to audit the relevant cost records of the Company. The remuneration approved by the Board, is recommended for ratification by the members at the ensuing AGM. h SECRETARIAL AUDITOR

As per the provisions of Section 204 of the Companies

Act, 2013 read with Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of Listing Regulations, as amended, the Board of Directors, on the recommendations of

Audit Committee, have approved the appointment of

M/s. RMG & Associates, Company Secretaries, (Firm Registration Number: P2001DE016100), as Secretarial

Auditor of the Company for a term of five consecutive years commencing from FY2025-26 till FY2029-30, subject to approval of members of the Company at ensuing AGM. Accordingly, approval of members of the Company is being sought at the ensuing AGM.

The Secretarial Audit Report issued by M/s VKC &

Associates, Company Secretaries for the financial year ended March 31,2025 does not contain any qualification, reservation or adverse remark and is annexed as Annexure G.

OTHER DISCLOSURES

No material change or commitment has occurred after close of the financial year 2024-25, till the date of this Report, which affects the financial position of the Company. There are no proceedings initiated / pending against the

Company under the Insolvency and Bankruptcy Code, 2016 which impacts the business of the Company.

DIRECTORS RESPONSIBILITY STATEMENT

In compliance with section 134(5) of the Companies Act,

2013, the Directors of your Company confirm that:

the applicable accounting standards have been followed in the preparation of annual accounts and that there are no material departures;

such accounting policies have been selected and applied consistently and the judgments and estimates made are reasonable and prudent so as to give a true and fair view of the state of affairs of your Company as on March 31, 2025 and of the profit / loss of your Company for the year ended on that date;

proper and sufficient care has been taken for the maintenance of adequate accounting records, in accordance with the provisions of the Companies Act, 2013, for safeguarding the assets of your Company for preventing and detecting fraud and other irregularities;

the annual accounts have been prepared on a going concern basis;

the internal financial controls to be followed by the Company have been laid down and such internal financial controls are adequate and were operating effectively; and

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

ACKNOWLEDGEMENTS

The Board of Directors express their gratitude to the employees of the Company for their commitment, dedication and support in fulfilling Companys commitments to its customers and thereby contributing to the performance of the Company. We also express their gratitude to various Government/ Statutory Regulatory authorities, customers, vendors, Banks, and members for their continued understanding and support and look forward for the same in the years to come.

	For and on behalf of the Board of Directors
	Sandeep Zanzaria	Sushil Kumar
Place : Noida	Managing Director & CEO	Whole-time Director & CFO
Date : June 19, 2025	DIN: 08905291	DIN: 08510312