Your Directors have the pleasure in presenting the 44^th Annual Report on the business and operations of your Company
together with the Audited Statements of Accounts for the financial period ended March 31, 2025:

Financial Highlights:

Dividend

The Board, at its meeting held on May 20, 2025, is pleased
to recommend a Final dividend of '30.50 per Equity Share
of the face value of ' 1 0/- each for the financial year ended
March 31, 2025 subject to the approval of shareholders at
the ensuing Annual General Meeting to be held on Tuesday,
August 12, 2025.

The total amount of Dividend aggregates to '460.92 million.

The register of members and share transfer books will remain
closed from August 06, 2025 to August 12, 2025 (both days
inclusive) for the payment of final dividend to the eligible
shareholders of the Company, for the year ended on March

31, 2025.

The Dividend will be paid to members within 30 days from
the date of declaration of dividend to whose names appear
in the Register of Members as on August 05, 2025 and as
per the Dividend Distribution Policy of the Company.

The Dividend Distribution Policy, in terms of Regulation
43A of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015
("SEBI Listing Regulations") is available on the Company's
website at www.autoaxle.com/Downloads/Dividend%20
Distribution%20Policy.pdf

Transfer of unpaid or unclaimed amount to
Investor Education and Protection Fund (IEPF)

Pursuant to provisions of the Companies Act, 2013, the
declared dividends, which remained unpaid or unclaimed
for a period of seven years, shall be transferred by the
Company to the Investor Education and Protection Fund
(IEPF) established by the Central Government.

Pursuant to Section 124(6) of the Companies Act, 2013
read with Investor Education and Protection Fund Authority
(Accounting, Audit, Transfer and Refund) Rules, 2016 as
amended, all shares in respect of which dividend has not
been paid or claimed for seven consecutive years or more,
shall be transferred by the Company to the IEPF.

Accordingly, the Company has sent notice to the respective
shareholders who have not claimed their dividend for seven
consecutive years or more and the newspaper advertisement
stating the same has been published in the newspapers.

In terms of the provisions of the Companies Act, 2013
and Investor Education and Protection Fund Authority
(Accounting, Audit, Transfer and Refund) Rules, 2016 a
sum of ' 5,70,800/- which is unpaid/unclaimed dividends
pertaining to the FY 2016-17 was transferred to the Investor
Education and Protection Fund during the year.

The list of equity shareholders whose shares are transferred
to IEPF can be accessed on the website of the Company at
below mentioned link:autoaxle.com/Annual_reports.aspx
under the head IEPF Transfers.

The total income for the financial year under review was
'21,047.52 Million as against ' 22,448.83 Million for
the previous financial year. The Profit before tax (PBT) was
'2,106.13 Million for the financial year under review, as
against ' 2,229.65 Million for the previous financial year.
Overall performance detail has been covered as part of the
Management Discussion and Analysis which is presented in
a separate section forming part of the Annual Report.

Share Capital

The paid up Equity Share Capital as on March 31, 2025
stood at ' 151.12 Million. During the year under review, the
Company has not issued shares with differential voting rights
nor has granted any stock options nor sweat equity.

Deposits

Your Company has not accepted any deposits under Chapter
V of the Companies Act, 2013 during the year.

Transfer to Reserve

The company has not proposed any amount to be transferred
to the General Reserves.

Listing

The equity shares of the Company are listed with BSE Limited
and National Stock Exchange of India Limited. There are
no arrears on account of payment of listing fees to the
Stock Exchanges.

Directors & Key Managerial Personnel

As on March 31, 2025 there were six (6) Directors on the
Board of your Company, consisting of three (3) Independent
Directors, one (1) Executive Director and two (2) Non¬
Executive Directors of whom one is the Chairman.

Mr. Girish Dinanath Nadkarni (DIN : 00112657) and
Dr. Venkata Ramana Murthy Pinisetti (DIN 03483544) have
been appointed as an Independent Directors with effect from
August 07, 2024 and February 04,2025 respectively. Further,
in the opinion of the Board, Mr. Girish Dinanath Nadkarni
and Dr. Venkata Ramana Murthy Pinisetti possess the requisite
skills and capabilities required for the role of an Independent
Director of the Company. Also in the opinion of the Board,
the newly appointed Independent Directors possess the
requisite integrity, experience, expertise and proficiency
required to fulfil their duties as Independent Directors

Mr. Bhalachandra Basappa Hattarki (DIN: 00145710) and
Mr. Bhoopalam Chandrashekharaiah Prabhakar (DIN:
00040052) ceased from their position of Independent
Directors of the company with effect from February 05,2025
on completion of their full term.

In terms of the provisions of the Companies Act, 2013, Dr. B
N Kalyani (DIN: 00089380), Director of the Company,

retires by rotation at the ensuing Annual General Meeting
and, being eligible, offers himself for re-appointment.

Below resolutions were passed by the shareholders through
postal ballot:

1. Appointment of Mr. Girish Dinanath Nadkarni (DIN:
00112657) as an Independent Director of the Company
for a period of five (5) years effective August 07,2024
passed on October 8, 2024.

2. Appointment of Dr. Venkata Ramana Murthy Pinisetti
(DIN: 03483544) as an Independent Director of the
Company for a period of five (5) years effective February
04, 2025 passed on April 9, 2025.

Declaration by Independent Directors

The Company has received declarations from all the
Independent Directors of the Company confirming that
they meet with the criteria of independence and that there
has been no change in the circumstances which may affect
their status as an independent director during the year as
prescribed under sub-section (6) of Section 149 of the
Companies Act, 2013 and Securities and Exchange Board
of India (Listing Obligations and Disclosure requirements)
Regulations, 2015.

Further the names of the Independent Directors of the
Company have been included in the Data bank maintained
by the Indian Institute of Corporate Affairs of Independent
directors as per the provisions of the Companies Act, 2013
and the rules made thereunder.

Independent Directors have complied with the Code for
Independent Directors prescribed in Schedule IV to the Act.

Company has received a confirmation from the Directors
and senior management personnel of the company
w.r.t. compliance of the code of conduct required under
Regulation 26 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015.

Board Evaluation

The Companies Act, 2013 states that a formal Annual
Evaluation needs to be made by the Board of its own
performance and that of its committees and individual
Directors. Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations,
2015, mandates that the Board shall monitor and review the
Board evaluation framework. Pursuant to these provisions,
the Company has developed a framework for the Board
evaluation. The framework includes evaluation on various
parameters such as information flow, Board dynamics,
decision making, company performance and strategy, Board
and committee's effectiveness and peer evaluation.

The evaluation of all the Directors and the Board as a whole
was conducted based on the criteria and framework adopted
by the Board.

During the year 2024-25, independent Directors met on
January 31, 2025, discussed and reviewed the below:

• Performance of Non independent Directors;

• Performance of the Chairman;

• Performance of the Board Committees;

• Discussed on the quality, quantity and timeliness of flow
of information between the Company management and
the Board Members;

• Overall performance of the Company;

The Nomination and Remuneration Committee is responsible
for the formulation of criteria for evaluation.

Familiarization program for the Board
Members

Your Company has in place a structured induction and
familiarization program for all its directors including
independent Directors and new appointee(s) to the
Board. Through such programs, the Directors are briefed
on the background of your Company, their roles, rights,
responsibilities, nature of the industry in which it operates,
business model operations, ongoing events etc.

The Board members are provided with the necessary
documents, brochures, reports and internal policies to
enable them to familiarize with the Company's procedure
and practice.

Periodic presentations are made at the Board Meetings
and Board Committee Meetings on business and overall
performance updates of the Company, business strategy and
risk involved.

The details of programs for Familiarization for independent
Directors are posted on the website of the Company and can
be accessed at below weblink:

https://www.autoaxle.com/assets/pdf/46SEBi/
Familiarisation%20Programme%20for%20independent%20
Directors%20of%20Automotive%20Axles%20
Limited-24 -25.pdf

Directors' Responsibility Statement

Pursuant to the requirements under Section 134(5) of the
Companies Act, 2013 with respect to Directors' Responsibility
Statement, your Directors make the following statements:

(a) i n the preparation of the annual accounts for the year
ended March 31, 2025, the applicable accounting
standards have been followed along with proper
explanation relating to material departures if any;

(b) we have selected such accounting policies and 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 as
at March 31, 2025 and of the profit of the company for
the year ended on that date;

(c) we have taken proper and sufficient care for the
maintenance of adequate accounting records in
accordance with the provisions of the Companies Act,
2013 for safeguarding the assets of the company and for
preventing and detecting fraud and other irregularities;

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

(e) we have laid down internal financial controls to be
followed by the company and that such internal financial
controls are adequate and were operating effectively;

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

Auditors & Auditors' Report

a. Statutory auditor

M/s. S R Batliboi & Associates LLP, Chartered
Accountants [Firm Registration No.: 101049W/
E300004] are holding the position of Statutory Auditors
of the Company.

The Auditors' Report does not contain any qualification,
reservation or adverse remarks.

Further, no fraud has been reported by the Auditors in
their reports.

b. Internal Auditor

On recommendation of the Audit Committee the Board
of Directors approved the appointment of, M/s Deloitte
Touche Tohmatsu india LLP having Firm Registration
Number AAE-8458 as internal Auditors of the Company
for the Financial Year 2025-26. The internal auditors
conducted the audit as per the terms of reference by the
Audit Committee which has reviewed the reports and
the action taken by the Company for streamlining the
gaps identified by the auditors.

c. Secretarial Auditor

Pursuant to the provisions of the Section 204 of the
Companies Act, 2013 and the rules made there under
and based on the recommendations of the Audit
Committee, CS Pracheta M, Practicing Company
Secretary has been appointed to conduct Secretarial
Audit of the Company's secretarial and other related
records for the financial year 2024-25.

The Secretarial Audit Report for the financial year ended
March 31, 2025 in Form MR-3 is appended to this
report under Annexure - A. it does not contain any
qualification, reservation or adverse remarks.

in compliance with Regulation 24A of the SEBi Listing
Regulations and Section 204 of the Act, the Board
at its meeting held on May 20, 2025, based on
recommendation of the Audit Committee, has approved
for the appointment of Pracheta and Associates,

Practicing Company Secretaries, a peer reviewed firm
(Unique Number. S2018KR589100) as Secretarial
Auditors of the Company for a term of five consecutive
years commencing from April 1, 2025 till March 31,
2030, subject to approval of the Members at the
ensuin g An nual General Meeting.

Internal Financial Controls

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

During the year, such controls were tested and no
reportable material weaknesses in the design or operation
were observed.

Corporate Governance

The Company's governance ethos is predicated on the
tenets of probity, accountability, and equitable stewardship.
Renowned for its distinguished governance paradigm, the
Company regards a resilient and transparent governance
framework as imperative to fortifying stakeholder confidence
and sustaining long-term enterprise value. Strategic
deliberations and operational execution are consistently
aligned with the highest echelons of ethical integrity.

India's corporate regulatory landscape—comprehensively
reinforced by the Companies Act, 2013, and the Securities and
Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015—has significantly
recalibrated governance norms. The Company remains in
exemplary compliance with all statutory mandates, honouring
both the prescriptive and purposive dimensions of the law.
The Board of Directors, in its capacity as fiduciary custodian,
discharges its obligations with discernment, prudence, and
an expansive interpretation of its oversight mandate.

In consonance with applicable statutes, all requisite Board
committees have been duly constituted and operate with
defined charters. A granular exposition of their constitution,
remit, and cadence of meetings is articulated in the Corporate
Governance Report, which constitutes a discrete and integral
component of the Annual Report.

A certificate issued by CS Pracheta M., Practicing Company
Secretary, attesting to the Company's adherence to the
corporate governance norms as prescribed under Regulation
34(3) and Schedule V (E) of the Securities and Exchange Board
of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015, is annexed to the Corporate Governance
Report as a formal affirmation of statutory compliance.

During the financial year, the Board met five times, details of
which are provided in the Corporate Governance Report. The
maximum interval between any two meetings did not exceed
120 days as prescribed under the Companies Act, 2013.

Committees of the Board

Your Company has the following committees which have
been established as a part of the corporate governance
practices and are in compliance with the requirements of the
Companies Act, 2013 and the Securities and Exchange Board
of India (Listing Obligations and Disclosure Requirement)
Regulations, 2015.

• Audit Committee

• Nomination and Remuneration Committee

• Stakeholders Relationship Committee

• Corporate Social Responsibility Committee

• Risk Management Committee

The details with respect to the compositions, roles, and
number of meetings held during the year is detailed in the
corporate governance report of the Company, which forms
a part of this Board's Report.

All the recommendations by any of the above Committees are
accepted by the Board and there are no recommendations
which the Board has not accepted.

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

The particulars relating to conservation of energy, technology
absorption, foreign exchange earnings and outgo, as
required to be disclosed under Section 134 of the Companies
Act, 2013 read with Companies (Accounts) Rules, 2014 are
appended as Annexure - B to this report.

Particulars of Remuneration of Directors &
certain specified employees

In terms of the provisions of Section 197(12) of the Companies
Act, 2013 read with Rule 5 of Companies (Appointment &
Remuneration of Managerial Personnel) Rules, 2014 and
any amendment thereto is appended as Annexure - C.

Statement containing particulars of top ten employees and
particulars of employees as required under Section 197(12)
of the Companies Act, 2013 read with Rule 5(2) and 3 is a
separate annexure in terms or Section 136(1) of the Act and
the Report and Accounts are being sent to the Members,
excluding the aforesaid annexure. The said annexure is open
for inspection. Any member interested in obtaining a copy
of the same may write to the Company Secretary at sec@
autoaxle.com . None of the employees listed in the said
annexure are related to any Director of the Company.

Annual Return 2024-25

Pursuant to section 134 (3) (a) and section 92 (3) of the
Companies Act, 2013, a copy of the Annual return is placed
on the website of the Company and can be accessed at the
weblink; www.autoaxle.com/annualreturns

Particulars of Loans, Guarantees or Investment
under Section 186 of the Companies Act, 2013

Particulars of loans covered under Section 186 of the
Companies Act, 2013 form part of the notes to the financial
statement provided in this Annual Report. These loans
are primarily granted for furtherance of business of the
borrowing companies.

Your Company has not given any guarantee or provided
any security in connection with a loan to any other body
corporate or persons.

The company has made the balance investment of
' 3,86,66,090/- during the FY 2024-25 in Torrent Surya Urja
3 Private Limited to acquire 38,66,609 number of Class A
Equity Shares of ' 10/- each, constituting 26% of total equity
shareholding as per Share Subscription and Shareholder's
Agreement dated April 13, 2023 and amendment to the
Share Subscription and Shareholder's Agreement on
December 8, 2023 entered into with Torrent Surya Urja 3
Private Limited and with this infusion, the total investment in
Torrent Surya Urja 3 Private Limited is of ' 4,14,65,590/-
constituting 41,46,559 number of Class A Equity Shares.
This investment is to comply with regulatory requirements of
the Electricity Act, 2003 read with Electricity Rules, 2005 to
procure Solar Power. Particulars of Investment made by the
company form part of the notes to the financial statement
provided in this Annual Report.

Policy on Directors' Appointment &
Remuneration

The current policy is to have an appropriate mix of executive
and independent directors to maintain the independence
of the Board and separate its functions of governance and
management. As on March 31, 2025, the Board consist
of six members, one of whom is executive or whole-time
director, two are non executive directors and three are
independent directors out of whom one is an Independent
Woman Director.

The Nomination and Remuneration Policy of the Company
has been formulated in accordance with the Act and
Listing Regulations. The Policy is designed to guide the
Board in relation to appointment and removal of directors,
Key Managerial Personnel and Senior Management and
recommend to the Board on remuneration payable to them.
Policy enables the Company to retain, motivate and promote
talent and to ensure long term sustainability of talented
managerial persons and create competitive advantage.
The current policy is available on Company's website at

www.autoaxle.com/Investor_Policy.aspx. There has been
no changes to the policy during the financial year.

Particulars of contracts or arrangements with
Related Parties (RPT)

The related party transactions that were entered into during
the financial year were in the ordinary course of business
and on the arm's length basis.

All related party transactions are placed before the Audit
Committee and also the Board for approval. Prior omnibus
approval of the Audit Committee is obtained on a yearly
basis for the transactions, which are foreseen and of
repetitive nature.

Further, all transactions entered into pursuant to the omnibus
approval so granted are reviewed and a statement giving
details of all related party transactions is placed before the
Audit Committee and the Board of Directors for their review
on a quarterly basis.

For transactions with Meritor HVS (India) Limited, the
Company has obtained shareholders' approval;

1. By passing special resolution through Postal Ballot on
December 26, 2023, for transaction value of '40,000
Million for the Financial Year 2024-2025.

2. The Company proposed a Special resolution seeking
members' approval to enter into material related party
transactions with Meritor HVS (India) Limited, with an
aggregated value of ' 25,000 million for the year
from April 1, 2025, to March 31, 2026. However, the
resolution was rejected by the members.

Pursuant to the approval of Board of Directors on March
20, 2025, the Company has entered into a Memorandum
of Understanding and a Service Agreement with Meritor
HVS (India) Limited dated March 20, 2025 and March 31,
2025 respectively, wherein both the parties have agreed
that the Company will sell the products directly to original
equipment manufacturers with effect from April 1, 2025 and
obtain certain services in relation to marketing, business
development, product technology, engineering and product
development, account management and relationship,
program management from Meritor HVS (India) Limited.

In accordance with the requirements of the Companies Act,
2013 and Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations,
2015, your Company has formulated a Policy on Related
Party Transactions which is also available on Company's
website at www.autoaxle.com/Investor_Policy.aspx

Related Party disclosures as per Indian Accounting Standards
(Ind AS) -24 have been provided in Note No. 36 to the
financial statement.

The particulars on RPTs in Form AOC - 2 is annexed to the
Report as Annexure - D.

Risk Management System

The Company has a robust risk management framework
comprising risk governance structure and defined risk
management processes. Th ese processes include the
development and implementation of a risk management
policy for the company including identification therein of
elements of risk, if any, which in the opinion of the Board may
threaten the existence of the company. The risk governance
structure of the Company is a formal organisation structure
with defined roles and responsibilities for risk management.

The processes and practices of risk management of the
Company encompass risk identification, classification and
evaluation. The Company identifies all strategic, operational
and financial risks that the Company faces, by assessing
and analysing the latest trends in risk information available
internally and externally and using the same to plan for
risk activities.

The Company has set up a Risk Management Committee
to review the risks faced by the Company and monitor the
development and deployment of risk mitigation action
plans and the status is updated to the members of the Audit
Committee and the Board of Directors.

Corporate Social Responsibility (CSR)

The Company has been carrying out various Corporate
Social Responsibility (CSR) activities. These activities are
in terms of Section 135 read with Schedule VII of the
Companies Act, 2013 and Companies (Corporate Social
Responsibility Policy) Rules, 2014 read with CSR policy of the
Company. During the year the Company has spent ' 13.04
Million on various CSR activities and transferred '26.42
Million to Unspent CSR Account for the FY 2024-25 for the
ongoing projects.

The Annual Report on CSR activities that includes details
about the CSR policy developed and implemented by
the Company and CSR initiatives taken during the year is
appended to the Report as Annexure - E.

State of Company's Affairs

Discussion on the state of the Company's affairs has been
covered as part of the Management Discussion and Analysis
(MDA). MDA for the year under review, as stipulated under
Securities and Exchange Board of India (Listing Obligations
and Disclosure Requirements) Regulations, 2015, is presented
in a separate section forming part of the Annual Report.

Management Discussion and Analysis Report

Pursuant to Regulation 34(2)(e) of Securities and Exchange
Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 Management Discussion
and Analysis Report is presented in a separate section
forming part of the Annual Report.

Business Responsibility & Sustainability Report

A detailed Business Responsibility & Sustainability Report in
terms of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015
is available as a separate section in the Annual Report.

Vigil Mechanism

Your Company is committed to highest standards of ethical,
moral and legal business conduct. Accordingly, the Board
of Directors has formulated a Whistle Blower Policy which
is in compliance with the provisions of Section 177 of the
Companies Act, 2013 and Regulation 22 of Securities and
Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015. Under the policy, the
Directors and employees are free to report any violation
of the applicable laws and regulations and the code of
conduct of the Company. The reportable matters are to be
disclosed to the Audit Committee. During the year under
review, the Company has not received any complaints under
the said mechanism.

Whistle Blower Policy of the Company can be accessed at
below weblink:

https://www.autoaxle.com/Downloads/Whistle%20

Blower%20Policy.pdf

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

The Company has consistently upheld its commitment
to fostering a secure and respectful workplace for all
individuals operating within its premises. Through proactive
measures and robust internal practices, it strives to cultivate
an environment that is not only physically safe but also
emotionally and psychologically empowering. The Company
remains unwavering in its efforts to eliminate all forms of
discrimination and harassment, including sexual harassment,
by promoting a culture anchored in dignity, inclusiveness,
and mutual respect.

In terms of provisions of the Sexual Harassment of Women
at Workplace (Prevention, Prohibition and Redressal) Act,
2013, the Company has formulated a Policy to prevent
Sexual Harassment of Women at Workplace aimed at
fostering a workplace environment that is safe, dignified,
and free from sexual harassment. To ensure effective
implementation of the said Policy, the Company has duly
constituted an Internal Committee as mandated under the
aforementioned legislation.

During the financial year under review, "no complaints
were received or filed" under the purview of the
aforementioned legislation.

Significant or Material Orders

No significant or material orders were passed by the
Regulators or Courts or Tribunals which impact the going
concern status and Company's operations in future.

Material Changes and Commitments, if any,
affecting the Financial Position of the Company

There were no adverse material changes or commitments
occurred after March 31,2025 which may affect the financial
position of the Company or may require disclosure.

Subsidiaries, Joint Ventures and Associates

Your Company does not have any subsidiary or joint
venture Company.

The company has made an investment with Torrent Surya Urja
3 Private Limited of ' 4,14,65,590/- constituting 41,46,559
number of Class A Equity Shares and with Parola Renewables
Private Limited of ' 2,25,00,000/- constituting 22,50,000
number of Equity Shares, constituting 26% of total equity
shareholding of the respective Company, to comply with
regulatory requirements of the Electricity Act, 2003 read with
Electricity Rules, 2005 to procure Solar Power.

Hence 26% voting interest is a mere requirement of the
regulators, and the Company doesn't have any significant
influence on Torrent Saurya Urja 3 Private Limited and Parola
Renewables Private Limited and therefore Torrent Saurya Urja
3 Private Limited and Parola Renewables Private Limited
doesn't qualify as an associate of the Company as per IND

AS 28.

Change in the nature of business

There is no change in the nature of business of your Company.

Secretarial Standards:

The Directors have devised proper systems to ensure
compliance with the provisions of all applicable Secretarial
Standards and that such systems are adequate and
operating effectively.

Awards and Recognition

During FY 2024-25, your company received recognitions
from the following bodies/customers as listed below:

1. Customer UD Trucks SUPPLIER AWARD - 2024 for
returnable and reusable UD - Steel pallet Implementation.

2. Recognised as the "Best Supplier for Daily Work
Management" during Quality Month Nov-2024 by
TATA Motors.

3. Recognised as the 'Best Horizontal deployment & Best
QC Story Competition 1^st Runner-up" by TATA Motors.

4. Enterprise Growth Awards 2025 from Deloitte India.

Maintenance of Cost records

The maintenance of cost records as specified by the Central
Government under sub-section (1) of section 148 of the
Companies Act, 2013, is required by the Company and
accordingly such accounts and records are made and
maintained. Cost Audit is not applicable to the Company.

Other Disclosure

Your company has not made any application, nor any
proceeding is pending against the company under the
Insolvency and Bankruptcy Code, 2016 during the year
under review.

As the company has not made any one time settlement with
any banks or financial institution during the year under review,
Rule (8) sub-rule (5) clause (xii) of Companies (Accounts)
Rules,2014 is not applicable.

Acknowledgements

Your Directors wish to convey their gratitude and place on
record their appreciation for the employees at all levels for
their hard work, cooperation and dedication during the
year. Your Directors sincerely convey their appreciation
to customers, shareholders, bankers, auditors, business
associates, regulatory and government authorities for their
continued support.

Your Directors wish to place on record their appreciation for
the continued co-operation and support extended by Bharat
Forge Limited, Pune and Meritor Heavy Vehicle Systems
LLC, USA.

For and on behalf of the Board of Directors

Place : Pune B. N. Kalyani

Date : 20^th May 2025 Chairman