About Ashok Leyland Ltd

Ashok Leyland Ltd. is presently engaged in manufacture and sale of commercial vehicles. The Company also manufactures engines for industrial and marine applications, forgings and casting. Its products include buses, trucks, engines, defense and special vehicles. From 18 seater to 82 seater double-decker buses, from 7.5 ton to 49 ton in haulage vehicles, from numerous special application vehicles to diesel engines for industrial, marine and genset applications, Ashok Leyland offers a range of products. The company is the flagship of the Hinduja Group. Headquartered in Chennai, India, Ashok Leyland's manufacturing footprint spreads across the globe with 9 plants; including one each at Great Britain and Ras Al Khaimah (UAE). The company's Joint Venture partners include John Deere (USA) for Construction Equipment, Continental AG (Germany) for Automotive Infotronics and the Alteams Group for the manufacture of high-press die-casting extruded aluminum components for the automotive and telecommunications sectors. Ashok Leyland Ltd was incorporated in the year 1948 with the name Ashok Motors. The company was set up in collaboration with Austin Motor Company, England for the assembly of Austin cars. In The year 1949, they commenced production at the factory situated at Ennore, south of Madras. Also, they rolled out the first indigenously assembled A40 Austin car. In the year 1950, the company made an agreement with Leyland, UK in which Ashok Motors got sole rights to import, assemble and progressively manufacture Leyland trucks for seven years. In the year 1954, the Government approved the progressive manufacture of Leyland commercial vehicles and a license was granted for the manufacture of 1,000 Comets a year. In the year 1955, the company name was changed to Ashok Leyland Ltd with equity participation from Leyland Motors Ltd. In the year 1967, the company launched 'Titan', the first Indian-made double decker with 50% indigenous components. In the year 1970, the company designed and delivered 1,000 numbers of the 6x4 'Hippo' Tipper to the Indian Army based on their specific requirements. In the year 1972, the license was granted to manufacture 10,000 vehicles a year. In the year 1976, the company introduced the 'Viking', the first ever bus with an alternator and a unique front overhang that facilitated front entry. In the year 1978, they introduced India's first rear-engine bus, 'Cheetah'. In the year 1980, the company inaugurated their second plant in Hosur. They launched India's first 13-ton truck, 'Tusker' with a 125 hp engine. Also, they launched country's first multi-axle truck, 'Taurus'. In the year 1982, they introduced India's first vestibule or the articulated bus. They inaugurated two new manufacturing facilities at Bhandara (Maharashtra) and Alwar (Rajasthan) in March 1982 and August 1982 respectively. In the year 1993, the company received ISO 9002 certification. In the year 1995, they received ISO 9001 Certification. Aslo, they set a driver training facility at Namakkal. In the year 1996, the company set up their second plant at Hosur. In the year 1997, they launched the Stallion, an all-terrain logistic vehicle. Also, they launched India's first CNG-powered bus. In the year 2002, the company developed the country's first Hybrid Electric Vehicle and showcased at Auto Expo 2002. In the year 2006, the company acquired the truck business of Czech Republic-based AVIA. They entered into an agreement with Ras Al Khaimah Investment Authority For the setting up of a bus assembly plant in the UAE. In the year 2007, the company entered into a joint venture with Nissan Motor Company, Japan for manufacture and marketing of Light Commercial Vehicles. They entered into a joint venture with Continental AG, Germany for the development of automotive infronics. Also, they entered into a joint venture with Alteams Group, Finland for the production of HPDC (High Pressure Die Casting) extruded aluminum components. In the year 2008, the company entered into a joint venture with John Deere, USA for the manufacture of construction equipment products. They established Albonair, GmbH for development of vehicle emission treatment / control systems and products. In March 2010, the company inaugurated a plant at Pantnagar in Uttarakhand. This is the company's modern, technologically world-class and largest plant with a capacity to touch 75,000 vehicles. They introduced the new, future-ready U-Truck platform with the promise of a holistically superior level of trucking. The company bought 26% stake in Optare plc, a well-known bus maker in the UK. In order to cater to the emerging markets in China and India, Albonair (India) Pvt Ltd was incorporated during the year. During the year 2010-11, the company acquired 26% in the equity share capital of Optare plc, U.K., a leading bus manufacturer in U.K., which will benefit the company in their endeavour to address new markets, and to accelerate technology development. In December 16, 2010, the company inaugurated the state-of-the-art factory built as a venture between the company and Ras Al Khaimah Investment Authority (RAKIA), at Ras Al Khaimah. This facility will cater to the needs of the African/Middle East markets and also facilitate launching of AVIA range of trucks manufactured by Avia Ashok Leyland Motors s.r.o. to these markets. In the year 2011, the company entered into the LCV segment with the launch of Dost. In September 2011, the company entered into the Tanzanian market by bagging an order for 723 trucks, buses and special application vehicles. In October 2011, the company entered into the construction equipment space with the launch of a new brand, LEYLAND DEERE. In November 2011, the company received the contact to supply 700 cluster CNG buses to Delhi. In the year 2012, the company launched Jan Bus, world's first single step entry, front engine, fully flat floor bus. They introduced U-3723, India's first 37-tonne haulage truck with the highest payload of up to 27 tonnes. In January 2012, the company increased their stake in Optare plc to 75.1%. In 2013, Ashley Services Limited (ASL) has become a wholly owned subsidiary of the company. The company bags contract for about 2,610 buses for an undisclosed amount from the Institute of Road Transport (IRT), Tamil Nadu which is a nodal organisation that obtains buses for all state transport corporations. The company opens 3 dealer outlets in a day to significantly expand network presence in Gujarat. The company inaugurated the company's new Driver Training Institute (DTI) at Chhindwara. The company launches Luxura Magical India' Bus, in support of Charter for Charity'. In 2014, the company launched two new Light Commercial Vehicles (LCV) - PARTNER truck, India's first air-conditioned LCV goods vehicle and MiTR bus. The company, launched JanBus' - the world's first', fully-flat floor, front-engine bus with single-step entry and air suspension in Kolkata. The Company has bagged a contract from the Ministry of Tourism & Hospitality Industry, Government of Zimbabwe for supply of 670 vehicles valued at approx. USD 50 million. The company received an order for 2,200 buses from the Government of Sri Lanka'. The company bags major projects from Africa worth USD 79.2 mn. The company signs a MoU with Bank of Maharashtra for vehicle financing. In 2015, the company has tied up with Lakshmi Vilas Bank to provide finance to its commercial vehicle buyers. The company wins order for buses worth 82 mn USD from Senegal. The company wins contract for 3600 vehicles worth $200Mn from Cote D'Ivoire. The company inaugurated a new dealership M/s. Makroo Motor Company in Srinagar. The company signed a Memorandum of Understanding (MoU) with The South Indian Bank. The company opens a new dealership in Hosapete, Karnataka. The company opens a new dealership in Mangaluru, Karnataka. The company also inaugurates a state-of-the-art workshop in Riyadh. During the year 2016, as a part of the divestment plans of the Company to sell non-core businesses, the company sold 23,25,18,140 equity shares of 10/- each held in Ashok Leyland John Deere Construction Equipment Company Private Limited to Gulf Ashley Motor Limited, a subsidiary of the Company and thereafter the Company has infused committed capital contributions. Automotive Infotronics Limited, joint venture and Ashley Airways Limited an associate of the Company are under liquidation. During the year under review 2016-2017, the Board of Directors of the Company at their meeting held on September 14, 2016, approved the draft scheme of amalgamation of Hinduja Foundries Limited (HFL) with the Company and their respective shareholders and creditors, under Sections 391 to 394 of the Companies Act, 1956 subject to regulatory approvals. The Appointed Date for the scheme of amalgamation was October 1, 2016. The intended amalgamation has been approved by the shareholders at the Court Convened Meeting held on January 23, 2017 and through Postal Ballot on January 25, 2017. The Hon'ble National Company Law Tribunal, Chennai Bench (NCLT) which heard the Company's petition on April 18, 2017 sanctioned the scheme of amalgamation of HFL with the Company and their respective shareholders, and creditors. The NCLT Order was filed with the Registrar of Companies, Chennai and the scheme became effective on April 28, 2017. The Board of Directors of the Company has formed a Committee of Directors comprising of Mr. Dheeraj G Hinduja, Chairman, Mr. Vinod K Dasari, Chief Executive Officer and Managing Director, Mr. D J Balaji Rao and Mr. Sanjay K Asher, Directors as members of the Committee and authorised the Committee to do all such acts, deeds, matters and things as may be necessary for the purpose of giving effect to the Order of NCLT on the scheme of amalgamation of HFL with the Company including but not limited to issue and allotment of the equity shares of the Company to the eligible shareholders of the Transferor Company as on the Record date. Further to the receipt of noted letter from the designated stock exchange, the Board of Directors of the Company has fixed Wednesday, June 7, 2017 as the Record Date' for determining the shareholders of Hinduja Foundries Limited (Transferor Company), entitled to receive the equity shares of Ashok Leyland Limited (Transferee Company), under the Scheme of amalgamation sanctioned by NCLT. Consequent to the above, the issued, subscribed and paid-up equity share capital will stand increased from 2,845,876,634 equity shares of 1/- each to 2,926,534,926 equity shares of 1/- each. Consequent to the amalgamation of Hinduja Foundries Limited with the Company, Ashok Leyland Wind Energy Limited became an associate company of the Company As on March 31, 2017, the company has 24 Subsidiaries, 7 Associate Companies and 2 Joint venture companies.2017. During the year, the Company, Ashok Leyland Nissan Vehicles Limited (subsidiary) and Nissan Ashok Leyland Powertrain Limited, Nissan Ashok Leyland Technologies Limited (joint ventures), entered into restructuring and settlement agreements with Nissan Motor Co. Ltd, Japan (NML). As a part of the restructuring and settlement agreements, the Company acquired the entire shareholdings from NML in the subsidiary and joint venture companies resulting in all the three companies becoming wholly owned subsidiaries of your Company. During the year 2016-2017, Hinduja Leyland Finance Limited (HLFL) became a material subsidiary since the net worth of HLFL in the immediately preceding accounting year exceeded twenty percent of the consolidated net worth of the Company and its subsidiaries. In compliance with the requirements of SEBI Listing Regulations, Dr. Andreas H Biagosch, Independent Director of the Company has been appointed as an Independent Director in the Board of HLFL. Automotive Infotronics Limited, joint venture and Ashley Airways Limited an associate of the Company are under liquidation. The petition for voluntary winding up of Automotive Infotronics Limited was filed with the High Court of Judicature of Madras during March 2017 and the winding up process is expected to be completed during the financial year 2017-18. During the year under review Ashok Leyland (UK) Limited has initiated the process of voluntary winding up. The Board of Directors of Hinduja Leyland Finance Limited (HLFL), a subsidiary company of Ashok Leyland Limited, at its meeting held on 23 May 2017 decided to withdraw the Draft Red Herring Prospectus (DRHP) for the proposed initial public offering of equity shares of HLFL and accordingly the DRHP was withdrawn from the Securities Exchange Board of India on 16 June 2017. On 18 July 2017, Ashok Leyland announced the formation of a strategic alliance with SUN Mobility, promoted by Chetan Maini, founder of Reva and Uday Khemka, Vice Chairman of SUN Group. This global partnership between Ashok Leyland and SUN Mobility will leverage India's innovation and engineering potential to develop truly world class mobility solutions. SUN Mobility plans to revolutionise the transportation sector by deploying a unique open-architecture ecosystem built around its proprietary smart batteries and a network of quick interchange battery solutions. On 10 August 2017, Ashok Leyland announced the launch of Digital Market Place, an industry-first combination of four innovative digital solutions. Riding on the exponential smartphone growth, these digital solutions are simple to use, compatible with all smartphones, and work like any other, everyday app. The four digital solutions viz. i-Alert, ServiceMandi, E-diagnostics and Laykart will help customers manage their business with a simple tap, by making it simpler for them to log on to their business from anywhere and manage their operations with ease. On 17 November 2017, Ashok Leyland announced that it has entered into a Share Purchase and Shareholders Agreement with Everfin Holdings, shareholder of Hinduja Leyland Finance (HLFL), for acquisition of 2.04 crore shares of Rs.10/- each constituting 4.68% in the paid-up share capital of HLFL at a price of Rs.110/- per share. The total consideration payable works out to Rs 225.42 crore. Post the transaction, Ashok Leyland's shareholding in HLFL will increase from 57.22% to 61.90%. Consequent to Everfin Holdings' decision to sell part of its stake in HLFL, Ashok Leyalnd is acquiring the same along with other existing shareholders of HLFL. HLFL is a Non-Banking Finance Company. It clocked revenue of Rs 1486.31 crore and profit after tax of Rs 167.53 crore in FY 2016-17. On 24 November 2017, Ashok Leyland announced that consequent to the conversion of loans into equity, the company's shareholding in Optare plc will increase from 75.11% to 98.31%. The aforesaid conversion of loans into equity has no impact on profits and cash flows for the current financial year of Ashok Leyland as the investments in the equity shares and the loans given to Optare plc was fully impaired as of March 2017. Optare plc, a subsidiary of the company is situated in United Kingdom. Optare plc is involved in the manufacture of single decker, double-decker buses and electric buses for the UK and other export markets. Optare plc clocked revenue of 35 million and net loss of 15.7 million in FY 2016-17. On 27 November 2017, Ashok Leyland announced that it has entered into a Mutual Cooperation Agreement with Hino Motors Ltd. Japan where Ashok Leyland will utilise Hino's engine technology for Ashok Leyland's EURO-VI development and will support in development of Hino's engine parts purchasing in India for global operation. Hino and Ashok Leyland have had a cooperative agreement for engine production in India since 1986. By this mutual cooperation agreement, both companies will leverage each others' strengths in diesel engines to enhance their competitiveness. Ashok Leyland will enhance its competitiveness by jointly developing engines for BS-VI compliance in India through the engine technology of Hino Motors. Hino Motors will promote engine parts development in India by utilizing Ashok Leyland in India to strengthen Hino's competitiveness. On 17 January 2018, Ashok Leyland announced that it took the next step to secure long-term arrangements for its EV commercial vehicles by signing a Letter of Intent with Phinergy of Israel. The company and Phinergy will work towards adaptation of unique, competitive and sustainable solutions for high energy applications in the commercial vehicle space. Phinergy has developed cutting edge technology solutions for the use of Aluminium Air Batteries for EV and other applications. With Ashok Leyland, Phinergy will be tailoring its unique technology to meet the demanding high-energy requirements of commercial vehicles in the Indian market. On 30 March 2018, credit rating agency CARE Ratings upgraded the Long-term/Short-term bank facilities of Ashok Leyland to CARE AA+; Stable/CARE A1+ and reaffirmed the Commercial Paper program. CARE Ratings said in a press release that the revision in long-term rating of Ashok Leyland factors in the continuous improvement in its financial position in the past three years ended December 2017 supported by its strong operational and financial performance. Resultantly the capital structure has witnessed significant improvement in FY 2017 and 9 months ended December 2017. On 13 April 2018, Ashok Leyland announced that it has won another critical order from the Ministry of Defence (MOD). The contract is for supplying Ashok Leyland's High Mobility 10x10 vehicles (HMV 10x10) to carry the Smerch Rockets. This initial order is worth over Rs 100 crore. The scheme of amalgamation of three wholly owned subsidiaries namely,Ashok Leyland Vehicles Ltd,Ashley Powertrain Ltd and Ashok Leyland Technologies Ltd and the scheme has become effective from appointed date 01 April 2018. The Company has 21 Subsidiaries, 5 Associates and 2 Joint ventures as on 31 March 2019. Hinduja Leyland Finance Limited is a material subsidiary of the Company. During Q3 of the financial year 2019-20, the spread of the COVID-19 virus caused global disruption, with negative impact on human health, business enterprises and the global economy in general. The rapid outbreak of the COVID-19 pandemic during Q4 of FY 2019-20, has severely impacted the physical and financial health of people across India and to prevent the contagion in the Country, phases of nationwide lockdown was announced by the Government of India. The company suspended its production across all its factory locations since 24 March 2020 and resumed operations in its plants across the Country during second week of May 2020. The Company has 22 Subsidiaries, 5 Associates and 2 Joint ventures as on 31 March 2020. During the FY2020,the company incurred Rs 1,292 crore towards capital expenditure predominantly towards BS VI, MBP, Electric vehicles, Unit replacements, maintenance capex etc.,Also the company has invested Rs 300 crore in Hinduja Leyland Finance Limited, Rs 100 crore in Optare Plc, Rs 20 crore in Albonair India, Rs 22 crore in Vasuki (Special Limited Partnership) and Rs 4 crore in Ashley Aviation. During the FY2021,the company has issued and allotted on private placement basis, secured redeemable non-convertible debentures (NCDs) aggregating to Rs 600 crore. The Company had 26 Subsidiaries, 5 Associates and 2 Joint ventures as on 31 March 2021. Consequent to the acquisition of 58,500,000 shares of Rs 10/- each of Hinduja Tech Limited ('HTL') from Nissan International Holding BV, HTL has become a wholly owned subsidiary of the company. Consequently,Hinduja Tech (Shanghai) Co., Limited also became step down Subsidiary of the Company. During the year 2020-21, the Company has incorporated a wholly owned subsidiary in the name of Vishwa Buses and Coaches Limited to carry on the business of bus body building. The Company and HLFL have jointly incorporated a new Company with 50% holding each in the name of Gro Digital Platforms Limited (GDPL) during April 2021. The company has been declared as the 'Platinum Award Winner of Green Leaf Afforestation Award' in the Automobile sector for the year 2019, by Apex India Foundation in FY21. During the year 2020-21, the company has invested Rs 150 Crore in Optare Plc,Rs 90 Crore in Hinduja Leyland Finance Limited, Rs 70 Crore in Hinduja Tech,Rs 33 Crore in Vishwa Buses and Coaches Limited, Rs 19 Crore in Prathama Solar & Rs 5 Crore in Ashley Aviation. The Board of Directors of the Company at its meeting held on November 12, 2021 approved the Business Transfer Agreements (ETA) with Switch Mobility Automotive Limited (Step down subsidiary of the Company) and Ohm Global Mobility Private Limited (Fellow subsidiary of the Company) for transferring its Electrical Vehicle business and its Electrical Vehicle Mobility As A Service (EMAAS) business respectively with effect from 01 October 2021. The Company enhanced its product portfolio with CNG models in ICV trucks segment to cater to the boost in demand for alternate fuels in the e commerce and last-mile delivery applications. Further, product enhancements like High Horsepower Mining Tipper and Surface Tipper, helped it to strengthen presence in Construction and Mining industry. It pioneered in launching 8x2 Multi-Axle Truck with Dual Tyre Lift Axle and 6x2 Multi-Axle Truck with Single Tyre Lift Axle, which were well received during the year 2022. It added 71 new outlets during the year 2022 increasing the total count to 907 in the Aftermarket business. To keep up with the rising commercial vehicle operations in Northern and Eastern regions of India, it opened more than half of the new outlets in these regions. Penetration in LCV portfolio across geographies was made while retaining market leadership position in MDV bus segment in SAARC and GCC countries. It supplied an all-time high 1,125 units of completely built up units (CBUs) including bullet proof vehicles and 600 kits to the Indian army and in addition completed the execution of 711 Ambulances in record time under emergency procurement. After successful completion of the trials, Phoenix was launched in FY22 with flag off of 35 units to Uganda. In FY22, new product Bada Dost' was launched in the LCV segment. Bada Dost was awarded CV of Year and Pick up of the Year 2021-22 at the Global Awards for Retail Excellence presented by ET Now and World Leadership Congress. The Bada Dost also won the CII Design Excellence award 2021. During the year 2022, Company incurred Rs. 400 Crores towards capital expenditure for improving manufacturing capacity and capability covering LCV Engines, Frame Side member, SG Cast Iron, Cab Paint &Trim and Chassis Assembly; new products covering Project Vayu (CNG vehicles development), Low Cost EATS development & Emission migration Projects (BS Construction Equipment Vehicle {CEV IV} and BS VI Phase 2) and unit replacement & maintenance capex for sustenance

Ashok Leyland Ltd Chairman Speech

Dear Shareholder,

I hope you and your family are keeping safe and well. I am quite pleased to advise that we have achieved creditable market and financial performance during 2021-22. The success is gratifying especially because your Company could overcome the strong headwinds the industry faced, with collective will and determination. While the intensity of the global pandemic abated to a significant extent, the second wave impacted us in the first quarter of the last fiscal. While the market began improving from the second quarter, dampeners surfaced in the form of continued shortage of semiconductors, unanticipated and unprecedented increases in commodity prices and severe logistics bottlenecks.

In this backdrop, your Company posted a gradual increase in market share month over month from September 2021 in the Medium and Heavy Commercial Vehicle (MHCV) range, reaching a 30 percent share in March 2022. We have also improved our market share in the Light Commercial Vehicle (LCV) on a year-on-year basis. It is commendable that our International Operations registered a 38 percent growth in sales volume over the last fiscal year. In addition, the businesses of Power Solutions, Defence products and Aftermarket have posted notable gains.

All things considered, for FY22 our Profit after Tax wasRs542 Crores against a Loss after Tax ofRs314 Crores last year.

I would like to take this opportunity to gratefully acknowledge the immense contribution of each of our employee and every other stakeholder, for rising to the occasion contributing to Ashok Leyland reasserting its position in the industry in these challenging times.

I believe a few other developments would be of interest to you that would promote the long-term sustainability of our business. Products and technology being our core competence, we have developed a robust product plan that has the flexibility to adapt to dynamic market requirements. The AVTR range in the MHCV segment has gained widespread customer acceptance based on proven performance and reliability. The launch of the CNG vehicles in the ICV range has added further strength to our portfolio.

Following on the success of Dost, the Bada Dost model, with its best- in-class power, payload and comfort, is rapidly gaining ground in the LCV segment. It has bagged the Apollo award for "CV of the Year" and "Pickup of the Year", ET Now Global Retail Excellence Award and CII Design Excellence Award. The LCV portfolio was also extended to include a Reefer version in Partner model and an ambulance in Mitr.

With our commitment to clean emission vehicles, we have developed a roadmap covering CNG, LNG, hydrogen, fuel cell and battery electric vehicles to cater to different applications and customer needs. Action is already on to extend CNG and LNG across the full range of trucks and buses. We are pursuing a proactive approach to develop technologies in the areas of Safety, Digital, and Green energy. In Safety, we are working on enabling various levels of Advanced Drive Assistance Systems and plan to roll out these products over the next 3 years. We are closely engaged with key technology partners and customers to enable the development and deployment of these features. In parallel, we are working on developing an ecosystem to enable the customers to deploy the green energy vehicles as well. In Digital, we will continue to work on solutions such as prognostics, customized AMC. As I had mentioned last year, we have structured our Electric Vehicles in bus and LCV segments as a separate business entity called Switch Mobility, through which significant progress has been made in India, U.K., and Spain. Switch is actively participating in several EV related market opportunities in India and abroad. Very recently contemporary 12m buses for the Indian and European markets were showcased.

Our International Operations market expansion strategy is built on our strong presence in SAARC and the GCC and making significant new inroads into the African markets where 15 new distributors have been appointed last year and product models Falcon Super, Gazl and Phoenix RHD were launched.

In the Defence sector, we now have a full range of offerings which consists of combat support, armoured, light specialist and tracked vehicles. The Power Solutions Business is well prepared for the upcoming CPCB 4 emission shift. The previous fiscal saw good growth in the Power Gen and BS CEV 4 industrial segments. We are now looking to expand the business in the non-automotive segment, globally.

Moving forward, our assessment is that the volatility in environment in the near term will be high. The Russia-Ukraine war has triggered massive spikes in crude oil, food, and commodity prices. Globally, inflation has become a major concern. Supply chain disruptions, including chip shortages, are expected to continue. On the positive side, the Indian economy is expected to post a GDP growth rate of over 7 percent. The Government of India is committed to boosting infrastructure spend which should augur well for your Company. This along with the announcement of the vehicle scrappage policy is favourable for our industry. In my view, carefully balancing the long- term sustainable growth aspirations with short term needs is more important now than ever before. This requires flexibility and quick adaptability to ever changing needs, which we have integrated well in our strategies. As always, we will continue to invest in products and people regardless of short-term business fluctuations while being constantly vigilant on costs and returns. Diversity and Inclusion along with customer orientation will be cornerstones of our strategy implementation. We will continue on our digital transformation journey, which has become an all-encompassing business facet and a growing imperative to respond to dynamic consumer expectations.

We have taken an early lead in adopting the Environment, Social and Governance (ESG) targets in our plans and operations. Ten focus areas covering various aspects of ESG will be pursued as relevant to our industry and in line with UN SDG goals. Our sustainability initiatives focus on net zero carbon footprint and positive water balance. Our CSR programme "Road to School" covers today 969 schools with about 100,000 children benefitting from this initiative. To recall, this initiative is focusing on improving the quality of education, health, nutrition, social and civic awareness amongst children from Government schools. Our target is to reach 1 million students as soon as possible.

In conclusion, I wish to assure our shareholders that your Company is committed to grow its business sustainably based on operational excellence and strategic foresight. We have always converted every crisis into an opportunity and the last year was no different. We truly owe it to our people who spare no pains to achieve the goals. I am confident that with the actions seeded and the team we have, we will continue our growth trajectory towards our Vision and identified Missions.

I look forward to keeping you posted on the progress of our endeavours and thank you for your continued support to Ashok Leyland.

Yours sincerely,

Ashok Leyland Ltd Company History

Ashok Leyland Ltd. is presently engaged in manufacture and sale of commercial vehicles. The Company also manufactures engines for industrial and marine applications, forgings and casting. Its products include buses, trucks, engines, defense and special vehicles. From 18 seater to 82 seater double-decker buses, from 7.5 ton to 49 ton in haulage vehicles, from numerous special application vehicles to diesel engines for industrial, marine and genset applications, Ashok Leyland offers a range of products. The company is the flagship of the Hinduja Group. Headquartered in Chennai, India, Ashok Leyland's manufacturing footprint spreads across the globe with 9 plants; including one each at Great Britain and Ras Al Khaimah (UAE). The company's Joint Venture partners include John Deere (USA) for Construction Equipment, Continental AG (Germany) for Automotive Infotronics and the Alteams Group for the manufacture of high-press die-casting extruded aluminum components for the automotive and telecommunications sectors. Ashok Leyland Ltd was incorporated in the year 1948 with the name Ashok Motors. The company was set up in collaboration with Austin Motor Company, England for the assembly of Austin cars. In The year 1949, they commenced production at the factory situated at Ennore, south of Madras. Also, they rolled out the first indigenously assembled A40 Austin car. In the year 1950, the company made an agreement with Leyland, UK in which Ashok Motors got sole rights to import, assemble and progressively manufacture Leyland trucks for seven years. In the year 1954, the Government approved the progressive manufacture of Leyland commercial vehicles and a license was granted for the manufacture of 1,000 Comets a year. In the year 1955, the company name was changed to Ashok Leyland Ltd with equity participation from Leyland Motors Ltd. In the year 1967, the company launched 'Titan', the first Indian-made double decker with 50% indigenous components. In the year 1970, the company designed and delivered 1,000 numbers of the 6x4 'Hippo' Tipper to the Indian Army based on their specific requirements. In the year 1972, the license was granted to manufacture 10,000 vehicles a year. In the year 1976, the company introduced the 'Viking', the first ever bus with an alternator and a unique front overhang that facilitated front entry. In the year 1978, they introduced India's first rear-engine bus, 'Cheetah'. In the year 1980, the company inaugurated their second plant in Hosur. They launched India's first 13-ton truck, 'Tusker' with a 125 hp engine. Also, they launched country's first multi-axle truck, 'Taurus'. In the year 1982, they introduced India's first vestibule or the articulated bus. They inaugurated two new manufacturing facilities at Bhandara (Maharashtra) and Alwar (Rajasthan) in March 1982 and August 1982 respectively. In the year 1993, the company received ISO 9002 certification. In the year 1995, they received ISO 9001 Certification. Aslo, they set a driver training facility at Namakkal. In the year 1996, the company set up their second plant at Hosur. In the year 1997, they launched the Stallion, an all-terrain logistic vehicle. Also, they launched India's first CNG-powered bus. In the year 2002, the company developed the country's first Hybrid Electric Vehicle and showcased at Auto Expo 2002. In the year 2006, the company acquired the truck business of Czech Republic-based AVIA. They entered into an agreement with Ras Al Khaimah Investment Authority For the setting up of a bus assembly plant in the UAE. In the year 2007, the company entered into a joint venture with Nissan Motor Company, Japan for manufacture and marketing of Light Commercial Vehicles. They entered into a joint venture with Continental AG, Germany for the development of automotive infronics. Also, they entered into a joint venture with Alteams Group, Finland for the production of HPDC (High Pressure Die Casting) extruded aluminum components. In the year 2008, the company entered into a joint venture with John Deere, USA for the manufacture of construction equipment products. They established Albonair, GmbH for development of vehicle emission treatment / control systems and products. In March 2010, the company inaugurated a plant at Pantnagar in Uttarakhand. This is the company's modern, technologically world-class and largest plant with a capacity to touch 75,000 vehicles. They introduced the new, future-ready U-Truck platform with the promise of a holistically superior level of trucking. The company bought 26% stake in Optare plc, a well-known bus maker in the UK. In order to cater to the emerging markets in China and India, Albonair (India) Pvt Ltd was incorporated during the year. During the year 2010-11, the company acquired 26% in the equity share capital of Optare plc, U.K., a leading bus manufacturer in U.K., which will benefit the company in their endeavour to address new markets, and to accelerate technology development. In December 16, 2010, the company inaugurated the state-of-the-art factory built as a venture between the company and Ras Al Khaimah Investment Authority (RAKIA), at Ras Al Khaimah. This facility will cater to the needs of the African/Middle East markets and also facilitate launching of AVIA range of trucks manufactured by Avia Ashok Leyland Motors s.r.o. to these markets. In the year 2011, the company entered into the LCV segment with the launch of Dost. In September 2011, the company entered into the Tanzanian market by bagging an order for 723 trucks, buses and special application vehicles. In October 2011, the company entered into the construction equipment space with the launch of a new brand, LEYLAND DEERE. In November 2011, the company received the contact to supply 700 cluster CNG buses to Delhi. In the year 2012, the company launched Jan Bus, world's first single step entry, front engine, fully flat floor bus. They introduced U-3723, India's first 37-tonne haulage truck with the highest payload of up to 27 tonnes. In January 2012, the company increased their stake in Optare plc to 75.1%. In 2013, Ashley Services Limited (ASL) has become a wholly owned subsidiary of the company. The company bags contract for about 2,610 buses for an undisclosed amount from the Institute of Road Transport (IRT), Tamil Nadu which is a nodal organisation that obtains buses for all state transport corporations. The company opens 3 dealer outlets in a day to significantly expand network presence in Gujarat. The company inaugurated the company's new Driver Training Institute (DTI) at Chhindwara. The company launches Luxura Magical India' Bus, in support of Charter for Charity'. In 2014, the company launched two new Light Commercial Vehicles (LCV) - PARTNER truck, India's first air-conditioned LCV goods vehicle and MiTR bus. The company, launched JanBus' - the world's first', fully-flat floor, front-engine bus with single-step entry and air suspension in Kolkata. The Company has bagged a contract from the Ministry of Tourism & Hospitality Industry, Government of Zimbabwe for supply of 670 vehicles valued at approx. USD 50 million. The company received an order for 2,200 buses from the Government of Sri Lanka'. The company bags major projects from Africa worth USD 79.2 mn. The company signs a MoU with Bank of Maharashtra for vehicle financing. In 2015, the company has tied up with Lakshmi Vilas Bank to provide finance to its commercial vehicle buyers. The company wins order for buses worth 82 mn USD from Senegal. The company wins contract for 3600 vehicles worth $200Mn from Cote D'Ivoire. The company inaugurated a new dealership M/s. Makroo Motor Company in Srinagar. The company signed a Memorandum of Understanding (MoU) with The South Indian Bank. The company opens a new dealership in Hosapete, Karnataka. The company opens a new dealership in Mangaluru, Karnataka. The company also inaugurates a state-of-the-art workshop in Riyadh. During the year 2016, as a part of the divestment plans of the Company to sell non-core businesses, the company sold 23,25,18,140 equity shares of 10/- each held in Ashok Leyland John Deere Construction Equipment Company Private Limited to Gulf Ashley Motor Limited, a subsidiary of the Company and thereafter the Company has infused committed capital contributions. Automotive Infotronics Limited, joint venture and Ashley Airways Limited an associate of the Company are under liquidation. During the year under review 2016-2017, the Board of Directors of the Company at their meeting held on September 14, 2016, approved the draft scheme of amalgamation of Hinduja Foundries Limited (HFL) with the Company and their respective shareholders and creditors, under Sections 391 to 394 of the Companies Act, 1956 subject to regulatory approvals. The Appointed Date for the scheme of amalgamation was October 1, 2016. The intended amalgamation has been approved by the shareholders at the Court Convened Meeting held on January 23, 2017 and through Postal Ballot on January 25, 2017. The Hon'ble National Company Law Tribunal, Chennai Bench (NCLT) which heard the Company's petition on April 18, 2017 sanctioned the scheme of amalgamation of HFL with the Company and their respective shareholders, and creditors. The NCLT Order was filed with the Registrar of Companies, Chennai and the scheme became effective on April 28, 2017. The Board of Directors of the Company has formed a Committee of Directors comprising of Mr. Dheeraj G Hinduja, Chairman, Mr. Vinod K Dasari, Chief Executive Officer and Managing Director, Mr. D J Balaji Rao and Mr. Sanjay K Asher, Directors as members of the Committee and authorised the Committee to do all such acts, deeds, matters and things as may be necessary for the purpose of giving effect to the Order of NCLT on the scheme of amalgamation of HFL with the Company including but not limited to issue and allotment of the equity shares of the Company to the eligible shareholders of the Transferor Company as on the Record date. Further to the receipt of noted letter from the designated stock exchange, the Board of Directors of the Company has fixed Wednesday, June 7, 2017 as the Record Date' for determining the shareholders of Hinduja Foundries Limited (Transferor Company), entitled to receive the equity shares of Ashok Leyland Limited (Transferee Company), under the Scheme of amalgamation sanctioned by NCLT. Consequent to the above, the issued, subscribed and paid-up equity share capital will stand increased from 2,845,876,634 equity shares of 1/- each to 2,926,534,926 equity shares of 1/- each. Consequent to the amalgamation of Hinduja Foundries Limited with the Company, Ashok Leyland Wind Energy Limited became an associate company of the Company As on March 31, 2017, the company has 24 Subsidiaries, 7 Associate Companies and 2 Joint venture companies.2017. During the year, the Company, Ashok Leyland Nissan Vehicles Limited (subsidiary) and Nissan Ashok Leyland Powertrain Limited, Nissan Ashok Leyland Technologies Limited (joint ventures), entered into restructuring and settlement agreements with Nissan Motor Co. Ltd, Japan (NML). As a part of the restructuring and settlement agreements, the Company acquired the entire shareholdings from NML in the subsidiary and joint venture companies resulting in all the three companies becoming wholly owned subsidiaries of your Company. During the year 2016-2017, Hinduja Leyland Finance Limited (HLFL) became a material subsidiary since the net worth of HLFL in the immediately preceding accounting year exceeded twenty percent of the consolidated net worth of the Company and its subsidiaries. In compliance with the requirements of SEBI Listing Regulations, Dr. Andreas H Biagosch, Independent Director of the Company has been appointed as an Independent Director in the Board of HLFL. Automotive Infotronics Limited, joint venture and Ashley Airways Limited an associate of the Company are under liquidation. The petition for voluntary winding up of Automotive Infotronics Limited was filed with the High Court of Judicature of Madras during March 2017 and the winding up process is expected to be completed during the financial year 2017-18. During the year under review Ashok Leyland (UK) Limited has initiated the process of voluntary winding up. The Board of Directors of Hinduja Leyland Finance Limited (HLFL), a subsidiary company of Ashok Leyland Limited, at its meeting held on 23 May 2017 decided to withdraw the Draft Red Herring Prospectus (DRHP) for the proposed initial public offering of equity shares of HLFL and accordingly the DRHP was withdrawn from the Securities Exchange Board of India on 16 June 2017. On 18 July 2017, Ashok Leyland announced the formation of a strategic alliance with SUN Mobility, promoted by Chetan Maini, founder of Reva and Uday Khemka, Vice Chairman of SUN Group. This global partnership between Ashok Leyland and SUN Mobility will leverage India's innovation and engineering potential to develop truly world class mobility solutions. SUN Mobility plans to revolutionise the transportation sector by deploying a unique open-architecture ecosystem built around its proprietary smart batteries and a network of quick interchange battery solutions. On 10 August 2017, Ashok Leyland announced the launch of Digital Market Place, an industry-first combination of four innovative digital solutions. Riding on the exponential smartphone growth, these digital solutions are simple to use, compatible with all smartphones, and work like any other, everyday app. The four digital solutions viz. i-Alert, ServiceMandi, E-diagnostics and Laykart will help customers manage their business with a simple tap, by making it simpler for them to log on to their business from anywhere and manage their operations with ease. On 17 November 2017, Ashok Leyland announced that it has entered into a Share Purchase and Shareholders Agreement with Everfin Holdings, shareholder of Hinduja Leyland Finance (HLFL), for acquisition of 2.04 crore shares of Rs.10/- each constituting 4.68% in the paid-up share capital of HLFL at a price of Rs.110/- per share. The total consideration payable works out to Rs 225.42 crore. Post the transaction, Ashok Leyland's shareholding in HLFL will increase from 57.22% to 61.90%. Consequent to Everfin Holdings' decision to sell part of its stake in HLFL, Ashok Leyalnd is acquiring the same along with other existing shareholders of HLFL. HLFL is a Non-Banking Finance Company. It clocked revenue of Rs 1486.31 crore and profit after tax of Rs 167.53 crore in FY 2016-17. On 24 November 2017, Ashok Leyland announced that consequent to the conversion of loans into equity, the company's shareholding in Optare plc will increase from 75.11% to 98.31%. The aforesaid conversion of loans into equity has no impact on profits and cash flows for the current financial year of Ashok Leyland as the investments in the equity shares and the loans given to Optare plc was fully impaired as of March 2017. Optare plc, a subsidiary of the company is situated in United Kingdom. Optare plc is involved in the manufacture of single decker, double-decker buses and electric buses for the UK and other export markets. Optare plc clocked revenue of 35 million and net loss of 15.7 million in FY 2016-17. On 27 November 2017, Ashok Leyland announced that it has entered into a Mutual Cooperation Agreement with Hino Motors Ltd. Japan where Ashok Leyland will utilise Hino's engine technology for Ashok Leyland's EURO-VI development and will support in development of Hino's engine parts purchasing in India for global operation. Hino and Ashok Leyland have had a cooperative agreement for engine production in India since 1986. By this mutual cooperation agreement, both companies will leverage each others' strengths in diesel engines to enhance their competitiveness. Ashok Leyland will enhance its competitiveness by jointly developing engines for BS-VI compliance in India through the engine technology of Hino Motors. Hino Motors will promote engine parts development in India by utilizing Ashok Leyland in India to strengthen Hino's competitiveness. On 17 January 2018, Ashok Leyland announced that it took the next step to secure long-term arrangements for its EV commercial vehicles by signing a Letter of Intent with Phinergy of Israel. The company and Phinergy will work towards adaptation of unique, competitive and sustainable solutions for high energy applications in the commercial vehicle space. Phinergy has developed cutting edge technology solutions for the use of Aluminium Air Batteries for EV and other applications. With Ashok Leyland, Phinergy will be tailoring its unique technology to meet the demanding high-energy requirements of commercial vehicles in the Indian market. On 30 March 2018, credit rating agency CARE Ratings upgraded the Long-term/Short-term bank facilities of Ashok Leyland to CARE AA+; Stable/CARE A1+ and reaffirmed the Commercial Paper program. CARE Ratings said in a press release that the revision in long-term rating of Ashok Leyland factors in the continuous improvement in its financial position in the past three years ended December 2017 supported by its strong operational and financial performance. Resultantly the capital structure has witnessed significant improvement in FY 2017 and 9 months ended December 2017. On 13 April 2018, Ashok Leyland announced that it has won another critical order from the Ministry of Defence (MOD). The contract is for supplying Ashok Leyland's High Mobility 10x10 vehicles (HMV 10x10) to carry the Smerch Rockets. This initial order is worth over Rs 100 crore. The scheme of amalgamation of three wholly owned subsidiaries namely,Ashok Leyland Vehicles Ltd,Ashley Powertrain Ltd and Ashok Leyland Technologies Ltd and the scheme has become effective from appointed date 01 April 2018. The Company has 21 Subsidiaries, 5 Associates and 2 Joint ventures as on 31 March 2019. Hinduja Leyland Finance Limited is a material subsidiary of the Company. During Q3 of the financial year 2019-20, the spread of the COVID-19 virus caused global disruption, with negative impact on human health, business enterprises and the global economy in general. The rapid outbreak of the COVID-19 pandemic during Q4 of FY 2019-20, has severely impacted the physical and financial health of people across India and to prevent the contagion in the Country, phases of nationwide lockdown was announced by the Government of India. The company suspended its production across all its factory locations since 24 March 2020 and resumed operations in its plants across the Country during second week of May 2020. The Company has 22 Subsidiaries, 5 Associates and 2 Joint ventures as on 31 March 2020. During the FY2020,the company incurred Rs 1,292 crore towards capital expenditure predominantly towards BS VI, MBP, Electric vehicles, Unit replacements, maintenance capex etc.,Also the company has invested Rs 300 crore in Hinduja Leyland Finance Limited, Rs 100 crore in Optare Plc, Rs 20 crore in Albonair India, Rs 22 crore in Vasuki (Special Limited Partnership) and Rs 4 crore in Ashley Aviation. During the FY2021,the company has issued and allotted on private placement basis, secured redeemable non-convertible debentures (NCDs) aggregating to Rs 600 crore. The Company had 26 Subsidiaries, 5 Associates and 2 Joint ventures as on 31 March 2021. Consequent to the acquisition of 58,500,000 shares of Rs 10/- each of Hinduja Tech Limited ('HTL') from Nissan International Holding BV, HTL has become a wholly owned subsidiary of the company. Consequently,Hinduja Tech (Shanghai) Co., Limited also became step down Subsidiary of the Company. During the year 2020-21, the Company has incorporated a wholly owned subsidiary in the name of Vishwa Buses and Coaches Limited to carry on the business of bus body building. The Company and HLFL have jointly incorporated a new Company with 50% holding each in the name of Gro Digital Platforms Limited (GDPL) during April 2021. The company has been declared as the 'Platinum Award Winner of Green Leaf Afforestation Award' in the Automobile sector for the year 2019, by Apex India Foundation in FY21. During the year 2020-21, the company has invested Rs 150 Crore in Optare Plc,Rs 90 Crore in Hinduja Leyland Finance Limited, Rs 70 Crore in Hinduja Tech,Rs 33 Crore in Vishwa Buses and Coaches Limited, Rs 19 Crore in Prathama Solar & Rs 5 Crore in Ashley Aviation. The Board of Directors of the Company at its meeting held on November 12, 2021 approved the Business Transfer Agreements (ETA) with Switch Mobility Automotive Limited (Step down subsidiary of the Company) and Ohm Global Mobility Private Limited (Fellow subsidiary of the Company) for transferring its Electrical Vehicle business and its Electrical Vehicle Mobility As A Service (EMAAS) business respectively with effect from 01 October 2021. The Company enhanced its product portfolio with CNG models in ICV trucks segment to cater to the boost in demand for alternate fuels in the e commerce and last-mile delivery applications. Further, product enhancements like High Horsepower Mining Tipper and Surface Tipper, helped it to strengthen presence in Construction and Mining industry. It pioneered in launching 8x2 Multi-Axle Truck with Dual Tyre Lift Axle and 6x2 Multi-Axle Truck with Single Tyre Lift Axle, which were well received during the year 2022. It added 71 new outlets during the year 2022 increasing the total count to 907 in the Aftermarket business. To keep up with the rising commercial vehicle operations in Northern and Eastern regions of India, it opened more than half of the new outlets in these regions. Penetration in LCV portfolio across geographies was made while retaining market leadership position in MDV bus segment in SAARC and GCC countries. It supplied an all-time high 1,125 units of completely built up units (CBUs) including bullet proof vehicles and 600 kits to the Indian army and in addition completed the execution of 711 Ambulances in record time under emergency procurement. After successful completion of the trials, Phoenix was launched in FY22 with flag off of 35 units to Uganda. In FY22, new product Bada Dost' was launched in the LCV segment. Bada Dost was awarded CV of Year and Pick up of the Year 2021-22 at the Global Awards for Retail Excellence presented by ET Now and World Leadership Congress. The Bada Dost also won the CII Design Excellence award 2021. During the year 2022, Company incurred Rs. 400 Crores towards capital expenditure for improving manufacturing capacity and capability covering LCV Engines, Frame Side member, SG Cast Iron, Cab Paint &Trim and Chassis Assembly; new products covering Project Vayu (CNG vehicles development), Low Cost EATS development & Emission migration Projects (BS Construction Equipment Vehicle {CEV IV} and BS VI Phase 2) and unit replacement & maintenance capex for sustenance

Ashok Leyland Ltd Directors Reports

To the Members,

PERFORMANCE/OPERATIONS

Your Directors have pleasure in presenting the Annual Report of Ashok Leyland Limited ("AL"/"the Company") along with the audited Financial Statements for the financial year ended March 31, 2022.

FINANCIAL RESULTS

Rs in Crores

COMPANY'S PERFORMANCE

The Commercial Vehicle market (0-55t GVW) in India grew by 26.0% YoY in total industry volume (TIV) after dropping by 38.0% over the last two consecutive years. M&HCV segment (>7.5t GVW) grew by 49.7% while LCV segment (0-7.5t GVW) grew by 16.7%. International Operations grew by 83.4% over last year driven by similar gains in both M&HCV and LCV segments.

Your Company sold 65,090 M&HCVs in the domestic market (3,789 Buses and 61,301 Trucks including Defence vehicles), registering a growth of 41.5% over last year. LCV with sales of 52,222 vehicles grew by 11.9% over the previous year.

Your Company's sale in M&HCV Trucks segment (excluding Defence vehicles) in India grew by 43.5% to 60,947 units in FY22, as compared to 42,483 units in FY21. Your Company enhanced its product portfolio with CNG models in ICV trucks segment to cater to the boost in demand for alternate fuels in the ecommerce and last-mile delivery applications. Further, product enhancements like High Horsepower Mining Tipper and Surface Tipper, helped your Company to strengthen its presence in Construction and Mining industry. Your Company pioneered in launching 8x2 Multi-Axle Truck with Dual Tyre Lift Axle and 6x2 Multi-Axle Truck with Single Tyre Lift Axle, which were well received during the year.

Your Company's sale in M&HCV Bus segment (excluding Defence vehicles) in India grew by 10.8% to 3,018 units in FY22, as compared to 2,723 units in FY21. The Aftermarket business showed a commendable growth of 30.0% over last year. Your Company added 71 new outlets during the year, increasing the total count to 907 primary touch-points. To keep up with the rising commercial vehicle operations in Northern and Eastern regions of India, your Company opened more than half of the new outlets in these regions.

In LCV, new product 'Bada Dost' has helped your Company register highest ever sales of 52,222 vehicles since inception. Your Company observed overall IO sales growth of 37.0% over FY21. Penetration in LCV portfolio across geographies was made while retaining market leadership position in MDV bus segment in SAARC and GCC countries. Your Company has achieved sales of 20,944 engines in Power Solutions Business aided by new business development with corporates and equipment manufacturers. Despite shortages in availability of semi- conductor chips, your Company has registered robust growth in Power Solutions Business. Your Company supplied an all-time high 1,125 units of completely built up units (CBUs) including bullet proof vehicles and 600 kits to the Indian army and in addition completed the execution of 711 Ambulances in record time under emergency procurement.

Highlights of performance are discussed in detail in the Management Discussion and Analysis Report attached as Annexure F to this Report. During the year, there has been no change in the nature of the business of the Company.

SHARE CAPITAL

During the year under review, there were no changes to the share capital. The issued and paid up share capital of the Company consist of 2,935,527,276 shares of face value Rs 1/- each amounting toRs2,935,527,276/- as on the date of the report.

DIVIDEND

The Dividend Distribution Policy framed in line with Regulation 43A of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 is ("SEBI" Listing Regulations) appended to this report and is hosted on the Company's website at https://www.ashokleyland.com/backend/ in/wp-content/uploads/sites/2/2021/01/Dividend Distribution Policy. pdf#toolbar=0.

In line with the policy, your Directors have recommended a dividend of Rs 1/- per equity share of face value of Rs 1/- each for the financial year ended March 31, 2022 involving an outflow of Rs 293.55 Crores.

MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY BETWEEN THE END OF THE FINANCIAL YEAR AND THE DATE OF THE REPORT

There are no material changes and commitments affecting the financial position of the Company between the end of the financial year and the date of this Report.

TRANSFER TO RESERVES

Your Company does not propose to transfer amounts to the general reserve out of the amount available for appropriation.

FINANCE DEBENTURES

During the year under review, your Company has issued and allotted on private placement basis, secured redeemable non-convertible debentures (NCDs) aggregating toRs200 Crores. The funds raised through NCDs have been utilised for capital expenditure and general corporate purposes.

Long term funding

(a) Secured Non-Convertible Debentures (NCDs):

During the year, your Company has placed NCDs to the extent ofRs200 Crores. No redemption of NCDs were made during the year.

(b) Rupee Term Loans:

Fresh secured rupee term loans ofRs450 Crores were availed during the year. Your Company repaid rupee term loan instalments amounting to Rs 12.50 Crores on the due date during the year.

(c) External Commercial Borrowings (ECBs):

During the year, your Company has not availed fresh ECBs and no installments were due for repayments.

As at March 31, 2022, Long term borrowings stood atRs3,245.25 Crores as againstRs2,576.52 Crores on March 31, 2021.

CREDIT RATINGS (ASSIGNED IN FY 2021-22)

HUMAN RESOURCES

Your Company continued the people framework of 6 levers - Culture, Capability, Capacity, Compassion, Collaboration and Contribution to meet dynamic business requirements towards building a high performing and caring organisation. Your Company seamlessly adopted the hybrid working model prior to opening up offices across various locations during the financial year of 2021-22.

Some of the key People initiatives undertaken during the year include:

• Long Term Wage Settlements were signed in 6 manufacturing plants covering 4400 Associates, with specific clauses focusing on flexibility in operations, Productivity, Quality, Safety, Total Employee Involvement etc. linked with variable income for Associates.

• Bonus/Ex-gratia for FY21 was concluded and Memorandum of Understanding was signed covering 8 manufacturing plants and 5100 Associates.

• Under the aegis of Ashok Leyland University, successfully launched Quality Academy which focuses on developing TQBM champions across your Company and Electronics Academy aimed at enhancing the electronics capability to be future ready.

• New HRMS Anchor 2.0 was launched to provide a superior user experience for employees. Anchor 2.0 can be used on a mobile and has features such as ask HR for closer connect with employees, Chatbot, Simplified user interface and AI- based personalised and intuitive Learning eXperience Platform (LXP) which provides multimodal learning through MOOC (Massive Open Online Courses) from platforms such as Coursera, edX, LinkedIn Learning and more. The new LXP provides an engaging learning experience through mobile app, personalised recommendations and dynamic leader boards.

• A 2-week long learning event, Learning Champions League (LCL) was organized to pique curiosity and motivate executives towards Learning initiatives CARE 2.0 (Customer Appreciation and Relationship Excellence) program was launched during the LCL to enhance the Customer Centricity competency of executives.

• Gamified simulations for providing future skills such as Agile way of Working and Design Thinking were conducted across the business and functions.

• Leaders talk series by Industry experts on topics such as "Next Generation of Robotic Surgeries" and "A peek into the Metaverse, NFT & more" to keep employees up to date with latest technology and trends

• A select set of young high potential employees underwent a year long development journey as a part of Young Talent Program (YTP). The program followed a blended approach of learning by combining Virtual Classes by XLRI, Peer Learning, MOOC Courses and mentoring.

• Awards:-

Your Company was awarded the prestigious TISS Leap Vault CLO Award - Gold in the category of 'Virtual Learning Program'. Two awards were won in People First HR Excellence Awards 2021, Champion in "Leading Practices in Learning and Development" and Winner in "Leading Practices in Employee Engagement.

EMPLOYEE HEALTH & SAFETY

The end of the financial year 2020 was marked by the COVID-19 crisis which not only impacted livelihoods but also lives as well, and this crisis has extended for a period beyond a year. Your Company swung into action by forming an Emergency Response Team with the primary objective to focus on the health and safety of employees and their family members through interventions as appropriate which included measures such as "Work from Home" policy, access to qualified medical practitioners, setting up of a dedicated help-line to address physical as also emotional well-being. Your Company continues to monitor the well-being of its workforce and has taken several measures to engage with and provide timely support to the families that were affected by the pandemic.

Your Company is committed to build an Environment, Health and Safety culture and has formed an "Environment, Health and Safety council" at the apex level, chaired by a Director. The EHS council reviews all safety incidents both reportable as also near-miss events every month, and proactively identifies measures to strengthen safety practices across its manufacturing locations. Your Company has also rolled-out a comprehensive EHS policy reiterating its commitment to protect the Environment, Health and Safety of its employees and other stakeholders.

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