About Tata Motors Ltd

Tata Motors Limited is a leading global automobile manufacturer of cars, utility vehicles, buses, trucks and defence vehicles. As India's largest automobile company and part of the USD 37 billion Tata Group, Tata Motors has operations in the UK, South Korea, Thailand, South Africa, and Indonesia through a strong global network of 86 subsidiary and associate companies, including Jaguar Land Rover in the UK and Tata Daewoo in South Korea. In India, Tata Motors is a market leader in commercial vehicles and among the top passenger vehicles manufacturers with 9 million vehicles on Indian roads. With design and R&D centres located in India, the UK, Italy and Korea, Tata Motors strives to pioneer new products that fire the imagination of GenNext customers. Abroad, Tata cars, buses, and trucks are being marketed in Europe, Africa, the Middle East, South Asia, South East Asia, South America, Australia, CIS and Russia. The Company is one of India's leading automobile manufacturing companies with an extensive range of integrated, smart and e-mobility solutions in its portfolio. It has a portfolio of automotive products, ranging from sub-1 ton to 49 ton gross vehicle weight (GVW) trucks (including pickup trucks) and from small, medium, and large buses and coaches to passenger cars. It manufacturing plants are situated at Jamshedpur (Jharkhand), Pune (Maharashtra), Lucknow (Uttar Pradesh), Pantnagar (Uttarakhand), Dharwad (Karnataka) and Sanand (Gujarat). Through their subsidiaries and associate companies, the company has operations in the UK, South Korea, Thailand and Spain. Tata Motors Ltd was incorporated in year 1945 with the name Tata Engineering and Locomotive Co. Ltd. for manufacturing locomotives and other engineering products. In year 1948, the Company introduced steam road roller in collaboration with Marshall Sons (UK). In the year 1954, they made collaboration with Daimler Benz AG, West Germany for manufacturing medium commercial vehicles. In the year 1959, they set up a Research and Development Centre at Jamshedpur. In the year 1961, they started to export their products and the fist truck being shipped to Sri Lanka. In the year 1966, the company set up the Engineering Research Centre at Pune to provide impetus to automobile Research and Development. In the year 1977, they manufactured first commercial vehicle in Pune. In the year 1983, they commenced manufacturing of Heavy Commercial Vehicle. In the year 1985, the company produced first hydraulic excavator in collaboration with Hitachi. In the year 1986, they produced the indigenously designed light commercial vehicle Tata 407 followed by 608. In the year 1989, they introduced third LCV model, Tatamobile 206. In the year 1991, the company launched first indigenous passenger car, Tata Sierra and in the next year, they launched Tata Estate. In the year 1993, the company signed a joint venture agreement with Cummins Engine Co. Inc. for the manufacture of high horsepower and emission friendly diesel engines. In the year 1994, the company launched Tata Sumo and LPT 709. During the year, the company signed a joint venture agreement with Daimler - Benz / Mercedes - Benz for manufacture of Mercedes Benz passenger cars in India. Also, they singed a joint venture agreement with Tata Holset Ltd, UK for manufacturing turbochargers to be used on Cummins engines. In the year 1995, they launched Mercedes Benz car E220 and in the next year, they launched Tata Sumo deluxe. In the year 1997, the company launched Tata Sierra Turbo and in the next year, they launched Tata Safari and Indica in the market. In the year 2000, they launched Indica 2000 and CNG buses. In the year 2001, they launched Indica V2, CNG Indica and Tata Safari EX. In the year 2002, the company signed a product agreement with MG Rover of the UK. Also, they launched Petrol version of Indica V2, EX series in Commercial vehicles, Tata Sumo+ Series and Tata Indigo. In the year 2003, they launched Tata Safari Limited Edition CityRover, 135 PS Tata Safari EXi Petrol and Tata SFC 407 EX Turbo in the market. In July 29, 2003, the name of the company was changed from Tata Engineering Co Ltd to Tata Motors Ltd. In the year 2004, the company acquired Daewoo Commercial Vehicle Company and renamed it as Tata Daewoo Commercial Vehicle Co. Ltd. This company launched the heavy duty truck 'NOVUS' in Korea. Also, the company launched Tata Indica V2, Tata LPT 909 EX, Sumo Victa and Indigo Marina during the year. In the year 2005, the company acquired 21% stake in Hispano Carrocera SA, Spanish bus manufacturing Company. The company launched branded buses and coaches, namely Starbus and Globus in the market. Also, they launched Tata Ace, Indigo SX series, Indica V2 Turbo Diesel, Tata TL 4X4 and Tata Novus. During the year, the company inaugurated a new factory at Jamshedpur for Novus. Also, they unveiled Tata Xover at the 75th Geneva Motor Show. In the year 2006, the company made a joint venture with Marcopolo, Brazil for manufacturing fully built buses & coaches for India & markets abroad. They launched Indica V2 Xeta and new Indigo range. Also, they unveiled new long wheel base premium Indigo & X-over concept at Auto Expo 2006. In the year 2007, the company and Thonburi Automotive Assembly Plant Co. (Thonburi) formed a joint venture company in Thailand to manufacture, assemble and market pickup trucks. They inaugurated Tata-Fiat plant at Ranjangaon. They launched long wheel base Indigo XL, Tata Spacio, Magic, Winger, Sumo Victa Turbo DI, Indica V2 Turbo with dual airbags & ABS and Safari DICOR 2.2 VTT range. During the year 2007-08, the company unveiled the TATA Nano, the world's least expensive car at the Auto Expo 2008 in New Delhi. Subsequently, the car was also unveiled at the Geneva Motor Show and received international acclaim. They commenced production of TATA Ace from their manufacturing facility at Uttarakhand during the year. During the year, the company developed new products for the M&HCV passenger carrier sub-segment and displayed in the Auto Expo 2008, a 28 seater bus and an air conditioned low floor bus developed through their joint venture - Tata Marcopolo Motors Ltd. In the LCV segment, the company introduced two new products - Magic and Winger. Further, the company unveiled the 1 Ton and CNG variant of Ace, Cargo Panel van, Xenon XT - a lifestyle pickup truck and Winger Executive office concept vehicle in the Auto Expo 2008. They showcased their new range of tactical and armoured vehicles for military and para-military forces in the Defence Expo 2008. These include Tata Light Specialist Vehicle, Light Armoured Troop Carrier, Tata 8x8 HMV and the armoured Tata Safari. During the year 2007-08, the company signed an agreement with Fiat Group automobiles SpA Italy and Fiat India Automobiles Pvt Ltd (FIAPL) for establishment of joint venture to manufacture passenger cars engines and transmissions at Ranjangaon in India. In March 2008, the Company introduced Tata Xenon- 1 Ton pickup truck in Thailand through its subsidiary Tata Motors (Thailand) Ltd. On June 2, 2008 the company acquired the businesses of Jaguar Land Rover (a part of Premier Automotive Group of Ford Motor Co.) for USD 2.3 billion. Jaguar Land Rover is in the business of development, manufacture and sale of high end luxury cars and SUVs. The acquisition includes the ownership of three major manufacturing plants, two advanced design centres in UK, a worldwide sales network, Intellectual Property Rights (including perpetual royalty free licenses) and Brands and Trade marks. During the year 2008-09, the company partially divested their stake in Tata AutoComp Systems Ltd an associate company, from 50% to 26%. Also, they sold their investment in Tata Tele Services Ltd. During the year, the company launched 28 new commercial vehicles. Among the new products launched during the year were LPT 3118 - a truck with lift axle, CNG variants of the Ace, Magic and Xenon, new range of LCV buses manufactured by Tata Marcopolo Motors and the ICV 909 bus. The company also completed the execution of their first order of 650 low floor buses to Delhi Transport Corporation (DTC). They have also bagged a second order of 1625 similar buses from DTC to be executed in financial year 2009-10, the total order value of which is over Rs 2200 crore. In May 2009, they also unveiled the World Truck range of their next generation heavy trucks. During the year 2009-10, the company acquired 79% shares in Hispano Carrocera, S A by way of exercise of the existing call option, through mutual agreement with the other share-holder, Investalia S. A., Spain, for a consideration of Euro 2 million (Rs 1371 lakh). Consequently, Hispano Carrocera, S A has become a 100% subsidiary of the company. Also, the company sold 20% stake in Telco Construction Equipment Company Ltd (Telcon) to Hitachi Construction Machinery Co Ltd. The company now holds 39.75% stake in Telcon. During the year, the company launched the new heavy truck range Prima. Also, they launched the new range of buses (based on the Prima platform with bodies being made by Tata Marcopolo displayed at the Delhi Auto Expo in January 2010). In small commercial vehicles, they launched the Ace EX and Super Ace. In June 2010, the company inaugurated the factory for the Nano mini car at Sanand, in the western state of Gujarat. The factory is having an initial capacity of producing 250,000 cars per year. During the year 2010-11, the company launched the Aria, a premium crossover with high-end features such as 4x4, Torque on Demand, ESP, six airbags. They launched BS IV compliant variants of the Indica and the Indigo CS, the Indica eV2 and Indigo eCS with segment leading fuel efficiencies. These vehicles are powered by the company's 1.4L CRAIL engine. They launched Venture, a Multi Purpose Vehicle (MPV) on the Ace platform. The company expanded the Prima range launched during the previous year with the introduction of the Prima Construck range of tippers in the market. Also, the company launched the all new Jaguar XJ, the new 4.4 V8 diesel Range Rover and the new 2.2 diesel Land Rover. In September 2010, the company acquired 80% stake in Trilix Srl., Turin (Italy), a design and engineering company. The company increased their shareholding in Tata Precision Industries Pte. Ltd from 49.99% to 78.39% by subscribing to an additional 28.4% share of Tata Precision Industries Pte Ltd, Singapore on February 15, 2011. Tata Precision Industries Pte Ltd holds 100% shares of Tata Engineering Services Pte Ltd, hence Tata Engineering Services Pte Ltd also became a subsidiary. On 6 January 2011, Tata Motors announced the launch of Tata Venture in Rajasthan. The Tata Venture is a multi-purpose vehicle (MPV) with the footprint and maneuverability of a hatchback car, but the interior space of a utility vehicle. On 27 January 2011, Tata Motors announced that its wholly owned subsidiary in Spain Tata Hispano Motors Carrocera SA has won a prestigious order for supplying around 500 buses in the next 3 years to the Avanza Group, one of the largest private passenger transportation groups in Spain. On 10 February 2011, Tata Motors announced that it has won a prestigious order for supplying around 250 Tata Prima trucks to LINFOX Logistics, the largest privately owned supply chain solutions company in the Asia Pacific region with over 50 years of experience in this business. LINFOX will ply these trucks in India. On 23 February 2011, Jaguar Land Rover announced that Jaguar will launch its most potent series production car ever, the all-new XKR-S, at the Geneva motorshow on 1 March 2011. On 1 March 2011, Tata Motors showcased the Tata Pixel, a new city car concept for Europe, at the 81st Geneva Motor Show in Switzerland. On 10 March 2011, Tata Motors announced the launch of the Tata Indica eV2 hatchback built on the Tata Indica platform. On 14 March 2011, Tata Motors announced that it has entered into an understanding with Muthoot Vehicle and Asset Finance Ltd (MVFL) for financing its range of passenger vehicles. With this arrangement, MVFL will be one of the preferred retail financiers of Tata Motors in Kerala. On 18 March 2011, Tata Motors announced increase in prices of Indica passenger car by Rs 7,000 to Rs 9,000, Vista and Indigo CS passenger cars by Rs 8,000 to Rs 11,000 and Manza passenger car by Rs 10,000 to Rs 15,000 on account of steep rise in input costs. The company also announced increase in prices of utility vehicles Sumo by Rs 13,000 to Rs 15,000, Grande by Rs 16,000 to Rs 19,000, Safari by Rs 18,000 to Rs 29,000, Aria by Rs 30,000 to Rs 36,000 and Venture by Rs 9,000 to Rs 12,000. On 19 April 2011, Tata Motors announced that it has entered into an agreement with State Bank of India (SBI) for providing channel financing facilities to the Tata Motors dealers. The bank will provide financing for both, the passenger vehicles and commercial vehicles range. On 10 May 2011, Tata Motors announced the launch of the Tata Magic IRIS,' a four-wheel, 3-4 seater small passenger carrier, a stylish, safe and comfortable alternative for commuters who depend on three-wheelers, and the Tata Ace Zip', a technologically superior and smart micro truck with a payload of 600 kg for deep-penetration door-to-door goods movement. On 17 May 2011, Tata Motors formally announced the launch of Tata Delight, a customer loyalty programme for owners of its commercial vehicles, thereby becoming first company in the commercial vehicles industry to launch this unique engagement initiative. On 27 May 2011, Jaguar Land Rover announced the official opening its first assembly plant in India at Pune in the Maharashtra. The plant will assemble Land Rover Freelander 2 vehicles supplied in Complete Knock Down (CKD) form from Jaguar Land Rover's Halewood manufacturing plant in Liverpool, UK.Tata Motors (SA) (Proprietary) Ltd., Tata Motors' joint venture with Tata Africa Holding (Pty) Ltd., formally opened its assembly plant in South Africa at Rosslyn, north of Pretoria, in the Gauteng province of South Africa on 22 July 2011. Established with an investment of R110 million, the plant can assemble, from semi knocked down (SKD) kits, light, medium and heavy commercial vehicles ranging from 4 tonnes to 50 tonnes, with an annualised capacity of 3,650 vehicles. The capacity can be further expanded as required. On 2 August 2011, Tata Motors announced the launch of the Tata Aria 4x2, a luxurious creation with the finesse of a sedan and the muscle of an SUV all combined in one car with 4x2 option at a starting price of Rs 11.61 lakh ex-showroom, New Delhi. On 23 August 2011, Tata Motors announced the launch of a new version of its premium hatchback, the Tata Vista. On 4 November 2011, Tata Motors announced that new Range Rover Evoque from the stable of Jaguar Land Rover will be launched in India at a starting price of Rs 44.75 lakh (ex-showroom price in Mumbai, pre-Octroi). On 10 November 2011, Tata Motors announced the launch of new Tata Sumo Gold sport utility vehicle at a starting price of Rs 5.23 lakh ex-showroom, Pune. On 21 November 2011, Tata Motors announced the introduction of a bouquet of features for the Tata Nano, including new colours, new interiors, a more powerful gasoline engine and greater fuel efficiency of 25.4 kmpl. On 20 December 2011, Tata Motors announced the launch of the Tata Divo, a luxurious long distance inter-city travel bus and the Tata Starbus Ultra, a modern and practical bus for commuting within the city. On 27 December 2011, Tata Motors announced that the car maker is upgrading old Tata Nanos produced up to mid-September 2011, with a new starter motor to enhance their performance. This is in line with the company's practice of upgrading its vehicles. On 5 January 2012, Tata Motors unveiled at the New Delhi Auto Expo 2012 the Tata Safari Storme, the new generation Safari SUV, the Tata Ultra, the company's new LCV & ICV range, and the Tata LPT 3723, India's first 5-axle rigid truck. On 6 March 2012, Tata Motors presented at the 82nd Geneva Motor Show the Tata Megapixel, a new four-seater city-smart global range extended electric vehicle (REEV) concept for the performance-seeking and environment-conscious motorist anywhere in the world. On 23 April 2012, Tata Motors and DRB-HICOM Defence Technologies Sdn Bhd (DEFTECH), a wholly-owned subsidiary of DRB-HICOM Berhad, Malaysia, signed a cooperation agreement to enable both DEFTECH and Tata Motors to develop, promote and market Tata Motors' high mobility 4x4 trucks with payloads ranging from 2.5 tonnes to 5 tonnes for the Armed forces of Malaysia.On 2 May 2012, Tata Motors and Fiat agreed that, in order to further develop the Fiat brand in India, Tata Motors will hand over the management control of Fiat's commercial and distribution activities in India to a separate Fiat Group owned company. Development of the new Fiat dealer network for India will start progressively and the 178 existing Fiat-franchised Tata dealers in 129 cities will be encouraged to form the foundation of the future network.On 6 June 2012, Tata Motors announced that its Dharwad, Karnataka plant for small commercial vehicles has become operational and has begun to produce the Tata ACE Zip and the Tata Magic IRIS. Established with an investment of over Rs 900 crore, the plant spans across an area of 405 acres. On 3 September 2012, Tata Motors announced the launch of the Tata Xenon pick-up, offering both single cab and dual cab versions. On 14 September 2012, Tata Motors announced the launch of its new generation sedan, the Tata Indigo Manza in the South African market. On 17 September 2012, Tata Motors announced the launch of 6 first-of-its-kind heavy trucks. On the same day, the company announced the launch of an intelligent vehicle and driver management solution viz. Tata FleetMan Telematics Services. Targeted at commercial vehicle fleet owners and large consigners of goods, the service offers advanced Telematics solutions, which will help in increasing productivity and profitability. On 20 September 2012, Tata Motors announced that it has received its largest ever single order for commercial vehicles from Siddhivinayak Logistics Ltd. (SVLL), to supply 1,314 trucks to be delivered during the financial year. The order coincided with the launch of an innovative scheme by SVLL, meant for the well-being of their drivers, called Chalak se Malak'. On 16 October 2012, Tata Motors announced the launch of its next generation car, the Tata Manza, a Club Class sedan. On 17 October 2012, Tata Motors announced the launch of the new Tata Safari Storme sports utility vehicle at a starting price of Rs 9.95 lakh ex-showroom, New Delhi.On 18 October 2012, Tata Motors announced the launch of its 1-tonne diesel mini-truck, the Tata Super ACE in South Africa. On 26 October 2012, Tata Motors announced the launch of Tata Alert', a highway assistance programme for medium and heavy commercial vehicles, which will be available across all national highways in India. On 27 November 2012, Tata Motors announced its maiden entry in the Bangladesh new car market by introducing two sedans viz. the Tata Indigo eCS, the Tata Indigo Manza, and the Tata Indica Vista hatchback. On 18 December 2012, Tata Motors announced the launch of new Tata Aria Pure LX, a new variant of the Aria car with a bouquet of features, priced at Rs 9.95 lakh ex-showroom Bangalore. On 28 January 2013, Tata Motors announced the launch of its premium hatchback, the all new Tata Vista D90, an advanced and dynamic car, delivering 90PS of raw power, offering first-in-class high-tech features. On 13 February 2013, Tata Motors announced that it has bagged an order for the company's fully indigenous Tata 6x6 multi-axle high mobility mobile platforms from Bharat Electronics Limited (BEL), Bangalore, to mount Radar applications meant for the Indian Air Force. Tata Motors will supply 26 Tata 6x6 multi-axle vehicles to BEL Bangalore. On 15 February 2013, Tata Motors showcased two new MCV buses for intercity transportation and staff transportation at the SIAM International Bus & Utility Vehicles Show, at Greater Noida. On 19 February 2013, Tata Motors announced the roll-out of the 2 millionth truck from its world-class manufacturing facility at Jamshedpur in Jharkhand. The plant manufactures Tata Motors' entire range of medium and heavy commercial vehicles, including the Tata Prima, both for civilian and defence applications. On 3 April 2013, Tata Motors announced the launch of the Tata Prima range of commercial vehicles in Sri Lanka. On 18 May 2013, Tata Motors announced that TML Holdings Pte. Ltd., a wholly owned subsidiary of Tata Motors, issued and allotted s$350 million in principal amount of 4.25% senior notes due 2018. The net proceeds from the issue will be used for the redemption of preference shares issued to Tata Motors and for general corporate purposes. On 19 June 2013, Tata Motors announced HORIZONEXT, an aggressive customer-focused strategy for its passenger vehicles business. It also unveiled 8 newly upgraded and enhanced products across 5 brands. On 23 July 2013, Tata Motors announced its entry into Australia, under a new independent distributor, M/s Fusion Automotive Pty Ltd. Australia. Through Fusion Automotive Pty Ltd., Tata Motors will introduce a range of light commercial vehicles in Australia. 5 August 2013, Tata Motors announced that it has entered into an understanding with UCO Bank for financing its range of commercial vehicles, to provide an added facility of finance to its customers. Through this tie-up, UCO Bank will offer loans of upto 85% on a Tata Motors commercial vehicles on-road pricing. On 9 September 2013, Tata Motors announced its partnership with DRB-HICOM, Malaysia's biggest conglomerate, for the import, distribution and assembly of Tata Motors commercial vehicles in Malaysia. On 10 September, 2013, Tata Motors' wholly owned subsidiary in Indonesia PT Tata Motors Distribusi Indonesia (TMDI) launched three new Tata passenger vehicles viz. the Tata Aria, the Tata Vista and the Tata Safari Storme in Indonesia. On 24 September 2013, Tata Hispano Motors Carrocera, SA announced its decision to cease production activities at Zaragoza, Spain factory. The decision to cease the activity at Tata Hispano Motors Carrocera was compelled due to economic and business factors, as despite strong investments, there was no positive result to reverse the challenging business situation and losses for the plant. Tata Hispano Motors Carrocera, SA is a Spanish company based in Zaragoza. It is a wholly-owned subsidiary of Tata Motors. On 8 October 2013, Tata Motors formally announced the launch of the CNG version of its small car Nano powered by a fuel efficient, state-of-the-art engine, with CNG and petrol bi-fuel system options. On 29 October 2013, Tata Motors announced the launch of New Tata Sumo Gold sports utility vehicle at a starting price of Rs 5.93 lakh ex-showroom, New Delhi. On 22 November 2013, Tata Motors formally announced the launch of two new additions to its CNG portfolio - Tata Indigo emax and Tata Indica emax. These two variants were introduced in 6 markets across India viz. Delhi, Maharashtra, Gujarat, Uttar Pradesh, Andhra Pradesh and Tripura. On 13 January 2014, Tata Motors announced the launch of the new Nano Twist, a new addition to the Nano range priced at Rs 2.36 lakh ex-showroom Delhi. On 20 January 2014, Tata Motors announced the launch of the REVOTRON Series, the next generation petrol engine family that will power its future models in the passenger vehicle market. On 21 January 2014, Tata Motors announced the launch of the premium hatchback Vista VXTech at a starting price of Rs 4.94 lakh ex-showroom Delhi for Vista LS model. On 5 February 2014, Tata Motors showcased an extensive range of 18 stunning vehicles and concepts at the Auto Expo 2014. Tata Motors and Samsung Electronics on 6 February 2014 announced a partnership to offer innovative in-car connectivity applications in Tata Motors passenger vehicles. On 6 March 2014, Tata Motors announced the launch of six new heavy trucks in the haulage segment and four in the construction segment from its Prima LX range. On 8 March 2014, Tata Motors announced that it has entered into an understanding with Bharatiya Mahila Bank (BMB) for financing its passenger vehicle customers. BMB will be facilitating eligible customers of Tata cars and utility vehicles with vehicle financing, at an attractive rate of 10.5% for women customers, across all BMB branches, in India. On 3 April 2014, Tata Motors announced its entry into the Philippines market at the Manila International Auto Show (MIAS), 2014, held at the World trade Centre. The company said at that time that it will commence its business in Philippines with exports of the Manza, the Vista, the Indigo and the Indica from its passenger vehicles portfolio and the Xenon, the Ace and the Super Ace from its commercial vehicles range. On 6 May 2014, Tata Motors announced the launch of a new utility vehicle Movus at a starting price of Rs 6.99 lakh ex-showroom, Delhi. On 14 May 2014, Tata Motors announced that it has bagged an order for 2,000 passenger vehicles to be supplied over a period of one year from SVLL Connect Pvt. Ltd., a group company of Siddhi Vinayak Logistic Ltd. SVLL Connect's order will comprise of Tata Motors luxury sedan, the Manza, the Indigo eCS, with a majority of the order placed for the new Aria utility vehicle. SVLL Connect will ply these vehicles over inter-city routes. On 22 May 2014, Tata Motors announced the launch of the new Intermediate and Light Commercial Vehicle (ILCV) range of trucks christened ULTRA', which offers superior technology and design that ensures lowest total cost of ownership through higher uptime because of increased driver comfort, superior aggregates and customised requirements. On 12 August 2014, Tata Motors announced the commercial launch of the Zest, the all new, sub-four metre compact sedan with a start price of Rs 4.64 lakh ex-showroom, New Delhi, for the petrol Revotron 1.2T model and Rs 5.64 lakh ex-showroom, New Delhi for the diesel variant. On 27 August 2014, Tata Motors announced the launch of its passenger vehicle range in Algeria. It includes Tata Indica and Tata Vista from the hatchback range, and the Tata Indigo and Tata Manza from the sedans. On 2 September 2014, Tata Motors announced that it had received an order from Karnataka State Road Transport Corporation (KSRTC) to supply 487 buses and another order for 780 buses from Himachal Road Transport Corporation for Tata Marcopolo built buses as per 'Urban Bus Specifications' under JNNURM - II scheme. These orders are part of the over 2,700 orders for Tata Motors URBAN' buses received under JNNURM - II scheme. On 11 September 2014, Tata Motors and Microlise, one of Europe's leading Telematics and Fleet Management solutions providers, announced their partnership to bring in the latest global Fleet Telematics solutions to the Indian market. The agreement, signed for an initial period of 5 years, envisages both partners utilising their core strengths to deliver Fleet Management services of unprecedented quality, reliability and range to the Indian Transport Industry through the Tata Fleetman platform. While Microlise will provide the technology and solutions, Tata Motors will integrate them in its commercial vehicles and utilise its vast experience and reach for service delivery. The services will be marketed through OE fitment as well as through the aftermarket route. On 25 October 2014, Tata Motors announced the pricing of a dual-tranche USD 750 million senior unsecured notes following strong demand aggregating USD 4.50 billion for the offering. The proceeds from the issuance and sale of the notes will be used to refinance external commercial borrowing of the company, incur new additional capital expenditure and for general corporate purposes. On 13 November 2014, Tata Motors showcased two new mini-trucks on its popular Ace platform from its new municipal range of solutions at Municipalika 2014 in Gandhinagar, Gujarat. Municipalika 2014 is a trade show focusing on Construction, Architecture, Planning and Engineering to deliberate on sustainable built environment and good urban governance. On 2 December 2014, Tata Motors announced that it has received an order for 1,542 Sumo Gold utility vehicles from various police and law enforcement agencies across the country. On 22 January 2015, Tata Motors announced the commercial launch of its much-awaited sporty hatchback Bolt at a starting price of Rs 4.44 lakh ex-showroom, Delhi for the Revotron (petrol) 1.2T variant and Rs 5.49 lakh ex-showroom, Delhi for the diesel variant. On 27 February 2015, Tata Motors announced new initiatives designed to enhance the company's competitiveness. As a part of these initiatives, the company announced a Voluntary Retirement Scheme (VRS) for the workmen. On 3 March 2015, Tata Motors announced the launch of a new small pick-up, the Tata SuperAce Mint. The cargo carrier will meet requirements of intra and intercity transport. The vehicle was launched at a starting price of Rs 5.09 lakh ex-showroom, Thane. On 20 April 2015, Tata Motors announced the launch of the new Safari Storme sports utility vehicle with a starting price of Rs 9.99 lakh ex-showroom, New Delhi. On 7 May 2015, Tata Motors announced that its Rs 7500-crore rights issue was oversubscribed 1.21 times. The rights issue of ordinary shares was oversubscribed by 1.17 times while the rights issue of A' ordinary shares was oversubscribed by 1.51 times. The proceeds from the share issue are intended to be used for funding expenditure towards plant and machinery, research and product development, repayment in full or in part of certain long-term and short-term borrowings and general corporate purposes. On 19 May 2015, Tata Motors announced the launch of all-new GenX Nano range, a new compact, feature-rich hatchback with advanced technological features and a starting price of Rs 1.99 lakh for the XE variant. On 10 July 2015, Tata Motors announced that the company has bagged an order to supply around 1,200 high-mobility 6X6 multi-axle trucks from the Indian Army - the single largest order awarded to an Indian private OEM (Original Equipment Manufacturers) in land systems under the DPP by the Indian army. The order for 6X6 vehicles is for Material Handling Cranes' for the loading-unloading and transportation of ammunition pallets, spares and other operational equipment. On 27 August 2015, Tata Motors announced the launch of a new smart pick-up truck Tata ACE Mega. On 10 September, 2015, Tata Motors announced the launch of special edition of its highly acclaimed compact sedan Tata Zest. On 22 September 2015, Tata Motors announced that it has achieved 3 lakh units sales mark for its last mile passenger transport brand Tata Magic. Tata Magic was introduced in June 2007 as India's first small commercial four-wheeler in last mile public transport. On 8 December 2015, Tata Motors announced the launch of a new variant of the Safari Storme VX sports utility vehicle powered by a new 2.2L VARICOR 400 engine. On 6 January 2016, Tata Motors in association with PETRONAS Lubricants International (PLI) launched co-branded range of lubricants for Tata Motors' passenger vehicles range in the India market. On 3 February 2016, Tata Motors showcased its future range of passenger vehicles at the Auto Expo 2016. The product line-up features the new sporty compact sedan (project code named KITE 5), the production ready, lifestyle SUV- HEXA in automatic and manual variants, compact SUV - NEXON and the personalized editions of the new passenger vehicles from Tata Motors. On 4 February 2016, Tata Motors announced the launch of its new SIGNA range of Medium & Heavy Commercial Vehicles at the SIAM Auto Expo 2016. On 7 March 2016, Tata Motors announced that it has signed a strategic agreement with Bharat Forge Limited and General Dynamics Land Systems (GDLS) of the US, for the Indian Ministry of Defence (MoD's) prestigious Future Infantry Combat Vehicle (FICV) program. Tata Motors will lead the consortium, with Bharat Forge Limited as a partner, while General Dynamics Land Systems will bring in its much proven expertise in combat vehicle platforms. On 16 March 2016, Tata Motors announced that it has won a contract to supply 25 hybrid buses from Mumbai Metropolitan Region Development Authority (MMRDA) in the single largest order awarded for Hybrid Electric vehicle technology. On 27 March 2016, Tata Motors announced that it has bagged a follow-on contract for the supply of an additional 619 units of its high-mobility (HMV) 6X6 multi-axle truck from the Indian Army. On 6 April 2016, Tata Motors announced the commercial launch of its new hatchback TIAGO at a starting price of Rs 3.20 lakh ex-showroom, New Delhi for the Revotron 1.2L (petrol) variant and Rs 3.94 lakh ex-showroom, New Delhi, for the Revotorq 1.05L (diesel) variant. On 6 September 2016, Tata Motors announced having received orders of over 5,000 buses from 25 State/City Transport Undertakings across the country. On 26 September 2016, Tata Motors announced its foray into the Bolivian commercial vehicle market through a distribution agreement with local partner, Bolivian Auto Motors, part of the business group Salvatierra, an important business conglomerate engaged in the distribution of motor vehicles and motor cycles in Bolivia. Through this partnership Tata Motors launched three commercial vehicles in the Bolivian market. On 28 September 2016, Tata Motors and Hindustan Petroleum Corporation Limited (HPCL) launched the high performance range of HP Tata Motors Genuine Oil (HP TMGO), exclusively developed for Tata Motors passenger vehicles in the Indian market. The HP TMGO range includes Engine Oils, Gear Oils, Steering and Transmission Fluids, Coolants, Brake Fluids and Greases.On 3 November 2016, Tata Motors and PT Pindad, Indonesia signed a Memorandum of Understanding (MoU) for cooperation to effectively explore market potential of Tata Armoured Vehicles in Indonesia and other agreed regions of ASEAN. The MoU further includes a study to check the feasibility of locally assembling Tata Armoured Vehicles at PT Pindad's facility in Bandung in West Java province of Indonesia. PT Pindad is an Indonesian state-owned enterprise specializing in military and commercial products.On 8 November 2016, Tata Motors showcased the country's first LNG (liquefied natural gas) powered bus in Kerala. Tata Motors first showcased LNG technology on the Tata PRIMA Truck, at Auto Expo 2014 in New Delhi. On 12 December 2016, Tata Motors announced price hike ranging from Rs 5,000 to Rs 25,000 for its passenger vehicles with effect from 1 January 2017 to pass on increase in prices of raw material commodities like steel, aluminium, copper and rubber. On 3 January 2017, Tata Motors announced the launch of Tata Xenon Yodha range of pick-ups. The new Tata Xenon Yodha is an ideal solution for diverse commercial usage transporting agri-produce (Fruits & Vegetable), poultry, fish, milk, a cash van, a service support vehicle at construction sites etc. On 5 January 2017, Tata Motors and Castrol announced the signing of a three-year strategic partnership agreement for supply of Commercial Vehicle Oils to Tata Motors globally. The agreement will cover over 50 markets including SAARC and ASEAN region, Middle East, Africa, Russia and Latin America. On 18 January 2017, Tata Motors announced the commercial launch of its much awaited lifestyle vehicle Hexa at a starting price of Rs 12.08 lakh ex-showroom Maharashtra for the manual transmission variant and Rs 14.98 lakh ex-showroom Maharashtra for the automatic variant. On 25 January 2017, Tata Motors launched new hybrid and electric buses at its Pune facility thus reiterating the company's commitment towards smart and green technology and mobility solutions. On 16 February 2017, Tata Motors and Microsoft India announced a strategic agreement to redefine connected and personalized driving experiences for Indian customers. Tata Motors will leverage Microsoft's connected vehicle technologies that bring together artificial intelligence (AI), advanced machine learning, and the Internet of Things (IoT) capabilities on the global hyper-scale Azure cloud, to traverse the digital and physical worlds and create a highly personalized, smart and safer driving experience across the digital life of a vehicle owner. On 29 March 2017, Tata Motors announced the commercial launch of its new compact sedan Tata TIGOR. The car will be available in 8 variants and six exciting colour options. On 31 March 2017, Tata Motors announced the launch of JT Special Vehicles Pvt. Ltd., a 50:50 joint venture with Jayem Automotives Pvt. Ltd., for the development of special performance vehicles based on the latest series products. As part of the agreement, both Tata Motors and Jayem Automotives will work towards performance enhancement and appearance of series vehicles to offer an exciting and innovative range of niche aspirational products for the passenger car customers. On 19 April 2017, Tata Motors announced the launch of AMT (Automated Manual Transmission) technology in its Starbus and Ultra brand of buses, ranging from 9-12 meters, at a starting price of Rs 21 lakh (ex-showroom New-Delhi). On 27 April 2017, Tata Motors announced that it has signed a contract for supply of 3,192 units of the Safari Storme under the newly formed GS800 category to the Indian Armed Forces. On 9 June 2017, Tata Motors announced that it has resolved the long-term wage settlement issue at its Sanand, Gujarat manufacturing facility. On 15 June 2017, the Tata Group announced that an affiliate of Warburg Pincus, a leading global private equity firm focused on growth investing, will purchase approximately 30% stake in Tata Technologies Limited from Tata Motors and its subsidiary Sheba Properties Limited, as well as the entire 13% stake held by Tata Capital (8.7% from Alpha TC Holdings Pte Ltd and 4.3% from Tata Capital Growth Fund I). Post the transaction, Tata Motors and affiliates of the Tata Group will continue to retain a significant minority interest of approximately 43% in Tata Technologies, with the remaining ownership held by the management team and other shareholders. Tata Technologies is a global engineering services and product development IT company with more than 8,500 employees located in 23 countries. On 3 July 2017, Tata Motors announced that its TIAGO hatchback has crossed the one lakh bookings milestone in the domestic market. TIAGO was launched in April 2016. On 6 July 2017, Tata Motors announced a price reduction in the range of 0.3% to 4.21% for cargo commercial vehicles and reduction of 0.6% to 8.2% for commercial vehicles for passenger transportation following the introduction of a nationwide Goods and Services Tax (GST) from 1 July 2017. On 5 July 2017, Tata Motors announced a price reduction of upto 12% ranging between Rs 3,300 and Rs 2.17 lakh per vehicle on its passenger vehicles following the introduction of a nationwide Goods and Services Tax (GST) from 1 July 2017. On 11 July 2017, Tata Motors announced the launch new Tata Ace XL range of small commercial cargo vehicles. On 17 July 2017, Tata Motors showcased India's first Bio-CNG (bio-methane) Bus at the Bio-energy programme, called Urja Utsav'. On 26 July 2017, Tata Motors announced the launch of a range of commercial vehicles in Philippines. On 10 August 2017, Tata Motors announced that the company and Skoda Auto have ceased discussions around a potential partnership between the two auto makers. Based on intense and constructive discussions, both the companies have jointly concluded that the envisioned areas of partnership may not yield the desired synergies as originally assessed. Nevertheless, the two companies have decided to keep in touch for future areas of collaborations. To mark the overwhelming success of TIAGO and usher in the festive season, Tata Motors on 12 September 2017 announced the launch of the limited-edition TIAGO Wizz hatchback priced at Rs 4.52 lakh for the petrol version and Rs 5.30 lakh for the diesel version (ex-showroom Delhi), inclusive of the accessory kit. On 21 September 2017, Tata Motors announced its entry into the growing compact SUV segment with the commercial launch of its new Gen-next lifestyle SUV, the Tata NEXON with an introductory price of Rs 5.85 lakh ex-showroom Delhi for the petrol variant and Rs 6.85 lakh ex-showroom Delhi for the diesel variant. On 4 October 2017, Tata Motors Limited showcased the new safety technology - Electronic Stability Control (ESCsmart) for the range of PRIMA and SIGNA trucks at an event in Chennai. Tata Motors said at that time that it is the first OEM in India to deploy Electronic Stability Control (ESC) for Medium and Heavy Commercial Vehicles. On 5 October 2017, Tata Motors signed a memorandum of understanding with Srei Equipment Finance Limited (Srei), a wholly owned subsidiary of Srei Infrastructure Finance Limited, to finance Tata Motors commercial vehicles with a special focus on construction and mining tippers. The preferred financier agreement (PFA) will allow both Tata Motors and Srei to explore enhanced growth prospects in the heavy-duty tipper truck segment in the country. On 2 November 2017, Tata Motors added two AMT (Automated Manual Transmission) variants to the Tigor Styleback sedan range. On 14 November 2017, Tata Motors signed a Memorandum of Understanding (MoU) with Energy Efficiencies Services Limited (EESL) to achieve energy saving and resource conservation by implementing various energy efficiency initiatives across the company's manufacturing facilities in India. The energy efficiency programme will be implemented in Tata Motors manufacturing plants located at Pantnagar (Uttarakhand), Lucknow and Pune in the first phase and will be later extended to other facilities. EESL will undertake the complete upfront investment for the energy efficiency programme, with zero investment from Tata Motors. The overall implementation period for the programme will be two years. On 6 December 2017, Tata Motors rolled out the first batch of the Tigor Electric Vehicle (EV) manufactured for the Indian government's prestigious order of electric vehicles from the Energy Efficiency Services Ltd (EESL), an entity under the Ministry of Power. Tata Motors had qualified as L1 bidder in the midst of stiff competition and won the tender of 10,000 electric cars floated by EESL in September 2017. On 11 December 2017, Tata Motors announced that the company will display six new construction and mining commercial vehicles, from its Construck range at EXCON 2017, South East Asia's largest construction equipment exhibition. On the same day, Tata Motors announced that the company would be increasing prices of its entire passenger vehicles range by up to Rs 25,000, starting January 2018 to pass on rising input costs. On 19 December 2017, Tata Motors announced that its small commercial vehicle Tata Ace has crossed 20 lakh sales milestone. The vehicle was launched by Tata Motors in 2005. On 3 January 2018, Tata Motors announced the first-of-its-kind Best-in-class Warranty' for 6 years for the entire range of Tractor-trailers, Multi-axel Trucks & Tippers of 16 tonnes and higher GVW (Gross Vehicle Weight). Tata Motors is the first company in India to introduce a standard driveline warranty of 6 years on the entire M&HCV range. On 15 January 2018, Tata Motors launched company branded Tata Motors Genuine Oil' exclusively for Tata Motors commercial vehicles range in the Indian market. On 5 March 2018, Tata Motors launched the ZEST Premio compact sedan - a special edition car with 13 new features for diesel version (ex-showroom Delhi). The Company sold 12,74,072 units and 12,21,124 units in FY 2018- 19 and FY 2017-18, respectively (excluding wholesales from the China joint venture), consisting of 7,61,786 units of Tata and other brand vehicles and 5,12,286 units of Jaguar Land Rover vehicles for FY 2018-19. During FY2019, the company spent towards Capital Expenditure amounting to Rs 36636 crore. The Company has 99 subsidiaries (12 direct and 87 indirect), 10 associate companies, 3 joint ventures and 2 joint operations as at 31 March 2019. During the year, the following companies became subsidiaries,associates and joint ventures of the company. Spark44 Taiwan Limited (Taiwan) was incorporated with effect from 07 May 2018. Jaguar Land Rover Classic USA LLC was incorporated with effect from 01 June 2018 (dormant). Jaguar Land Rover Hungary KFT was incorporated with effect from 30 July 2018. Jaguar Land Rover Classic Deutschland GmbH was incorporated with effect from 10 August 2018. InMotion Ventures 4 Limited was incorporated with effect from 04 January 2019. Tata Toyo Radiator Limited was converted from a joint venture to subsidiary company with effect from 01 July 2018. Loginomic Tech Solutions Private Limited ('TruckEasy') stake acquired with effect from 10 July 2018. Automotive Skill Training Pvt. Ltd. converted into Private Limited Company from Section 25 Company with effect from 10 December 2018 (formerly Automotive Skills Training Foundation). TitanX Engine Cooling, Poland incorporated with effect from 25 April 2018. TML Drivelines Limited merged with the Company with effect from 30 April 2018 and consequently Authorised Share Capital of the Company increased from Rs 3,900 crore to Rs 4,000 crore. The Jaguar Collection Limited (dormant) dissolved with effect from 19 June 2018. Entire shareholding in TAL Manufacturing Solutions Limited ('TAL') sold to Tata Advanced Systems Limited with effect from 29 March 2019 after acquisition of the non-aerospace business from TAL. Serviplem S.A.U. liquidated with effect from 06 February 2019. During FY2020, the company spent towards Capital expenditure totalled Rs 31,222 crore. The Company has 103 subsidiaries (13 direct and 90 indirect), 10 associate companies, 3 joint ventures and 2 joint operations as at 31 March 2020. During the year, the following companies became subsidiaries,associates and joint ventures of the company. Brabo Robotics and Automation Limited ('BRAL') was incorporated on 17 July 2019, as a wholly owned subsidiary of Tata Motors Limited (TML), with an operating plan to take-over the robotics and factory automation (RAB) division of TML as a going concern. The RAB business of TAL Manufacturing Solutions Limited was transferred to TML w.e.f. 30 April 2019. JLR Ventures Limited was incorporated with effect from 16 May 2019. JLR (Ningbo) Trading Co., Limited was incorporated with effect from 04 November 2019. Bowler Motors Limited was incorporated as JLR Auto Ventures Limited, with effect from 13 December 2019 and its name changed on 28 January 2020. TML Business Analytics Services Limited (a subsidiary of TML Business Services Limited) was incorporated on 04 April 2020. Automotive Skill Training Pvt. Limited voluntarily struck off with effect from 18 April 2019. The Company has 103 subsidiaries (14 direct and 89 indirect), 9 associate companies, 4 joint ventures and 2 joint operations as at March 31, 2021. During FY 2020-21, JT Special Vehicles Private Limited, ceased to be joint venture and became a wholly-owned subsidiary, consequent to 50% share transfer from Jayem Automotive Private Limited w.e.f August 11, 2020. In-Car Ventures Limited transferred 100% shareholding from InMotion Ventures Limited to Jaguar Land Rover Holdings Limited effective from February 18, 2021. Tata Technologies Europe Limited transferred 100% shareholding from INCAT International PLC to Tata Technologies Pte. Limited (Singapore) w.e.f. May 27, 2020. Tata Technologies Nordics AB transferred 100% shareholding from Tata Technologies Europe Limited (UK) to Tata Technologies Pte. Limited (Singapore) w.e.f. August 26, 2020. Cambric GmbH was liquidated w.e.f September 17, 2020. In January 2021, the Company launched its premium flagship SUV - the all-new Safari. The Company has 86 subsidiaries (14 direct and 72 indirect), 10 associate companies, 4 joint ventures and 2 joint operations as at March 31, 2022. During FY 2021-22, TML Distribution Company Limited merged with TML Business Services Limited w.e.f April 1, 2021, being the Appointed date. Inchcape JLR Europe Limited was incorporated on August 31, 2020 and it became associate of the Company w.e.f April 30, 2021. TML CV Mobility Solutions Limited was incorporated on June 7, 2021, as a wholly owned subsidiary of Company. Shareholding in Tata Marcopolo Motors Limited increased from 51% to 61.86% w.e.f November 15, 2021. Tata Passenger Electric Mobility Limited (TPEML) was incorporated on December 21, 2021, as a wholly owned subsidiary of the Company. Tata Motors Passenger Vehicles Limited (name changed from TML Business Analytics Services Limited w.e.f September 17, 2021) ceased to be subsidiary of TML Business Services Limited and became the direct subsidiary of Tata Motors Limited w.e.f. January 1, 2022. Tata Motors European Technical Centre PLC, ceased to be direct subsidiary of Tata Motors Limited and became a wholly owned subsidiary of TMPVL on March 10, 2022 and thereafter became a wholly owned subsidiary TPEML w.e.f March 28, 2022. INCAT GmbH which was under liquidation w.e.f. January 25, 2017, was revived and its name was changed to Tata Technologies GmbH w.e.f March 30, 2022. Spark 44 Group comprising of Spark 44 (JV) Limited and it's 16 subsidiaries was sold on March 31, 2022. In October 2021, the Company launched India's first sub-compact SUV 'PUNCH'. In January 2022, it introduced advanced iCNG technology in Tiago and Tigor, powered by the Revotron 1.2L BS VI engine which produces maximum power of 73PS . In 2021, it introduced the New Range Rover. On August 24, 2021, the NCLT, had vide its Order sanctioned Scheme of Arrangement between Company and TML Business Analytics Services Limited (TMLBASL) (presently known as Tata Motors Passenger Vehicles Limited) and their respective shareholders, for transfer of Company's Passenger Vehicles Business Undertaking to TMLBASL, which was made effective from January 1, 2022. The launches in FY22, included introduction of new CNG variants, gasoline (Bifuel), and extended range variants of existing products. It o launched E-Dukaan, an online marketplace for spare parts to enable contactless, hassle-free and transparent ordering of spare parts by customers. In FY22, it launched exciting products in the form of Tigor EV and Nexon EV with extended range and Xpres-T EV for fleet segment. New launches included Tata 407 CNG, ACE petrol DX, ACE EV, Tata Punch, New Tigor EV, Nexon EV Max, New RR and New RR sport. During FY22, Company operationalised two subsidiaries: Tata Motors Passenger Vehicles Ltd to focus on passenger vehicles powered by IC engines and Tata Passenger Electric Mobility Limited to focus on accelerating the passenger EV business and its enabling ecosystem. It signed an agreement with TPG Rise Climate to invest Rs. 7,500 crore in passenger EV business and secure a 11% - 15% shareholding in their business.

Tata Motors Ltd Chairman Speech

 

Emerging stronger

Tata Motors Croup is now operating as three independent business units of Commercial Vehicles, Passenger Vehicles and Jaguar Land Rover offering differentiated value propositions to their different customer segments whilst leveraging backend and corporate synergies where possible.

Dear Shareholders,

It is my privilege to write to you to present the Annual Report for FY22. I hope this letter finds you in good health.

Recent history has been relentless with the global pandemic, military conflict, growing inequality, supply chain shortages and more. Decades of experience has been squeezed into two dizzying years. Businesses have had to cope with this unprecedented sequence of events with speed and agility. While these changes have had a serious impact on businesses and communities, they have also accelerated some important trends for the future viz. i) Energy transition - irreversible move to green mobility, ii) Supply Chain Transition - rebalancing of supply chains to become resilient, iii) Digital transition - Artificial Intelligence and Machine Learning becoming mainstream and iv) Talent transition - coming of age of the Talent Cloud - a diverse, inclusive, global talent pool that can be accessed remotely.

FY22 was a busy year for your Company as it navigated these challenges to successfully strengthen the fundamentals of the business. Global wholesales increased by 20% to 1,086,734 vehicles and revenues stood at ?278,454 crore, 11.5% higher as compared to FY21. EBIT margin stood at 0.7%, 190 bps lower as compared to FY21 due to impact of commodity inflation and semiconductor shortages, although we saw a sequential recovery.

Free cash flow (automotive) in the year was negative at ?9,472 crore (as compared to positive ?5,317 crore in FY21), primarily due to adverse working capital. The business showed strong sequential recovery with positive free cash flow (automotive) of ^ 11,916 crore in H2 of FY22.

Despite the margins being impacted by supply chain issues and runaway commodity inflation, our India business ended with strong free cash flows of ?1,879 crore. We are committed to restoring the profitability of this business as it returns to competitive growth and inflation stabilises.

Tata Motors Group is now operating as three independent business units of Commercial Vehicles, Passenger Vehicles and Jaguar Land Rover, offering differentiated value propositions to their different customer segments whilst leveraging backend and corporate synergies where possible. This has made Tata Motors lean, nimble and customer centric. Each of these businesses are self-sustaining which gives me the confidence that we will get to near zero net automotive debt by FY24.

Commercial Vehicles: In Commercial Vehicles, our offerings of smart, future ready mobility solutions with the lowest TCO (Total Cost of Ownership) have been well received. We launched over 80 new products and 120 variants across segments, to cater to the evolving needs of seamless cargo and people transport across sub segments and applications. We gained domestic market share in all segments vs FY21 - M&HCV to 58.2% (+10 bps), ILCV to 49.0% (+310 bps), Buses and Vans to 44.8% (+420 bps) and turned around SCV to 39.1% (+160 bps), to record a consolidated 44.9% (+250 bps). The Commercial Vehicles segment volumes grew by 37% in FY22, revenues grew by 58%, while EBIT margins improved by modest 130 bps, affected by the sharp commodity inflation.

Passenger and Electric Vehicles: The Passenger Vehicles segment was once again the standout performer during the year. Preference for our 'New Forever' range of vehicles continues to rise and we introduced over 25 new products and variants to lead in the fastest growing market segments. Our "Reimagine PV" strategy to rejuvenate the front-end sales system, dealership network and customer experience, is delivering excellent results. PV recorded its highest ever domestic annual sales of 3,70,354 units in FY22. Overall domestic market share increased to 12.1% (+390 bps vs FY21) and further to 13.4% in Q4 FY22.

The Passenger Vehicles segment grew volumes by 67%, revenues by 90% and EBIT margins improved by 750 bps with positive free cash flows in FY22. In Electric Vehicles, new records were set every quarter to register the highest ever annual EV sales of 19,105 units in FY22 (up 353% vs FY21) with penetrations touching 7.4% by Q4 FY22.

During FY22, we operationalised two subsidiaries: Tata Motors Passenger Vehicles Ltd to focus on passenger vehicles powered by 1C engines and Tata Passenger Electric Mobility Limited to focus on accelerating the passenger EV business and its enabling ecosystem. We entered into a definitive agreement with TPG Rise Climate for them to invest ?7,500 crore ($1.0B) in the passenger EV business to secure a 11% - 15% shareholding in this business.

Jaguar Land Rover: Jaguar Land Rover has embarked on the "Reimagine" journey to embrace an "electric future" and transform into a digitally-savvy, modern luxury business delivering strong financial results.

During the year, we saw the successful global launch of the award-winning New Range Rover, while customer deliveries of the Land Rover Defender continued across 94 markets, with 107,208 units sold by the end of FY22.

The global shortage of semiconductors had a disproportionately adverse impact on Jaguar Land Rover's production and sales compared to our competitors.

Even though we took various steps to address the issue, the situation continues to remain challenging. This is a key issue facing Jaguar Land Rover and we are working assiduously to address the same during FY23. This should aid a gradual recovery in performance through the year.

The Company delivered a resilient performance during the year despite a fall in revenues by reducing its breakeven to 320,000 units. While production and sales remained significantly constrained, the business continued to see strong demand for its products, with global retail orders at record levels thanks to strong demand for Defender and New Range Rover.

Revenue fell 7% to ?18.3 billion, whilst the Company's EBIT margins fell to negative 0.4 %, with lower volumes impacting working capital in the first half of the financial year resulting in a free cash outflow of ?1.2 billion.

Retail sales declined 14% for the year.

Looking beyond the near-term challenges outlined above, Jaguar Land Rover is in a strong position with a portfolio of attractive premium luxury products, a healthy customer order bank, low break-evens, and the right future ready strategy to support its distinctive and renowned British brands in a rapidly changing legislative and commercial landscape.

Sustainability: Our roadmap to Net Zero

The shift to sustainable mobility is irreversible and the Tata Motors Group will be amongst the leaders of green mobility globally as we target Net Zero emissions (Scope 1, 2 and 3) by 2039 for Jaguar Land Rover 2040 for PVs and 2045 for CV and actions are already underway to deliver the same.

Jaguar Land Rover: The Jaguar brand will become fully electric by 2025 and Land Rover shall have 6 BEVs by 2026. 60% of Jaguar Land Rover's volumes will be pure BEV vehicles by 2030.

Passenger Vehicles: In India, EV penetration in our portfolio is likely to increase further to 25% in 5 years from 7.4% as of Q4 FY22. By 2025 Tata Motors will have 10 EVs. The unveil of the long range "Nexon EV Max", showcase of "CURVV" Electric SUV concept and the unveil of the "AVINYA" concept, a pure EV based on GEN3 architecture, show the exciting possibilities ahead of us.

Commercial Vehicles: We launched ACE EV, the last mile connectivity vehicle that garnered 39,000 orders on the day of the launch from marquee e-commerce customers.

"Tata UniEVerse": As a Tata Group, we will proactively set up the charging infrastructure across the country. The Group is also actively exploring partnerships in battery cell manufacturing in India and Europe to secure our EV supply chain.

In summary: Tata Motors is taking concerted actions to be future ready and create a virtuous cycle of growth and returns for our shareholders. I would like to welcome you on this journey. While the near-term outlook is fluid with multiple challenges that I outlined above, the business is taking the right actions to navigate them, and I am confident that we will emerge stronger.

I would like to take this opportunity to thank all our employees for their immense contributions in these trying times. I would also like to thank you shareholders for your continued trust and support.

Best regards,

N Chandrasekaran

   

Tata Motors Ltd Directors Reports

TO THE MEMBERS OF TATA MOTORS LIMITED

The Directors are pleased to present herewith the Seventy Seventh Annual Report of Tata Motors Limited ('the Company') along with the Audited Financial Statements for the Financial Year ('FY') ended March 31, 2022.

FINANCIAL RESULTS

(' in crore)

PARTICULARS	Standalone*		Consolidated
	FY 2022	FY 2021	FY 2022	FY2021
Revenue from operations	47,263.68	30,175.03	2,78,453.62	2,49,794.75
Total expenditure	45,034.04	28,339.33	2,44,430.90	2,14,012.84
Other Income	659.91	419.99	3,053.63	2,643.19
Profit before interest, foreign exchange, depreciation, amortization, exceptional item and tax	2,889.55	2,255.69	37,076.35	38,425.10
Finance cost	2,121.73	2,110.83	9,326.31	8,097.17
Profit before depreciation, amortization, exceptional item, foreign exchange and tax	767.82	144.86	27,750.04	30,327.93
Depreciation, amortization and product development/ engineering expenses	2,354.47	2,079.42	34,045.19	28,773.34
Foreign exchange (gain)/loss (net)	136.81	32.62	78.68	(1,732.15)
Profit/(loss) before exceptional items and tax	(1,723.46)	(1,967.17)	(6,373.83)	3,286.74
Exceptional Items - (gain) / loss (net)	(83.41)	307.55	629.58	13,761.02
Profit/(loss) before tax	(1,640.05)	(2,274.72)	(7,003.41)	(10,474.28)
Tax expenses/ (credit) (net)	99.18	20.72	(4,231.29)	2,541.86
Profit/(loss) for the year from continuing operations	(1,739.23)	(2,295.44)	(11,234.70)	(13,016.14)
Profit/(loss) before tax for the year from discontinued operations	392.51	(37.85)	-	-
Tax expense/(credit) (net) of discontinued operations	44.14	62.15	-	-
Profit/(loss) after tax for the year from discontinued operations	348.37	(100.00)	-	-
Share of profit of joint venture and associates (net)	-	-	(74.06)	(378.96)
Profit/(loss) for the year	(1,390.86)	(2,395.44)	(11,308.76)	(13,395.10)
Other comprehensive income/(loss)	282.35	442.99	(455.19)	2,919.34
Total Other comprehensive income/(loss) for the year	(1,108.51)	(1,952.45)	(11,763.95)	(10,475.76)
Attributable to:
Shareholders of the Company	-	-	(11,897.28)	(10,551.20)
Non-controlling interest	-	-	133.33	75.44

* Pursuant to a Scheme of Arrangement sanctioned by the Hon'ble National Company Law Tribunal ('NCLT') Mumbai Bench, the Passenger Vehicle ('PV') undertaking of the Company has been transferred to Tata Motors Passenger Vehicles Limited ('TMPVL'), as a going concern, on a slump sale basis, w.e.f. January 1,2022. The financial results of PV undertaking along with joint operation Fiat India Automobiles Private Limited has been disclosed as discontinued operation for FY 2021-22 and FY 2020- 21. It includes the Company's proportionate share of income and expenditure in its joint operations, namely, Tata Cummins Private Limited.

DIVIDEND

In view of losses for FY 2021-22, no dividend can be paid to the Members as per the provisions of the Companies Act, 2013 ('the Act') and the Rules framed thereunder.

DIVIDEND DISTRIBUTION POLICY

Pursuant to Regulation 43A of the Securites and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 [SEBI Listing Regulations], the Board of Directors of the Company had formulated a Dividend Distribution Policy ('the Policy'). The Policy is available on the Company's website URL: https:// investors.tatamotors. com/pdf/dividend-distribution-policy.pdf

TRANSFER TO RESERVES

Due to losses in FY 2021-22, no amount has been transferred to Reserves. An amount of '493.30 crore was transferred from Debenture Redemption Reserve to Profit & Loss Account.

FINANCIAL PERFORMANCE AND STATE OF THE COMPANY'S AFFAIRS

Operating Results and Profits

Consolidated revenue from operations was '2,78,454 crore in FY 2021-22, which was 11.5% higher than the revenue of '2,49,795 crore in FY 2020-21.

The consolidated EBITDA margin was at 9.6% in FY 2021-22 as compared to 12.2% in FY 2020-21. EBIT margin stood at 0.7% in FY 2021-22 as compared to 2.6% for FY 2020-21. Loss for the period (including share of associates and joint ventures) stood at '11,309 crore in FY 2021-22 as compared to '13,395 crore in FY 2020-21.

The free cash flow (auto) was cash outflow of '9,472 crore in FY 2021-22 as compared to cash inflow of '5,317 crore in FY 2020-21.

 

Refer para on Operating Results in Management Discussion and Analysis Report ('MD&A') for additional details.

Standalone revenue from operations (including joint operations, excluding discontinued operations) of ?47,264 crore in FY 2021-22, was 56.6% higher than the revenue of ?30,175 crore in FY 2020-21. The loss before and after tax (including joint operations) for FY 2021-22 were at 1,248 crore and 1,391 crore, respectively as compared to the loss before and after tax (including joint operations) of 1,313 crore and 1,395 crore, respectively for FY 2020-21. The financial performance improved mainly due to increase in volumes, improved product mix and cost management offset partially by commodity inflation.

Jaguar Land Rover ('JLR'), (as per IFRS) recorded revenue of ?18.3 billion in FY 2021-22 as compared to the revenue of ?19.7 billion in FY 2020-21, down by 7.2%. Wholesales (excluding CJLR) declined by 15.4% year-on-year, primarily as a result of the global semiconductor shortage affecting all key regions except for overseas where wholesales grew 5.0% year-on-year. While full year financial results reflect the constrained sales volumes, the continuing reduction in JLRs breakeven point through revenue and cost management under the Refocus transformation programme enabled JLR to achieve positive margins and cash flow in the second half of the financial year. Loss before tax and exceptional items was (?412) million in FY 2021-22, as compared to the ?662 million profit before tax and exceptional items in FY 2020-21, reflecting the constrained volumes as a result of the global shortage of semiconductors.

VEHICLE SALES AND MARKET SHARES

Tata Motors Group sales for the year stood at 10,33,904 vehicles, up by 23.4% as compared to FY 2020-21. Global sales of all Commercial Vehicles were at 3,67,565 vehicles, while sales of Passenger Vehicles were at 6,66,339 vehicles.

 

Refer para on Overview of Automotive Operations in MD&A for additional details.

Tata Motors (including TMPVL) recorded sales of 6,93,036 vehicles, a growth of 49.4% over FY 2020-21 and higher than the Indian Auto Industry increase of 15.4%. The Company's market share (calculated on wholesales) increased to 18.3% in FY 2021-22 from 14.1% in FY 2020-21.

Commercial Vehicles ('CV')

After a decline in FY 2019-20 and FY 2020-21, the CV industry volumes grew by 26% in FY 2021-22 over FY 2020-21, with gradual and consistent recovery in consumer sentiments. The Medium and Heavy Commercial Vehicle (M&HCV) and Intermediate and Light Commercial Vehicle (I&LCV) segments grew by ~50% and ~40%, respectively vs previous year, due to increased activity in road construction, mining and improved infrastructure spending by the Central and State Government, as also growth in e-commerce and agriculture. The growing logistics, e-commerce and FMCG sectors have been driving demand in the last-mile transportation segment leading to ~16% growth in Small Commercial Vehicle and Pick-up (SCV&PU) segment.

Business grew ahead of the industry at 33%, while also improving share across all 4 Product segments on back of superior product performance of Company's BSVI range, endorsed by customers and other stakeholders alike, slew of new launches, widest sales and service network and innovative digitalized lead generation and management techniques. In addition to managing the demand side challenges through accelerated digitalisation efforts and enhanced collaboration, the Company also managed the semi conductor and other supply chain constraints through its dynamic business agility plan.

The Net Promoter Score, continued to hold at strong levels at 68 and has increased by 11 points over the last 4 years, on the back of better product performance and enhanced overall customer experience. The business also continued to lead on key customer- facing metrics with more than 90% satisfaction level in both, post- sales and post-service feedback. The Company also won the CII Customer Obsession Apex award in FY 2021-22, making it the 4^th consecutive year of being recognized for its efforts towards customer centricity in field service. Tata OK (Used vehicle business) business continued to grow stronger in FY 2021-22 and has seen a 10x increase in sales volumes and 4x increase in touchpoints over the previous 4 years.

 

Refer para on Commercial Vehicles in India in MD&A for additional details.

Passenger Vehicles ('PV')

Domestic PV industry witnessed a growth of 13% in FY 2021-22 as compared to FY 2020-21. Lockdown on account of second wave of Covid-19 negatively impacted industry in Q1 FY 2021-22, however volumes increased steadily from Q2 FY 2021-22. While, semiconductor unavailability restricted industry actors from unleashing potential demand, incremental growth has come on the back of increasing preference towards personal mobility, new launches and continued availability of financing options.

The Company registered a growth of 67% in FY 2021-22 vis-a-vis FY 2020-21 with a total volume of 3,70,354 units. The market share (calculated on wholesales) for FY 2021-22 was 12.1%, an increase of 390 basis points from FY 2020-21. For FY 2021-22, the business registered its highest ever annual wholesales. The growth has come on the back of phenomenal response received for the 'New Forever' range, new launches such as Punch, Tiago/ Tigor CNG, Tigor EV etc., introduction of variants of existing models with aspirational features at accessible price points to expand the customer base, significant improvement in working capital availability, synchronization of daily retail, offtake and production, enabling fast cash rotation for channel partners and focused actions in identified micro-markets to achieve steep jump in market share and substantial efforts taken to improve sales and aftersales customer experience. In addition, expeditious ramping up of supplies by debottlenecking of capacities, sweating of in-house as well as supplier end assets, augmenting of supplier capacity, and agile and innovative actions taken to improve semi conductor availability supported the growth.

In October 2021, the Company Launched India's first sub-compact SUV "PUNCH". Adopting a new age, human centric approach that goes beyond the conventional industry practice of trims, the PUNCH is designed and made available in 4 distinct personas- Pure, Adventure, Accomplished and Creative, to cater to the varied LifestyLe of its customers. Punch has received a phenomenaL response from the market. Within 6 months of its Launch, Punch has crossed the milestone of 50,000 and is 8^th highest sold SUV out of 45 models available in the segment. In January 2022, the Company introduced advanced CNG technology in Tiago and Tigor to offer delightful experience with incredible performance, a wide range of premium features, upmarket interiors and uncompromised safety. Both the models have received terrific response from the market, as a resuLt CNG voLumes have been increased to ~4,500 per month.

 

Refer para on Passenger Vehicles in India in MD&A for additional details.

Electric Vehicles ('EV')

EV industry continued on the growth trajectory in FY 2021-22 on the back of favourable policies from Centre and State Government, positive word of mouth through existing customers, increase in pubLic charging infra avaiLabiLity and home charging awareness. During FY 2021-22, EV industry grew by 3.7x to ~22,000 units vis-a-vis ~5,900 sold in FY 2020-21. Fleet segment demand has been steadily increasing since Q3 FY 2022. Fleet segment grew 2.4x to cross 1000 units mark in FY 2021-22. PersonaL segment continues to grow stronger with 95% of the total sales in FY 2021-22.

EV business continued a journey on exponential growth path in FY 2021-22 and grew by 4.5x to seLL 19,105 units of EVs vis-a-vis 4,218 soLd in FY 2021. Growth in voLume has come on the back of continued strong demand for Nexon EV, good response to Tigor EV (based on Ziptron technology) and enhancement of supplies. The growth had Led to increase in penetration to 8% at exit in March 2022. Nexon EV's penetration in Nexon has increased to 16% in March 2022 from 8% in ApriL 2021. Tigor EV's penetration has increased to 26% in March 2022 from 20% in August 2021 post Launch.

Exports

CV exports for FY 2021-22 cLosed at 34,791 units, 71% above the previous fiscaL year. RetaiLs for FY 2021-22 cLosed at 31,604 units 31% above previous fiscaL year, LargeLy on account of market recovery across various markets; SAARC, MENA, Sub Saharan Africa (SSA) and ASEAN. FY 2021-22 saw many highlights, NepaL contributed to 9,253 units of shipment and 7,086 units of retaiLs and increase in market share. EstabLishment of LocaL AssembLy operations in Sri Lanka with 30 units assembLed in FY 2021-22. SSA contributed to 6,599 units of shipment and 6,517 units of retaiL Leading to gain market share.

PV exports for FY 2021-22 cLosed at 1,803 units, more than two times growth with respect to previous year, LargeLy on account of market recovery and introduction of EV in NepaL and Bhutan. RetaiLs for FY 2021-22 cLosed at 1,795 units, growth of 95% with respect to previous year. FY 2021-22 saw many highLights; NepaL contributed to 1,740 units of shipments and

1,668 units of retaiLs, achieving 14.8% market share, 3^rd Rank on retaiL and highest shipment in previous five years. Bhutan aLso cLocked highest ever shipment in the history of the Company with 55 units and highest ever retaiL of 50 units for FY 2021-22.

 

Refer para on Tata CommerciaL VehicLes and Tata Passenger VehicLes - Exports in MD&A for additional detaHs.

JAGUAR LAND ROVER ('JLR')

JLR retaiL saLes were 3,76,381 vehicLes in FY 2021-22, down 63,207 vehicLes (14.4%) year-on-year. RetaiL saLes were constrained by the industry-wide shortage of semi conductors and decLined in aLL regions year-on-year, incLuding the UK (-23.6%), North America (-17.6%), China (-13.9%), Europe (-9.1%) and Overseas (-2.8%). Furthermore, the gLobaL chip suppLy shortage impacted saLes of every modeL in FY 2021-22, apart from the Land Rover Defender which retaiLed a totaL of 61,717 vehicLes in FY 2021-22, though FY 2020-21 was not a fuLL year for Defender as retaiLs onLy started towards the end of the year. JLR whoLesaLes (excLuding the China joint venture) were 2,94,182 vehicLes in FY 2021-22, down 15.4% compared to FY 2020-21.

 

Refer para on Tata and other brand vehicLes in MD&A for additionai detaiis..

Some of the key highLights of FY 2021-22 were:

• Strong customer demand for products resuLting in a record-breaking order book of 168,471 orders at the end of the year, incLuding 45,584 for New Range Rover and 40,618 for Defender.

• GLobaL Launch of the award-winning New Range Rover, which embodies Modern Luxury by Design and has been Loved by customers around the worLd.

• Throughout FY 2021-22, JLR increased its capabiLity as an agiLe, fuLLy data-driven, digitaL business with the creation of InDigitaL, a key piLLar of our Refocus transformation programme.

• Reimagine sees JLR coLLaborating with Leaders in their fieLds, and in February 2022, JLR announced its new partnership with NVIDIA. NVIDIA is the worLd Leader in artificiaL inteLLigence computing, connected car services, and automated and autonomous driving systems. Together, this partnership can acceLerate in-vehicLe software strategy, deLivering modern Luxury experiences and enabLing a true Leapfrog in automotive technoLogy.

Tata Daewoo Commercial Vehicle Company Limited ('TDCV')

The revenues for FY 2021-22 increased by 60.3% to KRW 88 0.74 biLLion as compared to KRW 549.33 biLLion in FY 2020-21. OveraLL saLes increased by 84.4% to 9,454 units in FY 2021-22 from 5,127 units in FY 2020-21 thanks to product range expansion and recovery of domestic as weLL gLobaL market demand.

 

Refer para on Tata CommerciaL VehicLes and Tata Passenger VehicLes - Exports in MD&A for additionaL detaHs.

TMF Holdings Limited ('TMFHL')

Consequent to the severity of Covid-19 second wave, economic activity as measured through mobility indicators nosedived in the first quarter resulting in a slow start to FY 2021-22. TMF Group Assets Under Management ('AUM') grew by 6% Y-o-Y to ?45,220 crore, as against ?42,810 crore in the previous year. CV market share dropped to 27% due to aggressive competition from banks in heavy commercial vehicle space. While Net Interest Margin Security ('NIMs') expanded from 4.5% to 5.2%, Gross Net-Performing Assets ('GNPA') provision coverage increased from 29% as of March 31, 2021 to 43% as of March 31, 2022. As a result, consolidated profit before tax for FY 2021-22 was 101 crore as against 166 crore in FY 2020-21.

 

Refer para on Tata and other brand vehicles - Vehicle Financing in MD&A for additional details.

SHARE CAPITAL

During the year, the Company issued and allotted 3,54,242 Ordinary shares of 1/- each, pursuant to exercise of stock options by the eligible participants of the Company and its subsidiary company, under the Tata Motors Limited Employees Stock Option Scheme 2018.

DEBENTURES

During the year, the Company has issued and allotted on private placement basis, rated, listed, unsecured, redeemable non- convertible Debentures aggregating 1,000 crore.

 

Refer para on Outstanding Securities of the Corporate Governance ('CG') Report for additional details.

FINANCE AND CREDIT RATING

Despite challenges caused by supply chain issues and intermittent Covid-19 related disruptions, the Group managed its finances prudently, meeting the business needs. The Company has maintained sufficient liquidity at all times to navigate the impact of external challenges. As at March 31, 2022, the Company's liquidity for domestic operations was 10,190 crore, whereas the liquidity at JLR was ?6.4 bn (including unutilized credit facility of ?2 bn).

While, the demand was strong and witnessed recovery, supply chain issues and commodity inflations had an impact on the profitability and debt. Despite these challenging times, the credit ratings of the Company underwent positive revisions.

During the year, Moody's upgraded the outlook to Stable from Negative and S&P upgraded the outlook to Stable and also gave a 2 notch upgrade in credit rating of the Company taking into consideration promoter group support.

 

Refer para on Credit Ratings in CG Report and Liquidity and Capital Resources in MD&A for additional details.

Material Changes and Commitment Affecting the Financial Position

No material changes are affecting the financial position of the Company, after the close of the FY 2021-22 till the date of this Report.

The impact of Covid-19 on the Company's financial statements has been given in Note 2(c) of the Notes to financial statements for the year ended March 31, 2022 and the Company's response to the situation arising from this pandemic has been explained in the Management Discussion and Analysis, which forms part of the Annual Report.

CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated financial statements of the Company and its subsidiaries for FY 2021-22 are prepared in compliance with the applicable provisions of the Act and as stipulated under Regulation 33 of the SEBI Listing Regulations as well as in accordance with the Indian Accounting Standards notified under the Companies (Indian Accounting Standards) Rules, 2015. The audited consolidated financial statements together with the Independent Auditor's Report thereon forms part of this Annual Report. Pursuant to Section 129(3) of the Act, a statement containing the salient features of the Financial Statements of the subsidiary companies is attached to the Financial Statements in Form AOC-1. Further, pursuant to the provisions of Section 136 of the Act, the Company will make available the said financial statements of the subsidiary companies upon a request by any Member of the Company. These financial statements of the Company and the subsidiary companies will also be available for inspection to the Members through electronic mode. The Members desiring financial statements of the Company, Consolidated financial statements along with other relevant documents and the financial statements of the subsidary companies, may send their request in writing to the Company at inv rel@tatamotors.com and the same would also be available on the Company's website URL: https://www.tatamotors.com/investors/annual-reports/

SUBSIDIARY, JOINT ARRANGEMENTS AND ASSOCIATE COMPANIES

The Company has 86 subsidiaries (14 direct and 72 indirect), 10 associate companies, 4 joint ventures and 2 joint operations as at March 31, 2022, as disclosed in the accounts.

During FY2021-22, the following changes have taken place in subsidiary / associates / joint venture companies:

• TML Distribution Company Limited merged with TML Business Services Limited w.e.f April 1, 2021 (Appointed date).

• Inchcape JLR Europe Limited was incorporated on August 31, 2020 and it became associate of the Company w.e.f April 30, 2021.

• TML CV Mobility Solutions Limited was incorporated on June 7, 2021, as a wholly owned subsidiary of the Company.

• Shareholding in Tata Marcopolo Motors Limited increased from 51% to 61.86% w.e.f November 15, 2021.

• Tata Passenger Electric Mobility Limited ('TPEML') was incorporated on December 21, 2021, as a wholly owned subsidiary of the Company.

• Tata Motors Passenger Vehicles Limited (name changed from TML Business Analytics Services Limited w.e.f September 17, 2021) ceased to be subsidiary of TML Business Services Limited and became the direct subsidiary of Tata Motors Limited w.e.f. January 1, 2022.

• Tata Motors European Technical Centre PLC, ceased to be direct subsidiary of Tata Motors Limited and became a wholly owned subsidiary of TMPVL on March 10, 2022 and thereafter became a wholly owned subsidiary TPEML w.e.f March 28, 2022.

• INCAT GmbH which was under liquidation w.e.f. January 25, 2017, was revived and its name was changed to Tata Technologies GmbH w.e.f March 30, 2022.

• Spark 44 Group comprising of Spark 44 (JV) Limited and it's 16 subsidiaries was sold on March 31, 2022.

Transfer of Passenger Vehicles Undertaking to TML Business Analytics Services Limited: During the year, the NCLT, had vide its order dated August 24, 2021 sanctioned the Scheme of Arrangement between the Company and TML Business Analytics Services Limited ('TMLBASL') (presently known as Tata Motors Passenger Vehicles Limited) and their respective shareholders under Section 230-232 of the Act, ('Scheme'), for transfer of the Company's Passenger Vehicles Business Undertaking to TMLBASL. As per the Scheme, the Board of Directors of the Company and TMLBASL made the Scheme effective from January 1, 2022.

Incorporation of TPEML: The Company incorporated a wholly owned subsidiary TPEML on December 21, 2021 with an initial equity investment of '700 crore to undertake its passenger electric mobility business.

Keeping in view of the capital requirements required to fund the technology, research and development needs of the EV business, the Company and TPG RISE Climate TopGun Pte Ltd. ('TPG'), executed a shareholder agreement on November 16, 2021 for an investment of ?7,500 crore in compulsory convertible instruments to secure between 11% to 15% stake in TPEML. The first tranche amounting ?3,750 crore was subscribed by TPG on March 30, 2022.

There has been no material change in the nature of the business of the subsidiary companies.

The policy for determining material subsidiaries of the Company is available on the Company's website URL: https://investors. tatamotors. com/pdf/material.pdf

Refer para on Subsidiary Companies in CG Report for additional details.

RISK MANAGEMENT

The Risk Management Committee is constituted to frame, implement and monitor the risk management plan of the Company.

The Board takes responsibility for the overall process of risk management throughout the organisation. Through an Enterprise Risk Management programme, our business units and corporate functions address risks through an institutionalized approach aligned to our objectives. This is facilitated by corporate finance. The Business risk is managed through cross-functional

involvement and communication across businesses. The results of the risk assessment are presented to the senior management.

INTERNAL FINANCIAL CONTROL SYSTEMS AND ADEQUACY

The Company's internal control systems are commensurate with the nature of its business, the size and complexity of its operations and such internal financial controls with reference to the Financial Statements are adequate.

 

Refer para on Internal Control Systems and their Adequacy in MD&A for additional details.

HUMAN RESOURCES

 

Refer para on Human Resources/Industrial Relations in MD&A for additional details.

Diversity and Inclusion

Diversity and Inclusion at workplace helps nurture innovation, by leveraging the variety of opinions and perspectives coming from employees with diverse age, gender and ethnicity. The Company has organized a series of sensitisation and awareness campaigns, to help create an open mind and culture to leverage on the differences. The network of Women@Work and the Diversity Council has widened to location councils as we move along the journey. Women development and mentoring programme have increased, with clear focus on nurturing their career journeys, to help the Company build a pipeline of women leaders in near future.

The Company employed 6.53% women employees in FY 2021-22 vis- a-vis 5.48% in FY 2020-21.

Prevention of Sexual Harassment

The Company has zero tolerance for sexual harassment at workplace and has adopted a Policy on Prevention, Prohibition and Redressal of Sexual Harassment at workplace in line with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and Rules framed thereunder. Internal Complaints Committee ('ICC') is in place for all works and offices of the Company to redress complaints received regarding sexual harassment.

During FY 2021-22, the Company had received 9 complaints on sexual harassment, 8 of which have been substantiated and appropriate actions taken. The remaining 1 complaint was received during mid March and is being investigated. The Company organized over 300 awareness workshops across locations covering flexi and temp workforce, contractual staff, blue collar employees, new joiners etc. In addition, the Company rolled out an updated e-module for Prevention of Sexual Harassment ('PoSH') awareness for all permanent white collar employees as a mandatory program, which achieved 99% coverage. In order to ensure uniform understanding and larger coverage for the blue collar and contractual employees, an audio visual module is under construction, which is to be deployed in FY2022-23.

Tata Motors Limited - Performance Share Units/ Stock Options ('Schemes')

The Company has in force the following Schemes, which were framed under the Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 ('SBEB Regulations'):

• Tata Motors Limited Employees Stock Option Scheme 2018 ('TML ESOP Scheme 2018); and

• Tata Motors Limited Share-based Long Term Incentive Scheme 2021 ('TML SLTI Scheme 2021').

TML ESOP Scheme 2018

Pursuant to the approval of the Members obtained at the Annual General Meeting ('AGM') held on August 3, 2018, the Company adopted TML ESOP Scheme 2018 and was implemented the same in order to ring fence and incentivize key talent, for driving long term objectives of the Company and to ensure that employee payoffs match the long gestation period of certain key initiatives to drive ownership behavior and collaboration amongst employees of the Company. TML ESOP 2018 was implemented for grant of not exceeding 1,38,00,000 Stock Options in aggregate, at an Exercise price of ' 345 per share. The Options vest in eligible employees of the Company on achieving certain performance matrices. The Nomination and Remuneration Committee ('NRC') has been authorised to determine the said matrices, details terms and conditions relating to vesting including the proportion in which options granted would vest. Options granted under TML ESOP Scheme 2018 would vest within a maximum of 5 (five) years from the date of grant of options.

As of March 31, 2022, out of the 81,47,636 stock options so granted, 13,57,939 stock options have been vested, out of which 3,54,242 stock options have been exercised and the balance 8,15,233 stock options remain unexercised. Further, stock options of 46,77,862 remained unvested and 23,30,308 stock options had been treated as lapsed and forfeited.

During the year, pursuant to NCLT Order dated August 24, 2021, the Passenger Vehicle Undertaking of the Company has been transferred to TMPVL (subsidiary company), due to which employees of the Company have been transferred to TMPVL. Hence, during the year in order to extend the benefit to the employees transferred to TMPVL, the TML ESOP Scheme 2018 was modified to that extent.

In addition the NRC, based on the powers and authority vested as per the TML ESOP Scheme 2018, had modified certain clauses and also recommended certain amendments to the Scheme as per details contained in the Notice convening this AGM.

TML SLTI Scheme 2021

Pursuant to the approval of the Members at the last AGM held on July 30, 2021, the Company has adopted TML SLTI Scheme 2021. The TML SLTI Scheme comprises of two reward mechanism; (a) Performance

Share Units ('PSUs'), and (b) Stock Options. The TML SLTI Scheme 2021 offers reward to the eligible employees of the Company and its subsidiary companies and offers competitve compensation, to attract and retain talent and to redefine the fixed and performance driven pay mix to drive a performance culture in the Company.

In terms of TML SLTI Scheme 2021,not exceeding (i) 75,00,000 PSUs, and (ii) 14,00,000 Options, are available for offer and grant by the Company to the eligible employees of the Company and that of its subsidiary companies. The eligible employees shall be granted Stock Options and /or PSUs, as determined by NRC. The PSUs and/or Options to vest in employees subject to continuing employment in the Company / its Subsidiary/ Associate Company upon the Company achieving the performance matrices. The NRC would determine the said matrices / detailed terms and conditions relating to vesting including the proportion in which PSUs and/or Options granted would vest. All the PSUs and/or Options would vest with a maximum period of 3 (three) years subject to minimum vesting period of 1 (one) year.

During the year, the Company has granted 8,39,650 Stock Options and 9,64,539 PSUs. There were no PSUs/Option vested or any shares alloted during the year. During FY 2021-22, there has been no change in the TML SLTI Scheme 2021.

In compliance with the Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulations, 2021 ('SEBI Regulations 2021') a certificate from the Secretarial Auditors confirming implementation of the above Schemes have been obtained.

The statutory disclosures as mandated under the Act and the SEBI Regulations 2021 are available on the Company's website URL: https://www.tatamotors.com/investors/ESOP/

Particulars of Employees

Disclosure pertaining to remuneration and other details as required under Section 197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed to the Report as Annexure-1.

Statement containing particulars of top 10 employees and the employees drawing remuneration in excess of limits prescribed under Section 197 (12) of the Act read with Rule 5(2) and (3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is provided as a seperate Annexure forming part of this Report. In terms of proviso to Section 136(1) of the Act, the Report and Accounts are being sent to the Members, excluding the aforesaid Annexure. The said Statement is also open for inspection by the Members through electronic mode. Any member interested in obtaining a copy of the same may write to the Company Secretary. None of the employees listed in the said Annexure are related to any Director of the Company.

BUSINESS RESPONSIBILITY REPORT

Pursuant to Regulation 34(2)(f) of the SEBI Listing Regulations, the Business Responsibility Report (BRR) on initiatives taken

from an environmental, social and governance perspective, in the prescribed format is available as a separate section of the Annual Report and is also available on the Company's website URL: https://www.tatamotors.com/investors/annual-reports/

SAFETY & HEALTH - PERFORMANCE & INITIATIVES

Tata Motors has always held Safety and Health of its employees and stakeholders as a core part of it's business. In our endeavor to achieve safety culture, the Company undertook three initiatives in FY 2021-22, which helped in mitigating hazards and reducing risks. One of the initiatives was to identify Critical to Safety Stations ('CTS') across Company's plant locations, which resulted in having a focused approach towards stations having higher injury potential. In FY 2021-22, total 747 CTS stations were worked upon with risk mitigation as its main intent, leading to 39% lower incidents reported at CTS in FY 2021-22. Further, as an in-depth analysis to monitor safety issues across plants, 43 Safety Kaizens were carried out across locations with following parameters viz., Driving safety, PPE compliance, Material handling etc., and all 5 corporate sub- committees conducted elaborate exercise to identify gaps in safety management systems, resulting into a time bound plan.

The Company's safety performance was monitored and reviewed through ProActive Safety Index ('PSI2'). Focused training session on Root Cause Failure Analysis ('RCFA') to improve investigation quality, I-care to improve risk perception amongst employees, Felt Leadership to all managers, were amongst some of the other initiatives taken during FY 2021-22. Special Attention was given to impart training to new joinees to improve their risk perception. To motivate employees for their contribution towards Safety Excellence, Reward and Recognition program was initiated for Safety Observation and Incident Investigation by Sub-committee. Digital analytics is being leveraged for improved analysis and identifying area of focus.

In FY 2021-22, for Company's 7 Manufacturing Plants in India, Total Recordable Case Frequency Rate ('TRCFR') reduced by 31% to 0.97, against 1.39 reported in FY 2020-21. Lost Time Injury Frequency Rate ('LTIFR') in FY 2021-22 reduced by 12% to 0.23 compared to 0.26 in FY 2020-21. Measure of Proactive Safety performance, PSI2 was at 70% in FY 2021-22 compared to 79% in FY 2020-21, the lower performance resulted due to 3 fatalities in previous year.

The Company has robust governance mechanism for safety, health, environment and sustainability where reviews are undertaken at multiple levels. The Safety, Health and Sustainability (SHS) Committee of Board is an apex review body, which reviews performances once in 4 months, followed by Business Head led SHE Council which reviews every month. Further reviews at factory level are taken by Apex Committee, various Sub-committees for Safety Standards and then the Factory Implementation committees ('FIC'). Also, for Non-manufacturing areas, focused safety reviews happen at defined frequency at regional offices with Customer Service and Warehouse teams.

The beginning of previous year was marked by entry of Delta variant of Covid-19. With increased criticality of virus during second wave, our initiatives from beginning of pandemic were updated and strengthened. Initiatives were targeted not only at our employees and dependents, but also for society. Employees and dependents diagnosed with Covid-19 were supported for hospitalization, ambulance services, home care and convalescence. Constant tracking of well-being of these employees was ensured and Company's Doctors were available round the clock with a Hotline number to support with any Covid-19 related concerns. Testing and medication was made available at home and at priority for our employees through tie-ups with various health care companies. Covid-19 not only costed physical wellbeing but had a lasting impact on emotional wellbeing of many people. 'Employee Assistance Program' - a confidential, free of cost counselling service by qualified professional counsellors was launched in April 2020 by the Company. 301 employees and dependents availed counselling service through helpline in FY 2021-22. Online sessions on Emotional wellbeing were organized and 2,894 employees attended the sessions. Health stewards were appointed across plant locations to ensure Covid-19 precautions were followed diligently.

The Company's policies had been updated to help employees continue working while keeping themselves and their families safe. Work from Home, Travel, Medical benefits policy were amongst the policies which were updated to face the pandemic effectively.

The Company's hospital located at Jamshedpur has tied up with government administration for testing, vaccination and indoor hospitalization of local community. Dedicated Covid-19 treatment facilities with 85 Bed ICU facility and 80 Covid-19 beds with Oxygen facility were made available for Employees as well as local communities. During this period, 1,287 Covid-19 positive patients were admitted, out of which 45 required emergency surgeries. A total of 36,857 people suspected for Covid-19 were consulted and 12,500 Covid-19 tests were performed.

Vaccination was offered free of cost to employees, their eligible dependents and ~72,985 were benefitted. 76,964 surveillance tests were carried out for asymptomatic employees and candidates reporting for recruitment to curb the spread of Covid-19. In view of scarcity of blood during Covid-19, blood donation camps were organized and 7,689 units were collected.

Business continuity at manufacturing locations was ensured throughout year by stringent workplace norms to prevent infection, surveillance testing, 100% vaccination, zoning and staggered work timings.

ENERGY & ENVIRONMENT

The Company has always been conscious of the need to conserve energy in its manufacturing plants and to protect environment. Energy conservation is achieved through optimized consumption of power and fossil fuels and improvements in energy productivity through Energy Conservation (ENCON) projects, which contributes in reduction in operational costs and climate change mitigation

through reduction in greenhouse gases. The Company is also signatory to RE100 - a collaborative, global initiative of influential businesses committed to 100% renewable electricity and is working towards increasing the amount of renewable energy generated in-house and procured from off-site sources.

In FY 2021-22 the said ENCON efforts contributed to energy savings of 59,766 GJ, avoided emission of 9,664 tCO₂e and cost savings of '9.38 crore to the Company. In FY 2021-22, the Company generated / sourced 92.39 million kWh of renewable electricity for its manufacturing operations, which amounts to 19.4% of the total power consumption as compared to 20% in FY 2020-21 and also contributed in avoidance of emission of 72,992 tCO₂e and financial saving of '27.37 crore. The Company generates renewable energy (RE) in-house through rooftop solar PV (photovoltaic), off-site captive wind farms and through procurement of off-site wind and solar power through "Power Purchase Agreements" (PPA's). In FY 2021-22, the Company enhanced its in-house Roof-top Solar PV installation at Pune (total of 14.94 MWp), Jamshedpur (total of 6.3 MWp) and Pantnagar (total of 6 MWp).

In FY 2021-22, The Company conserved a total of 9.24 lakh m³ of water through recycling effluent and rainwater harvesting, which is 19% of total water consumption as compared to 29% in FY 2020-21. In FY 2021-22, the Company sustained its efforts across Plants to divert hazardous waste from landfill / incineration and derive value from the same. Several Plants divert hazardous wastes for energy recovery through co-processing at cement Plants. The Company will continue this initiative to ultimately achieve 'Zero Waste to Landfill' status for all its manufacturing operations.

CORPORATE SOCIAL RESPONSIBILITY

The brief outline of the Corporate Social Responsibility (CSR) Policy of the Company and the initiatives undertaken by the Company on CSR activities during the year in the format prescribed in the Companies (CSR Policy) Rules, 2014 are set out in Annexure - 2 of this Report. The Policy is available on Company's website at URL: https://investors.tatamotors.com/pdf/csr-policy.pdf

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE EARNING AND OUTGO

The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Act, read along with Rule 8 of the Companies (Accounts) Rules, 2014, is annexed herewith as Annexure - 3.

ANNUAL RETURN

Pursuant to Section 92(3) of the Act and Rule 12 of the Companies (Management and Administration) Rules, 2014, the Annual Return for FY 2021-22 is available on Company's website at URL: https:// www.tatamotors.com/investors/annual-reports/

DIRECTORS AND KEY MANAGERIAL PERSONNEL Appointment / Re-appointment

As reported in the previous year, Mr Kosaraju V Chowdary (DIN: 08485334) was appointed as an Additional and Non-Executive Independent Director on the Board of the Company with effect from October 27, 2020 and Mr Thierry Bollore (DIN: 08935293) and Mr Mitsuhiko Yamashita (DIN: 08871753) were appointed as an Additional and Non-Executive (Non Independent) Directors on the Board w.e.f October 27, 2020, liable to retire by rotation. Their appointment was approved by the Members at the 76^th AGM held on July 30, 2021.

Also in the previous year, Mr Guenter Butschek's (DIN: 07427375) term as Chief Executive Officer ('CEO') and Managing Director ('MD') of the Company was extended from February 15, 2021 to June 30, 2021 and Mr Girish Wagh (DIN: 03119361) was appointed as an Executive Director of the Company for a the period of 5 (five) years, i.e., from July 1, 2021 to June 30, 2026.

The Members at the AGM held on July 30, 2021 had approved the aforesaid appointment/re-appointment and payment of minimum remuneration in case of inadequacy of profit or no profit in any financial year.

At the forthcoming AGM approval of the Members will be sought to the following appointment:

- Mr Al-Noor Ramji (DIN: 00230865) as an Additional and Non-Executive (Independent) Director of the Company, not liable to retire by rotation, for a tenure of 5 (five) years w.e.f May 1, 2022, subject to approval of Members at this AGM. He shall hold office as an Additional Director upto the date of this AGM and is eligible for appointment as a Director.

- Mr Om Prakash Bhatt (DIN: 00548091) as a Non- Executive (Independent) Director of the Company, not liable to retire by rotation, for the second term i.e. from May 9, 2022 to March 7, 2026. He shall hold office as an Additional Director upto the date of this AGM and is eligible for appointment as a Director.

- Ms Hanne Sorensen (DIN: 08035439) as a Non-Executive (Independent) Director of the Company, not liable to retire by rotation, to hold office for the second term of 5 (five) years, i.e. from January 3, 2023 to January 2, 2028, subject to approval of Members at this AGM.

In accordance with provisions of the Act and the Articles of Association of the Company, Mr Mitsuhiko Yamashita, (DIN: 08871753), Non-Executive (Non-Independent) Director retires by rotation at the ensuing AGM and being eligible offers himself for re-appointment.

The disclosures required pursuant to Regulation 36 of the SEBI Listing Regulations and the Secretarial Standards on General Meeting ('SS-2') are given in the Notice of this AGM, forming part of the Annual Report.

Independent Directors

In terms of Section 149 of the Act and SEBI Listing Regulations, Mr Om Prakash Bhatt, Ms Hanne Sorensen, Ms Vedika Bhandarkar, Mr Kosaraju Chowdary and Mr Al-Noor Ramji are the Independent Directors of the Company as on date of this report.

All Independent Directors of the Company have given requisite declarations under Section 149(7) of the Act, that they meet the criteria of independence as laid down under Section 149(6) of the Act alongwith Rules framed thereunder, Regulation 16(1)(b) of SEBI Listing Regulations and have complied with the Code of Conduct of the Company as applicable to the Board of directors and Senior Managers. In terms of Regulation 25(8) of the SEBI Listing Regulations, the Independent Directors have confirmed that they are not aware of any circumstance or situation, which exists or may be reasonably anticipated, that could impair or impact their ability to discharge their duties with an objective independent judgement and without any external influence. The Company has received confirmation from all the Independent Directors of their registration on the Independent Directors Database maintained by the Indian Institute of Corporate Affairs, in terms of Section 150 read with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014.

In the opinion of the Board, the Independent Directors possess the requisite expertise and experience and are persons of high integrity and repute. They fulfill the conditions specified in the Act as well as the Rules made thereunder and are independent of the management.

Key Managerial Personnel

In terms of Section 203 of the Act, the Key Managerial Personnel ('KMPs') of the Company during FY 2021-22 are:

• Mr Guenter Butschek, (DIN:074273 75) CEO and MD (upto June 30, 2021)

• Mr Girish Wagh, Executive Director (with effect from July 1, 2021)

• Mr Pathamadai Balachandran Balaji, Group Chief Financial Officer

• Mr Hoshang K Sethna, Company Secretary (upto August 31, 2021)

• Mr Maloy Kumar Gupta, Company Secretary (with effect from September 1, 2021)

The Board places on record its appreciation for Mr Butschek and Mr Sethna for their invaluable contribution and guidance provided to the Company during their tenure.

CORPORATE GOVERNANCE

Pursuant to Regulation 34 of the SEBI Listing Regulations, Report on Corporate Governance alongwith the certificate from a Practicing Company Secretary certifying compliance with conditions of Corporate Governance, is annexed to this Annual Report.

MEETINGS OF THE BOARD

During the year, the Board of Directors met 8 times, i.e., on May 18, 2021; June 23, 2021; July 26, 2021; September 15, 2021; October 12, 2021; November 1, 2021; January 31, 2022 and March 7, 2022. For details, please refer to the Report on Corporate Governance, which forms a part of this Annual Report.

COMMITTEES OF THE BOARD

The Committees of the Board focus on certain specific areas and make informed decisions in line with the delegated authority.

The following Committees constituted by the Board function according to their respective roles and defined scope:

• Audit Committee

• Nomination and Remuneration Committee

• Corporate Social Responsibility Committee

• Stakeholders' Relationship Committee

• Risk Management Committee

• Safety, Health and Sustainability Committee

Details of composition, terms of reference and number of meetings held for respective committees are given in the Report on Corporate Governance, which forms a part of this Annual Report. Further, during the year under review, all recommendations made by the various committees have been accepted by the Board.

BOARD EVALUATION

The annual evaluation process of the Board of Directors, individual Directors and Committees was conducted in accordance with the provisions of the Act and the SEBI Listing Regulations.

The Board evaluated its performance after seeking inputs from all the Directors on the basis of criteria such as the Board composition and structure, effectiveness of Board processes, information and functioning, etc. The performance of the Committees was evaluated by the Board after seeking inputs from the committee members on the basis of criteria such as the composition of committees, effectiveness of committee meetings, etc. The above criteria are broadly based on the Guidance Note on Board Evaluation issued by the Securities and Exchange Board of India.

The Chairman of the Board had one-on-one meetings with the Independent directors and the Chairman of NRC had one-on-one meetings with the Executive and Non-Executive, Non-Independent directors. These Meetings were intended to obtain Directors' inputs on effectiveness of the Board/Committee processes.

The Board and the NRC reviewed the performance of individual Directors on the basis of criteria such as the contribution of the individual Director to the Board and committee meetings like

preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc.

In a separate meeting of independent directors, performance of Non-Independent Directors and the Board as a whole was evaluated. Additionally, they also evaluated the Chairman of the Board, taking into account the views of Executive and Non-executive Directors in the aforesaid meeting. The Board also assessed the quality, quantity and timeliness of flow of information between the Company management and the Board that is necessary for the Board to effectively and reasonably perform their duties. The above evaluations were then discussed in the Board meeting and performance evaluation of Independent directors was done by the entire Board, excluding the Independent Director being evaluated.

FAMILIARISATION PROGRAMME FOR INDEPENDENT DIRECTORS

 

Refer para on Familarisation Programme in the Report on Corporate Governance for additional details.

POLICY ON DIRECTORS' APPOINTMENT AND REMUNERATION

The Company's Policy on Directors' appointment and remuneration and other matters provided in Section 178(3) of the Act has been briefly disclosed hereunder and in the Report on Corporate Governance, which is part of this Annual Report.

Selection and procedure for nomination and appointment of Directors

The NRC is responsible for developing competency requirements for the Board based on the industry and strategy of the Company. The Board composition analysis reflects in-depth understanding of the Company, including its strategies, environment, operations, financial condition and compliance requirements.

The NRC conducts a gap analysis to refresh the Board on a periodic basis, including each time a director's appointment or re- appointment is required. The NRC reviews and vets the profiles of potential candidates vis-a-vis the required competencies, undertakes due diligence and meeting potential candidates, prior to making recommendations of their nomination to the Board. Criteria for determining qualifications, positive attributes and independence of a Director

In terms of the provisions of Section 178(3) of the Act, and Regulation 19 of the SEBI Listing Regulations, the NRC has formulated the criteria for determining qualifications, positive attributes and independence of Directors, the key features of which are as follows:

• Qualifications - The Board nomination process encourages diversity of thought, experience, knowledge, age and gender. It also ensures that the Board has an appropriate blend of functional and industry expertise.

• Positive Attributes - Apart from the duties of Directors as prescribed in the Act, the Directors are expected to demonstrate high standards of ethical behavior, communication skills and

independent judgment. The Directors are also expected to abide by the respective Code of Conduct as applicable to them.

• Independence - A Director will be considered independent if he / she meets the criteria laid down in Section 149(6) of the Act, the Rules framed thereunder and Regulation 16(1)(b) of the SEBI Listing Regulations.

The Directors affirm that the remuneration paid to Directors, Key Managerial Personnel and employees is as per the Remuneration Policy of the Company.

The said policy is also available on the Company's website URL: https:// investors.tatamotors.com/pdf/directors-appointment- remuneration.pdf

VIGIL MECHANISM

The Company believes in the conduct of the affairs of its constituents in a fair and transparent manner by adopting the highest standards of professionalism, honesty, integrity and ethical behaviour. In line with the Tata Code of Conduct ('TCoC'), any actual or potential violation, howsoever insignificant or perceived as such, would be a matter of serious concern for the Company. The role of the employees in pointing out such violations of the TCoC cannot be undermined. Pursuant to Section 177(9) of the Act, a vigil mechanism was established for directors and employees to report to the management instances of unethical behaviour, actual or suspected, fraud or violation of the Company's code of conduct or ethics policy. The Vigil Mechanism provides a mechanism for employees of the Company to approach the Chairperson of the Audit Committee of the Company for redressal. No person has been denied access to the Chairperson of the Audit Committee. In addition to the above, the employee also has an option to approach the Chief Ethics Counsellor ('CEC').

Details of the Vigil Mechanism and Whistle Blower Policy is available on the Company's website at URL: https://investors. tatamotors.com/pdf/whistle-blower-policy.pdf

AUDIT

Statutory Audit

M/s B S R & Co. LLP, (BSR) Chartered Accountants (ICAI Firm No. 101248W/ W-100022), were appointed as the Statutory Auditors of the Company for a tenure of 5 (five) years, to hold office from the conclusion of the 72^nd AGM held on August 22, 2017 until the conclusion of the ensuing AGM. BSR's tenure of 5 (five) years as Statutory Auditors concludes at this ensuing AGM.

The Company has received confirmation from the Statutory Auditors to the effect that their appointment, if made, will be in accordance with the limits specified under the Act and the firm satisfies the criteria specified in Section 141 of the Act read with Rule 4 of the Companies (Audit and Auditors) Rules, 2014.

The Board of Directors of the Company on the recommendation of the Audit Committee has re-appointed BSR as the Statutory Auditors of the Company pursuant to Section 139 of the Act for a second term 5 (five) years to hold office from the conclusion of

the ensuing AGM till the conclusion of 82^nd AGM of the Company to be held in the year 2027, subject to approval by the Members at the ensuing AGM.

The Board recommends to seek consent of its Members at the ensuing AGM on re-appointment of BSR as Statutory Auditors for tenure of 5 (five) years, to examine and audit the accounts of the Company during the said period.

The Statutory Auditor's report does not contain any qualifications, reservations, adverse remarks or disclaimers, which would be required to be dealt with in the Boards' Report.

Branch Audit

The resolution authorizing the Board of Directors to appoint Branch Auditors for the purpose of auditing the accounts maintained at the Branch offices of the Company abroad is being placed for approval of the Members in the Notice for this AGM.

Secretarial Audit

Pursuant to Section 204 of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors of the Company had appointed M/s Parikh & Associates, (Registration No. P1988MH009800), a firm of Company Secretaries in Practice to conduct the Secretarial Audit of the Company for year ended March 31, 2022. The Report of the Secretarial Audit is annexed herewith as Annexure - 4. The said Secretarial Audit Report does not contain any qualifications, reservations, adverse remarks and disclaimer.

Cost Audit

As per Section 148 of the Act, the Company is required to have the audit of its cost records conducted by a Cost Accountant. The Board of Directors of the Company has, on the recommendation of the Audit Committee, approved the appointment of M/s Mani & Co., a firm of Cost Accountants in Practice (Registration No.000004) as the Cost Auditors of the Company to conduct cost audits for relevant products prescribed under the Companies (Cost Records and Audit) Rules, 2014 for the year ending March 31, 2023. The records of the activities under Cost Audit is no longer prescribed for 'Motor Vehicles but applicable to certain parts and accessories thereof'. However, based on the recommendations of the Audit Committee, the Board has also approved the appointment of M/s Mani & Co. for submission of reports to the Company on cost records pertaining to these activities for the current financial year.

Further, pursuant to Scheme of Arrangement sanctioned by the NCLT, the Passenger Vehicle Undertaking of the Company has been transferred to TMPVL (subsidiary company), as a going concern, on a slump sale basis, w.e.f. January 1, 2022. Consequent to said transfer, the scope of cost audit has been reduced. Hence, the Board of Directors based on the recommendation of the Audit Committee , has approved reduced remuneration of ' 18,50,000 plus applicable taxes and reimbursement of out-of-pocket expenses payable to the Cost Auditors for conducting cost audit of the Company for FY 2022-23. The resolution approving the above proposal is being placed for approval of the Members in the Notice of this AGM.

M/s Mani & Co. have, under Section 139(1) of the Act and the Rules framed thereunder furnished a certificate of their eligibility and consent for appointment.

The cost accounts and records of the Company are duly prepared and maintained as required under Section 148(1) of Act.

OTHER DISCLOSURES

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All contracts/ arrangements/ transactions entered by the Company during FY 2021-22 with related parties were on an arm's length basis and in the ordinary course of business. There were no material Related Party Transactions (RPTs) undertaken by the Company during the year that require Shareholders' approval under Regulation 23(4) of the SEBI Listing Regulations or Section 188 of the Act. The approval of the Audit Committee was sought for all RPTs. Certain transactions which were repetitive in nature were approved through omnibus route. All the transactions were in compliance with the applicable provisions of the Act and SEBI Listing Regulations.

Given that the Company does not have any RPTs to report pursuant to Section 134(3)(h) of the Act read with Rule 8(2) of the Companies (Accounts) Rules, 2014 in Form AOC-2, the same is not provided. The details of RPTs during FY 2021-22, including transaction with person or entity belonging to the promoter/ promoter group which hold(s) 10% or more shareholding in the Company are provided in the accompanying financial statements.

During FY 2021-22, the Non-Executive Directors of the Company had no pecuniary relationship or transactions with the Company other than sitting fees, commission and reimbursement of expenses, as applicable.

The Company formulated a policy on Related Party Transactions (RPTs) in accordance with the Act and the SEBI Listing Regulations including any amendments thereto for identifying, reviewing approving and monitoring of RPTs. The said policy has been revised in line with the amendment in SEBI Listing Regulations and the same is available on the Company's website URL: https:// investors. tatamotors.com/pdf/rpt-policy.pdf

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

As per Section 186, the details of Loans, Guarantees or Investments made during FY 2021-22 are given below:

(' in crore)

Name of Companies	Nature of Transactions	Loans	Investments
TML CV Mobility Solutions Ltd.	Equity infusion		0.05
Tata Hispano Carrocera	Loan	4.04
Tata Motors European Technical Centre (TMETC)	Loan	51.74
Tata Hispano Carrocera	Equity investment		43.60
Tata Hispano Maghreb	Equity investment		8.13
Tata Marcopolo Motors Ltd.	Equity Infusion		75.00
Tata Motors Passenger Vehicles Ltd.	Equity shares received pursuant to Scheme of Demerger		9,417.00*
Tata Passenger Electric Mobility Ltd.	Equity investment		700.00

* Equity shares received in consideration for Transfer of the PV Undertaking of the Company as a going concern, on a slump sale basis as defined under Section 2(42C) of the Income-tax Act, 1961.

Note: Outstanding Loan as at March 31, 2021 and given during the year to subsidiaries were converted into investment of '92.32 crore in TMETC and '13.54 crore in Trilix srl.

During FY 2021-22, the Company has not given guarantee to any of its subsidiaries, joint ventures, associates companies and other body corporates and persons.

DEPOSITS FROM PUBLIC

The Company has not accepted any deposits from public during the year under review, and as such, no amount of principal or interest on deposits from public was outstanding as on the date of the balance sheet, except for unclaimed and unpaid deposits pertaining to previous years.

DIRECTORS' RESPONSIBILITY STATEMENT

Based on the framework of internal financial controls and compliance systems established and maintained by the Company, work performed by the internal, statutory, cost, secretarial auditors and external agencies, including audit of internal controls over financial reporting by the Statutory Auditors and the reviews performed by Management and the relevant Board Committees, including the Audit Committee, the Board is of the opinion that the Company's internal financial controls were adequate and effective during FY 2021-22.

Accordingly, pursuant to Section 134(5) of the Act, the Board of Directors, to the best of their knowledge and ability, confirm that:

a) i n the preparation of the annual accounts, the applicable accounting standards have been followed and that there are no material departures;

b) they have selected such accounting policies and have applied them consistently and made judgments and estimates 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 loss of the Company for that period;

c) they have taken proper and sufficient care 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) they have prepared the annual accounts on a going concern basis;

e) they have laid down internal financial controls to be followed by the Company and such internal financial controls are adequate and operating effectively; and

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

 

Refer para on Internal Control Systems and their Adequacy of MD&A for additional details.

SECRETARIAL STANDARDS

The Company has devised proper systems to ensure compliance with the provisions of all applicable Secretarial Standards issued by the Institute of Company Secretaries of India and that such systems are adequate and operating effectively.

INVESTOR EDUCATION AND PROTECTION FUND

Refer Report on Corporate Governance para on Transfer of unclaimed / unpaid amounts / shares to the Investor Education and Protection Fund ('IEPF') for additional details.

GENERAL

Your Directors state that no disclosure or reporting is required in respect of the following matters as there were no transactions on these items during the year under review:

• There are no significant material orders passed by the Regulators or Courts or Tribunal, which would impact the going concern status of the Company and its future operation. However, Members attention is drawn to the Statement on contingent liabilities and commitments in the notes forming part of the Financial Statements.

• No fraud has been reported by the Auditors to the Audit Committee or the Board.

• There has been no change in the nature of business of the Company.

ACKNOWLEDGEMENTS

The Directors regret the loss of life due to Covid -19 pandemic and are deeply grateful and have immense respect for every person who risked their life and safety to fight the pandemic. The Directors wish to convey their appreciation to all of the Company's employees for their contribution towards the Company's performance. The Directors would also like to thank the shareholders, employee unions, customers, dealers, suppliers, bankers, governments and all other business associates for their continuous support to the Company and their confidence in its management.

On behalf of the Board of Directors

NCHANDRASEKARAN

Chairman

DIN: 00121863

Mumbai, May 12, 2022

   

Tata Motors Ltd Company Background

N Chandrasekaran

Incorporation Year	1945
Registered Office	Bombay House,24 Homi Mody Street Fort Mumbai,Maharashtra-400001
Telephone	91-22-66658282,Managing Director
Fax	91-22-66657799
Company Secretary	H K Sethna
Auditor	BSR & Co LLP
Face Value	2
Market Lot	1
Listing	BSE,London,Luxembourg,MSEI ,New York,NSE,
Registrar	TSR Consultants P Ltd C-101 1st Floor,247 Park Vikhroli W,Lal Bahadur Marg,Mumbai - 400 083

Tata Motors Ltd Company Management

Director Name	Director Designation	Year
Ratan N Tata	Chairman Emeritus	2022
N Chandrasekaran	Chairman (Non-Executive)	2022
H K Sethna	Company Sec. & Compli. Officer	2022
Om Prakash Bhatt	Independent Director	2022
Hanne Birgitte Sorensen	Independent Director	2022
Vedika Bhandarkar	Independent Director	2022
Mitsuhiko Yamaashita	Director	2022
Thierry Bollore	Director	2022
Kosaraju Veerayya Chowdary	Independent Director	2022
Al-Noor Ramji	Independent Director	2022
Girish Wagh	Executive Director	2022

Tata Motors Ltd Listing Information

Listing Information
BSE_SENSEX
NIFTY
BSE_500
BSE_100
BSE_200
BSEDOLLEX
CNX500
BSEAUTO
CNX100
CNXAUTO
CNX200
BSEGREENEX
BSECARBONE
NFT100LQ15
NFT100EQWT
BSEALLCAP
BSELARGECA
GOODSSERVI
BSEMANUFAC
SENSEX50
ESG100
LMI250
NFT50EQWT
BSE100LTMC
NFTYLM250
NF500M5025

Tata Motors Ltd Finished Product

Product Name	Unit	Installed Capacity	Production Quantity	Sales Quantity	Sales Value
Vehicles-Light Medium & HCV	NA	0	0	0	39283.64
Vehicle Spare Parts	NA	0	0	0	4464.05
Others	NA	0	0	0	2365.62
Other Operating Income	NA	0	0	0	472.08
Sale of services	NA	0	0	0	446.08
Hire Purchase/Loan Contracts	Rs.	0	0	0	0
Income from transfer of tech.	NA	0	0	0	0
Income from Vehicle Loan Contr	NA	0	0	0	0
Manufactured Comp. for Sale	Rs.	0	0	0	0
Motor Vehicles for 10+ People	No	0	0	0	0
Vehicles More than 10 people P	No	0	0	0	0
Motor car & Vehicle Less 10 Pe	No	0	0	0	0
Export Incentives	Rs.	0	0	0	0
Scrap	NA	0	0	0	0
SG/Grey Iron Semis by CC Prces	MT	0	0	0	0
Castings	NA	0	0	0	0
Castings-SG Iron	MT	0	0	0	0
Engines-Diesel-Indl.Appliance	No	0	0	0	0
Wind mill Power Generation	Kwh	0	0	0	0
Wind mill Power Generation	MW	0	0	0	0
Encoder & readout-Rotary	No	0	0	0	0
Automobiles-LCV/HCV	No	0	0	0	0
Elect.Comparator/Weigh Instr.	No	0	0	0	0
Sales	NA	0	0	0	0
Finance Revenues	NA	0	0	0	0
Income from Services	NA	0	0	0	0