On behalf of the Board of Directors, I am pleased to present the 36^th Annual Report on the performance of your

Company, together with the Audited Financial Statements for the financial year ended 31^st March 2025.

Key Performance highlights of your Company during FY 2024-25 are:

•    Rated "Excellent" with a score of 96.50 under Memorandum of Understanding (MoU) signed with Government
of India for FY 2023-24. The Company has consistently received "Excellent" rating under MoU since its first MoU
for FY 1993-94.

•    On a standalone basis, the Company's Total Income and Profit after Tax (PAT) were £46,325.32 crore and
£15,353.57 crore respectively. On a consolidated basis, Total Income and Profit after Tax (PAT) were £47,459.38
crore and £15,521.44 crore respectively.

•    Achieved transmission system availability of 99.82%. The trippings per line was restricted to 0.27.

•    Capital expenditure of £26,255 crore (accrual basis).

•    Capitalization of assets worth £9,014 crore.

•    Addition of 4,054 circuit kilometer (ckm) of transmission lines and 32,819 MVA transformation capacity.

(including assets under North Eastern Region Power System Improvement Project (NERPSIP) and Comprehensive
scheme for Arunachal Pradesh and Sikkim under consultancy assignment of GoI).

•    Expenditure of £311.85 crore on Research & Development (R&D) and Innovation initiatives.

•    Live line Installation of 1,431 km of Optical Ground Wire (OPGW) and commissioning of 43 new links for ensuring
effective communication of the existing as well as new substations with Regional Load Despatch Centres
(RLDCs) /State Load Despatch Centers (SLDCs).

•    Achieved collection efficiency of 103.82% of billing in FY 2024-25 against collection efficiency of 100.06% of billing
in FY 2023-24.

•    Emerged successful bidder in 24 TBCB projects with an aggregate tariff of £10,125 crore which is about 50.06%
in terms of annual tariff of projects participated.

•    Won 1^st HVDC project under TBCB - Transmission system for evacuation of power from potential renewable
energy zone in Khavda area of Gujarat under Phase-V (8 GW): Part A : KPS2-Nagpur HVDC.

•    Market Capitalization of POWERGRID achieved a new scale of £3.4 trillion on 25^th September 2024.

•    Received a patent from Indian Patent office, GoI for an invention entitled 'System and method for health
assessment of Transformers / Reactors'. The invention relates to centralized monitoring and diagnostics of
large fleet of Transformers / Reactors.

• Signed its 1^st green loan agreement with Sumitomo Mitsui Banking Corporation (SMBC), a JPY-denominated
facility equivalent to US$200 million, with a US$150 million greenshoe option, to finance critical infrastructure for
renewable energy transmission and grid integration.

•    Established its 1^st large-scale solar PV plant with a capacity of 85 MW at Nagda, Madhya Pradesh through
subsidiary company 'POWERGRID Energy Services Limited'.

•    Received certificate of Anti Bribery Management System (ABMS) IS/ISO 37001 from Bureau of Indian Standards
(BIS).

•    Ranked in first quadrant - Best performing global utilities i.e. high operational performance at low operational
cost [as per International Transmission Operations and Maintenance Study (ITOMS) 2025 Results].

•    Established 2 Skill development centers - Malda (West Bengal) and Banka (Bihar) for empowering youth
through skill development for the power sector, enhancing employability and promoting regional growth

•    Commissioned world's largest digital substation at New Navsari.

•    Executed first dedicated Transmission project on BOOM model - Jamnagar Oil Refinery of Reliance Industries
Limited (RIL) to connect with Jam Khambhaliya ISTS Pooling Station.

1. Financial Performance

Financial Performance during year under review (FY 2024-25) as compared to the previous year (FY 2023-24)
on standalone basis is summarized below:

* Including current maturities of Long-Term Borrowings
Convenience Conversion at US $1= 586.12 as on March 31, 2025

1.1. Dividend

Through regular dividend distributions, your Company has consistently returned value to shareholders.
During the last five 5 years, your company has distributed cumulative dividends of more than
546,000 crore. This year, the total dividend payout amounts to 58,371 crore, including interim dividends
of 57,208 crore. The final dividend shall be paid after approval at the Annual General Meeting. The total
payout ratio for the year stood at 55% as compared to 68% for the previous year.

The Company recommended / declared dividend as follows:

a Recommended for approval of Shareholders

1.2.    Transfer to Reserves

For FY 2024-25, appropriation of profit has been made as follows:

a)    General Reserve: 56,000.00 crore

b)    Self-Insurance Reserve: 5306.86 crore

1.3.    Government of India (GOI) Shareholding

The Government of India's shareholding in the Company remained unchanged at 51.34%.

. Significant Developments

2.1. Tariff Based Competitive Bidding (TBCB)

During the year, your Company emerged successful bidder in 24 Transmission System Projects under TBCB
route with an aggregate tariff of 510,125 crore:

(i)    Transmission system for evacuation of power from Rajasthan REZ Ph-IV (Part-2: 5.5 GW) (Jaisalmer/
Barmer Complex): Part B.

(ii)    Transmission system for evacuation of power from Rajasthan REZ Ph-IV (Part-2: 5.5 GW) (Jaisalmer/
Barmer Complex): Part D.

(iii)    Provision of dynamic reactive compensation at Khavda Pooling Station 1 (KPS1) and Khavda Pooling
Station 3 (KPS3).

(iv)    Transmission system strengthening for interconnections of Bhadla-III & Bikaner-III complex.

(v)    Transmission system for evacuation of power from potential renewable energy zone in Khavda area
of Gujarat under Phase-IV (7 GW): Part B.

(vi)    Additional transmission system for evacuation of power from Bhadla-III PS as part of Rajasthan REZ
Phase-III scheme (20GW).

(vii)    Augmentation of transformation capacity at Jam Khambhaliya PS (GIS).

(viii)    Transmission system for evacuation of power from Rajasthan REZ Ph-IV (Part-2: 5.5 GW) (Jaisalmer/
Barmer Complex): Part H1.

(ix)    Transmission system for evacuation of Power from potential renewable energy zone in Khavda area
of Gujarat under Phase-V (8 GW): Part A.

(x)    Transmission system for evacuation of power from Rajasthan REZ Ph-IV (Part-2: 5.5 GW) (Jaisalmer/
Barmer Complex): Part F (By clubbing Part F1 & F2).

(xi)    Transmission system for evacuation of power from Rajasthan REZ Ph-IV (Part 3: 6GW) (Bikaner
Complex): Part A.

(xii)    Transmission system for evacuation of power from Rajasthan REZ Ph-IV (Part 3: 6GW) (Bikaner
Complex): Part B.

(xiii)    Transmission System under ISTS for evacuation of power from Kudankulam Unit - 3 & 4 (2x1000 MW).

(xiv)    Transmission system for evacuation of power from Rajasthan REZ Ph-IV (Part-4: 3.5 GW): Part A.

(xv)    System strengthening at Koppal-II and Gadag-II for integration of RE generation projects.

(xvi)    Augmentation of transformation capacity at KPS1 (GIS) and KPS2 (GIS) (Phase-V Part B1 and Part B2
scheme).

(xvii)    Augmentation of transformation capacity by 3x500 MVA, 400/220kV ICTs (6th-8th) and 1x1500
MVA,765/400kV ICT (4th) at Bidar PS.

(xviii)    Transmission scheme for integration of Davanagere / Chitradurga and Bellary REZ in Karnataka.

(xix)    Augmentation at Fatehgarh-II PS, Fatehgarh-IV PS (Section-II) and Barmer-I PS.

(xx)    Augmentation of transformation capacity at Banaskantha (Raghanesda) PS (GIS).

(xxi)    Transmission system for Integration of Kurnool-IV REZ - Phase-I (for 4.5 GW).

(xxii)    Transmission system for evacuation of power from Rajasthan REZ Ph-V (Part-1: 4 GW) [Sirohi/Nagaur]
Complex.

(xxiii)    Transmission system strengthening at Kurnool-III PS for integration of additional RE generation
projects.

(xxiv)    Transmission system for evacuation of power from Mahan Energen Limited Generating Station in
Madhya Pradesh.

At the end of FY 2024-25, your Company owned 69 TBCB subsidiaries, the details of which are provided in

the Management Discussion & Analysis Report (MD&A).

2.2. Monetization of Transmission Assets through Securitization

In the Union Budget 2021-22, asset monetization was highlighted as one of the three key pillars for boosting

and sustaining infrastructure financing in the country. Following this mandate, NITI Aayog developed the

'National Monetization Pipeline' (NMP) with specific targets outlined for each year.

The framework for monetization of core asset monetization as per the NMP has three key imperatives.

♦ Monetization of 'Rights' not 'Ownership', Assets handed back to the government at the end of transaction
life.

♦    Brownfield de-risked assets, stable revenue streams.

♦    Structured partnerships under defined contractual frameworks with strict Key Performance Indicators
(KPIs) & performance standards.

During FY 2024-25, considering the guidance factors given in the NMP for the public sector to determine the
scale of asset monetization as an alternative means to meet the funding, your Company has monetized
the assets/ cashflows as per following details and raised total ?6,211.63 crore against monetization target
of ?5,500 crore:

•    Monetized the cashflows of its following ten (10) operational TBCB SPVs through securitization route by
private placement of bonds and raised total ?5,705 crore in two (02) tranches.

♦    POWERGRID Bhind Guna Transmission Limited (PBGTL)

♦    POWERGRID Ajmer Phagi Transmission Limited (PAPTL)

♦    POWERGRID Fatehagarh Transmission Limited (PFTL)

♦    POWERGRID Bikaner Transmission System Limited (PBTSL)

♦    POWERGRID Rampur Sambhal Transmission Limited (PRSTL)

♦    POWERGRID Ramgarh Transmission Limited (PRTL)

♦    POWERGRID Jawaharpur Firozabad Transmission Limited (PJFTL)

♦    POWERGRID Meerut Simbhavali Transmission Limited (PMSTL)

♦    POWERGRID Gomti Yamuna Transmission Limited (PGYTL)

♦    POWERGRID Neemuch Transmission System Limited (PNTSL)

•    Transferred POWERGRID's residual shareholding (26%) in following four (04) associate companies/
SPVs to POWERGRID Infrastructure Investment Trust (PGInvIT), in line with Share Purchase Agreement
entered with PGInvIT among others in April, 2021 and raised total ?506.63 crore.

♦    POWERGRID Kala Amb Transmission Limited (PKATL)

♦    POWERGRID Parli Transmission Limited (PPTL)

♦    POWERGRID Warora Transmission Limited (PWTL)

♦    POWERGRID Jabalpur Transmission Limited (PJTL)

2.3. First Green Loan Agreement by POWERGRID

Your Company has signed green loan agreement with Sumitomo Mitsui Banking Corporation (SMBC) in

December, 2024 underscoring its pivotal role
in India's renewable energy transformation.
This facility denominated in JPY for a US$
equivalent of 200 million with a greenshoe
option of US$150 million highlights the
strategic collaboration between your
Company and SMBC to develop critical
infrastructure for renewable energy
evacuation and integration into the national
grid.

The green loan emphasizes POWERGRID's
commitment to supporting India's energy
transition goals while adhering to the highest
environmental, social, and governance (ESG)
standards. The funds will be instrumental
in facilitating transmission system for
renewable energy projects, enhancing
grid reliability, and promoting sustainable
development across the country.

2.4. First Large-Scale Solar PV Plant

Your Company, through its wholly owned
subsidiary, POWERGRID Energy Services
Limited (PESL), has developed its 1^st Large

Scale Solar PV Plant of 85 MW Capacity at Nagda, Madhya Pradesh. The commercial operation began on
April 24, 2025. The plant is expected to generate about 184 MUs of electricity per year.

3. Operational Performance

3.1. Asset Management

As on 31^st March 2025, your Company's total transmission assets including those owned through its wholly
owned subsidiaries consisted of 1,525 transmission lines aggregating to 1,80,195 ckm, 282 Substations with
an aggregate transformation capacity of 5,51,961 MVA.

Various initiatives/ achievements of your Company during the year in the area of asset management are
listed below:

•    Best performing global utility as per International Transmission Operations and Maintenance Study
(ITOMS)

In the recently published ITOMS results, your company has been ranked among first quadrant in overall
composite benchmark - best performing global utilities i.e. high operational performance at low
operational cost. The study was carried out to evaluate Operational performance of 22 global utilities
including utilities from Asia, Europe, South America, Africa and Australia. Further, your Company was
ranked among best performing global utilities in the asset classes for Transmission Lines, Transformers,
Circuit Breakers and Control & Protection.

•    Green Initiative - Retrofilling of 132/33kV 10MVA ICT with eco-friendly Natural Ester Oil:

Your company is committed to adopting sustainable practices in its business function. Aligning to
sustainability, your company has carried out retrofilling with natural ester oil in one no. 132/33kV 10MVA
ICT at HVDC Pusauli substation. This is the first 132 kV Transformer in the country that was retrofilled with
Ester as an insulating fluid.

•    Indigenous development of 400kV Emergency Restoration System (ERS)

Your company also undertook an initiative for indigenous development of 400kV Emergency Restoration
System (ERS) for transmission line. During the year, these systems were developed in collaboration with
third party vendors under Make in India Initiative.

•    Your company has commissioned the world's largest digital substation at New Navsari.

•    Under progressing green technology development initiatives, the company undertook projects for
the replacement of existing 145kV SF₆ Circuit Breakers with environment friendly gas (alternative to SF₆)
breakers in one of the substations. Further, Company has taken action for deployment of 400kV Mobile
GIS Bays for enhancing grid resilience and support RE generators to facilitate connectivity.

•    Pilot Project on Dynamic Line Loading (DLL)

Your company has taken up a pilot project on the implementation of Dynamic Line Loading (DLL)
in one of our transmission line. DLL is a smart grid technology that dynamically determines the
power transfer capacity of transmission lines based on real-time weather conditions, conductor
characteristics, critical spans and daily load fluctuations. It enables grid operators to make decisions
considering factors such as ambient temperature, solar radiation, wind speed, and direction. As part
of this project, 18 DLL sensors are being installed on the 400kV D/C Quad Tuticorin Pooling Station-
Madurai line. These sensors will gather real-time data on weather and line conditions, which will be
used to predict the line's current power-carrying capacity, helping improve efficiency and reliability in
power transmission.

•    Process Digitization for PM Gatishakti portal compliance:

Your company has developed an internal dashboard and all assets mapped which has enabled us
to correct GPS coordinates and other details for more than 72,000 towers. Further, more than 6,000
Towers were converted in virtual towers. Subsequently, an Application Programming Interface (API)
developed for PM Gati Shakti portal and data is being shared with the nodal agency Bhaskaracharya
Institute for Space Applications and Geo-Informatics (BISAG).

•    Pilot Project for e-vegetation Management:

Your company has taken up pilot project in North Eastern Region (NER) on 6 no. of vegetation prone
Transmission lines (total 625 km) to deal with most critical challenge in Transmission Line maintenance

i.e. vegetation management. Under this pilot project on E-vegetation management, a software tool
has been designed to assist inspection and maintenance teams in mapping transmission lines,
managing vegetation, and mitigating risks. Using AI/ML techniques, it provides predictive insights by
analyzing satellite imagery, historical data, and meteorological inputs. Key features include estimating
vegetation growth and associated risks, tracking task progress and outcomes, and forecasting growth
up to a year to plan trims and critical tree removals.

•    Development of Spatial Decision Support System (SDSS):

Your company signed MoU with ISRO to develop Spatial Decision Support System for managing
transmission towers. This includes development of geospatial dashboard & tools for visualization and
analysis of towers prone to various disasters such as flood, river course change, landslides, forest fires,
lightning, cyclone, etc. It will also facilitate monitoring vegetation growth along the Right-of-Way of
transmission corridor.

•    Collaboration with utilities, academia and global institutions :

Your company continues to play an active role in CIGRE and IEC, contributing to the development of
global standards and technical advancements in the power sector. At the CIGRE Paris Session 2024,
POWERGRID made a strong mark by presenting 42 technical papers, showcasing its expertise and
innovation. Additionally, POWERGRID professionals are actively involved in over 10 international CIGRE
working groups and serve on multiple BIS technical committees, representing India in the IEC mirror
groups further strengthening our influence in shaping the future of power transmission globally.

Your company has organized a landmark international conference 'GRIDCON-2025' in collaboration
with CIGRE India with theme "Innovations in Grid Resilience"—focused on enhancing reliability,
sustainability, and adaptability in transmission systems. The event witness over 10,000 visitors from
32 countries, with participation from top policymakers, industry leaders, and young professionals. The
conference has featured 160+ technical papers, CEO forum, Women in Energy, Next Generation Network
(NGN), more than 150 global technology exhibits, and student/startup pavilions.

3.2.    National Transmission Asset Management Centre (NTAMC), Manesar and Regional Transmission Asset
Management Centres (RTAMCs)

To facilitate remote operation of your Company's transmission system and monitoring of various
parameters on real time basis at Regional and National levels, NTAMC was set up at Manesar, near
Gurugram (Haryana) and RTAMCs were set up at various locations across the country. These state-of-
the-art centres are manned round-the-clock by experts for effective monitoring and management of
transmission assets.

During FY 2024-25, 4 nos. of Extra High Voltage (EHV) substations were integrated with NTAMC/ RTAMCs for
remote operation. By the end of FY 2024-25, all 282 substations are being operated remotely from these
asset management centres.

3.3.    Cyber Security

Cybersecurity initiatives are led by the Chief Information Security Officer (CISO) through the Information
Security Department in the Company. Your Company is an Information Security Management System
ISO:27001 certified organization. Your company conducts extensive training programs for employees and
participated in programs and simulations organised by Computer Emergency Response Team (CERT-In)
and National Critical Information Infrastructure Protection Center (NCIIPC).

In addition, the company works closely with designated statutory bodies: CERT-In and the NCIIPC. Your
Company follows the recommendations issued by these agencies from time to time and shares them with
other utilities in the transmission sector. The Company has setup an Indigenous Integrated Information
Security Operations Center (I3SOC) for monitoring and threat analysis to strengthen cyber security
resilience.

Your Company has established Information Security Advisory Board consisting of eminent personalities in
Cybersecurity to advise on information security related matters.

Further, all the cyber issues for Critical Information Infrastructure (CII) are reviewed quarterly through
Information Security Steering Committee headed by Chairman and Managing Director.

Your Company has also released updated Information Security Policy as per latest standard of ISO

27001:2022 in October 2024.

During the year various tabletop mock drills/ trainings/ awareness sessions were conducted across

organization. 65 nos. of awareness/ training/ certification programs and 9 number mock-drills were

conducted.

3.4. Safety

•    Your company holds an ISO 45001:2018 certification for the Occupational Health & Safety Management
System, demonstrating its commitment to maintaining a healthy work environment by rigorously
following workplace health and safety standards. The Company acknowledges its responsibility to
ensure a safe working environment for both employees and contracted workers. The Company has
meticulously incorporated safety considerations into every phase of its operations, from design and
construction to operation & maintenance of assets.

•    With a structured approach implemented across Corporate, Regional, and site levels, the Company
promotes accident prevention measures related to transmission lines, substations, and ongoing
construction and maintenance activities. Rigorous monitoring and performance reviews are conducted
regularly at all levels, overseen by designated safety officers at Corporate and Regional tiers.

•    Comprehensive safety measures are undertaken, which includes conducting safety audits, inspections,
safety trainings, daily briefings, and mock drills for both staff and contract workers across various
operation & maintenance sites.

•    Through various events such as annual celebration of National Safety Day/Week, National Fire Safety
Day/Week, and National Electrical Day/Week, the Company engages employees, their families, and
contractual workers, fostering awareness and adherence to safety practices at both workplace and
home.

Various steps and initiatives taken during FY 2024-25 includes:

•    Towards capacity building, 1,485 trainings were conducted for employees and 12,686 trainings for
construction workers. Safety trainings covered various aspects of health and safety, including safety
in the construction and O&M of transmission lines and substations, besides health management, fire
safety, and first aid measures etc.,

•    Over 1,00,000 safety briefings were conducted during FY 2024-25 by gang leaders, safety officers, and
site supervisors to reinforce daily awareness of worksite hazards and precautionary measures before
commencing tasks.

•    Launched "JAGRAN" Scheme to institutionalize a near-miss reporting culture across all operational
levels.

•    Streamlined Standard Operating Procedure (SOP) for utilization of the Safety Corpus Fund, enhancing
flexibility and effectiveness in funding safety improvements. Utilization of the Safety Corpus Fund to
enhance contract worker welfare.

•    Finalized contract safety provisions to strengthen safety measures in POWERGRID project construction
works. This includes revisions in Instruction to Bidders (ITB) and General Conditions of Contract (GCC)
safety clauses, modifications regarding non-responsiveness of bids in case of repeated accidents,
enhanced requirements for contractor safety personnel qualifications, greater emphasis on job-
specific induction training, and inclusion of SOPs such as erection methodology as part of safety plan
submissions.

•    Safety Kits distributed to contract workers to reinforce awareness and motivation.

•    Daily video-based inspections and safety briefings institutionalized across projects and Operation &
Maintenance.

•    Issued more than 25 safety circulars/ guidelines to all regions to strengthen safety measures in O&M
and construction works for accident prevention. Further, enhanced safety manpower resources were
deployed.

•    1,062 safety mock drills conducted across POWERGRID substations, involving all employees and
contract workers to familiarize them with emergency preparedness.

•    Implemented safety awareness programs such as Safety Day, Lineman Diwas, Fire Day, Environment
Day, and Electrical Safety Day across POWERGRID.

•    Delivered various safety awareness training and lectures by both external and internal faculty to
employees and contract workers.

4.    Disaster Management

Your Company has a "disaster and crisis management plan" to take immediate action during the pre-
and post-disaster period and to quickly restore damaged power infrastructure. It outlines the hierarchy of
management at different levels to manage crises and disasters effectively and efficiently, and clearly defines
roles / responsibilities of different departments in disaster management.

Based on the input from the Indian Meteorological Department (IMD), the Company had taken preparatory
measures before all cyclones in FY 2024-25. Due to advanced preparation and robust infrastructure, impact to
your Company's transmission network was minimal during cyclones.

5.    Project Implementation

During the year your Company added 4,054 circuit kilometer (ckm) of transmission lines (includes 2,534 ckm
of lines completed, reconductoring of 482 ckm, antitheft charging of 272 ckm and lines completed under
consultancy projects of GoI, i.e. North Eastern Power System Improvement Project (NERPSIP): 658 ckm and
Comprehensive Scheme for Arunachal Pradesh and Sikkim: 108 ckm).

Major Transmission assets added during the year are as below:

Transmission Lines

•    765 kV D/C Fatehgarh II- Bhadla II line (2^nd circuit)

•    765 kV D/C Sikar II - Aligarh line

•    765 kV D/C Bhadla II - Sikar II line

•    765 kV D/C Kurnool III (PS) - Kurnool    (New) line (Part-A and Part-B)

•    400 kV D/C Sikar II - Neemrana line

•    400 kV D/C Banaskantha - Sankhari line (2^nd circuit)

•    400 kV D/C Navsari (New) (South Gujarat) (GIS)-Magarwada (GIS) line

•    400 kV D/C Raipur (Pooling) - Dhamtari line

•    400 kV D/c Jamnagar - Jam Khambaliya line
Substations

•    765/400 kV Sikar-II Sub-Station

•    765/400/220 kV Kurnool-III Sub-Station

•    765/400 kV Navsari Sub-Station

•    400/220 kV Navi Mumbai Sub-Station

Your Company has established state-of-the-art "Project Control Centre" at Corporate Centre for monitoring
of under construction substations. Coverage of under construction transmission lines is being expanded in
phased manner.

As on 31^st March 2025, the inter-regional power transfer capacity of the transmission assets belonging to the
Company and its subsidiaries was 99,580 MW (i.e. 83.86%) out of 1,18,740 MW inter-regional power transfer
capacity of the national grid.

6.    Capital Investment, Fund Mobilization & Investment Approvals

During FY 2024-25, your Company made a consolidated capital investment of 324,630 crore on cash basis. To
finance this investment, the Company mobilized 319,088 crore through bonds & term loans, 3579 crore through
foreign loans, 34,963 crore from Internal accruals and others. During the year, consolidated capital investment
on accrual basis was 326,255 crore.

During FY 2024-25, investment approvals for transmission projects under regulated tariff mechanism (RTM)
worth ~ 34,200 crore have been accorded and Company won projects estimated at ~ 382,000 crore under the
Tariff Based Competitive Bidding (TBCB) mechanism.

7.    Commercial Performance

Sharing of Inter-state transmission charges is governed by CERC (Sharing of Inter State Transmission Charges
and Losses) Regulations, as notified from time to time in line with the National Tariff Policy notified by Govt. of
India and provisions of the Electricity Act, 2003. Presently, CERC (Sharing of Inter State Transmission Charges
and Losses) Regulations, 2020 are in vogue. As per the Sharing Regulations, the Central Transmission Utility
(CTU), had the responsibility of billing & collecting transmission charges on behalf of all ISTS licensees in the
country including your Company and disbursing to them. Central Transmission Utility of India Limited (CTUIL), a
wholly owned subsidiary of your Company has been notified as CTU by the Government of India. Your Company
continues to be a deemed Transmission Licensee under the Electricity Act, 2003.

Your Company, through regular follow up with its customers (DICs) and timely regulatory actions has achieved
collection efficiency of 103.82% of billing in FY 2024-25 against collection efficiency of 100.06% of billing in FY
2023-24.

8.    Other Businesses

8.1. Telecom Business

a) POWERGRID Teleservices Limited (PowerTel)

Your Company presently undertakes its telecommunications and digital technology business through
its wholly owned subsidiary, POWERGRID Teleservices Limited (PowerTel). Prior to the business transfer
to PowerTel w.e.f. Oct 1, 2023, your Company was undertaking telecom business, utilizing its countrywide
power transmission infrastructure and the OPGW (optical ground wire) based optic fiber network
installed on these transmission lines.

PowerTel has obtained a Unified License with service authorizations for National Long Distance (NLD),
Internet Service Provider- Category 'A (ISP-A) & International Long Distance (ILD) from Department of
Telecommunications, Govt. of India.

PowerTel is presently providing services like point-to-point leased lines, internet leased lines, MPLS
based IP-VPN, SD-WAN, DDoS etc. across the country on its pan India high-capacity network created by
leveraging primarily your Company's vast power transmission network comprising more than 1,00,000
km spread across all major cities/ towns and covering more than 4,000 locations in the country.
PowerTel's unique solution for remote locations using transmission tower for telecommunication and
FM transmission has been tested successfully by various government and private entities.

Over the years, PowerTel has become a trusted and reliable partner to its diverse clientele comprising
state & central Govt. entities, telecom operators, large OTT players including global IT giants, CPSEs
and Internet Service Providers. PowerTel is also one of the implementing agencies of prestigious GoI
Projects including National Knowledge Network (NKN).

Capitalising on its robust telecom infrastructure and trust developed with its clients over the years, your
Company, through PowerTel, has also forayed into the Data Center business with the implementation
of a 1000-rack, 14MW, UPTIME Tier-III certified Pilot Data Center at Manesar, near Gurugram. The same
is expected to go commercial in the financial year 2025-26. During the year, PowerTel acquired land in
Chennai for setting up a Zone-2 (DR) Data Center.

PowerTel is also partnering your Company in its various digital and connected initiatives such as live
project monitoring, Wi-Fi in substations, dedicated network for remote operation and monitoring of
substations etc.

Key milestones by PowerTel during the years include:

•    Standalone revenue from PowerTel was 31,128 crore.

•    Availability of the telecom network backbone was 100%.

•    Year also marked PowerTel's entry into ILD business.

•    For the first time, PowerTel also undertook CSR activities as part of its responsibility as a corporate
citizen and statutory requirement, which was in addition to other efforts for the needy and under¬
privileged by PowerTel team on voluntary basis.

•    PowerTel's services received many accolades during the year from diverse clients which included
multiple appreciation letters from various Govt. of India entities across various strategic and critical
functions, from BSNL for PowerTel's excellent support during Mahakumbh 2025 and high rating by a
global client amongst its vendors.

8.2. Consulting Services

Your Company, one of the largest power transmission utilities globally, has developed its expertise in core
areas including power transmission projects, sub-transmission systems, distribution management, load
dispatch, and communications, both in India and internationally. Leveraging this extensive experience, the
Company has provided consulting services to numerous clients domestically and abroad. This year, the
Consultancy segment generated operational revenue of ?799 crore.

a) Domestic Market

Your Company is actively involved in executing transmission line projects and associated works across
various regions in India on consultancy. Consultancy services are being provided to Government utilities
for infrastructure development, including diversion and modification works of existing transmission
lines infringing in infrastructure projects.

Your Company is providing consultancy services to NHIDCL for implementing necessary power
infrastructure for suppling power to Zojila east and west portal. Your Company is also assisting the
Indian Railways with the electrification of non-electrified railway tracks of Central Railway.

Your Company is implementing some of the flagship projects of Government of India as
consultancy assignments, these includes strengthening of the Intra-State Transmission and
Distribution Systems (33kV and above) namely NERPSIP in Manipur, Meghalaya, Mizoram,
Tripura, Nagaland & Assam, 'Comprehensive Scheme' for strengthening of Transmission &
Distribution in Arunachal Pradesh and Sikkim and Prime Minister's Development Package 2015
(PMDP-15).

Company is providing consultancy to state utilities for the establishment of STAMS (State Transmission
Asset Management System), HVDC systems, inspection and audit services, design and engineering, as
well as the operation and maintenance (O&M) of bays, and other related activities.

Your Company is currently executing about 76 nos. of domestic consultancy assignments and about
116 nos. of diversion consultancy projects mainly for NHAI.

Major developments/ achievements during FY 2024-25 under domestic consultancy include:

• Completion of 18 nos. of consultancy projects including transmission line construction, transmission
line restoration, implementation of OPGW, Bay implementation, providing tower designs & drawings,
preparation of DPR etc., major projects completed include:

• Implementation of 400 kV D/C Transmission line from Central Pooling switching station (CPSS)
to 765/400 kV POWERGRID substation at Orvakal, Kurnool

• Implementation of 400kV D/C
Transmission line from Pumped
storage plant (PSP) Pinnapuram,
Kurnool to Central Pooling
switching station (CPSS) at Kalva
village, Kurnool.

•    Umbrella MoU signed with NTPC for
implementation of transmission
line projects and associated works
required by NTPC or its affiliates for
next 10 years.

•    Agreement signed with Electricity
Department, Andaman & Nicobar
Administration for implementation of
interconnection works of North, Middle
and South Andaman Islands at 66
kV voltage level. Further, agreement
also signed for loss reduction
works and MoU for Smart Metering
initiatives through PESL (100% owned
subsidiary of POWERGRID) under
the Revamped Distribution Sector
Scheme (RDSS).

•    Your Company has formed a Joint Venture Company with Rajasthan Vidyut Prasaran Nigam Limited
(RVPN) with 74% equity owned by POWERGRID and balance 26% owned by RVPN. This JV company
will focus on the development of an Intra-State Transmission System in Rajasthan.

•    Your Company increased its equity stake to 50% in the National High Power Test Laboratory Pvt Ltd
(NHPTL), a joint venture between NTPC, NHPC, POWERGRID, DVC, and CPRI.

Other initiatives:

•    Your Company has formed a green hydrogen cell to take up the green hydrogen project to
contribute towards net zero. POWERGRID has identified its Neemrana substation for setting up the
green hydrogen project which will produce electricity at the substation, thereby running the entire
Neemrana substation load through green energy.

•    MoU has been signed with EIL for collaboration on Green Hydrogen, Offshore Wind, Data Centre, RE
projects and any area of mutual interest.

•    MoU has been signed with ONGC to jointly explore and identify commercial opportunities and
collaborate in Green Hydrogen value chain that includes it production, storage and applications.

b) International Market

On the International front, as on March 31, 2025, your Company has its footprint in 24 countries. During

the year, 1 new country Oman (Middle East) was included.

Your Company is currently executing 16 nos. of international consultancy assignments. During the year,

your Company bagged 8 nos. of international consultancy assignments.

Major developments/ achievements during FY 2024-25 under international consultancy include:

•    India and Nepal have agreed to implement 400 kV D/C (Quad) Inaruwa (Nepal)-New Purnea (India)
and 400 kV D/C (Quad) Dodohara (Nepal)-Bareilly (India) links through formation of two JVs, one to
work on Nepal portion (with equity share - NEA: 51% & POWERGRID: 49%) and one on Indian portion
(with equity share -POWERGRID: 51% & NEA: 49%).

•    132 kV D/c Gulu-Olwiyo transmission line along
with associated 132 kV bays at Gulu and Olwiyo
substations commissioned successfully. This
was undertaken as part of the prestigious Grid
Expansion Reinforcement Project (GERP), Uganda.

•    Government of Uganda dedicated a power
transmission project (Nebbi and Arua Sub¬
stations), where your Company served as the
project management consultant, integrating the
West Nile region with the National Grid of Uganda.
The scope included 132 kV Kole-Gulu D/c line along
with 132kV Gulu Substation with 2x40 MVA Power

Transformers under prestigious Grid Expansion Reinforcement Project (GERP) of Uganda.

9.    Cross Border Interconnections

India shares borders with numerous South Asian nations and has been significantly contributing to power
exchange within these countries through establishing and planning cross-border interconnection, thus
optimizing resource utilization and fostering economic development.

The present cross-border interconnections enable a combined power transfer of about 10,323 MW with
neighbouring countries such as Nepal, Bhutan, Bangladesh, and Myanmar. Upon the anticipated commissioning
of ongoing cross-border interconnections within the next 2-3 years, the power transfer capacity is expected to
increase by about 4,100 MW, resulting in total of about 14,423 MW.

10.    Quality Management

Your Company has established and maintained systems and procedures in line with the Publicly Available
Specification, PAS 99:2012, while also meeting the standards of ISO 9001:2015 (Quality Management System),
ISO 14001:2015 (Environmental Management System), and ISO 45001:2018 (Occupational Health & Safety
Management System).

The External surveillance audit of Integrated Management system (IMS) was completed successfully during FY
2024-25 without any non-conformity.

Various initiatives taken in the field of quality management are as follows:

•    A total of 23,870 nos. inspection calls attended during FY 2024-25.

•    To encourage and develop MSME manufacturers to promote Atmanirbhar Bharat/ Make in India, during FY
2024-25, 117 nos. of new vendors were added (out of which 42 nos. are micro/small enterprises).

•    Commencement of virtual inspection of equipment/ material and establishment of virtual Inspection
control room.

•    Guidelines for Grading of Manufacturer of Tower parts and Conductor approved. Grading of respective
manufacturers initiated with reduction in witnessing of Inspection by the Company.

•    Sampling Plan and Testing Activities were optimised during Acceptance Testing at Manufacturing Works
for various items.

•    Digitalization of 'Scope of Rework' Approval process.

11. Research & Development (R&D) and Innovation initiatives

Your Company's R&D and innovation initiatives involve continuous assessment and assimilation of state-of-
the-art technology evolving worldwide in the field of transmission and adaption of such technologies to suit our
applied needs. The Company strives to develop its own product and services indigenously in a collaborative
way, to meet its specific requirement. The Company assigns special emphasis on promotion of collaborative
applied research, indigenous development, demonstration of power transmission technologies as well as
construction and asset maintenance techniques ensuring timely project completion as well as high reliability
and availability of the transmission network. The Company is also working in collaboration with International/
National research/ academic institutions; manufacturers etc. and is enhancing its in-house capabilities for
design and engineering of state-of-the-art transmission systems.

During FY 2024-25, the expenditure on Research & Development (R&D) and Innovation initiatives by your
Company is ?311.85 crore.

During the year major R&D and innovation initiatives by the Company are as follows:

•    Substation Inspection Robot: In a pioneering step towards enhancing transmission infrastructure
maintenance efficiency, your Company in collaboration with Indian Institute of Technology (IIT), Kanpur

has developed Country's first All-Terrain Substation
Inspection Robot, the first of its kind, for monitoring
substation equipment autonomously.

This cutting-edge technology revolutionizes the way
substation equipment inspections are conducted,
ensuring safer operations and avoid repetitive
routine maintenance manually. Robot is designed in
such a way that it can navigate through challenging
environment with precision and agility. The robot
boasts of advanced sensors and imaging capabilities
- is equipped with an array of sensors such as
high-definition visual, infrared thermal and stereo
cameras and LiDAR etc. that can automatically detect
anomalies and potential faults in equipment.

• Hydrophobic Coating for Insulators: Your Company
in collaboration with Indian Institute of Technology
(IIT), Kanpur has developed a super-hydrophobic
coating for insulators using nanomaterials and
waste plastic for enhancing the self-cleaning, anti¬
icing, etc., properties of insulators to reduce the
maintenance of insulators.

Strain Gauge and Non-Destructive Testing    ¹    - _ "    ““

technology for evaluation of Stress/Strain:    ^{Hydrophobic coating}

Strain Gause Use: Technology for direct measurement of dynamic strain at component/member level has
been developed using wireless strain gauges and high sampling rate data logger. Strain measurement
was performed on the critical members of tower during type testing to verify the designed load on
individual member of tower and stress developed due to handling and erection of tower. This technology

can record the stress developed in tower due
to weather changes or any unforeseen storm.
Health of critical structures can be monitored
with the proper use of such devices. Measured
strain/stress can be sent to centralized control
centre for necessary information and planning.
Such measurements find application in power
transmission systems to evaluate stress in
various structural components of substations and
transmission lines.

Non-Destructive Testing Technology: Strain Gauge technique measures the stress/strain evolved post
installation of gauges and no information of existing stress/strain (stresses evolved prior to installation
of gauges) is captured. In practice, various existing assets/ towers in the transmission lines, undergoes
various type of complex loading due to weather changes along with tensile force of conductors. For this
purpose, magnetic and ultrasonic based non-destructive techniques have been developed particularly
for transmission line towers to evaluate the stressed/aged members. This technique measures stress/
strain dependent magnetic characteristics of materials and can be used for various steel structures.

•    Digital initiatives for transmission line Construction: Demonstration of digital dynamometer to facilitate
load measurement during stringing of Conductor and development of PTZ camera system for monitoring
tower top activities has been carried out. Dynamometer is a device, which uses a load cell to measure the
wire tension. Use of wireless digital dynamometer during stringing protect the conductor and tower from
any possible overload during construction of transmission line. Use of PTZ camera was identified as an
emerging technology for uses at line construction site. PTZ camera can be installed at top of the tower and
control/display unit may be made available to field supervisor at ground or at the same time can be used
for remote monitoring of construction activities.

•    As a recognition towards its continuous endeavour for developing innovative technologies, your Company
has been granted one patent by the Indian Patent Office, Govt. of India on October 24, 2024, in the field of
advanced asset management.

The Patent has been bestowed for an invention entitled 'System and method for health assessment of
Transformers / Reactors'. The invention relates to centralized monitoring and diagnostics of large fleet
of Transformers / Reactors. It involves system and method for acquiring the data consisting of design /
nameplate data and routine test data from test kits / sensors from multiple sites / laboratories, analyze
the data to characterize health of Transformer / Reactors by assessing chosen parameters and represent
their health using hybrid health indicators on a graphical user interface.

2. Participation in GoI Initiatives

12.1.    Promotion of 'Make In India'

Your Company has actively promoted the localization of various goods required for the development
and operation of the transmission system. By encouraging foreign manufacturers to establish facilities in
India, the Company has supported the Government's Make in India initiative. As a result of these efforts,
numerous foreign manufacturers have set up new plants and facilities in India over the past few years,
producing equipment such as GIS, transformers, reactors, STATCOM, and OPGW. This has expanded the
vendor base and led to a more efficient supply chain.

The Company also encourages existing vendors to upgrade their equipment to higher voltage levels and
expand their product range to increase the vendor base.

Furthermore, the Company has strongly emphasized sourcing from local suppliers across its procurement
verticals, in alignment with the extant Government of India policy. This commitment is demonstrated by the
fact that, during FY 2024-25, a total of f51,811 crore (187 nos. of contracts) was awarded to Indian vendors.
The Company is actively fostering the development of its domestic vendor base by encouraging local
supplier participation and enhancing the capacity of existing vendors.

12.2.    Promotion of Micro, Small and Medium Enterprises (MSME)

In line with Govt. of India directives for promotion of MSMEs, the Company has been complying with the
guidelines issued by the Government from time to time. The Company is registered on all the four (04)
available Trade Receivable e-Discounting System (TReDS) platforms of (i) Receivable Exchange of India
Limited (RXIL) (a NSE - SIDBI JV), (ii) Mynd Solutions Private Ltd (M1xchange), (iii) A TREDS Ltd. (Invoicemart)

and (iv) C2FO Factoring Solutions Private Limited (C2treds). Trade Receivables Discounting System (TReDS)
is the platform for facilitating the financing of trade receivables from corporate and other buyers, including
Government Departments and Public Sector Undertakings (PSUs), through multiple financiers.

The Company is continuously pursuing its MSMEs suppliers to get themselves on-boarded on TReDS
Platforms, for which detailed guidelines have been provided on POWERGRID's website.

The Company's Enterprise Resource Planning (ERP) is integrated with the GeM portal.

POWERGRID has taken various initiatives which are in line with Micro, Small and Medium Enterprises
Development (MSMED), Act 2006 for timely payment and grievance redressal of MSMEs. Under the MSMED,
Act 2006, POWERGRID has demonstrated exemplary compliance through consistent process improvements.

Further, the Company has taken various steps to encourage MSE participation in the procurement process
across India as mentioned below.

• Purchase preference to MSEs: Suitable provisions have been incorporated for purchase preference upto
25% from MSEs including 4% from MSEs owned by SC/ST Entrepreneurs and 3% from MSEs owned by Women
Entrepreneurs in the Bidding Documents for all procurement of Goods and Services in the ambit of MSEs.
For divisible packages, the purchase preference is given to MSEs for up to 25% of package value and for
non-divisible packages, the purchase preference is given to lowest MSE bidder for 100% of package value.

In terms of the said policy, the total eligible value of annual procurement of goods produced and services
rendered by MSEs (including MSEs owned by SC/ ST and Women entrepreneurs) during financial year 2024¬
25 was ^2,307.81 crore. The total procurement from MSEs (including MSEs owned by SC/ST and Women
entrepreneurs) was ^1,696.40 crore (73.51%). Further, the total procurement from MSEs owned by SC/ST
entrepreneurs was f92.45 crore (4.01 %) and from MSEs owned by Women Entrepreneurs was S117.68 crore
(5.10%) against the sub-targets of 4% and 3% annual procurement from MSEs owned by SC/ST and Women
entrepreneurs respectively. As such, your Company is meeting the sub-target as per Public Procurement
Policy for MSEs Order 2012, and its Amendment dated: 09.11.2018, which, inter alia, directs that in event of
failure of such Micro and Small Enterprises to participate in tender process or meet tender requirements
and L1 price, 4 percent sub-target for procurement earmarked for Micro and Small Enterprises owned by
Scheduled Caste or Scheduled Tribe entrepreneurs shall be met from other Micro and Small Enterprises.

Annual procurement plan for FY 2025-26 from MSEs for the categories of Product & Services under the
ambit of PPP for MSEs, Order 2012 is uploaded on www.powergrid.in.

•    Relaxation in Bid conditions: MSEs are given relaxation in financial qualification criteria in all
procurement of Goods and Services in the ambit of MSEs. Further to encourage participation of MSEs,
for procurement of Goods and Services below f5 crore, 100% relaxation in financial qualification criteria
is given to MSE Bidders.

•    Waiver of EMD: MSEs are exempted from submitting Tender fees and Earnest Money Deposit (EMD) in
compliance to the Public Procurement Policy for Micro & Small Enterprises Order, 2012.

•    Exclusive Tenders for SC/ST and Women MSEs: POWERGRID has introduced a distinct approach i.e.
'Exclusive Tenders' for SC/ST and Women MSEs where in only SC/ST and Women owned MSEs are
eligible to participate the tenders for certain Goods and Services.

During the year, in order to encourage and develop Micro and Small manufacturers for supply of innovative
& quality products, 28 nos. of Vendor Development Programs have been organized in various parts of the
country out of which 12 nos. of VDPs were exclusively held for SC/ST and Women MSEs. In these MSE vendor
development programs various presentations were made, and discussions were held with representatives
of numerous Micro and Small Enterprises of our Country. Special focus was kept on Micro and Small
Enterprises owned by SC/ ST and Women entrepreneurs. The response of Micro and Small Enterprises in
these meetings was overwhelming. Some of the Micro, Small & Medium Enterprises have been developed
as sub-vendors and approved for supply of components for various equipment.

12.3. Procurement through Government e-Marketplace (GeM):

In line with GoI mandate, procurement through GeM in POWERGRID started in FY 2018-19 and in subsequent
years, with persistent emphasis, procurement through GeM has continuously increased. During FY 2024-25,
procurement of f1,780 crore of Goods & Services was done (on consolidated Basis) against the target of
f1,400 crore from GeM portal.

Further, the percentage achievement for FY 2024-25 in respect of GeM procurement works out to 100%,
excluding such procurements for which Feature/categories are not available on GeM.

12.4. Adoption of Insurance Surety Bonds in the Bidding Documents as a security mechanism for Bid Security
and Contract Performance Guarantee.

In line with GoI directives, POWERGRID has adopted the insurance surety bonds as a security mechanism
for Bid security/ EMD and Contract Performance Securities in biding documents. Unlike a bank guarantee,
the Insurance Surety Bond does not require large collateral from the contractor, thus such instruments free
up significant funds for the contractor which they can utilize for the growth of their business.

13. Sustainable Growth

Your Company has integrated the principles of Environment, Social, and Governance (ESG) into its business
operations, emphasizing the importance of the ESG ecosystem.

13.1.    Environment and Social Management

Your Company has been practicing the standards of sustainable development integrated in its corporate
Environmental and Social Policy & Procedures (ESPP) since 1998, that lays down a detailed framework for
identification, assessment, and management for environmental and social concerns at organizational
and project level based on the established principles of Avoidance, Minimization and Mitigation with
provision of restoration too. The comprehensive coverage and content of the ESPP are demonstrated by its
acceptance by two leading Multilateral Agencies of the world i.e. The World Bank and ADB under their Use
of Country System (UCS) and Country Safeguard System (CSS) policy in 2009 and 2017 respectively.

Adhering to the core principles of avoidance & minimization, your company has made significant progress
in protecting natural resources and minimizing social impacts during implementation of its projects. Forest
and protected area involvement being the prime environmental concern associated with transmission
lines, special emphasis is provided to its avoidance. Your company has successfully achieved reducing
the involvement of forest, an important natural resource, by more than 60% since 1998 by studying
alternatives and adoption of modern survey techniques such as GIS, GPS and Remote Sensing based route
optimization. Further assessment of routes through GoI digital platform/portal like PM Gatishakti, PARIVESH
etc. has significantly helped in taking informed decision in this regard.

Your company has actively participated in the Tree Plantation-based Green Credit Programme; a flagship
initiative launched by the MoEFCC to enhance India's forest cover and promote ecological restoration
of degraded forest land. In this regard, your Company has contributed f19.71 crore for eco-restoration
activities covering 278.76 hectares of degraded forest land in the State of Gujarat.

Further details on Company's E & S performance/ achievement have been provided under BRSR and
Natural Capital sections of this integrated annual report.

13.2.    Corporate Social Responsibility (CSR)

For social and economic development of communities, your Company undertakes CSR activities in areas
of healthcare, drinking water & sanitation, education, skill development, rural development, and other
areas of national importance. The projects are conceived in consultation with the stakeholders, primarily
in the vicinity of its area of operations.

Your Company has spent ?360.19 crore during FY 2024-25 against the target of ?349.45 crore (after set¬
off amount of f18.25 crore). During the year the total expenditure on the thematic area communicated
by Department of Public Enterprises (DPE) i.e. 'Health and Nutrition' and 'PM Internship Scheme' was
2225.12 crore.

Further, during the year Company has approved 232 projects worth about f858 crore.

Contributed of funds for research and development in the field of technology through establishment of
"POWERGRID Centre Of Excellence" at Indian Institute of Technology Roorkee (IITR) at a project cost of
f20.73 crore.

Major CSR Projects undertaken by the company during FY 2024-25:

a)    Completed / handed over the following major CSR projects:

•    Vishram Sadan at Rajendra Institute of Medical Sciences (RIMS), Ranchi (Jharkhand)

•    Medical Equipment for 100 PHCs pan India

•    Medical equipment to 07 Gujarat Medical Education and Research Society (GMERS) Medical
Colleges

•    Medical equipment/ instruments for Sassoon General Hospitals at Pune

•    Medical Equipment for Government Medical College Hospital, Krishnagiri, Tamil Nadu

•    One CT Scanner 128 Slice Machine at Manorama Raje Institute for Respiratory Disease and
Tuberculosis (MRTB) Hospital, Indore, Madhya Pradesh

•    Surgical Robotic System in King George's Medical University, Lucknow, Uttar Pradesh

•    Tele-ICU under Hub and Spoke model handed over at Sanjay Gandhi Postgraduate Institute of
Medical Sciences (SGPGIMS), Lucknow, Uttar Pradesh

•    Cardiology Cath Lab with Optis Mobile OCT System to Rajaji Hospital, Madurai, Tamil Nadu

•    Bi-plane Digital Subtraction Angiography (DSA) system at Tata Memorial Center Homi Bhabha
Cancer Hospital & Research Center, New Chandigarh (Punjab)

b)    Major CSR projects under progress:

•    Skill development of workforce for implementation of Smart Metering under RDSS of GoI

•    Skill development training for 1500 un-employed youths in "Power Transmission Line Tower Erection
& Stringing" at Banka & Malda

•    Setting up of Industrial Training Institute (ITI) at Perumbakkam, Kanchipuram district, Tamil Nadu

•    Construction of Vishram Sadan at MLB medical College Jhansi

•    Construction of Vishram Sadan at MKCG Govt, Medical college and Hospital, Berhampur Odisha

•    Construction of 250 bedded Vishram Sadan at AIIMS, Bilaspur, Himachal Pradesh

•    To carry out plantation under CSR - As a part of plantation under Green Credit Program (GCP) of
MoEFCC, GoI

•    Establishment of Model School at Govt. Upper Primary School Namsai HQ at Namsai District

•    Renovation of Govt. Schools, at Jhansi

•    597 Smart Class in Rajasthan

•    Open Gym equipment's for 44 nos. Different School/institutions at Meerut

•    Construction of 100 bedded girls hostel and teaching block at the Government Girls College,
Sector-14, Gurugram

•    Proposal for installation of 1.07 MW rooftop solar plant at the National Institute of Technology (NIT)
Durgapur

•    Up gradation and Renovation of existing "Khaswadi Smashan" of Vadodara city under Vadodara
Municipal Corporation

•    Supply of medical equipment to Srirama Chandra Bhanja Medical College and Hospital (SCBMC&H),
Cuttack district

•    Supply of medical equipment(s) for Government District Civil Hospital/SDH/CHC/PHCs at Sonipat

•    Supply of medical equipment to All India Institute of Medical Sciences (AIIMS), Bhubaneswar, Khurda

•    Supply of Medical Equipment at Government Medical College, Gondia

•    Supply of Medical Equipment at Indira Gandhi Government Medical College & Hospital (IGGMCH),
Nagpur

•    Supply of Medical Equipment to Netaji Subhash Chandra Bose (NSBC) Govt Autonomous Medical
College & allied Hospital, Jabalpur

•    Procurement of Ring gantry based Linear Accelerator Machine by Homi Bhabha Cancer Hospital &
Research Centre, Visakhapatnam

•    Procurement of Linear Accelerator System for the treatment of Cancer patients through Radiology
at Mahamana Pandit Madan Mohan Malaviya Cancer Centre, Varanasi

•    Providing Medical equipment and development of PHC and Renovation of 3 no's PHC in District
health & PW officer under Davanagere District

•    Providing high-end Medical Equipment for Neurosurgery, Department at All India Institute of Medical
Sciences (AIIMS), Guwahati

•    Providing 128 slice CT scan along with construction of necessary infrastructure for Community
Health Centre, Sankoo Kargil

•    Digital Subtraction Angiography System for Tata Memorial Hospital (TMH), Parel

•    CT Simulator System and Multidetector CT scanner at ACTREC, TMC

Important CSR projects sanctioned during FY 2024-25:

•    Renovation and restoration of crematorium and burial grounds across 4 districts (Kurukshetra,
Panipat, Karnal and Rewari) of Haryana

•    Engagement of interns across all POWERGRID O&M and Construction establishments for one year
under Prime Minister's Internship Scheme

•    Construction of 500 bedded Vishram Sadan at AIIMS, Gorakhpur, Uttar Pradesh

•    Construction of 100 bedded girls hostel and teaching block at the Government Girls College, Sector-
14, Gurugram

•    Linear Accelerator for treatment of Cancer patients at Mahamana Pandit Madan Mohan Malaviya
Cancer Centre, Varanasi

•    CT Simulator System and Multi-detector CT Scanner for Advanced Centre for Treatment Research
& Education in Cancer (ACTREC) at Mumbai

•    Power Transmission Line Tower Erection & Stringing" for 1000 un-employed youths at Bassi (Jaipur),
Rajasthan & Rajgarh, Madhya Pradesh

•    Digital Subtraction Angiography System for Tata Memorial Hospital (TMH), Parel, Mumbai

•    Supply and Installation of 1.5T MRI Machine at District Hospital, Kishtwar, J&K

•    Medical equipment for 100 PHCs and 10 CT Scan machines (128 slice) in 10 hospitals across pan
India

•    Medical equipment (8 items) for Sri Jayadeva Institute, Bengaluru, Karnataka

•    Medical equipment for HPB (Hepato Pancreato Biliary), Urology cancer care services, Upgradation
of 02 no. General Surgery OTs and 01 no. Urology OT at J. N. Medical College, Aligarh Muslim University
(AMU) Aligarh

•    Medical equipment to Maharshree Vishwamitra Autonomous State Medical College, Ghazipur

In terms of provisions of Section 135 of the Companies Act, 2013, read with amended Companies (CSR
Policy) Rules, 2014, the Annual Report on CSR activities in the format prescribed under the said rules is
annexed to this Report at Annexure-IX.

13.3. Adoption of Supplier code of conduct

POWERGRID is committed towards implementation of comprehensive Environmental, Social and Governance
(ESG) framework in its business parlance. As a step towards realizing the same, Your Company has
formulated its 'Supplier Code of Conduct' which reflects the unique values & priorities which your Company
places on ethics & governance, health & safety, social & human rights, diversity & inclusion, environmental
sustainability etc. in its value chain and expects its vendors to follow the same. Your Company values
relationships with its suppliers as an important and integral part of its value chain and therefore expects

the same level of commitment from its suppliers to create a sustainable supply chain of Global Standard.

14. Governance

14.1.    Right To Information

To promote transparency and accountability, an appropriate mechanism has been set up across your
Company in line with 'Right to Information Act, 2005'. The Company has nominated Public Information
officers and Appellate Authorities at Corporate, Regional Head Quarters and other offices to provide
required information to the citizens under the provisions of Act.

The Company has also developed its own web based online RTI portal, which facilitates timely reply of RTI/
Appeal to applicant by real time monitoring of all RTIs/ Appeals. The portal also facilitates auto generation
of various RTI reports for internal and external stakeholders.

In FY 2024-25, around 1,087 RTI applications were received in the Company and processed timely as per the
RTI Act, 2005. Training programs / awareness sessions for the Company's CPIOs/PIOs/Appellate Authorities
were organized for sensitization about their role in implementation of the RTI Act.

14.2.    Commitment to Transparency and Ethical practices

Your Company advocates the principles of Transparency, Probity and Ethics in its management functioning.
Vigilance Department of your Company performs Preventive, Pro-active as well as Punitive Vigilance and
ensures that the best ethical practices are followed in the organization.

a)    Emphasis on Preventive Vigilance

To strengthen the organizational process and to minimize malpractices in various systems & activities
of the organization, emphasis on preventive vigilance is being given. Preventive vigilance focuses on
the right types of systems or need for re-engineering proactive approach aimed at identification of
opportunities and taking action against potential threats.

During FY 2024-25, 50 surprise inspections, 52 process-on-line inspections and 37 Chief Technical
Examiner (CTE) Type inspections were conducted. Pursuant to Vigilance inspections and observations/
recommendations, a number of systemic improvements have been implemented.

b)    Preventive Vigilance Workshops for Capacity Building

During FY 2024-25, various Preventive Vigilance Workshops, Webinars, Orientation meetings were
conducted between POWERGRID officials and vendors in different regions of the Company. These
workshops/ meetings inter-alia cover contracts management, provisions of Conduct Discipline
and Appeal (CDA) Rules, compliances of rules and policies, common irregularities, deliberation of
case studies based on real cases, quality aspects as well as Ethics Management which enables the
employees to identify and deal with ethical dilemma.

c)    Vigilance Awareness

In pursuance of the directions of the Central Vigilance Commission, Vigilance Awareness Week (VAW)
was observed in POWERGRID from 28^th October to 3^rd November 2024 on the theme "Culture of Integrity
for Nation's Prosperity" and preventive vigilance measures cum housekeeping activities were also
taken up as a 3 month's campaign from 16^th August 2024 to 15^th November 2024 as a precursor to
VAW-2024.

As a part of Capacity Building campaign,
Seminars/ Workshops were conducted wherein
eminent personalities delivered keynote address
in line with the theme of VAW. Various activities/
competitions relevant to the theme of VAW-
2024 were organized for the employees & their
family members. For reaching out to the Public,
activities like Walkathon, Nukkad-Natak were
also organized at Corporate Centre, Regional
Headquarters and substations.

For promoting the culture of integrity and ethics
amongst the youth of India, various competition
and activities were organized in schools
and colleges wherein around 9,500 students

participated. Gram Sabhas have been conducted at 125 villages for dissemination of information
regarding the menace of corruption wherein about 9,000 villagers were sensitized to curb the corruption
and also to raise complaints at the appropriate authority. Integrity Pledge was taken by the employees.
Vendor Meets were organized at Corporate Centre and all regions. The message of VAW 2024 was
propagated through social media platforms, FM Channel and Electronic media. On the valedictory
session of observance of Vigilance Awareness Week, "Compendium of Systemic Improvements" and
in-house Vigilance Journal "Candour" were released.

d) Anti-Bribery Management System
(ABMS) IS/ISO 37001

During the year, your Company
received certificate of Anti Bribery
Management System (ABMS) IS/ISO
37001 from Bureau of Indian Standards
(BIS).

14.3. Citizen's Charter

Citizen's Charter developed by your
Company serves as a transparent
expression of its Vision, Mission, and
Objectives. This Charter outlines the
Company's profile, core commitments,
expectations from citizens, Integrated
Management Policy, services provided,
values, service standards, access to
information, and grievance redressal

mechanisms. It is readily accessible on the Company's official website.

15. People: Our Core Strength

15.1. Human Resource Initiatives

Your company has consistently trusted its employees to meet assigned targets and has relentlessly
focused on nurturing their skills by addressing their needs through timely and effective HR interventions. The
company strives to develop and implement systems and practices that enable the employees to perform
at their highest potential. The company's commitment is to attract, retain, and develop employees who
align with our core values, ensuring they work in a safe, healthy, non-discriminatory, and approachable
environment.

As on 31^st March 2025, the permanent employees on rolls of your Company stood at 9,048 of which women
employees constituted 8.43%. The attrition rate of regular employees (voluntary) stood at 1.81% in the
year 2024-25. In response to the ever-increasing business volume and growing operational needs, your
company recruited 1185 Nos. of regular employees in FY 2024-25. The company also ensured filling up of
key roles of Executive Directors and Chief General Managers in time.

In order to respond to the constantly evolving business scenario and to address the dynamic requirements
of employees, your company undertakes regular updation of its policies to keep up with the industry trends.

Towards this your company rolled out 6 new policies in FY 2024-25 including introduction of Non-Compete
Policy to protect the competitive advantage, recruitment on the rolls of POWERTEL and PESL (the wholly
owned subsidiaries of POWERGRID) and scheme for Benefits to employees posted at Khavda location (in
Rann of Kutchh), in recognition of the extreme challenging working conditions they face.

POWERGRID, as a responsible and employee-centric organization, has consistently prioritized the health,
safety, and well-being of its workforce. Over the past year, significant strides have been made towards
enhancing healthcare facilities, workplace safety, and overall employee well-being through innovative
initiatives, digital solutions, and welfare programs. Your company remains committed to regularly reviewing
its policies to promote employee welfare and wellbeing and in this direction in FY 2024-25 revised 27 existing
HR policies. The Medical Rules of the Company were reviewed and rationalized to ensure that physical and
mental well-being needs of our employees and their families are met.

Various Steps and Initiatives taken for health & safety improvement of human resources in POWERGRID
are:

•    Comprehensive Medical Facilities

♦    POWERGRID provides a robust medical policy for employees and their dependents, ensuring access
to both indoor and outdoor treatment facilities anywhere in India.

♦    Over 350 empanelled hospitals offer cashless inpatient treatment.

♦    The organization has extended medical benefits to employees, their dependents, trainees,
apprentices, contract workers, and retirees.

♦    Outpatient services cover doctor consultations, diagnostic tests, prescribed medicines, and
specialized treatments.

♦    Special assistance is provided to specially-abled employees through reimbursement of high-end
assistive devices promoting sense of inclusivity and diversity and providing a platform of equal
opportunities to all the employees.

♦    During the last one year, there has been addition in facilities like setting up of Physiotherapy Centre
at Corporate Office, Ambulance Facility at doorstep at POWERGRID Residential Complex at sector 43
at night hours.

♦    Extending the medical facilities in Dental field, POWERGRID has introduced 154 dental procedures
for which reimbursement shall be admissible to employees on taking treatment from empanelled
hospitals

♦    In order to facilitate employees to use Ayurveda treatment, IPD/Day Care treatment has been
allowed under the medical rules.

•    Preventive Health Check-Ups

♦    Regular health check-ups for employees and their spouses are conducted at empanelled hospitals
on a cashless basis.

♦    The scheme has been extended to retired employees and their dependents on a reimbursement
basis.

♦    Data from preventive health check-ups help monitor workforce health trends and guide future
wellness programs.

♦    Recently, the facility has been extended on PAN India basis wherein the employee and his/her
spouse can now undergo their Preventive Health Checkup from any of the empanelled hospitals
across country according to their eligibility.

•    In-House Dispensaries and Health Camps

♦    POWERGRID operates in-house dispensaries with general physicians, physiotherapists, and other
specialists.

♦    In the past year, six health camps were conducted covering various specialties such as
ophthalmology, cardiology, general health, and ENT.

♦    Special emphasis was placed on contract workers, ensuring their access to medical check-ups.

•    Digital Health Initiatives

♦    PG Aarogya Portal: A dedicated digital platform for employees to access hospital details, health
records, and medical policies.

♦    Self-Service Medical Authorization: Employees can generate authorization letters for hospitalization
and preventive health check-ups online, reducing processing time. The facility has also been
recently extended to Superannuated employees.

♦    POWERSETU Portal: A dedicated platform for retired employees, allowing them to access healthcare
benefits, submit claims, and receive updates on medical policies and auto generate their credit
letter for admissions in hospital.

♦    OPD Digitalization: A structured system to record and track outpatient medical consultations and
treatments.

♦    Integration with Vendor Payment System-The billing process of the hospitals has been digitised
and integrated with the IPD authorisation letter which has minimised the duplicity of bill submission
of hospitals to zero through system auto check which does not allow submission of more than one
bill against one credit letter.

♦    Repository of recorded Webinars in GRID-DARSHAN PORTAL-This ensures all time access to
important talks done with eminent doctors of the country to employees and their family members.
Similar interface has also been given in PG Aarogya Portal and POWERSETU Portal.

♦    Employee Workshops through Teams- The system has undergone number of updating and
employee queries increased with the introduced novelty. Therefore, an initiative was taken to conduct
a session on teams wherein all the employee were invited to connect with the Corporate Medical
Group and practical issues faced by employees were resolved. The initiative shall be further carried
on periodic basis to maintain simplicity in understanding of processes among the employees.

•    Health Webinars

♦    Weekly webinars featuring expert doctors from reputed hospitals such as Fortis, Medanta, and Max
Healthcare.

♦    Over 20 health webinars conducted in the past year, amassing approximately 4,000 man-hours of
participation.

♦    A repository of recorded webinars is available for employees on the internal Grid Darshan platform.

•    Mental Health and Wellness Programs

♦    Regular psychological assessments forms the part of preventive health check-ups.

♦    Employee Assistance Programs were conducted wherein Senior HR leaders accompanied
with middle level managers visited sites to evaluate the ground level challenges for employees
pertaining to policies and their implementation thereof. The minutes of meeting of each visit has
been recorded and suitable upgradation of the system has been done.

•    Safety Enhancements and Workplace Well-Being

♦    Strengthening Workplace Safety

♦    Rigorous safety training and awareness programs to minimize workplace hazards.

♦    Regular inspections and audits to identify and mitigate risks.

♦    Implementation of digital tools to monitor safety compliance across all locations.

♦    Employee-Friendly Work Policies

♦    Staggered work timing (Flexi-Time) to improve work-life balance.

♦    Extended maternity, paternity, and childcare leave policies, including adoption leave.

♦    Introduction of workplace childcare facilities (Creche) in all RHQs and Corporate Centre.

♦    Sports and Recreational Activities

♦    POWERGRID hosted 11 inter-regional sports events to encourage employee fitness and teamwork.

♦    POWERGRID has bagged the coveted overall champions position among all Power Sector PSUs in
FY 2024-25.

♦    Walkathons, marathons, and other recreational activities were organized to promote a healthy
lifestyle.

Your Company encouraged continuous learning and knowledge upgradation of its employees
by providing access to more than 6 million online documents/ resources through EBSCO and IEEE
collection with 24*7 access to e-books, e-journals, and standards on different subjects. Furthermore,
subscriptions for professional organizations including CIGRE, JPC Price Index, ILZDA, and others were
successfully renewed. Further, a new online standard portal has been launched to facilitate access to
IS and IEC standards. All employees can now access these standards from any location, both nationally
and internationally.

Reward and recognition schemes are strategic tools used by organizations to acknowledge and appreciate
the efforts and achievements of their employees. These schemes aim to enhance motivation, boost morale,

and increase productivity by providing tangible and intangible benefits for exceptional performance.
Two more awards schemes under "the comprehensive rewards & recognition scheme- PRATIPHAL" were
introduced in FY 2024-25 - Women Achiever of the Year award to recognize and reward the outstanding
contributions of Women employees in POWERGRID & JAGRAN scheme for reporting near miss incidents
related to safety. The annual 'Pratiphal' Award Distribution for FY 2023-24 was held at Agra, UP.

Cultural Meet & Exhibition is an event designed to celebrate, showcase, and promote the diversity of
cultures within a community, organization, or educational institution. These events provide a platform
for participants to share their heritage, traditions, and artistic expressions, fostering mutual respect and
understanding among diverse groups. Towards this, Cultural Meet & Exhibition was held on 12^th January,
2025 at Agra, UP.

Empowering Women

In line with its commitment to women empowerment, your company undertook several initiatives during
FY 2024-25. Four Nos of substations were designated as "PINK Stations" where the entire operation and
maintenance activities are being managed by women employees. Addressing Right of Way (RoW)
issues which was traditionally handled by male employees, was also opened for participation by female
employees who are increasingly playing a pivotal role, actively engaging with stakeholders and local
communities to facilitate smooth project execution and timely implementation.

Digital Transformation

As part of its digital transformation initiatives, your company has commenced the digitization of personal
records and has also implemented an online system for the employee's background verification process
and probation confirmation process in FY 2024-25. These initiatives will enhance operational efficiency,
transparency and data security within the HR ecosystem.

Social Security Initiatives

In FY 2024-25 your company took many initiatives to strengthen the engagement and support for its
superannuated employees.

We-Care Initiative: A first of its kind interactive meet with superannuated employees fostered engagement
and led to actionable welfare measures.

With regard to Pension on Higher Wages(PoHW) your company continues to liaise with EPFO to expedite
the issuance of demand letter, pension payment orders. In FY 2024-25, 2612 demand letters were issued
by EPFO against a total of 2792 joint requests submitted by serving & retired employees for higher pension.
Further, approximately 800 cases of employee pension under EPS-95 have been processed and settled.

15.2. Human Resource Development

Learning and Development Initiatives:

♦    Conducted over 550+ training programs covering technical, managerial, and behavioral programs
across regions. Total mandays trained 55000+ and about 6 mandays per employee has been achieved.

♦    Launched VR (Virtual Reality)/ AR (Augmented Reality) based training modules for experiential learning
for transmission line operations, safety, and maintenance.

♦    Added 65 new courses aligned with business needs in PraGyan (e-learning portal of your Comapny).
Presently 230 e-learning courses including 11 refresher courses on company information, are available .

♦    To promote employee education, 15 employees have been sponsored for M.Tech program in POWER
System and reliability by NIT Jalandhar. 50 employees have been sponsored in AI/ML course through IIITB.

♦    1003 apprentices have been engaged in different trades as per the Apprentice Act.

♦    Under the NERPSIP (CBIS-NERPSIP) Project, your Company is undertaking Capacity Building and
Institutional Strengthening program for State Power Utilities in 6 (six) states of NER (viz: Assam, Meghalaya,
Mizoram, Manipur, Nagaland, Tripura) and Capacity Building under Comprehensive Scheme (Arunachal
Pradesh & Sikkim - 2 states).

♦    Four batches of Management Development overseas training program for senior management of the
beneficiary utilities of NER covered under NERPSIP and Comprehensive scheme under CBIS Program
have been conducted successfully.

♦    Customized Training Programs were also extended for external clients and state power utilities.
Leadership Development Programs:

♦    Collaboration with premier institutes such as IIMs and ISB for Leadership Development program for E5-

E8 level executives. Leadership Development has been conducted as per the Individual Development
Plan (IDP) based on Assessment Development Centre(ADC).

Digital Transformation in Training:

♦    Mandatory courses on role change/transfers have been launched successfully so that sufficient
knowledge can be imparted in time.

♦    Microlearning Snippets: Launched interactive videos on key topics like safety, project execution, and
transmission line maintenance.

♦    To promote social learning and capture and share both tacit and explicit knowledge, a portal for
Mentoring and Coaching program named "SANDARSHIKA" has been rolled out successfully last year
and approximately 6650+ are benefited through this portal.

♦    Created customized learning paths for executive employees, emphasizing practical skills and career
progression.

Organization Climate Surveys -Employee Engagement and Satisfaction Surveys:

♦    Conducted Organization Climate Surveys across regions to identify and address employee concerns,
focusing on engagement and satisfaction.

♦    Results helped design targeted interventions to improve work-life balance, career development, and
employee morale.

Skill Development Training Initiatives

♦    Skill development training under RDSS in Smart Metering for 6000 candidates through Power Sector
Skill Council has been approved by the competent authority. Presently around 1200 candidates are
undergoing training at 20 different locations across India.

Skill Development Centers:

♦    During FY 2024-25, your Company opened 2 Skill development centers - Malda (West Bengal) and Banka
(Bihar) for empowering youth through skill development for the power sector, enhancing employability
and promoting regional growth. Total 97 has been trained.

• Engagement of 4,004 interns under PM Internship Scheme is under process. As on 31.03.2025, 326 interns
joined against the 4034 issued offers and 1419 accepted offers.

15.3.    Grievance Redressal

It has always been our priority to promptly redress the grievances, particularly those raised by employees,
within the broad parameters of guidelines enumerated by Government of India and policy framework.
Employees can lodge their grievances through a 'Employee Grievance Portal', which are promptly redressed
by designated nodal officers at corporate & regional offices. In this direction, a total of 120 grievances were
received from employees in FY 2024-25 and all have been redressed within stipulated time as per the
Guidelines/ Policy.

15.4.    Ensuring Social Justice

A separate cell to look after and safeguard the constitutional provisions for SC/ ST/ OBC / PwD categories of
employees is in place. Liaison Officer looks after the welfare & safeguard of SC/ ST/ OBC / PwD employees
and is assisted by the reservation cell. Liaison Officer also ensures that there is no discrimination on the
basis of caste, religion & disabilities amongst the employees. To ensure effective discharge of duties
across all establishments of the Company, separate liaison officer for each region has been nominated.
The Company implements all directives and guidelines with regard to reservation policy issued by Govt. of
India. Annual inspection is also conducted to ensure implementation of directives issued by Govt. of India.
Periodic meeting is held with representatives of the association of SC/ ST / OBC to resolve issues, if any.

16. Prevention of Sexual Harassment at Workplace

As per the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
and rules made there under, your Company has Internal Complaint Committees (ICC), in place, to redress
complaints received regarding sexual harassment. 02 nos. of Training/workshop programs for both male
and female employees have been conducted to sensitize them on issues and the law/ Act/ Policy relating
to sexual harassment. Workshops on women empowerment, development and gender sensitization are also
organized. The status of complaints received, disposed off and pending during the financial year 2024-25 is
as under:

17.    Implementation of Official Language (Rajbhasha)

As the flagship company of the Government of India, your Company is fully committed to its responsibilities
and to addressing historical, social, and cultural concerns. In alignment with the government's official language
policy, Company is working with a progressive approach to promote the use of Hindi, along with all Indian
languages, in all its operations in accordance with its work culture.

To achieve the targets set in the Annual Programme related to the Official Language, your Company has
made every possible effort to ensure the use of Hindi across all aspects and levels of management within the
corporation. Various activities have been organized to enhance employees' working knowledge and to ensure
the progressive use of the Official Language. These include review meetings, translation practice programs
for different departments, classes under the Hindi teaching scheme, computer training, and Hindi workshops.
Additionally, lectures by subject experts on various topics have been organized regularly to encourage
continued work in Hindi.

Various activities are undertaken to publicize Hindi every year, Akhil Bhartiya Rajbhasha Sammelans and
technical conferences in Hindi, Kavi Sammelans (Poetry sessions), Plays, publication of House Magazines,
publication of monthly articles in Hindi via emails are most prominent among these. These programs have
been organized both online and offline during FY 2024-25. Also, various competitions throughout the year with
special emphasis during Hindi Pakhwada, Vigilance Awareness Week, Swachchhta Pakhwada, Communal
Harmony Week etc. along with departmental meetings as well as Official Language Implementation Committee
(OLIC) meetings are also being conducted. During this year personnel were trained under the Hindi Teaching
Scheme. Your Company has established one of the best Hindi libraries among Public Sector where popular/
literary Magazines and News Papers have been made available for the employees. Through these continuous
activities, 173 Sub-stations/Offices of POWERGRID have become members of the Town Official Language
Implementation Committee. During FY 2024-25, 18 inspections have been carried out by the Ministry of Power,
35 by the Ministry of Home Affairs and a total of 05 inspections by the Hon'ble Parliamentary Committee on
Official Language. A total of 15 offices were notified during the financial year 2024-25 under Rule 10(4) of the
Government of India's Official Language Rules, 1976, taking the total number of notified offices in the Company
to 234.

Attractive incentive schemes for employees working in Hindi have been implemented as per the government
guidelines. In addition, various reward schemes have been implemented to encourage employees to actively
participate in promotion of Hindi, by giving articles/write-ups for in-house magazines, reading library books
etc.

During the year 2024-25, Company's efforts have been appreciated on various platforms, and it was honoured
with several awards and recognitions. For the excellent implementation of the Official Language, various Town
Official Language Implementation Committees and other agencies, under the aegis of the Department of
Official Language, Ministry of Home Affairs, Government of India, have awarded different units of the Company
in various categories. Kolkata Headquarters, Nagpur Headquarters, Siliguri, Mapusa, Itarsi, and Jamshedpur
substations received First Prize; Vadodara Headquarters received Second Prize; and the Corporate Center
Gurugram, Faridabad Headquarters, and Bhachau Substation received Third Prize. Additionally, Secunderabad
Headquarters, Vadodara Headquarters, Odisha Projects, Durgapur, and Maithon Substations were honoured
with special commendation awards.

Besides, Company's efforts were also applauded during various inspections and discussions done by Hon'ble
Committee of Parliament on Official Language on different occasions.

18.    Stakeholder Engagement

Your Company focuses on engaging with all its stakeholders and building cordial relationships with them. This
helps us in not only understanding their needs and expectations but also helps us in recognizing opportunities
and mitigating risks to our operations. The Company has a framework for engaging with our stakeholders
which also includes categories of Stakeholder along with the respective modes of engagement.

19.    Management Discussion and Analysis Report

Management Discussion and Analysis Report, forming part of the Directors' Report is placed as Annexure-I of
this report.

20.    Business Responsibility and Sustainability Report

The Business Responsibility and Sustainability Report, as stipulated under Regulation 34(2) of the SEBI (Listing
Obligations and Disclosure Requirements) Regulations, 2015 ("hereinafter referred as SEBI Listing Regulations")
is given in Annexure-II and forms part of this Report.

21.    Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo

Pursuant to Section 134(3)(m) of Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules,
2014, information relating to 'Conservation of energy, technology absorption and foreign exchange earnings
and outgo', is given in Annexure-III to this Report.

22.    Auditors

22.1.    Statutory Auditors of the Company

The Statutory Auditors of the Company are appointed by the Comptroller and Auditor General of India. M/s.
S. Ramanand Aiyar & Co., M/s. Sagar & Associates, M/s. Jain Paras Bilala & Co. and M/s. G. D. Apte & Co.,
Chartered Accountants, were appointed as Joint Statutory Auditors for the FY 2024-25.

The Statutory Auditors have given an unqualified report. The report is self-explanatory and does not require
any further comments by the Board.

22.2.    Comptroller and Auditor General's Comments

Pursuant to the provisions of Section 143(6) of the Companies Act, 2013, the Comptroller and Auditor General
of India (C&AG) conducted supplementary audit of the financial statements of the Company (Standalone
and Consolidated) for the financial year ended 31^st March 2025. Based on such audit, the C&AG has stated
that nothing significant has come to their knowledge. The communication received from the C&AG in this
regard is annexed to the financial statements of the Company.

22.3.    Secretarial Audit

M/s. Kumar Naresh Sinha & Associates, Practicing Company Secretary has conducted Secretarial Audit
of the Company for the financial year ended 31^st March, 2025. The Secretarial Audit Report is placed at
Annexure-IV.

The observations of Secretarial Auditor are as under:

i.    The Company did not have requisite number of independent directors on its Board as required under
Regulation 17(1) of SEBI (LODR) Regulations, 2015 and Section 149(4) of the Companies Act 2013, for the
period under review.

ii.    The Company did not have at least one independent woman director on its Board as required under
proviso to Regulation 17(1)(a) of SEBI (LODR) Regulations, 2015 and at least one-woman director as
required under Regulation 17(1)(a) of SEBI (LODR) Regulations, 2015 and under section 149(1) of the
Companies Act, 2013 read with Companies (Appointment and Qualification of Directors) Rules, 2014 for
the period under review.

iii.    The Company did not have at least one independent director in its quorum of Board Meeting as
required under Regulation 17(2A) of SEBI (LODR) Regulations, 2015 for the meetings held after 14.11.2024.

iv.    The Composition of Audit Committee, Nomination and Remuneration Committee, Stakeholders
Relationship Committee and Risk Management Committee was not as per Regulation 18(1), Regulation
19(1)/(2), Regulation 20(2)/(2A) and Regulation 21(2) of SEBI (LODR) Regulations, 2015, respectively, with
effect from 15.11.2024.

v.    The Composition of Audit Committee, Nomination and Remuneration Committee and Corporate Social
Responsibility Committee were not as per Section 177, Section 178 and 135 of the Companies Act, 2013,
respectively, with effect from 15.11.2024.

vi.    The Company has not complied with certain paras viz. 3.1.2, 3.1.4 (for the period under review) and 4.1.1,

4.1.2, 4.4 and 5.1 (with effect from 15.11.2024) of DPE Guidelines on Corporate Governance regarding
constitution of Board and Committees.

vii.    The Company has not complied with the provisions of Regulation 57(1) of the SEBI (LODR) Regulations,
2015 w.r.t. non-submission of information to BSE related to Interest payment obligation for Unsecured,

Redeemable, Non-Convertible, Non-Cumulative, Taxable, 7.74% POWERGRID Bond LXI Issue, the debt
instrument.

Your Company's response to observations made under Secretarial Audit Report are as under:

a.    Observations related to point nos. (i) to (vi) above:

POWERGRID, being a Government Company within the meaning of Section 2(45) of the Companies
Act, 2013, the power to appoint functional / Official Part-time Directors / Non-Official Part-time
Directors (Independent Directors including Woman Independent Director), vests with the President
of India. The Company from time to time has been taking up the matter regarding appointment of
requisite number of Independent Directors including an independent woman director on the Board
with the Administrative Ministry i.e. Ministry of Power. Subsequently after end of FY 2024-25, post the
appointment of two (2) Independent Directors on the Board of POWERGRID on 16^th April, 2025 and
one (1) Independent Woman Director on 16^th May, 2025, your Company is now compliant with the
requirement of having a Woman Director / Independent Woman Director, quorum of Board meeting,
and composition requirement of Statutory Committees namely Audit Committee, Nomination and
Remuneration Committee, Stakeholders Relationship Committee, Risk Management Committee and
CSR Committee, as per the relevant provisions of the Act, SEBI Listing Regulations and DPE Guidelines
on Corporate Governance.

b.    Observations related to point no. (vii) above:

POWERGRID had requested BSE for waiver of fine while clarifying that the Interest payment in respect
of the aforesaid Bond Issue was made on the due date and the same was emailed to BSE on the said
date. Later on, it was uploaded on the website of BSE. After the end of FY 2024-25, BSE has informed that
the Company's representation for waiver of fine was placed before the relevant authority of BSE and
the said relevant authority has decided that the Company's request for waiver could not be acceded
to. The matter regarding aforesaid communication from BSE was placed before the Board of Directors
of the Company and the Board had desired that the matter be further pursued with BSE. The matter
was accordingly further taken up with BSE and the Company's request for waiver of fine has been
approved by the relevant authority of BSE.

22.4. Cost Auditors & Cost Records

M/s. R.M. Bansal & Co. and M/s. Chandra Wadhwa & Co., Cost Accountants, were appointed as Cost Auditors
for the FY 2024-25 under section 148 of the Companies Act, 2013.

Your Company is maintaining Cost Accounting Records as prescribed under the Companies (Cost Records
and Audit) Rules, 2014, specified by the Central Government under section 148(1) of the Companies Act,
2013.

The Cost Audit Report for the financial year ended 31^st March, 2025 will be filed within the prescribed time
period under the Companies (Cost Records and Audit) Rules, 2014.

23. Board & Committees

23.1. Company's Board

During financial year 2024-25, Shri Dilip Nigam, Scientist 'G', Ministry of New and Renewable Energy (MNRE),
Government of India ceased to be the Government Nominee Director w.e.f. 17^th April, 2024 upon completion
of his tenure. In his place Shri Lalit Bohra, Joint Secretary, MNRE, Government of India was appointed as
Government Nominee Director w.e.f. 18^th June, 2024.

Shri Abhay Choudhary completed the tenure as Director (Projects) of POWERGRID on attaining the age of
superannuation w.e.f. 30^th June, 2024.

Shri Ravindra Kumar Tyagi, Chairman & Managing Director assumed the additional charge of the post
of Director (Operations) from 2^nd February, 2024 to 8^th August, 2024 and additional charge of the post of
Director (Projects) from 1^st July, 2024 to 30^th September, 2024.

Shri Naveen Srivastava assumed the Charge of Director (Operations) w.e.f. 08^th August, 2024 and the
additional charge of the post of Director (Projects) from 1^st October, 2024 to 13^th November, 2024.

Shri Vamsi Ramamohan Burra assumed the charge of the post of Director (Projects) w.e.f. 13^th November,
2024.

Shri Chetan Bansilal Kankariya and Shri Ram Naresh Tiwari ceased to be Independent Directors
w.e.f. 14^th November, 2024 in terms of the respective orders received from Ministry of Power dated
15^th November, 2021.

Subsequently, after the end of Financial Year 2024-25, Shri Lalit Bohra ceased to be Government Nominee
Director w.e.f. 11^th April, 2025 and Shri Abhay Bakre, Mission Director, National Green Hydrogen Mission, MNRE,
was appointed as Government Nominee Director w.e.f. 12^th April, 2025. Further, Shri Shiv Tapasya Paswan
and Shri Rohit Vaswani were appointed as Independent Directors w.e.f. 16^th April, 2025 and Smt. Sajal Jha
was appointed as Independent Director w.e.f. 16^th May, 2025.

The Board placed on record its appreciation and gratitude to Shri Abhay Choudhary, Shri Dilip Nigam,
Shri Chetan Bansilal Kankariya, Shri Ram Naresh Tiwari and Shri Lalit Bohra, for their valuable contribution
in steering the affairs of the Company.

In accordance with the provisions of the Companies Act, 2013 and the Articles of Association of the Company,
the resolutions w.r.t. reappointment of Dr. Yatindra Dwivedi and Shri Naveen Srivatsava as Directors liable to
retire by rotation have been included in the Notice of Annual General Meeting.

23.2.    Number of Meetings of the Board

Board of Directors met 21 times during financial year 2024-25. Details regarding dates and attendance at
the Board meetings are provided in the Report on Corporate Governance, which forms part of this report.
Report on the Corporate Governance is enclosed at Annexure-V and the certificate thereon, issued by
Practicing Company Secretary pursuant to Schedule V Para E of SEBI Listing Regulations is attached at
Annexure-VI to this Report.

23.3.    Committees of the Board

The Company has constituted Audit Committee, Corporate Social Responsibility Committee, Nomination
and Remuneration Committee, Stakeholders' Relationship Committee and Risk Management Committee.
The composition and scope of the aforesaid Committees are provided in the Report on Corporate
Governance, which forms part of this report. In addition to aforesaid committees, the Company has
constituted few other Committees for operational convenience.

23.4.    Declaration by Independent Directors

During the financial year, Independent Directors have met the requirements specified under Section 149(6)
of the Companies Act, 2013 and Regulation 16(1)(b) of SEBI Listing Regulations for holding the position of
'Independent Director' and necessary declaration from each Independent Director under Section 149(7) of
the Companies Act, 2013 and Regulation 25(8) of SEBI Listing Regulations has been received.

Pursuant to Regulation 34(3) and Schedule V Para C Clause (10)(i) of SEBI Listing Regulations, M/s Kumar
Naresh Sinha & Associates, Company Secretaries have issued Certificate of Non-Disqualification of
Directors, who were on the Board of the Company during FY 2024-25.

23.5.    Performance Evaluation of Directors

This has been provided in the 'Report on Corporate Governance' section of this Report and you may refer it
for details.

23.6.    Policy on Director's Appointment and Remuneration

The Company has framed a policy on the remuneration of the Directors, KMPs and employees. The said
policy is available on our website at

https://www.powergrid.in/sites/default/files/Investor_Relation/Reports_Filings/Code_of_Conduct_Policies/04_Remuneration%20Policy.pdf

24. Compliances

24.1.    Risk Management Policy

Information on Risk Management Framework is covered in the Management Discussion and Analysis
Report placed at Annexure-I of this Report.

24.2.    Internal Financial Controls and Adequacy

The Board has adopted policies and procedures for ensuring orderly and efficient conduct of its businesses,
including adherence to the Company's policies, the safeguarding of its assets, the prevention and detection
of frauds, error reporting mechanism, the accuracy and completeness of the accounting records and the
timely preparation of reliable financial disclosures.

24.3.    Annual Return of the Company

In accordance with Section 92(3) read with Section 134(3)(a) of the Companies Act, 2013, Annual
Return of the Company is available on the website of the Company and can be accessed at
https://www.powergrid.in/sites/default/files/agm_egm_files/Annual_Retum_Fy2024_25_Form_MGT_7_1.pdf

24.4.    Loans, Guarantees or Investments

Loans, Guarantees or investments under Section 186 of the Companies Act, 2013 form part of the notes to
financial statements attached to this Report.

24.5.    Contracts or Arrangements with Related Parties

Contracts or arrangements with related parties referred to in Section 188(1) of the Companies Act, 2013, in
the prescribed Form AOC-2, are given at Annexure-VII of this Report. Further, attention of the members is
drawn on Note No. 55 of the Financial Statement which sets out related party disclosure.

24.6.    Subsidiaries, Joint Ventures and Associate Companies

As on 31^st March, 2025, the Company has 73 subsidiaries, 13 Joint Ventures Companies.

Further, during the Financial Year 2024-25, POWERGRID has transferred 26% residual equity shareholding
in four Associate Companies viz. POWERGRID Kala Amb Transmission Ltd. (now known as Kala Amb
Transmission Ltd.), POWERGRID Parli Transmission Ltd. (now known as Parli Power Transmission Limited),
POWERGRID Warora Transmission Ltd. (now known as Warora Transmission Ltd.) and POWERGRID Jabalpur
Transmission Ltd. (now known as Jabalpur Power Transmission Limited), to POWERGRID Infrastructure
Investment Trust (PGInvIT) on 30.12.2024. With this, POWERGRID holds Nil shareholding in the Companies
and accordingly, these Companies have ceased to be the Associate Companies of POWERGRID.

Salient features of the financial of our Subsidiaries and Joint Ventures are covered in the Management
Discussion and Analysis Report annexed as Annexure-I and a statement in the prescribed Form AOC-1 is
annexed as Annexure-VIII of this Report.

24.7.    Dividend Distribution Policy

The dividend distribution policy setting out the parameters and circumstance that will be
considered by the Board in determining the distribution of dividend to its shareholders
and/or retained profits earned by the Company available on the Company's website at
https://www.powergrid.in/sites/default/files/Dividend%20Distribution%20Policy.pdf

24.8.    Significant Material Orders

There are no significant and material orders passed by the Regulators or Courts or Tribunals impacting the
going concern status and Company's operations in future.

25.    Particulars of Employees

Your Company being a Government Company, the provisions of Section 197(12) of the Companies Act, 2013 and
relevant rules issued thereunder, are not applicable as per the notification dated 5^th June, 2015 issued by the
Ministry of Corporate Affairs.

The terms and conditions of the appointment of Functional Directors are subject to the applicable guidelines
issued by the Department of Public Enterprises (DPE), Government of India from time to time.

26.    Compliance of the provisions relating to the Maternity Benefit Act, 1961

Your Company has duly complied with the provisions of the Maternity Benefit Act, 1961.

27.    Insolvency and Bankruptcy Code, 2016

No application has been made under the Insolvency and Bankruptcy Code; hence the requirement to disclose
the details of application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016
during the year along with their status as at the end of the financial year is not applicable.

28.    Reporting of Frauds by Auditors

During the year under review, none of the Auditors have reported to the Audit Committee or the Board, under
Section 143(12) of the Companies Act, 2013, any instances of fraud committed against the Company by its
officers or employees.

29.    Fixed deposits

We have not accepted any fixed deposits, including from the public and as such, no amount of principal or
interest was outstanding as of the Balance Sheet date.

30.    Secretarial Standards of ICSI

The Company has followed the requirements prescribed under Secretarial Standard on Meetings of Board of
Directors (SS-1) and General Meetings (SS-2).

31.    Material Changes & Commitments

There have been no material changes & commitments affecting the financial position of the Company, which
have occurred between the end of the financial year and date of this report.

32.    Directors' Responsibility Statement

As required under Section 134(3)(c) & 134(5) of the Companies Act, 2013, the Directors confirm that:

a.    in the preparation of the annual accounts, the applicable accounting standards had been followed along
with proper explanation relating to material departures;

b.    the Directors had selected such accounting policies and applied them consistently and made judgments
and estimates that are reasonable and prudent to give a true and fair view of the situation of the Company
at the end of the financial year and of the profit of the Company for that period;

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

d.    the Directors had prepared the annual accounts on a going concern basis;

e.    the Directors had laid down internal financial controls to be followed by the Company and that such
internal financial controls are adequate and were operating effectively; and

f.    the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws
and that such systems were adequate and operating effectively.

33.    Acknowledgement

The Board of Directors would like to express their deep sense of appreciation for the guidance and co¬
operation received from Government of India, particularly the Ministry of Power, Ministry of Finance, Ministry
of Home Affairs, Ministry of External Affairs, Ministry of Statistics and Programme Implementation, Ministry
of Environment & Forests, Ministry of Corporate Affairs, Central Electricity Regulatory Commission, Appellate
Tribunal for Electricity, Central Electricity Authority, NITI Aayog, Department of Public Enterprises, Regional
Power Committees, Office of the Comptroller and Auditor General of India, and other concerned Government
departments/agencies at the Central and State level without whose active support, the achievements of the
Company during the year under review would not have been possible.

Special thanks to our valued customers, State Governments and State Power Utilities and other clients, who
have awarded various consulting works and reposed faith in Company's capability to handle them. The Board
also appreciates the contribution of Contractors, Vendors and Consultants for successful implementation of
various projects by your Company.

The Directors also acknowledge the valuable suggestions and guidance received from the Statutory Auditors
during the audit of accounts of the Company for the year under review. The Board also conveys its sincere thanks
to national and international financial institutions, multilateral financial institutions, domestic & international
credit rating agencies for their assistance, continued trust and confidence reposed in the Company.

On behalf of Board of Directors, I would like to place on record our deep appreciation of the dedicated efforts
and valuable services rendered by the employees contributing to the performance of the Company during
the year 2024-25. The commitment displayed by the employees at all levels is exemplary and praise-worthy.
I would also like to thank the Executive team for their strong leadership, the employee unions for their support
and all our employees for their commitment, enthusiasm, and dedication.

For and on behalf of the Board of Directors

(Ravindra Kumar Tyagi)
Chairman & Managing Director
DIN: 09632316

Date: 03^rd August, 2025
Place: Gurugram