About Maruti Suzuki India Ltd

Maruti Suzuki India Ltd (formerly Maruti Udyog Ltd) is India's largest passenger car company, accounting for over 50% of the domestic car market. The company offers full range of cars from entry level Maruti Alto to stylish hatchback Ritz, A-star, Swift, Wagon R, Estillo and sedans DZire, SX4 and Sports Utility vehicle Grand Vitara. The company is a subsidiary of Suzuki Motor Corporation (SMC) of Japan, which currently holds 56.37% of its equity stake. The company is engaged in the business of manufacturing, purchase and sale of motor vehicles and spare parts (automobiles). The other activities of the company include facilitation of pre-owned car sales, fleet management and car financing. They have four plants, three located at Palam Gurgaon Road, Gurgaon, Haryana and one located at Manesar Industrial Town, Gurgaon, Haryana. The company has nine subsidiary companies, namely Maruti Insurance Business Agency Ltd, Maruti Insurance Distribution Services Ltd, Maruti Insurance Agency Solutions Ltd, Maruti Insurance Agency Network Ltd, Maruti Insurance Agency Services Ltd, Maruti Insurance Agency Logistics Ltd, True Value Solutions Ltd, Maruti Insurance Broker Ltd and J J Impex (Delhi) Pvt Ltd. Maruti Suzuki India Ltd was incorporated on February 24, 1981 with the name Maruti Udyog Ltd. The company was formed as a government company, with Suzuki as a minor partner, to make a people's car for middle class India. Over the years, the company's product range has widened, ownership has changed hands and the customer has evolved. In October 2, 1982, the company signed the license and joint venture agreement with Suzuki Motor Corporation, Japan. In the year 1983, the company started their productions and launched Maruti 800. In the year 1984, they introduced Maruti Omni and during the next year, they launched Maruti Gypsy in the market. In the year 1987, the company forayed into the foreign market by exporting first lot of 500 cars to Hungary. In the year 1990, the company launched India's first three-box car, Sedan. In the year 1992, Suzuki Motor Corporation, Japan increased their stake in the company to 50%. In the year 1993, they introduced the Maruti Zen and in the next year they launched Maruti Esteem in the market. In the year 1995, the company commenced their second plant. In the year 1997, they started Maruti Service Master as model workshop in India to look after sales services. In the year 1999, the third plant with new press, paint and assembly shops became operational. In the year 2000, the company launched Maruti Alto in the market. In the year 2002, Suzuki Motor Corporation increased their stake in the company to 54.2%. In January 2002, the company introduced 10 finance companies (8 + 2JVs) in Mumbai. Also, they found one new business segment, Maruti True Value for sales, purchase and trade of pre-owned cars in India. In the year 2005, the company launched the first world strategic model from Suzuki Motor Corporation 'the SWIFT' in India. In the year 2006, they launched WaganR Duo with LPG and also the New Zen Estillo. During the year 2006-07, the company commenced operations in the new car plant and the diesel engine facility at Manesar, Haryana. In November 2006, they inaugurated a new institute of Driving Training and Research (IDTR), which was set up as a collaborative project with Delhi Government at Sarai Kale Khan in South Delhi. During the year 2007-08, the company signed an agreement with the Adani group for exporting 200,000 units annually through the Mundra port in Gujarat. They launched Swift Diesel and SX4- Luxury Sedan with Tag line 'MEN ARE BACK' during the year. In July 2007, the company launched the new Grand Vitara, a stylish, muscular and 5-seater in the MUV segment. The company changed its name from Maruti Udyog Ltd to Maruti Suzuki India Ltd with effect from September 17, 2007. During the year, the company entered into a joint venture agreement with Magneti Marelli Powertrain SpA and formed Magneti Marelli Powertrain India Pvt Ltd for manufacturing Electric Control Units. Also they entered into another joint venture agreement with Futaba Industrial Co Ltd and formed FMI Automotive Components Ltd for manufacturing Exhaust Systems Components. During the year, the company signed pact with Shriram City Union Finance Ltd, a part of Shriram Group, Chennai, to offer easy, transparent and hassle-free car finance to its customers, particularly in semi urban and rural markets. The agreement is a joint initiative of the two companies for providing competitive car finance to people in Tier-II and Tier-III cities across the country. During the year 2008-09, the company launched a new A2 segment car, branded the A-star in India and in Europe as the new Alto. They raised their production capacity to a landmark 1 million cars. In June 2008, the company launched Maruti 800 Duo, which is a dual fuel (LPG-cum- petrol) model car. In April 2009, the company revealed new Ritz K12M engine at Gurgaon plant. During the year 2009-10, the company raised the capacity of their next generation K-series engine plant to more than 500,000 units per annum. They started work on an additional plant of 250,000 cars per annum capacity at Manesar. The company launched their fifth world strategic model, the Ritz. They also came out with the spacious multi purpose van, Eeco and the all new WagonR with a K-series engine. During the year 2010-11, the company launched refreshed variants of WagonR and Alto with the new K-series engines. SX4 was offered with a Super Turbo Diesel engine. The Company launched the Suzuki Kizashi, India's first sports luxury sedan. It sports a 2.4 litre engine and is endowed with best-in-class features. The company developed in-house i-GPI (Integrated Gas Port Injection) Technology and launched factory-fitted CNG variants for five of its models: Alto, WagonR, Eeco, Estilo and SX4. During the year 2011-12, the company started the work to commission another diesel engine plant of 300,000 annual capacity in Gurgaon. At the 2012 Delhi Auto Expo, the Company unveiled the Ertiga - Life Utility Vehicle. The global premiere of Ertiga marks the entry of the company in the UV segment, which will help further strengthen its leadership position in the industry. The company also showcased the XA-Alpha, a concept compact SUV. During the year 2012-13, the company started the work on the Gujarat site. During this period, Suzuki Japan decided that India will now be responsible for the export markets of Africa, the Middle East and its neighbouring countries. The company has to ensure adequate sales and marketing arrangements in these countries, with the help of Japan. It also has to determine the products to be manufactured for these markets and, if necessary, establish assembly plants overseas. This decision will greatly help the growth of its exports. In 2014-15, Maruti launched a successful sedan, Ciaz model cars. The S-Cross creates a new market segment which combines the comfort and luxury of a sedan with the power and styling of an SUV. Both these products have been enriched with a number of premium features and enhanced performance levels. In January this year, the Hon'ble Chief Minister of Gujarat, laid the foundation stone of the Gujarat plant. During the year 2015-16, two new products introduced by the company, namely the Baleno and the Brezza, exceeded its expectations of demand, and both cars had a waiting period of 6-7 months. On 4 October 2016, Maruti Suzuki announced that its premium hatchback Baleno has crossed cumulative domestic sale of one lakh units. On 18 May 2016, Maruti Suzuki announced the launch of an updated version of its small car Alto 800 with more attractive front design, fresh interiors, vibrant colours, higher fuel efficiency and new features. On 27 May 2016, Maruti Suzuki announced that it will proactively and voluntarily recall 75,419 Baleno cars (petrol and diesel) manufactured between 3 August 2015 and 17 May 2016 to upgrade the airbag controller software. Of these, 15,995 Baleno diesel cars manufactured between 3 August 2015 and 22 March 2016 will also be attended to for inspection and replacement of a faulty fuel filter. The Baleno cars covered in the recall include 17,231 units of exports. In addition, 1,961 DZire diesel cars (only AGS variant) will be attended to for inspection and replacement of a faulty fuel filter. On 27 May 2016, Maruti Suzuki announced that it had begun exports of its Light Commercial Vehicle Super Carry to South Africa and Tanzania. At that time, the company said that it also plans to export the vehicle to SAARC nations in due course. On 6 July 2016, Maruti Suzuki announced that its popular premium mid-size sedan Ciaz has crossed one lakh cumulative sales mark in the domestic market. The car was lunched in October 2014. On 28 July 2016, Maruti Suzuki announced that its premium retail showroom under the NEXA brand has completed one year of operations. At that time, the company said that NEXA is expected to contribute 15% of its sales by 2020. Maruti Suzuki announced increase in prices of select models ranging from Rs 1,500 to Rs 5,000 (Ex-showroom Delhi) with effect from 1 August 2016. It also announced increase in price by up to Rs 20,000 for Vitara Brezza and up to Rs 10,000 for Baleno. The company attributed the price hike to factors like segment wise demand, foreign exchange movements and strategic objectives of the company. On 12 August 2016, Maruti Suzuki announced that the cumulative enrollment at its various driving training facilities has touched a record 3 million since it started driving training in the year 2000. On 30 August 2016, Maruti Suzuki announced the launch of limited edition of its most popular hatchback Swift as Swift Deca. On 1 September 2016, Maruti Suzuki announced the launch of its first light commercial vehicle (LCV) Super Carry in the domestic market. The company has invested about Rs 300 crore towards the development of the Super Carry. On 15 September 2016, Maruti Suzuki announced that it has signed a Memorandum of Understanding (MoU) with Uber India to train over 30,000 individuals/Uber partner-drivers in safe driving over a period of 3 years. On 23 September 2016, Maruti Suzuki announced that it has attained cumulative exports of 15 lakh vehicles. These vehicles have been exported to over 100 countries including Europe, Latin America and Africa. On 15 November 2016, Maruti Suzuki announced that it will set up a first-of-its-kind Industrial Training Institute in Mehsana, Gujarat. On 25 November 2016, Maruti Suzuki announced the launch of limited edition of its small car Wagon R as Wagon R Felicity with an array of new features. On 9 December 2016, Maruti Suzuki India signed a Memorandum of Understanding (MoU) with Ola, the online cab aggregator, to train aspiring Ola driver-partners. The company said that its partnership with Ola will create entrepreneurship opportunities for aspiring Ola drivers-partners. On 13 January 2017, Maruti Suzuki India announced the launch of IGNIS, its premium urban compact vehicle for the millennials. The company, alongwith its suppliers, has invested over Rs 950 crore towards the development of IGNIS. IGNIS has 98.5% localization. On 27 January 2017, Maruti Suzuki announced the launch of a new VXi+ variant of its small car WagonR with a wide array of new features including Projector headlamps, stylish front grill, alloy wheels and side skirts, Dual Airbags, Anti-Lock braking System with Electronic brake - force distribution system, as optional. Maruti Suzuki announced a price hike ranging from Rs 1,500 to Rs 8,014 (Ex-showroom Delhi) across models with effect from 27 January 2017 due to increase in commodity, transportation and administrative costs. On 30 January 2017, Maruti Suzuki inaugurated its 200th premium retail showroom NEXA in the country at Hyderabad. At that time, the company said that NEXA is now present in 121 cities and had already sold over 1.85 lakh vehicles since its inception. On 15 February 2017, Maruti Suzuki announced the launch of limited edition of its compact multi purpose vehicle Ertiga. On 20 February 2017, Maruti Suzuki announced that its two Smart Hybrid vehicles viz. Ciaz SHVS and Ertiga SHVS have crossed cumulative sales of 1 lakh units. Smart Hybrid Vehicle by Suzuki (SHVS) is a technology which uses an integrated starter generator and an advanced high capacity battery to supplement the engine's power. SHVS technology makes it more efficient than the conventional set-up and saves energy while decelerating/braking. On 2 March 2017, Maruti Suzuki announced that its popular urban sports utility vehicle Vitara Brezza crossed one lakh cumulative sales milestone in the domestic market. On 27 March 2017, Maruti Suzuki announced that its popular urban sports utility vehicle Vitara Brezza has clocked sales of over 1.1 lakh units in the first year of its launch. On 31 March 2017, Maruti Suzuki announced that its popular midsize sedan Ciaz will be sold exclusively through its premium retail outlets NEXA from 1 April 2017. On 16 May 2017, Maruti Suzuki announced the launch of updated version of its sedan Dzire. On 25 May 2017, Maruti Suzuki announced that it has decided to set up automobile skill enhancement centres across 15 government-run Industrial Training Institutes (ITIs) across 11 states over a period of three months. On 1 July 2017, Maruti Suzuki announced that it has passed on the entire benefit of the goods and services tax (GST) rates on vehicles to its customers and as a result the ex-showroom prices of Maruti Suzuki models were cut by upto 3% with effect from 1 July 2017. However, owing to withdrawal of tax concessions on mild hybrid vehicles, the price of Smart Hybrid Ciaz Diesel model and Smart Hybrid Ertiga Diesel has increased. On 7 July 2017, Maruti Suzuki announced that the National Company Law Tribunal (NCLT) has approved the scheme of amalgamation of Maruti Suzuki India Limited and seven of its wholly owned subsidiary companies viz. Maruti Insurance Business Agency Limited, Maruti Insurance Distribution Services Limited, Maruti Insurance Agency Network Limited, Maruti Insurance Agency Solutions Limited, Maruti Insurance Agency Services Limited, Maruti Insurance Agency Logistics Limited and Maruti Insurance Broker Limited. On 3 August 2017, Maruti Suzuki announced the introduction of auto gear shift option in its top-end Alpha variant of its premium urban compact vehicle IGNIS. On 10 August 2017, Maruti Suzuki announced a complete revamp of its True Value operations, designed to make pre-owned cars more attractive and transparent to customers. On 30 August 2017, Maruti Suzuki announced transformation of its retail network across India. The new showrooms, christened Maruti Suzuki ARENA, will sport modern looks and offer a warm, friendly and comfortable environment to the customers. On 29 September 2017, Maruti Suzuki announced the launch of parent Suzuki Motor Corporation's global ECSTAR brand of lubricants, coolants, and car care products in India. On 1 October 2017, Maruti Suzuki announced the launch of new version of its premium urban offering S-Cross. Maruti further said at that time that it has sold over 53,000 units of S-Cross in the domestic market and exported over 4,600 units since its launch in August 2015. On 5 October 2017, Maruti Suzuki announced the launch of a refreshed version of its compact car Celerio. Maruti further said at that time that Celerio has achieved the three-lakh sales mark within a short span of less than four years. On 1 December 2017, Maruti Suzuki announced the launch of the bold, sporty and trendy CelerioX compact car. The model is an extension of Maruti's Celerio compact car. On 27 December 2017, Maruti Suzuki announced that it has entered into an agreement with the Government of NCT of Delhi to set up state-of-the-art Automated Driving Test Centres across 12 locations in the city. The company will invest approximately Rs 15 crore for setting up the driving test centres. While Maruti Suzuki will set up the centres and maintain them for three years, the Transport Department will conduct the tests and issue driving licenses to eligible applicants. Maruti Suzuki announced price increase ranging from Rs 1,700 to Rs 17,000 (Ex-Showroom - Delhi) across models with effect from 10 January 2018, owing to increase in commodity and other administrative and distribution costs. At the time of approval of Q3 December 2017 results on 25 January 2018, the Board of Directors of Maruti Suzuki discussed and approved a revision in the method of calculating royalty payment to Japanese parent Suzuki Motor Corporation that would result in lower royalty payments for Maruti Suzuki for new model agreements starting the Ignis. This would be implemented after approval by the Board of Suzuki Motor Corporation. On 7 February 2018, Maruti Suzuki showcased new compact car ConceptFutureS at Delhi Auto Expo 2018 in New Delhi. On 8 February 2018, Maruti Suzuki announced the launch of an updated version of its premium hatchback Swift at Auto Expo 2018 in New Delhi. The all-new Swift comes offers the acclaimed auto gear shift technology for the convenience of customers. Built on Suzuki's innovative 5th generation HEARTECT platform, the all-new Swift has a superior power to weight ratio with an improved acceleration performance. During 2017-18,the company posted a volume growth of 13.8% in passenger vehicles in the domestic market including the LCV and the company's domestic sales growth stood at 14.5%.During the year,the company added 203 dealer workshops to the network which is the highest ever in a single financial year.The company has 3403 service workshops covering 1659 cities across the country. During the FY 2018-19,the company posted a volume growth of 5.3% in passenger vehicles in the domestic market,including the LCV segment.The company's domestic sales growth stood at 6.1%. During the year,the business partnership between Suzuki Motor Corporation and Toyota Motor Corporation,Japan started taking place.The company is likely to benefit immensely from this partnership by gaining access to the new-age technologies and from the mutual supply of vehicles. During the fiscal 2020,the company registered an overall volume decline of 16.1% due to weak demand environment in both the domestic and export markets.The company's operations were suspended in the latter part of March 2020 due to unprecedented COVID-19 outbreak which lead to a nationwide shutdown of economic activities. During the year,250 service workshops were added to the network,which is the highest ever in a single financial year,taking the total number of workshops to 3864 covering 1914 cities across the country. Suzuki Motor Gujarat Private Limited (SMG), a subsidiary of Suzuki Motor Corporation (SMC) was set up in Hansalpur, Gujarat to cater to the increasing market demand for the Company's products. In April 2021, the 3rd manufacturing plant with an annual production capacity of 0.25 million units, was made operational. During FY 2021-22, the Company sold around 234,000 units of S-CNG vehicles. It launched petrol variant New Celerio in year 2021-22. The new WagonR with the next-gen K-series engine was launched with both petrol (1.0L and 1.2L) and S-CNG (1.0L) fuel options.

Maruti Suzuki India Ltd Chairman Speech

IWa,

It is my pleasure to express my thoughts through the annual Integrated Report of Maruti Suzuki India Limited. During 2021-22 we, like all other companies, were seriously affected by the second wave of the Covid pandemic. Fortunately, since then the Covid pandemic seems to have lost much of its virulence and the third wave did not disrupt our lives or business to any great extent. The need to take precaution continues, including having booster shots of the vaccine. I earnestly hope that 2022-23 will be a healthy and productive year for all of us.

Before proceeding further, I would like to pay tribute to Mr. V. Krishnamurthy who passed away in June at the age of 97. He was the Managing Director and Vice Chairman when your company was incorporated. The joint venture with Suzuki was created under his leadership. He was the person who guided all of us during our initial years and laid the foundations for establishing a new management culture that led to the future success of your company. I personally learnt a great deal from him and will always remember him with deep respect.

We have also had a change in our Managing Director and CEO. Ayukawa San is moving on to higher responsibilities in Suzuki Japan. On your behalf I would like to express our deep appreciation of his contribution in building the company and wish him all the success. Mr. Takeuchi is our new leader. He comes with a wealth of experience and achievements and we look forward to his taking us to greater heights.

This year is a landmark not only for your company but also for the country. We celebrate 75 years of Independence and have created history by electing a tribal leader, who is a woman, to be our President. India moves towards greater inclusivity. Your company also celebrates 40 years of the formation of the partnership with Suzuki of Japan. It was on the 2nd of October 1982 that the Government of India and Suzuki of Japan signed a joint venture agreement and set in motion a process that has resulted in the development of a modern competitive automobile industry in India, generation of millions of jobs and creation of immense wealth for the nation. I venture to say that manufacturing standards in India changed as a result of practices we brought in. In many ways your company is responsible for several of the positive factors that have marked the journey of our great country during the last 40 years.

MSIL not only created a modern automobile industry in India but brought in new concepts of quality, productivity and competitiveness to manufacturing activities in India. We now have a large component manufacturing industry that is of global standards. Thanks to the progressive policies of the present government, foreign companies are locating manufacturing facilities in India and sourcing products and components because manufacturing here is of global standards. Your company was the first to recognize the importance of focussing on the consumer and introduced a host of new practices. The success of your company attracted most of

the leading car manufacturers of the world to India. In the manufacturing sector, foreign investments in the car and component industry are by far higher than in any other sector. Your company is conscious of its role as an industry leader and commits to keep doing its best to promote national interests and the development of the country.

The unexpectedly large success of Maruti created wide awareness in Japan about India and the exciting possibilities of the two countries working together in the manufacturing sector. Over the years the economic as well as political ties between our countries have continued to strengthen. All of us fully recognize that this situation has come about because of the trust that Mr. O. Suzuki showed in the Indian management, his love for this country and the continued help and support that SMC, and all members of that company have continued to give us. It has been demonstrated that when two countries work in the true spirit of partnership, with trust and confidence in each other, the outcome has to be wins for both partners. We look forward to reaching greater heights in the future with the support and guidance of SMC. To mark 40 years of this wonderful partnership your company is intending to launch a number of new initiatives. These will be announced at the appropriate time and place. I am confident that all of you will find them of great interest and value.

During the financial year 2021-22 our total sales increased by 13.4% to reach 16.52 lakh units. Even though profits were lower, the Board of Directors decided that in the context of our completing 40 years of partnership, the dividend should be increased to INR 60 per share compared to INR 45 per share in FY2020-21. I hope this will have your approval. Besides the loss of sales in the first quarter due to the pandemic, production remained affected due to the shortage of semi-conductors, mainly for domestic models. The number of unmet bookings with the company at the end of the year rose to about 2.7 lakhs. The demand for CNG cars was particularly strong and the largest proportion of pending orders were also those of CNG vehicles. The sale of the nonpremium hatch backs declined by 5% compared to 2020-2021, and were lower than sales in this sector in 201819 by 29%. I had mentioned in my last year's address that this sector was the most affected by rising costs and the trend has continued. On the other hand, the SUV sector continued to grow. We did not have enough models in this segment to compete effectively, though the situation has now become much better with the launch of the remodelled Brezza and the global launch of the Grand Vitara. More models are to follow. We are hopeful that MSILs market share will rapidly increase in the SUV segment.

One result of the sale pattern in 2021-22 was that MSIL's market share declined to 43.4%. While MSIL lost some opportunity in domestic market, it made all efforts to maximise the overall production and sales volume. Export vehicles increased by 1.42 lakh as semi-conductor shortage did not affect export models as much. Besides, OEM sales, which are not counted in MSILs market share, were 49,000 units.

During the current year, the vehicle production would increase as the situation regarding the availability of semiconductors has improved. Your company has also made further improvisations to enhance production. I am exhorting our team to reach 2 million units, though doing that remains a challenge.

I have mentioned the launch of the Grand Vitara. This product will be manufactured for your company by Toyota in its Karnataka factory. This is one of the reasons why we are expecting to increase production and challenge 2 million units. But what is more significant is that this SUV will also come with Toyota's strong hybrid technology. This is the first-time cars with this technology would be manufactured in India. In the official tests the fuel efficiency of the Grand Vitara strong hybrid version is 27.97 km/litre, almost 10 km/litre higher than its competitors. This Strong hybrid variant offers 26.4% lower CO2 emissions and 35.9% higher energy efficiency in comparison to its IC Engine variant. With such a healthy CO2 reduction per car and faster adoption in terms of number of cars, the strong hybrid technology is a very potent solution to reduce total fleet emissions of cars in our country. You all are already aware that EV's will be manufactured by the Gujarat plant of SMC from 202425 and sold by MSIL. As I had mentioned last year, it will take time for EV's to become the major product in all the segments of the car market. In the period till this change happens, the object of carbon footprint reduction would be facilitated by incentivising the use of CNG, ethanol, biogas and strong hybrids in addition to EVs.

All of you would be aware of the finalisation of the land purchase at Kharkhoda in Haryana. We are giving high priority to expanding production facilities at this site so as to meet future demands. The first unit is planned to be commissioned in 2025 and the second about a year later. Depending on market conditions this site has

the potential to become one of the largest car manufacturing sites anywhere in the world. The facilities will incorporate the best of technology and generate employment opportunities in the State of Haryana and all over India. We are also increasing manufacturing capacity in Manesar by another 100,000 units a year.

The emphasis of Health, Safety and Environment remains unchanged. The water treatment facilities at both Gurgaon and Manesar Plants are being upgraded for zero liquid discharge capabilities. We already have 26.3 MW of solar energy generation in operation in our plants at Gurgaon and Manesar. There is a plan to add another 21.85 MW by 2024. At the Kharkhoda site we plan to install another 20.0 MW of solar energy from the very beginning. Our employees are fully vaccinated and most have had the booster dose. We work closely with our supplier partners and dealers to ensure that they also adopt the best practices in respect of employee safety, health and adopting practices that would minimise risk of any damage from fire or other accidental causes.

The CSR programme continues as approved by the Board. Funds allocated are fully utilized though, because of lower profitability during the last 2-3 years the CSR budget has seen a substantial decrease. The hospital and school in Gujarat are functioning well and the residents of that area are very satisfied with these new facilities. The emphasis on road safety continues. Your company fully supports the government's programme of reducing road fatalities. We believe that a big impact can be made in reducing road deaths if those who drive cars as well as two wheelers are better trained in the methods of safe driving and also are fully aware of all the laws and regulations applicable to them. Further, drivers must learn to obey these laws and for that effective enforcement is necessary. Technology enables these activities to be carried out much more effectively and MSIL has, under the CSR programme, been working in areas like simulator equipped driving schools, automated test tracks for testing drivers and cameras for enforcement of laws. the effectiveness of what we are doing has been proven.

It is now necessary that State governments revise the legal framework and allot necessary funds to introduce systems that will improve driving and enforcement of laws. In addition, it is necessary that as long as a vehicle is on the road it should have all the safety equipment fully functional. While new vehicles are certified as being fit it is also necessary that periodic inspections and certification carried out transparently and effectively. Many accidents are caused due to vehicle equipment malfunction due to poor maintenance. I believe that the facilities and expertise with the private sector could be used by the government in this area and it would help to reduce deaths in a short period of time.

Your company has always given the highest importance to the role of employees in building excellence. Teamwork and trust in each other have been the basis of our progress. Our associates who work on the shop floor have shown that the traditional belief that managements and workers cannot work together is not valid and that working as a team creates the best value for both. Your company would never have made the progress it has but for the contribution of all our employees without any exception. I again acknowledge their role and thank them for what they have done and are doing. It is true that your company and its leadership have won many awards, but it is very clear that these belong to all the employees.

Lastly, I would like to express my thanks to all our shareholders who have steadfastly supported us through good and bad times. This support has been a great source of strength to us and with all of you behind us I look to the future with great confidence and optimism.

Jai Hind

R. C. Bhargava

Chairman.

Maruti Suzuki India Ltd Company History

Maruti Suzuki India Ltd (formerly Maruti Udyog Ltd) is India's largest passenger car company, accounting for over 50% of the domestic car market. The company offers full range of cars from entry level Maruti Alto to stylish hatchback Ritz, A-star, Swift, Wagon R, Estillo and sedans DZire, SX4 and Sports Utility vehicle Grand Vitara. The company is a subsidiary of Suzuki Motor Corporation (SMC) of Japan, which currently holds 56.37% of its equity stake. The company is engaged in the business of manufacturing, purchase and sale of motor vehicles and spare parts (automobiles). The other activities of the company include facilitation of pre-owned car sales, fleet management and car financing. They have four plants, three located at Palam Gurgaon Road, Gurgaon, Haryana and one located at Manesar Industrial Town, Gurgaon, Haryana. The company has nine subsidiary companies, namely Maruti Insurance Business Agency Ltd, Maruti Insurance Distribution Services Ltd, Maruti Insurance Agency Solutions Ltd, Maruti Insurance Agency Network Ltd, Maruti Insurance Agency Services Ltd, Maruti Insurance Agency Logistics Ltd, True Value Solutions Ltd, Maruti Insurance Broker Ltd and J J Impex (Delhi) Pvt Ltd. Maruti Suzuki India Ltd was incorporated on February 24, 1981 with the name Maruti Udyog Ltd. The company was formed as a government company, with Suzuki as a minor partner, to make a people's car for middle class India. Over the years, the company's product range has widened, ownership has changed hands and the customer has evolved. In October 2, 1982, the company signed the license and joint venture agreement with Suzuki Motor Corporation, Japan. In the year 1983, the company started their productions and launched Maruti 800. In the year 1984, they introduced Maruti Omni and during the next year, they launched Maruti Gypsy in the market. In the year 1987, the company forayed into the foreign market by exporting first lot of 500 cars to Hungary. In the year 1990, the company launched India's first three-box car, Sedan. In the year 1992, Suzuki Motor Corporation, Japan increased their stake in the company to 50%. In the year 1993, they introduced the Maruti Zen and in the next year they launched Maruti Esteem in the market. In the year 1995, the company commenced their second plant. In the year 1997, they started Maruti Service Master as model workshop in India to look after sales services. In the year 1999, the third plant with new press, paint and assembly shops became operational. In the year 2000, the company launched Maruti Alto in the market. In the year 2002, Suzuki Motor Corporation increased their stake in the company to 54.2%. In January 2002, the company introduced 10 finance companies (8 + 2JVs) in Mumbai. Also, they found one new business segment, Maruti True Value for sales, purchase and trade of pre-owned cars in India. In the year 2005, the company launched the first world strategic model from Suzuki Motor Corporation 'the SWIFT' in India. In the year 2006, they launched WaganR Duo with LPG and also the New Zen Estillo. During the year 2006-07, the company commenced operations in the new car plant and the diesel engine facility at Manesar, Haryana. In November 2006, they inaugurated a new institute of Driving Training and Research (IDTR), which was set up as a collaborative project with Delhi Government at Sarai Kale Khan in South Delhi. During the year 2007-08, the company signed an agreement with the Adani group for exporting 200,000 units annually through the Mundra port in Gujarat. They launched Swift Diesel and SX4- Luxury Sedan with Tag line 'MEN ARE BACK' during the year. In July 2007, the company launched the new Grand Vitara, a stylish, muscular and 5-seater in the MUV segment. The company changed its name from Maruti Udyog Ltd to Maruti Suzuki India Ltd with effect from September 17, 2007. During the year, the company entered into a joint venture agreement with Magneti Marelli Powertrain SpA and formed Magneti Marelli Powertrain India Pvt Ltd for manufacturing Electric Control Units. Also they entered into another joint venture agreement with Futaba Industrial Co Ltd and formed FMI Automotive Components Ltd for manufacturing Exhaust Systems Components. During the year, the company signed pact with Shriram City Union Finance Ltd, a part of Shriram Group, Chennai, to offer easy, transparent and hassle-free car finance to its customers, particularly in semi urban and rural markets. The agreement is a joint initiative of the two companies for providing competitive car finance to people in Tier-II and Tier-III cities across the country. During the year 2008-09, the company launched a new A2 segment car, branded the A-star in India and in Europe as the new Alto. They raised their production capacity to a landmark 1 million cars. In June 2008, the company launched Maruti 800 Duo, which is a dual fuel (LPG-cum- petrol) model car. In April 2009, the company revealed new Ritz K12M engine at Gurgaon plant. During the year 2009-10, the company raised the capacity of their next generation K-series engine plant to more than 500,000 units per annum. They started work on an additional plant of 250,000 cars per annum capacity at Manesar. The company launched their fifth world strategic model, the Ritz. They also came out with the spacious multi purpose van, Eeco and the all new WagonR with a K-series engine. During the year 2010-11, the company launched refreshed variants of WagonR and Alto with the new K-series engines. SX4 was offered with a Super Turbo Diesel engine. The Company launched the Suzuki Kizashi, India's first sports luxury sedan. It sports a 2.4 litre engine and is endowed with best-in-class features. The company developed in-house i-GPI (Integrated Gas Port Injection) Technology and launched factory-fitted CNG variants for five of its models: Alto, WagonR, Eeco, Estilo and SX4. During the year 2011-12, the company started the work to commission another diesel engine plant of 300,000 annual capacity in Gurgaon. At the 2012 Delhi Auto Expo, the Company unveiled the Ertiga - Life Utility Vehicle. The global premiere of Ertiga marks the entry of the company in the UV segment, which will help further strengthen its leadership position in the industry. The company also showcased the XA-Alpha, a concept compact SUV. During the year 2012-13, the company started the work on the Gujarat site. During this period, Suzuki Japan decided that India will now be responsible for the export markets of Africa, the Middle East and its neighbouring countries. The company has to ensure adequate sales and marketing arrangements in these countries, with the help of Japan. It also has to determine the products to be manufactured for these markets and, if necessary, establish assembly plants overseas. This decision will greatly help the growth of its exports. In 2014-15, Maruti launched a successful sedan, Ciaz model cars. The S-Cross creates a new market segment which combines the comfort and luxury of a sedan with the power and styling of an SUV. Both these products have been enriched with a number of premium features and enhanced performance levels. In January this year, the Hon'ble Chief Minister of Gujarat, laid the foundation stone of the Gujarat plant. During the year 2015-16, two new products introduced by the company, namely the Baleno and the Brezza, exceeded its expectations of demand, and both cars had a waiting period of 6-7 months. On 4 October 2016, Maruti Suzuki announced that its premium hatchback Baleno has crossed cumulative domestic sale of one lakh units. On 18 May 2016, Maruti Suzuki announced the launch of an updated version of its small car Alto 800 with more attractive front design, fresh interiors, vibrant colours, higher fuel efficiency and new features. On 27 May 2016, Maruti Suzuki announced that it will proactively and voluntarily recall 75,419 Baleno cars (petrol and diesel) manufactured between 3 August 2015 and 17 May 2016 to upgrade the airbag controller software. Of these, 15,995 Baleno diesel cars manufactured between 3 August 2015 and 22 March 2016 will also be attended to for inspection and replacement of a faulty fuel filter. The Baleno cars covered in the recall include 17,231 units of exports. In addition, 1,961 DZire diesel cars (only AGS variant) will be attended to for inspection and replacement of a faulty fuel filter. On 27 May 2016, Maruti Suzuki announced that it had begun exports of its Light Commercial Vehicle Super Carry to South Africa and Tanzania. At that time, the company said that it also plans to export the vehicle to SAARC nations in due course. On 6 July 2016, Maruti Suzuki announced that its popular premium mid-size sedan Ciaz has crossed one lakh cumulative sales mark in the domestic market. The car was lunched in October 2014. On 28 July 2016, Maruti Suzuki announced that its premium retail showroom under the NEXA brand has completed one year of operations. At that time, the company said that NEXA is expected to contribute 15% of its sales by 2020. Maruti Suzuki announced increase in prices of select models ranging from Rs 1,500 to Rs 5,000 (Ex-showroom Delhi) with effect from 1 August 2016. It also announced increase in price by up to Rs 20,000 for Vitara Brezza and up to Rs 10,000 for Baleno. The company attributed the price hike to factors like segment wise demand, foreign exchange movements and strategic objectives of the company. On 12 August 2016, Maruti Suzuki announced that the cumulative enrollment at its various driving training facilities has touched a record 3 million since it started driving training in the year 2000. On 30 August 2016, Maruti Suzuki announced the launch of limited edition of its most popular hatchback Swift as Swift Deca. On 1 September 2016, Maruti Suzuki announced the launch of its first light commercial vehicle (LCV) Super Carry in the domestic market. The company has invested about Rs 300 crore towards the development of the Super Carry. On 15 September 2016, Maruti Suzuki announced that it has signed a Memorandum of Understanding (MoU) with Uber India to train over 30,000 individuals/Uber partner-drivers in safe driving over a period of 3 years. On 23 September 2016, Maruti Suzuki announced that it has attained cumulative exports of 15 lakh vehicles. These vehicles have been exported to over 100 countries including Europe, Latin America and Africa. On 15 November 2016, Maruti Suzuki announced that it will set up a first-of-its-kind Industrial Training Institute in Mehsana, Gujarat. On 25 November 2016, Maruti Suzuki announced the launch of limited edition of its small car Wagon R as Wagon R Felicity with an array of new features. On 9 December 2016, Maruti Suzuki India signed a Memorandum of Understanding (MoU) with Ola, the online cab aggregator, to train aspiring Ola driver-partners. The company said that its partnership with Ola will create entrepreneurship opportunities for aspiring Ola drivers-partners. On 13 January 2017, Maruti Suzuki India announced the launch of IGNIS, its premium urban compact vehicle for the millennials. The company, alongwith its suppliers, has invested over Rs 950 crore towards the development of IGNIS. IGNIS has 98.5% localization. On 27 January 2017, Maruti Suzuki announced the launch of a new VXi+ variant of its small car WagonR with a wide array of new features including Projector headlamps, stylish front grill, alloy wheels and side skirts, Dual Airbags, Anti-Lock braking System with Electronic brake - force distribution system, as optional. Maruti Suzuki announced a price hike ranging from Rs 1,500 to Rs 8,014 (Ex-showroom Delhi) across models with effect from 27 January 2017 due to increase in commodity, transportation and administrative costs. On 30 January 2017, Maruti Suzuki inaugurated its 200th premium retail showroom NEXA in the country at Hyderabad. At that time, the company said that NEXA is now present in 121 cities and had already sold over 1.85 lakh vehicles since its inception. On 15 February 2017, Maruti Suzuki announced the launch of limited edition of its compact multi purpose vehicle Ertiga. On 20 February 2017, Maruti Suzuki announced that its two Smart Hybrid vehicles viz. Ciaz SHVS and Ertiga SHVS have crossed cumulative sales of 1 lakh units. Smart Hybrid Vehicle by Suzuki (SHVS) is a technology which uses an integrated starter generator and an advanced high capacity battery to supplement the engine's power. SHVS technology makes it more efficient than the conventional set-up and saves energy while decelerating/braking. On 2 March 2017, Maruti Suzuki announced that its popular urban sports utility vehicle Vitara Brezza crossed one lakh cumulative sales milestone in the domestic market. On 27 March 2017, Maruti Suzuki announced that its popular urban sports utility vehicle Vitara Brezza has clocked sales of over 1.1 lakh units in the first year of its launch. On 31 March 2017, Maruti Suzuki announced that its popular midsize sedan Ciaz will be sold exclusively through its premium retail outlets NEXA from 1 April 2017. On 16 May 2017, Maruti Suzuki announced the launch of updated version of its sedan Dzire. On 25 May 2017, Maruti Suzuki announced that it has decided to set up automobile skill enhancement centres across 15 government-run Industrial Training Institutes (ITIs) across 11 states over a period of three months. On 1 July 2017, Maruti Suzuki announced that it has passed on the entire benefit of the goods and services tax (GST) rates on vehicles to its customers and as a result the ex-showroom prices of Maruti Suzuki models were cut by upto 3% with effect from 1 July 2017. However, owing to withdrawal of tax concessions on mild hybrid vehicles, the price of Smart Hybrid Ciaz Diesel model and Smart Hybrid Ertiga Diesel has increased. On 7 July 2017, Maruti Suzuki announced that the National Company Law Tribunal (NCLT) has approved the scheme of amalgamation of Maruti Suzuki India Limited and seven of its wholly owned subsidiary companies viz. Maruti Insurance Business Agency Limited, Maruti Insurance Distribution Services Limited, Maruti Insurance Agency Network Limited, Maruti Insurance Agency Solutions Limited, Maruti Insurance Agency Services Limited, Maruti Insurance Agency Logistics Limited and Maruti Insurance Broker Limited. On 3 August 2017, Maruti Suzuki announced the introduction of auto gear shift option in its top-end Alpha variant of its premium urban compact vehicle IGNIS. On 10 August 2017, Maruti Suzuki announced a complete revamp of its True Value operations, designed to make pre-owned cars more attractive and transparent to customers. On 30 August 2017, Maruti Suzuki announced transformation of its retail network across India. The new showrooms, christened Maruti Suzuki ARENA, will sport modern looks and offer a warm, friendly and comfortable environment to the customers. On 29 September 2017, Maruti Suzuki announced the launch of parent Suzuki Motor Corporation's global ECSTAR brand of lubricants, coolants, and car care products in India. On 1 October 2017, Maruti Suzuki announced the launch of new version of its premium urban offering S-Cross. Maruti further said at that time that it has sold over 53,000 units of S-Cross in the domestic market and exported over 4,600 units since its launch in August 2015. On 5 October 2017, Maruti Suzuki announced the launch of a refreshed version of its compact car Celerio. Maruti further said at that time that Celerio has achieved the three-lakh sales mark within a short span of less than four years. On 1 December 2017, Maruti Suzuki announced the launch of the bold, sporty and trendy CelerioX compact car. The model is an extension of Maruti's Celerio compact car. On 27 December 2017, Maruti Suzuki announced that it has entered into an agreement with the Government of NCT of Delhi to set up state-of-the-art Automated Driving Test Centres across 12 locations in the city. The company will invest approximately Rs 15 crore for setting up the driving test centres. While Maruti Suzuki will set up the centres and maintain them for three years, the Transport Department will conduct the tests and issue driving licenses to eligible applicants. Maruti Suzuki announced price increase ranging from Rs 1,700 to Rs 17,000 (Ex-Showroom - Delhi) across models with effect from 10 January 2018, owing to increase in commodity and other administrative and distribution costs. At the time of approval of Q3 December 2017 results on 25 January 2018, the Board of Directors of Maruti Suzuki discussed and approved a revision in the method of calculating royalty payment to Japanese parent Suzuki Motor Corporation that would result in lower royalty payments for Maruti Suzuki for new model agreements starting the Ignis. This would be implemented after approval by the Board of Suzuki Motor Corporation. On 7 February 2018, Maruti Suzuki showcased new compact car ConceptFutureS at Delhi Auto Expo 2018 in New Delhi. On 8 February 2018, Maruti Suzuki announced the launch of an updated version of its premium hatchback Swift at Auto Expo 2018 in New Delhi. The all-new Swift comes offers the acclaimed auto gear shift technology for the convenience of customers. Built on Suzuki's innovative 5th generation HEARTECT platform, the all-new Swift has a superior power to weight ratio with an improved acceleration performance. During 2017-18,the company posted a volume growth of 13.8% in passenger vehicles in the domestic market including the LCV and the company's domestic sales growth stood at 14.5%.During the year,the company added 203 dealer workshops to the network which is the highest ever in a single financial year.The company has 3403 service workshops covering 1659 cities across the country. During the FY 2018-19,the company posted a volume growth of 5.3% in passenger vehicles in the domestic market,including the LCV segment.The company's domestic sales growth stood at 6.1%. During the year,the business partnership between Suzuki Motor Corporation and Toyota Motor Corporation,Japan started taking place.The company is likely to benefit immensely from this partnership by gaining access to the new-age technologies and from the mutual supply of vehicles. During the fiscal 2020,the company registered an overall volume decline of 16.1% due to weak demand environment in both the domestic and export markets.The company's operations were suspended in the latter part of March 2020 due to unprecedented COVID-19 outbreak which lead to a nationwide shutdown of economic activities. During the year,250 service workshops were added to the network,which is the highest ever in a single financial year,taking the total number of workshops to 3864 covering 1914 cities across the country. Suzuki Motor Gujarat Private Limited (SMG), a subsidiary of Suzuki Motor Corporation (SMC) was set up in Hansalpur, Gujarat to cater to the increasing market demand for the Company's products. In April 2021, the 3rd manufacturing plant with an annual production capacity of 0.25 million units, was made operational. During FY 2021-22, the Company sold around 234,000 units of S-CNG vehicles. It launched petrol variant New Celerio in year 2021-22. The new WagonR with the next-gen K-series engine was launched with both petrol (1.0L and 1.2L) and S-CNG (1.0L) fuel options.

Maruti Suzuki India Ltd Directors Reports

Your Directors have pleasure in presenting the 41st annual report together with the audited financial statements for the year ended 31st March, 2022.

Financial Results

The Company's financial performance during 2021-22 as compared to the previous year 2020-21 is summarized below:

* net of deferred tax liabilities of Rs.12 million (previous year deferred tax liabilities Rs.137 million)

Financial Highlights

The total revenue was Rs.900,891 million as against Rs.732,789 million in the previous year showing an increase of 22.94%. Sale of vehicles in the domestic market was 1,414,277 units as compared to 1,361,722 units in the previous year showing an increase of 3.86%. Total number of vehicles exported was 238,376 units as compared to 96,139 units in the previous year showing an increase of 147.95%.

Profit before tax (PBT) was Rs.45,823 million against Rs.51,594 million showing a decrease of 11.19% and profit after tax (PAT) stood at Rs.37,663 million against Rs.42,297 million in the previous year showing a decrease of 10.96%.

Dividend

The Board recommends a dividend of Rs.60/- per equity share of Rs.5/- each for the year ended 31st March, 2022 amounting to Rs.18,125 million. The Company has formulated a dividend distribution policy that forms part of the annual report. No amount was carried to General Reserve.

Operational Highlights

The operations are exhaustively discussed in the ‘Management Discussion and Analysis' forming part of the annual report.

Consolidated Financial Statements

In accordance with Indian Accounting Standard (IND AS) - 110 on Consolidated Financial Statements read with Indian Accounting Standard (IND AS) - 28 on Investments in Associates and Joint Ventures, the audited consolidated financial statements are provided in the annual report.

A report containing the names of the companies which have become or ceased to become subsidiaries, joint ventures and associates, their performance, financial position and their contribution to the overall performance of the Company as required by the Companies Act, 2013 (‘Act') is provided as an annexure to the consolidated financial statements and hence are not repeated here for the purpose of brevity. (Form AOC-1)

Annual Return

The annual return of the Company for the year 2021 -22 is available on its website at https://www.marutisuzuki.com/corporate/ investors/company-reports.

Material Subsidiaries

In accordance with Regulation 16(1)(c) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (‘Listing Regulations'), the Company has a policy for determining material subsidiaries. The policy is available on its website at https://marutistoragenew.blob.core.windows.net/msilintiwebpdf/ Policy on Subsidiary Companies.pdf

Particulars of Loans, Guarantees and Investments

Details of loans, guarantees and investments, if any, covered under the provisions of Section 186 of the Act are given in the notes forming part of the financial statements.

Board Meetings

A calendar of meetings is prepared and circulated in advance to the Directors. During the year, five board meetings were held, the details of which are given in the Corporate Governance Report.

Audit Committee

For composition of the audit committee, please refer to the Corporate Governance Report.

Independent Directors

The Company has received declarations of independence in accordance with the provisions of Section 149 of the Act and Listing Regulations from all the Independent Directors. Under the relevant provisions of the Act and the Listing Regulations, one separate meeting of the Independent Directors was held during 2021-22. The Board is of the opinion that the Independent Directors of the Company possess requisite qualifications, experience and expertise and hold highest standards of integrity. The details of the familiarization programmes for the Independent Directors are available on the website of the Company at https://marutistoragenew.blob.core.windows.net/msilintiwebpdf/ Familiarization Programme.pdf.

Directors' Responsibility Statement

To the best of their knowledge and belief and according to the information and explanations obtained, in terms of Section 134 of the Act, your Directors state that:

a) in the preparation of the annual accounts, the applicable accounting standards have been followed and proper explanations provided relating to material departures, if any;

b) such accounting policies have been selected and applied consistently and judgments and estimates made that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for that period;

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

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

e) internal financial controls were followed by the Company and they are adequate and are operating effectively; and

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

Directors and Key Managerial Personnel (KMP)

Mr. Hisashi Takeuchi and Mr. Kenichiro Toyofuku shall retire by rotation in the ensuing Annual General Meeting of the Company and, being eligible, have offered themselves for re-appointment. Mr. Kenichi Ayukawa was appointed as Executive Vice Chairman with effect from 1st April, 2022 for a period of six months till 30th September, 2022. Mr. Hisashi Takeuchi was appointed as Managing Director and Chief Executive Officer with effect from 1st April, 2022 for a period of three years till 31st March, 2025.

Risk Management

Pursuant to Regulation 21 of the Listing Regulations, the Company has a Risk Management Committee, the details of which are given in the Corporate Governance Report. The Company has a Risk Management Policy and identified risks and taken appropriate steps for their mitigation. For more details, please refer to the Management Discussion and Analysis (MD&A).

Internal Financial Controls

Internal financial controls have been discussed under ‘CEO/CFO Certification' in the Corporate Governance Report.

Vigil Mechanism

The Company has in place an established and effective mechanism called the Whistle Blower Policy (Policy). The mechanism under the Policy has been appropriately communicated within the organisation. The purpose of this Policy is to provide a framework to promote responsible whistle blowing by employees. It protects employees wishing to raise concerns about serious irregularities, unethical behavior, actual or suspected fraud within the Company.

The Chairman of the audit committee is the ombudsperson and direct access has been provided to the employees to contact him through e-mail, post and telephone for reporting any matter.

Related Party Transactions

The Company has a policy on related party transactions which is available on the Company's website at https://marutistoragenew. blob.core.windows.net/msilintiwebpdf/Policy On Related Party Transactions.pdf. In terms of Section 134(3) (h) of the Act read with Rule 15 of the Companies (Meetings of Board and its Powers) Rules, 2014, there was no transaction to be reported in Form AOC 2. The disclosure with respect to the transactions with promoter and promoter group which is holding 10% or more of the shareholding in the Company are given in the notes forming part of the financial statements.

Performance Evaluation

Pursuant to the provisions of the Act and the Listing Regulations, the annual performance evaluation of the Board, its committees and the Directors was carried out as per the Nomination and Remuneration Policy of the Company. The evaluation of the performance of the Board, its Chairman and the Non-Independent Directors was carried out by the Independent Directors. The evaluation of the performance of the Directors individually was done by the Nomination and Remuneration Committee and the evaluation of the performance of the Board, its committees and the individual Directors was done by the Board. The criteria for the evaluation of individual Directors included

a) the extent of engagement and contribution to the affairs of the Company including by way of attendance in Board and committee meetings;

b) ability to discharge their duties and obligations diligently in the best interest of the Company;

c) ability to provide effective leadership and checks and balances towards sustaining the highest levels of corporate governance;

d) exercise duty of care and skill in the discharge of their functions;

e) exercise independence of judgment and bring about objectivity to the Board process; and

f) safeguarding the interest of all the stakeholders specially the minority shareholders. The evaluation criteria of the performance of the Board and its committees included, inter-alia, their culture and management with various factors like environment of discussion, their roles and responsibilities, effectiveness to govern the organisation, diversity, expertise, experience, independence of Directors, integrity, their composition, attendance, participation levels, bringing specialised knowledge for decision making, smooth functioning, effective decision making, terms of reference, conduct of committees and frequency of meetings, etc. The Directors expressed their satisfaction with the evaluation process. The Board also noted that the Independent Directors had fulfilled the independence criteria as specified in the Listing Regulations and were independent from the management.

Nomination and Remuneration Policy

The Nomination and Remuneration Policy is attached as Annexure A.

Corporate Social Responsibility (CSR)

The annual report on CSR activities containing details of CSR Policy, composition of the CSR Committee and other prescribed details are given in Annexure B.

Disclosure under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013

The Company has in place an Anti- Sexual Harassment Policy in line with the requirements of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and has also complied with its provisions relating to the constitution of Internal Complaints Committee to redress complaints received regarding sexual harassment.

The status of the complaints received by the Company during the year is as under:

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

Information in accordance with Section 134(3) (m) of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014 is attached as Annexure C.

Corporate Governance

The Company has complied with the corporate governance requirements, as stipulated under the Listing Regulations. A certificate of compliance by auditors shall form part of the annual report.

Secretarial Audit Report

In accordance with the provisions of Section 204 of the Act read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board appointed M/s RMG & Associates, a firm of Company Secretaries in practice to undertake the Secretarial Audit for 2021-22. The report on secretarial audit is attached as Annexure D. The report does not contain any qualification.

Secretarial Standards

The Company has complied with the Secretarial Standards issued by the Institute of Company Secretaries of India.

Management Discussion and Analysis Report

The annual report has a detailed report on Management Discussion and Analysis.

Personnel

As required by the provisions of Section 197 of the Act read with Rule 5 of The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the particulars of the employees are set out in Annexure E. However, as per the provisions of Section 136 of the Act, the annual report is being sent to all the members of the Company excluding the aforesaid information. The said information is available for inspection by the members at the registered office of the Company up to the date of the ensuing Annual General Meeting. Any member interested in obtaining such particulars may write to the Company Secretary at the registered office of the Company.

Cost Auditors and Records

In accordance with the provisions of Section 148 of the Act read with Companies (Cost Records and Audit) Rules, 2014, M/s R.J. Goel & Co., Cost Accountants, New Delhi (Registration No. 000026) were appointed as the Cost Auditors of the Company to carry out the cost audit for 2022-23. The maintenance of cost records as specified by the Central Government under Section 148 (1) of the Act is required by the Company and such accounts and records are made and maintained.

Auditors

The auditors, M/s Deloitte Haskins & Sells LLP ("Deloitte") were re-appointed in the 40th Annual General Meeting and hold their office till the conclusion of the 45th Annual General Meeting. In compliance with the conditions of the Foreign Direct Investment, a certificate has been obtained from Deloitte Haskins & Sells for the downstream investment made by the Company.

CRISIL Ratings

The Company was awarded the highest financial credit rating of AAA/stable (long term) and A1+ (short term) on its bank facilities by CRISIL. The rating underscores the financial strength of the Company in terms of the highest safety with regard to timely fulfillment of its financial obligations.

Quality

The Company has established and is maintaining an environmental management system (EMS) since 1999. During the year, surveillance audit for ISO 14001 was carried out by M/s VINQOTTE nv, Belgium for the manufacturing plants located at Gurugram and Manesar in November, 2021. The auditors appreciated various efforts taken by MSIL in regard to EMS initiatives.

The Quality Management System of the Company is certified as per ISO 9001:2015 standard. Regular assessments of the Quality Systems are done through surveillance audits and re-certification assessments are done every three years by an accredited third party agency. The Company has an internal assessment mechanism to verify and ensure adherence to defined Quality Systems across the Company.

Awards/Recognition/Rankings

The Company received many awards/recognitions/rankings during the year. Some of these are mentioned hereunder:

a. The Company's advertising campaign ‘CalculateKiyaKya.' was selected as the winner in the ‘Auto Four Wheelers' category in the IndIAA Awards 2021 (IAA INDIA Awards 2021).

b. Mr. Kenichi Ayukawa, Executive Vice Chairman was conferred the ‘Lifetime Automotive Industry Leader of the Year' award at the prestigious Jagran HiTech Awards 2021.

c. The All-New Celerio bagged ‘Hatchback of the Year' award.

d. The Company received many awards during India CSR Leadership Summit 2021 in the area of its CSR activities.

e. The ET Edge, a special initiative by The Economic Times selected the Company amongst the Best Brands 2021.

f. ‘Celerio' won entry level hatchback of the Year 2022 award at Indian Vehicles Award 2022.

g. The Company was felicitated with five awards at the inaugural OLX Autos Autocar Pre-Owned Car Awards 2022.

h. The Company was awarded ‘Gold' at the 2020/21 Vision Awards for its Annual Integrated Report.

i. The Company was honoured with the prestigious National Safety Award (NSA) in the automobile category.

Acknowledgment

The Board of Directors would like to express its sincere thanks for the co-operation and advice received from the Government of India, the State Governments of Haryana and Gujarat. Your Directors also take this opportunity to place on record their gratitude for timely and valuable assistance and support received from Suzuki Motor Corporation, Japan. The Board also places on record its appreciation for the enthusiastic co-operation, hard work and dedication of all the employees of the Company including the Japanese staff, dealers, vendors, customers, business associates, auto finance companies, state government authorities and all concerned without which it would not have been possible to achieve all round progress and growth of the Company. The Directors are thankful to the members for their continued patronage.

Maruti Suzuki India Ltd Company Background

Maruti Suzuki India Ltd Company Management

Maruti Suzuki India Ltd Listing Information

Maruti Suzuki India Ltd Finished Product