UNO Minda Limited - Annual Report 2022

THINK INSPIRE FLOURISH

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Ref. No. Z-IV/R-39/D-2/NSE/207 & 174 Date : 24/05/2022

National Stock Exchange of India Ltd. BSE Ltd. Listing Deptt., Exchange Plaza, Regd. Office: Floor - 25, Bandra Kurla Complex, Bandra (E}, Phiroze Jeejeebhoy Towers, Mumbai - 400 051 Dalal Street, Mumbai-400 001. NSE Scrip: MINDAIND BSE Scrip: 532539

Sub:-Outcome of the Board Meeting

1) Audited Financial Results (Standalone & Consolidated) for the Quarter and Year ended 31 March 2022
Recommendation of final dividend on equity and preference shares
3) Issue of Bonus Shares
4[)] Raising of funds through issue of Debt Securities upto Rs.1000 Crores in one or more tranches.
5[)] Approval for change of name of the Company from Minda Industries Limited to UNO Minda Limited and
i) Alteration in the Memorandum of Association of the Company.
ii) Adoption of amended and restated Articles of Association of the Company.
6) Amendment to UNO Minda Employees Stock Option Scheme 2019
7) Postal Ballot Notice.
8) Investment in equity shares of Takai Rika Minda India Private Limited, Joint Venture Company.
9) Record date for Dividend and Bonus issue
10) The draft Scheme of Arrangement among Harita Fehrer Limited ('Transferor Company'), Minda Storage Batteries Private Limited ('Demerged company'), wholly owned subsidiaries of the Company and Minda Industries Limited ('Transferee Company'/'Resulting Company') and their respective Shareholders and Creditors
11) Detailed Project Reports (DPR) of
i) Minda Industries Vietnam Co. Ltd., step down subsidiary of the company for its expansion in Hanoi plant at Vietnam.
ii) Mindarika Private Limited, subsidiary of the company for its expansion in the Chennai plant

Dear Sir(s),

We wish to inform that at meeting of the Board of Directors of the Company held today i.e. Tuesday, 24 May, 2022, the following matters were approved by the Board unanimously:

1) Audited Financial Results (Standalone & Consolidated) for the quarter and year ended on 31 March, 2022.

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MINDA INDUSTRIES LTD. {Corporate) Village Nawada Fatehpur, P.O. Sikanderpur Bodda, Manesar, Dist!. Gurgaon, Haryana - 122004, INDIA. T: +91 124 2290427 /28, 2290693/94/96 Fax: +91 124 2290676/95, Email - [email protected], www.unominda.com, Regd. Office : B-64/1, Wazirpur Industrial Area, Delhi-110052, C!N : L7 4899DL 1992PLC050333

2) Final dividend of Rs. 1/- per equity share on the face value of Rs. 2/- each i.e. 50% to the equity shareholders for the year ended on 31 March, 2022, subject to the approval of the shareholders at the Annual General Meeting. The Interim dividend of Rs. 0.50 per share on the face value of Rs. 2/- each i.e. 25% was paid to the equity shareholders during the quarter ended on 31 March, 2022, therefore the total dividend for the Financial Year ended on 31 March, 2022 aggregates to Rs. 1.50 per equity share of Rs. 2/- each i.e. 75%. and Rs. 0.01 per 0.01% non-convertible redeemable preference shares of the company.

Pursuant to Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are enclosing herewith the following statements, duly approved/signed (Annexure I): -

a} Audited Standalone Financial Results for the quarter and year ended on 31 March 2022.
b} Auditors' Report on the Audited Standalone Financial Results for the quarter and year ended on 31 March, 2022.
c} Audited Consolidated Financial Results for the quarter and year ended on 31 March 2022.
d} Auditors' Report on the Audited Consolidated Financial Results for the quarter and year ended on 31 March, 2022.
e} Declaration for unmodified opinion in terms of Regulation 33(3}(d} as amended by SEBI (Listing Obligations and Disclosure Requirements} (Amendment} Regulations, 2016 for both Audited Standalone and Consolidated Financial Results for the Quarter and Year ended on 31 March, 2022.

3) Issue of Bonus Shares

Board discussed, approved and recommended the issue of Bonus Shares to the shareholders of the company in the ratio of 1 (one} Bonus equity share of Rs. 2 each fully paid up for every 1 (one} existing equity share of Rs. 2 each fully paid up (in the ratio of 1:1} held by the shareholders as on the "Record Date", subject to the shareholders and other regulatory approval, as may be required in this regard.

Pursuant to the Regulation 30 of SEBI (LODR} Regulations, 2015 read with SEBI Circular No. CIR/CFD/CMD/4/2015 dated 9 September, 2015, the requisite details against the aforesaid matter is attached as Annexure-11, to this letter

4) Raising of funds through issue of Debt Securities upto Rs.1000 Crores in one or more tranches

Board considered the proposal for fund raising upto Rs. 1000 Crores through secured or unsecured Bonds/Non-Convertible Debentures (NCDs}/other permissible Debt Securities, on private placement basis, in one or more tranches, during a period of one year from the date of passing of Special Resolution by shareholders for company's growth strategy and to augment the long term resources of the company for meeting funding requirements of its business activities and general corporate and other purposes.

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Board gave its approval to seek shareholders' approval, to issue the debt securities, including but not limited to Bonds and Non-Convertible Debentures (NCDs) upto Rs. 1000 Crores, on a private placement basis in one or more tranches in domestic and/or overseas market from eligible investors on such terms and conditions as may be determined / considered appropriate by the Board or any committee thereof, as per the applicable provisions of the Companies Act, 2013 and SEBI Regulations.

S} Approval for change of name of the company from Minda Industries Limited to UNO Minda Limited

The Ministry of Corporate Affairs, Office of the Registrar of Companies, Central Regblrdlion Centre, Govt. of India vide Its letter dated May 19, 2022, has issued name reservation certificate stating that there is no objection in the availability of the chaneed name UNO Minda Limited from the existing name Minda Industries Limited.

The Board is of the opinion that the Company's entire sales are under the Trade Mark "UNO Minda" and the Company is largely known, well established and reputed as "UNO Minda" in auto components industries across the globe as such adopting the company name UNO Minda will have the following benefits: -

✓Ensure uniformity and consistency
✓ Helps in unique and distinctive brand identity
✓Don't have to investment in two brands. Gradually can be implemented across other legal entities
✓Increases association amongst internal stakeholder
✓The Company has created UNO Minda brand for its products for OEMs as well as aftermarket. Unifying product and legal entity brand will further strengthen the brand.

The Board approved the change of the name of the Company from "Minda Industries Limited" to "UNO Minda Limited" subject to shareholders, all necessary and regulatory and statutory approvals.

The proposed change of name of the company would not result in change of the legal status or constitution or operations or activities of the company, nor would it affect any rights or obligations of the company or the members / stakeholders and would be subject to approval of Ministry of Corporate Affairs.

Consequent upon change of name of the Company, the alteration in the memorandum of association of the company and adoption of amended and restated articles of association of the company are required to be approved by obtaining approval of the shareholders by way of special resolution. The existing Memorandum of Association ("MoA") of the Company and Articles of Association ("AoA") of the Company are as per the erstwhile Companies Act, 1956 and contain reference to the provisions of erstwhile Companies Act, 1956 which have been amended in the Companies Act, 2013 under the new provisions. It is proposed to seek shareholders consent to amend the MoA and AoA with the provisions of the Companies Act, 2013 to bring them in line with the reference of the prevailing sections.

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6) Amendment to UNO Minda Employees Stock Option Scheme 2019

Minda Industries Ltd. ("Company" adopted the UNO Minda Stock Option Scheme 2019, which is being implemented by the Company.

SEBI, vide its notification dated August 13, 2021 amended and merged the SEBI (Share Based Employee Benefits) Regulations, 2014 and SEBI (Issue of Sweat Equity) Regulations, 2002 into a single regulation called SEBI (Share Based Employee Benefits and Sweat Equity) Regulations, 2021.

As per this amended Regulations, the definition of employees ;:ilso covered the employees of the group companies including the associate companies & subsidiaries companies and removed the word permanent from the nature of employee. In the existing scheme, the employees of the associate group companies not included.

In view of the above notification, Board proposed to amend inter alia the existing definition of "employees" and other relevant changes to align with the new changes in Regulations in the aforesaid Scheme and to seek shareholders' approval and other regulatory and statutory authorities.

7) Postal Ballot Approval

The Postal Ballot Notice, as approved by the Board, is to be sent to the shareholders of the company for the following matters, as per the activities schedule:

1) Regularisation of appointment of Mr. Rajiv Batra (DIN: 00082866) as an Independent Director of the Company
2) Regularisation of appointment of Mr. Satish Balkrishna Borwankar (DIN: 01793948) as an Independent Director of the Company
3) To approve the issue of Bonus Shares
4) Amendment to UNO Minda Employee Stock Option Scheme, 2019
5[)][To approve the raising of funds of upto Rupees 1000 Crores through issue of Debt] Securities in one or more tranches
6) To consider and approve the change in name of the Company
7) Alteration in the Memorandum of Association of the Company
8) Adoption of amended and restated Articles of Association of the Company

8) Investment in equit shares of Tokai Rika Minda India Private Limited, Joint Venture Company.

Board approved to invest in the equity shares of Tokai Rika Minda India Private Limited (Tokai Rika Minda) under right issue, aggregating to Rs. 25 Crores (Rupees Twenty Five Crores).

Tokai Rika Minda is a Joint Venture between Tokai Rika Co., Ltd, Japan ("TRJ") and Minda Industries Ltd. ("MIL") in which TRJ holds Seventy percent (70%) equity shares and MIL holds Thirty percent (30%) of equity shares of the said company, engaged in the manufacturing of safety and security systems, electronic components and automotive switches.

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9[)][Record date for Final Dividend and Bonus issue]

In compliance of Regulation 42 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, it is hereby informed that the Record Date has been fixed as June 10, 2022, for the purpose of:

a. taking the record of eligible shareholders/beneficial owners for payment of final equity dividend as may be approved by the shareholders at the ensuing 30[th ] annual general meeting of the company;
b. taking the record of eligible shareholders/beneficial owners for payment of dividend on preference shares; and
c. determining the eligibility of shareholders/beneficial owners, who shall be entitled to receive the Bu11us shdres, as may be, approved by the shareholders through the process of Postal Ballot.

10) Draft Scheme of Arrangement of two wholly owned subsidiary companies with the Company

Board discussed and approved the draft Scheme of Arrangement of Harita Fehrer Limited ('Wholly Owned Subsidiary/Transferor Company') and Minda Storage Batteries Private Limited ('Wholly Owned Subsidiary/Demerged Company'), with Minda Industries Limited ('Holding Company/Transferee Company') and their respective shareholders and creditors.

The proposed composite scheme entails demerger of domestic business of Minda Storage Batteries Private Limited and vesting into Minda Industries Limited and merger of Harita Fehrer Limited into Minda Industries Limited.

The aforesaid Draft Scheme of Arrangement is subject to necessary Statutory and Regulatory approvals including the approval of the Jurisdictional National Company Law Tribunals, respective Shareholders and Creditors.

11) Board reviewed and approved the following Detailed Project Report(s):-

a) Minda Industries Vietnam Company Limited (MIVCL, Step Down Subsidiary of the Company for manufacturing of lighting products in its plant situated at Hanoi, Vietnam.

Minda Industries Vietnam Company Limited (MIVCL) is the step down subsidiary of the Company.

The proposal to start manufacturing of lighting products by MIVCL in its plant situated at Hanoi, Vietnam was placed before the Board. Board reviewed and approved to start manufacturing facility for lighting products there to meet out the customers' requirements. The total project cost of this project is Rs. 36.80 crores. The project is expected to be commissioned by December,

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Pursuant to the Regulation 30 of SEBI (LODR), read with SEBI Circular # CIR/CFD/CMD/4/2015 dated 9 September, 2015, the requisite details against the aforesaid matter(s) are attached as Annexure-V to this letter.

b) Mindarika Private Limited, Subsidiary of the Company for its expansion in the Chennai Plant.

Mindarika Private Limited (MRPL) is a subsidiary of the Company, engaged in the manufacturing of 4 W switches.

Board reviewed and approved the proposal of its expansion in its Chennai plant due to new business in southern region. The total project cost approved is Rs. 72.89 crores. The commercial production is expected to start from January 2023.

Pursuant to the Regulation 30 of SEBI (LODR), read with SEBI Circular# CIR/CFD/CMD/4/2015 dated 9 September, 2015, the requisite details against the aforesaid matter(s) are attached as Annexure-VI to this letter.

The meeting commenced at 12.00 noon and concluded at 3.50 p.m.

These aforesaid results are also being made available on the website of the company at www.unominda.com

It is for your information and records please.

Thanking you.

Yours faithfully, For MINDA INDUSTRIES LTD. ��r Srivastava Company Secretary & Compliance V'H=t"' c+i [)_ .)�:)to�

Encl: as above.

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Ml'.'.D.\ INDUSTRIES LIMITED

REGD. OFFICE: B-6.tfl, WAZIRPl'R INDUSTRIAL AREA, DELHI-I I 0052 I'll: 011- 2737.J.J.J.J, 012.J- 2290-127 Fax: 012+- 2290676 f:IN: l.748991ll.19<J2PI.C050333

Website: www.unomincla.com

STAT!c:M[NT OF STANllALONF. AUDITED ASSETS AND LIABILITIF.S AS AT MARCIi 31, 2022

REGD. OFFICE: B-6.tfl, WAZIRPl'R INDUSTRIAL AREA, DELHI-I I 0052 I'll: 011- 2737..J.J.J, 012.J- 2290-127 Fax: 012+- 2290676 f:IN: l.748991ll.19<J2PI.C050333 Website: www.unomincla.com STAT!M[NT OF STANllALONF. AUDITED ASSETS AND LIABILITIF.S AS AT MARCIi 31, 2022
	(Rs 111 Crore)
Particulars	As at 31 Marh 2022 (Audited)	As at 31 March 2021 (Audited)
ASSETS Nun-currenr assers Prnp,�rty, pkmt ;nrl equipment Rigl1t-ot:use assets r�pit;il wmJ in progress Investment Properties Goodwill Other Intangible assets lnlangible assets under deYelopment Financial assets (i) Investment in subsidiaries, associates and joint ventures (ii) Other bank balances (iii)Other financial assets Other non-current assets Non-current tax assds Total non-current assets Cul'rent assets Inventories Financial assets (i)I1westments (ii)Trade receiYablts (iii)Cash and cash equivalents (iv) Bank balances other than (iii) above (vi) Other financial assets Other current assets Total current assets	1.05-183 104.60 93.40 - 31.39 129.36 0.18 - 1_194 10 0.61 16.95 14.57 25.39	I ,OJ 1.78 91.48 59.77 - 31.39 110.16 20.83 1,131.93 0.46 19.92 18.78 20.64
	2,665.38	2,537.14
	472.00 1000 877.98 56.42 6.41 29.78 138.36	369.87 - 685.32 74.31 5.16 11.79 118.91
	1,590.95	1,265.36

Total assets	4,256.33 3,802.50
EQUITY AND LIABILITIES Equity Equity share capital Olher equity Total equity	57.12 54.39 2.598.98 1.593.46
	2,656.IU 1,647.85
Liabilities Non-cunent liabilities Financial liabilities ( i)Borrowings (ii) lease liabilities (iii)Other fnancial liabilities Provisions Defe1Ted tax liabilities (net) Total non-cm..-ent liabilities Cunent liabilities Contract liabilities Financial liabilities (i) Borrowings (ii) Lease liabilities (iii) Trade payables (a) total outstanding dues of micro enterprises and small ente1vrises {b) total outstanding dues of creditors other than micro and small enterprises (1v) Other tinancial hab1httes Current tax liabilities Other current liabilitits Provisions Total cu1·rent liabilities Total Liabilities	82.89 292.46 34.13 16.94 - 8.04 54.89 67.45 29.52 17.87
	201.43 402.76
	80.84 3101 - 255.77 355.36 4.33 6.62 120.96 142.38 747.37 637.91 62.45 504.94 16.08 - 49.86 53.10
	61.14 20.57
	1,398.80 1,751.89

	1,600.23 2,154.65

Total Equity and Liabilities	4,256.33 3.802.50

Ml'.'IDA IND!lSTRIES LDIITED

REGD. OFFICE: B-64/1, WAZIRPlJR INDl;STRIAL AREA, l>ELlll-1 !0052 PH: 011- 2737HH, 012-1- 2290427 Fax: 0124- 2290676 Lil'-: L /4M91JULJ[I] JIJll'LCU5UJJJ

\Vebsite: WVfl\'.unominda.com

STATEMENT OF Al'OITF.n STANl},\f.ONF Fl'IA"1CIAL RESliLTS FOR THE QFARTER AND YEAR ENDED 31 MARCIi 2022

PARTICUL\RS 1Income (al Revenue from opertions (h) nthfr mrnm,-. Total income 2Expenses (a) Cost of raw matenals and cumponems consumed (b) Purchases of stock-in Hade (c) Changes in inYemories of finished goods, stock-In traJe and work-in- progress (d) Employee benefits expense (e) Fmance cost (t) Deprecrntion and amortisation expense (g) Other expenses Total expenses 3Proft/(loss) before exce11tional items and tax ( l-2) 4Exceptrnnal items (Refer note 5) 5Profit/(Loss) before taxes (3+4) 6Income tax expense a) Current Tax b) Defrred Tax(c,edit)/clurge Total tax expense 7Nel profit /(loss) for the period (5-6) 8Other comprehensive income/floss) for the period Items that will not be reclassified to profit and loss 111 subsequent penod ( i) Rcmt'asun:rent gain.' (loss) onJetinedbeneft obligation (ii) IncomeRtax re\atmg to items that will not be reclassified to profit and loss m subsequent penod Other comprehensive income/(loss),netoftax 9Total compnhensiveincome/(loss) for the period (7+8) 10 Paid up eqully share capttal (Face \alue Rs : per shaie) IIOther Equity {excludmg re\'aluation reser\'e shmvn m Balance sheet) 12Earings per share {Face value Rs.2each) {not annualised) a) Basic (111 Rs ) b) Diluted { in Rs.)	R. i (. 'ore except Her\·/,a,·e data)
	Quarter ended 31-Mar-22 31-Dec-21 31-Mar-21 (Audited) (Unaudited) (Audited) 1.,1-Hl,77 U33 70 1.306. I I 11 21 20 SI I I G 1,455.01 1,354.51 1.310.27 663.21 749 63 733 65 274.-18 176 03 121 10 29J)2 (23 71) 4.85 169 42 157 35 153 40 6.19 5 78 7 (J( 55 70 44 44 51 76 I 53 42 I 58 06 147 71 1,352.04 11267.58 1,219.47 102.97 86.93 90.80 (24 98) (10 00) 77.99 86.93 80.80 35 41 11 54 16 89 ( 14.90) q 63 7 62 20.51 21.17 24.51 57.48 65.76 56.29 2 I 8 (I 14) 10.67 (0 76) I40 (3 68) 1.42 (0.74) 6.99 58.90 65.02 63.28 2 04 2.42 2.07 2 03 2 41 I 98 Year ended 31-Mar-22 31-Mar-21 (Audited) (Audited) / 959 7.1 1_700(,1 70 1)2 J-.lJ2 !,Oi9.6! ,1,755.26 2,039.34 1.994.40 685.52 465 47 (20.41) (38 51) 633 47 484 05 3..94 38.53 190 52 177 85 590 01 456 03 4,752.39 3,577.82 287.26 177.44 (24 98) (10 00) 262.28 167.44 67 72 31 73 (147) 16.73 66.25 48.46 196.03 118.98 (123) 3 95 0.43 ( I 29) (0.80) 2.66 195.23 121.64 57.12 54.39 2,598.98 1,593.46 6 97 4.45 6 94 4 27
	31-Mar-22
	(Audited) 1.,1-Hl,77 11 21 1,455.01 663.21 274.-18 29J)2 169 42 6.19 55 70 I 53 42 1,352.04 102.97 (24 98) 77.99 35 41 ( 14.90) 20.51 57.48 2 I 8 (0 76) 1.42 58.90 2 04 2 03

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Mincla lndusuics Limited Stan1h1lnne C'ad1 Flow Statement for the yc.!r ended JI ,1arch 2ll22 (All amuunh in Indian f cr :s, unks.s othlTnise stalrd) CIN:- L 7-IIW1DLIIJ[1] )2PI.C'050HJ

A Ca,h flrms from operating acti\itic,: Profll Udorc La\ Ad111s1111c11ts for D-ptc.iation and ;1111011isat1on C\jh:lb<: lnlcresl 111.on\ on bank dcpos11s and othcis Li;ibili!it,"5 , ptmisions uo longer rcqui1ed 1Hittc11 back Di\ 1dcn<l 111cnm,� from mm-,·uncr 1m·,,�!Tll1'1l1S Share of pMfil from panncrsl11p firms Employe- !:loci: option C'iJJCllSC Pn.,1·1r1r,11 for i111p:nnolll of m,·lwnom 111 cubc1drry Amonisation of gO\ cmrcnt grams Fmance Costs Unrcali1cd foreign c,change loss /(gain) (net) Pnwi�inn frir imp;11rm,'nl nf rrrll ri-rr1\·:1h!r :inrl nlhrr aVi'1) p,,. ·i,,, for, (\ rilltn b,id) Change in financial assets measure at fair \ ,1luc th1ough ptofit and loss Profit on sale of cunent inYestmenl Nd prom on sale of p1opc11y, plant and L-q111pme111 Opcratmg Profil before workmg c,1pnal changes Mo\'cmcnt in workng capital lfnc1easc)/ Decrease in imcntorics (hicrc.iseJ/ Decrease in trade rccei,-ablcs (ln.rcasc)/ Dccre;1sc in fnancial assets (Increase)/ Decrease in other non�financial assets Increase/ (Dcc1casc) in trade pa) ables Increaser (Decrc3se) 111 other fncial fiab1ht1c: [ncrcasc1(DccreascJ in other habilitics Incre;1sc1(Dccrc.asc) 111 pro\·is1om Cash generated from operations fncom.: ta\ paid (net of refund) Net Cash Ho\S from operating atth ities (A) B Cah Hows frnm inw�ting acthities Payment fr µurclt1sc of inYe5lment in subs1d1anes. associate- audJomL Ycuturc Proc.d -(paymem) 011 ehangc in oth.:r imestm-:nt Purchase of µll1peny. plant and cquiµmenL and mtang1blc asscts Proc.:cds from Sil le of prope11y. plant and equipment and mtangiblc ass.Ls Settlement of purchase comidcratron lnLcrest received on b,mk deposits Dividend from subs1diancs. (liSOCLHes andjoinL \CnlUfC lmestn11:m in lhcd tkµosit matm\:d /\mad-:) Net cash usetl in inve!tini acthilil·, (B) C C;uh Hows from finandni actiYitic� Proce<ds frnm issue of cqmty share capita! Pro.ccd fror sccu1iti� prcnnum on issue of sharcs under Riglns Issue Sc-,:untics prcmmm on issue of equity shares Payrcm on rcdempuon of O.lll % Non-corn-eniblc 1cdccm:1blc P1cfc1c1x, Shares Paym<:nt on acquisition of 11011-controllmg 1mcrcst Proceeds hom/ rrcpa� mi:nl of) short ti:nn borrowings (Tt.t) Rcpaymclll of long term borro" ings P1ocLx' from long tcnn bo11owings Interest p�nd on borrowmgs Payment of i11tcrcst portion of lease hab1h11cs Payment of pnnc1pal po11t0n of !case liab1IJt1es Payment of diYidcnd Net cuh used in finandng acth·itics {{') Net lncn·a,c/ (decrease) in caJh anti tah cquivalents(A+B+C) Cash and cash cqui\'alcnts as at beginning Effects of c\changc rate changes on cash and c:1sh cqu1"aknts Cah and ta.�h Cllui\alcnts at the end of the �car	torthc:war cntcll Jl-lfar-22 2r,2 28 1'()52 (1-178) (1 8-) cni,5) (11 75) 25.J(, } I �•8 (18.62) )19.t U,8 {3,8 5) (2.52) (2.90) 13.91)	tor the \Car cntlctl JI-Mar-21 I '77,8' (1 9'}) {1.2(,) (1998) (8"0) 1.05 10 00 �8 51 2.21 1.-17 (O.:5) {L�O) {-.-7)
	--3.1- (102.13) (190.8')) (11.02) (20 24) 90.IIJ 5(175 4 50 27 59 297,81 (42 1{5)	360,50 (85.117) (1-19.02) ..J') /15.(19) 6'>..5 15-1 {6.-.f) 2-7
		ltU.113 (27.71)
	23.5,U-I (71 .0) (10./)[)) (21:'.92) 5.22 {115llll) 2.S2 � 3 il5 (0.75) (373,JH) I.IJ.t (188 06 (212.14) (69.35) {2f)lJ'i,) .\0.00 (2CJ.U) 12-7} {7 73) (2R.-J) 11111.37 (17.97) 74.11 o.ns	156.32 ( l04.-7) 27.7-1 (222 8-) IO.�(, 2.12 19 9S X.50
		(25H.61)
		1 95 235 . . (52.0!JJ 98.93 (177 (1-) ns.o>) {2.18) {5-9) {9.52)
		51.JJ
		125.27
		7.,Jt

I The abo,·c C:ish now statcnhnt has been prepared under tlK: "Indirect Method" as sci oul m lnd 2 Components of cash and cash cqui, alcnts Ca�h and cash c11uh·alcnts Balances" ilh banks In current/ cash credit accounts Dcpos11s with a original ntatuTlty or le than Ihm.: momhs Cash 011 hand Cash and ca.�h cqui\'alents at the end of the �car	iau Accounung Standard-7. "Statement of Cash Flo\S" 55.50 0 50 0.-2 56.42 6Ui6 12J5 0,10 74,Jt

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Notes on audited standalone financial results:

I) These standalone financial results of the Company have been prepared in accordance with the Indian Accounting Standards (Ind AS) as prescribed under Section 133 of the Companies Act 2013 read with Rule 3 of the Companies (Indian Accounting Standard) rules, 2015 and including regrouping in previous period in line with Schedule III (Division II) to the Companies Act 2013 and relevant amendments thereafter.
2) The above audited standalone financial results for the quarter and year ended March 31, 2022 have been reviewed by the Audit Committee and approved by the Board of Directors at their meetings held on 24 May 2022. These results have been audited by the statutory auditors of the Company under regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The auditors have expressed an unmodified report on the above results.
3) During the quarter, the Company has:
a. Additional investment of Rs.1.79 crores in YA Auto Industries, a partnership firm resulting in increase in holding from 51 % to 87.50%.
b. Additional investment of Rs.3.63 crores in Auto Components, a partnership firm resulting in increase in holding from 48.90% stake to 95.00%.
c. Additional investment of Rs.61.20 crores in Minda Kosei Aluminum Wheel Private Limited, a partnership firm resulting in increase in holding from 70% stake to 77.35%.
d. Acquired 87.50% stake in Samaira Engineering, a partnership firm by making an investment of Rs. 8.88 crores.
e. Acquired 87.50% stake in S M Auto Industries, a partnership firm by making an investment of Rs. 3.21 crores.
f. Merger of one of the subsidiary company, namely, ISYS RTS GmbH with one of the step down subsidiary company Uno Minda Europe GmbH (formerly known as 'Minda Delvis GmbH')
4) The Company is engaged in the business of manufacturing of auto components including auto electrical parts and its accessories and ancillary services. Accordingly, there is no separate reportable segment as per Ind AS 108 - Operating Segments.
5) Exceptional items for the year ended March 31, 2022 and March 31, 2021 represents impairment of investments in associate / joint venture companies amounting to Rs.24. 98 crores and Rs. IO crores respectively.
6) The Board of directors of the Company in its meeting held on 6 February 2020, accorded its consent for the scheme of amalgamation of Minda I Connect Private Limited (Transferor Company) with Minda Industries Limited (Transferee Company) subject to necessary approvals of shareholders, Creditors and other approvals and sanctions by the National Company Law Tribunal (NCL T), New Delhi. The requisite accounting will be done post receipt of NCLT approval.
7) The Company has made an assessment of the impact of the continuing COVID-19 pandemic on its current and future operations, liquidity position, and cash flow giving due consideration to internal and external factors. The Company is continuously monitoring the situation and does not foresee any significant impact on its operations and financial position as at March 31, 2022. The Company will continue to closely observe the evolving scenario.

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8) The Board of directors at their meeting held today has considered and recommended :

a. a final dividend of Rs. I per equity share (nominal value of Rs. 2 per share) for the financial year ended March 31, 2022. Final dividend is subject to approval of shareholders.
b. a dividend of Rs. 0.01 per 0.01 % non-conve11iblc redeemable preference share (nominal value ot Rs. I 00 per share) for the financial year ended March 31. 2022.
c. Bonus issue of l (One) equity share of Rs.2 each for every l (One) equity shares of Rs.2 each held by shareholders of the Company on the record date.
9) The Statement includes the results for the quarter ended March 31, 2022 being the balancing figures between the audited figures in respect of the full financial year ended March 3 1, 2022 and the published unaudited year-to-date figures up to the end of the third quarter of the current financial year, which were subjected to a limited review by us, as required under the Listing Regulations.

For and on behalfof the Board of

�¥/ ·es Li -�d

Place: Gurugram, Haryana Date: 24 May 2022

(NIRMAL K. MINDA) Chairman & Managing Director

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ndependent /\uditor[5] s Report on the Quarterly and \'ear to Date Audited Standaionl: Financial RcsuHs of c·ompany Pursuant to the Regulation 33 of the §EB! {Listing ObHg_ations and J)lsc!osurc Regulations, 2015, as amended

The Board or Directors of Minifa lndm,tries Limited

Report on the audit or the S!andaione Fimrncial Resuits

Opinion

We have audited the accompanying statement of quarterly and year to date standalone financial results of Minda lndustries Limited (the ··company") for the quarter ended \,larch 3 I, 2022 and for the year ended March 31, 2022 ("'Statement"), attached herewith, being submitted by the Company pursuant to the requirement of Regulation 33 ot the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended (the "Listing Regulations").

ln our opinion and to the best of our infonnation and according to the explanations given to us, the Statement:

I. is presented in accordance with the requirements of the Listing Regulations in this regard; and
ii. gives a true and fair view in conformity with the applicable accounting standards and other accounting principles generally accepted in India, of the net profit and other comprehensive income and other financial information of the Company for the quarter ended March 31, 2022 and for the year ended March 3 I, 2022.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013, as amended ("the Act"). Our responsibilities under those Standards are further described in the "Auditor's Responsibilities for the Audit of the Standalone Financial Results" section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our opinion.

Management's Responsibilities for the Standalone Financial Results

The Statement has been prepared on the basis of the standalone annual financial statements. The Board of Directors of the Company are responsible for the preparation and presentation of the Statement that gives a true and fair view of the net profit and other comprehensive income of the Company and other financial infomiation in accordance with ,he applicable accounting standards prescribed under Section l 33 of the Act read with relevant rules i�:;ued thereunder and other accounting principles generally accepted in India and in compliance with ReguL1tion 33 of the Listing Regulations. This responslbilit:. also includes maintenance of adequate accounting record, in accord:rncc with the provisions of the Act for safeguarding of the assets of the Company and for preventing and dd,xting frauJs and othc:i- irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively fo: ensuring the accuracy and completeness of the accounting records, relevant to the preparation and pl'esentation of the Statement that give a true and fair view and are free from material misstatement, whether due to fraud or error.

1:� prepating the S:e.temer:L the B,Jard of I )!rectors are re�ponsible fo1· assessing �·he Company· s to continue as 2 going concen, as applicable., rnatters related to going concern and using Lhc gDing concern Oasis or eccounting ur1less the Board of l)ir�ctors either intends :o iiquidate the Cornpany or ��o real :sfc alter:12.t�ve :)u'L :o do se.

Tl-:e EsoarC of-"' Direc:ors are a'.so :-espons:b1c '.Or overseeing :he Con1pany's �:nanc;al

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SL1nda!une Financial Re§ults

< )ur oh_iec1ives are L1 ohta::: rcasor'.abl� assurance about ½'hcther the Statement as a \Vhoic is free fron1 t1:ateria! misstakrnent, wl·,e1her due to i"rnu,l or emir, and to issue an auditor·s rerort that includes our opinion. Reasonable: assurance i� high level of assurance hut is not a guarantee that an audit conducted in accordance with SAs will al\,.ays d(:tect a 1 1 a1crial rnisslakment when it exists. Viisstatements can arise from fraud or error and are considered mater,c1! if: individu:iily or in the aggregate, they could reasonably be expected to influence the economic c:L:c:i,i"ns of user, taken on the basis of the Statement.

As part or an a,idit in accordance with SAs, we exercise professional _judgment and maintain professional skepticism throughout the audit. We also:

" I denti1Y :md assess the risk, or nrnteriai misstatement of the Statement, whether due to fraud or error, design and perlorm audi1 proeedurc:s respon�ive to those risks, and obtain audit evidence that is sufficient and appropriate lo a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud i, higher than for one resulting fr-Jm error, as fraud may involve collusion, forgery, intentional omissions, 111 isrepresentations, or lhe override of internal control.
0 Obtain an understanding or internal controi relevant 10 the audit in order to design audit procedures that are appropriate in the circumsLmces. l 'nJcr Se,:tion l ➔3{))(i1 ,)fthe Act, we are also responsible for expressing our opinion on whether the company has adequate internal financiai controls with reference to financial statemrnh in place and lhe opcr,tting effectivene,s of such controls.
" Evaluate the appropriateness of accounting policies used and the rcasonabkness of accounting estimates and related discl,istires made by the Board of Director�.
Conclude on the appropriateness of the Board of Directors' use of the going concern basis of accounting and, based on the audit evidence obtained. whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related discll1surc, in the financial results or, if such disclosures are inadequate, to modify our opinion. Our conclusions are bc1scJ on th:: audit C\ idence obtained up to the date of our auditor's rcpvr1. However, future events or conditions may cause the Company to cease to continue as a going concern.
" Evaluarc the overall presentation, structure and content of the Statement, including the disclosures, and whether the Stakment represents the underlying transactions and events in a manner that achieves fair presentation.

We communicate with those charged with governance regarding, among other mailers, the planned scope and t:mir,g of the audit and significant audit findings, including any significant deficiencies in in1crnal con1rol !hat we idenl i iy during. our audit.

We a !so provide those charged with governance with a statement that we have eomplieci with relevant ethical requirement, regarding inde;Jendence. and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

Other Matter

(a; The accornpanying State1nent of quarterly· and year to date standalone finar.cial results i:1cludes Co1npany's share of net profit of' Rs. 7 .51 crores and Rs. i 3 .78 crorcs for :he quarter and year endcC �v'larch 31, 2022 respl·c1ively fdr the five partnership finns \Vhose standa:one finar.cial results and other finar.cial infonr.a1ion as con;,ideL:d i;� :he SLaternen: have bee:-: auditcC by their respective auditors.
1'h' . reports o:' such other a:.lditors on at�nu,a: standaionc financial staterncnts of these �'"ive parLnership finns l:2" 1-ecr :·:... ·1:is:,1eC :o �s. 2.nC ou:-- cor:c.;s!o� or ti;� S12:e1�:er:t in so fJt 2.s :: :ei:nes 10 :'.�e c 11ounts ar!d

1_c) ''.'h,� <.rate;·:··c.::!� ;:c'.t� '.::s ti:e :es�1:ts fo:- the qua:-'te:� e:1Ced �V1a:-c!: 3: � 2022 bc�ng the ba'.anc'.:1g f:g�:c !Jc:v,1ec:-} LL_' ltuii:eci ;!g;ircs l!: respect of fr1-.: tilil fina;1cia'. year ended :VJ arch 3 i, 2022 and :he publish�d unaudited year-to-date fgures ilp to the Lhird quarter of' the CLrrcnl financial year. \vhich were subjected to a ;�1nited r0vi2\v by :1s, a.-.; required unde� ti1e L:s�ing Regulations.

For S.R. BATLrnrn & Co. LLP

Chartered Accountants

!CA! Firm registration number: 30l003E/E30000S

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MINDA INDUSTRIES LIMITED

REGD. OFFICE : B-64/1, WAZIRPl!R INDIJSTRIAL AREA, DELHl-110052 PH: 01 l - 2737HH, 0124- 2290427 Fax: 0124- 2290676 CIN: L 74899DLI 992PLC050333

\'ebsite: WW\.",unominda.com

STATE\IENT OF Al'DITED CONSOLIDATED FINANCIAL RESIJLTS FOR THE QUARTER AND VEAR ENDED 31 MARCH 2022

PART!CtLARS I llUIIIC (al lh ..\lllUL fu111 upci,lliuw, (b) Other mcome Totul income 2Expenses (a) rost of raw 111111errnls ,md cnmpcments c0nsumed (bl Purchases of stock-in trade (c) Changes in inventories of finished goods, stock-in trade and work-in-pwgress (dJ Employee benelits expense (e) Fmance costs (f Depreciation and amortisation expense (g) Other expenses Total expenses 3Proft before share of prfit/(loss) of associates / joint venture, exceptional items and tax (1-2) 4Excepuonal items (Refer note 5) 5Profit before share of profit/(loss) of associates / joint venture and tax (3+4) 6Income tax expense a)f'utTent tax b) Defrred tax (credn)/charge Total tax expense on profit from continuing 011erations 7Net (lrofit /(loss) for the period after taxes but before share of proft/(loss) of associates / joint ventures (5-6) 8Share of prfti(loss) of associatesIjoint nntures (net) 9Prfit for the period (7+8) 10 Other comprehensive iucome/{loss) for the Period (a) hems that will not be 1eclassified to profit and loss in subsequent penod (i) Remeasurement gam/ (loss) on defined benefit obligation I (,1) Income-tax relat111g to items that wdl not be reclassified to profit and loss 111 subsequent pcnod (b) Items that \1 1 be reclassified to profit and loss m subsequent peno<l (1) Foreign currency translation resc1Ye (i1) Others (i11) Income-ta, rclatmg to items that will be rec\ass1ficd to profit and loss in subsequent penod Other comprehensive income/ (loss) for the period, net of tax IITotal comprehensive income(loss) for the Period (9+10) 12Profit/(loss) for the period attributable to: (a) Owners ofMmda Industries Lunited (b) Non-controlling interests 13Other comprehensive income attr-ibutable to: (al 0\'.11e1s of Minda Industnes L11mted (b) Non-controlling interests 14 Total comprehensive income attributable to: (a) Owners of Minda Industnes Lunited (b) Non-controlling interCsts 15 Paid up equity share capnal (Face value Rs 1 per share) 16Other Equ,ty 17Earnings per shan: {face value Rs. 2 each) (not annualised) a) Basic (in Rs.) b) Dduted (in Rs )
	Quarter ended 3I-Mai·-22 31-Der-2I 31-Mar-21 (Audited) (Unaudited) (Audited) 2.- 13 O& 2.1 &I 3& 2).\lL!7 23 21 I 2 53 8 90 *l,-'38.l9* l,IYJ.Yt l,l47.I) 1,154.22 1,198.02 1,273.69 384.96 255 20 166.62 8.30 (5126) (35.96) 332.45 295.35 296.51 13.47 12 67 15 11 l lfJ28 94.19 107.15 259.65 248 75 135 82 2,263.33 2,052.92 2,058.94 174.96 140.99 188.23 I 73 174.96 140.99 189.96 63.86 35 53 46 43 ( 15 60) 6.78 1.18 48.26 42.31 47.61 126.70 98.67 142.35 29 48 19 48 21 49 156.18 118.15 163.84 3 53 I I 28) 8.89 (I 09) 0 44 (3 24) 10 49 0.09 I I 18) 3.07 (123) 3 98 (0 21) 0.10 15.79 (1.88) 8.45 171.97 116.27 172.29 144.37 101.29 140.32 11.81 16.87 23.52 14.92 (1.58) 8.73 0.87 (0.30) (0.28) 159.29 99.71 149.05 12.68 16.57 23.24 5 13 373 5 16 5.11 3.71 4.94	Quarter ended 31-Der-2I 31-Mar-21 (Unaudited) (Audited)		Year 31-Mar-22 (Audited)
			2.1 &I 3& 2).\lL!7 I 2 53 8 90 l,IYJ.Yt l,l47.I) 1,198.02 1,273.69 255 20 166.62 (5126) (35.96) 295.35 296.51 12 67 15 11 94.19 107.15 248 75 135 82 2,052.92 2,058.94 140.99 188.23 I 73 140.99 189.96 35 53 46 43 6.78 1.18 42.31 47.61 98.67 142.35 19 48 21 49 118.15 163.84 I I 28) 8.89 0 44 (3 24) 0.09 I I 18) (123) 3 98 0.10 (1.88) 8.45 116.27 172.29 101.29 140.32 16.87 23.52 (1.58) 8.73 (0.30) (0.28) 99.71 149.05 16.57 23.24 373 5 16 3.71 4.94	8J IJ uu 62 94 l,jJ:.y,i '1.3-17 89 1,005 31 (81.20) 1,206.51 62_32_ 391.75 949 10 7,881.68 494.26 494.26 159_25_ ( 12.47) 146.78 347.48 65 16 412.64 (0 I I 0 19 13 95 (I 701 0 09 22.42 435.06 355.80 56.84 22.19 0.23 377.99 57.07 57 12 3.381.33 12.64 12.59

:'I INDA INDllSRIES LIMITED

Consolidated Balance Sheet as at March 31, 2022

: INDA INDllSRIES LIMITED Consolidated Balance Sheet as at March 31, 2022
	(Rs i11_ Crore
Particulars ASSETS I. Non-current assets Property. plant and equipment Right-of-use assets Capital work-in-progress Goodwill Other intangible assets Intangible assets under development Investment in associates and joint ventures Financial Assets (i) Other financial assets Deferred tax assets Other 11011-cuITent assets Non-current taxassets	As at 3 l-:lar-2022 As at 31-Mar-2021 (Audited) (Audited)
	2,(152 71 2,()50 65 183.16 174.93 335.26 111.94 284.03 281.72 284.78 289.47 11_2(, _22.36
	594 .62 528.61 - 25.96 31.96 33.82 12.!7 38.69 39.27 31.47 26.17
Total non-current assets	3,875.76 3,568.55
2. Current Assets Inventories Financial Assets	1,046.43 750.56 -
( i) Investments (ii) Trade receivables (iii) Cash and cash equivalents (iv) Bank balance other than (iii) above (v) Other fnancial assets Othercurrent assets		12.09 1.56 1376.65 1,198.82 202.27 205.61 31.93 32.57 46.17 30.22 240.39 202.01
Total current asset		2,955.93 2,421.35
TOT AL ASSETS		6,831.69 5,989.90
EQUITY AND LIABILITIES Equity Equity share capital Other eauitv		57.12 54.39 3.3813 3 2.20218
Eauity attributable to owners of theCompany		3,43845 2.256.57
Non-controllinginterest		326.30 306.45
Total Equity		3,764.75 2,563.02
LIABILITIES I. Non-current liabilities Financial Liabilities (i) Borrowings (ii) Lease liabilities (iii) Other fnancial liabilities Provisions Defrred tax liabilities Oh libilii		374.70 539.12 11 IOI 90.55 33.35 16.24 85.10 135.07 62.44 42.l0 5811 7333
ter non current ates	. .
Total- Non current liabilities	724.71 896.71
2. Current Liabilities
Contract liabilities 116.29 48.01 Financial Liabilities (i) Borrowings 441.18 313.78 (ii) Lease liabilities 16.90 20.16 (iii) Trade payables - (a) Total outstanding dues of micro & small enterprises 179.10 181.68 (b) Total outstanding dues of creditors other than micro & small enterprises 1,232 58 I.I 08 I I (iv) Other fnancial liabilities 177.29 756.51 Current tax liabilities 27.57 - Other cuJTent liabilities 86.83 62.88 Provisions 64.49 39 04
Total current liabilities 2,342.23 2,530.17
Total Equitv and Liabilities 6,831.69 5,989.90

Min Con (All Cl� A B C	da Industries Limited ,olidatetl �tatemenl of Ca�h Finn for the yea1· ended 31 Mai-ch 2022 amounts in lmlian f lTOl'\'S, unless olhern isl ,tatc1I) :- L7-'81JtOLl 1l'J2PLCO=U333 C1sh fow� from 011cr,11ing acthitic� : Pwfi1 bcfo1,w,: Adjustments In rcronrilc profit before ta,to net cash fow� Dcpnxiation and amorosation expense Interest in.,m1e on \Ja11k deposits and others L1ab1h11c. / prons1ous no tonger rcqmrcd \ nuen back Emplo�cc stock option c,pcnsc Amort1satmn of lO\ cmcmut �rants Fman.:ecosls llnH•alilfd fm,'i)',n ,:--.:r:h:m.r,: l0ii l{�ain) OICI) Prm·i'h")ll fnr imp;nmwul of 1rarlr- n-r1\·ahlr- and nth<'f :1�,,1� prw1d,d fc,r, (11 ril!cn b;d·) Ch:mgc in financial assds mcasmcd at fair \aluc thrnugl1 profit and loss U,1111 ou diiwcJ d1�pu�al ul 111!i1c�! 111 a.soc1aic company l'rollt on s;ilc ol ourent 11n1slmwt Ne! loss_I_{profit) on sale ofpropeny, plant and eqmpment Operating Prfit before worl.ing capital change lfowment in working ca11ital {Incrase)/ Dccn::1sc in in\entoncs (Increse)/ Derease m trddc rccciYablcs (Tncrc.ascJ/ Decrease in fi11;rc1al assets (Increse)/ ODrcasc in other non-financial assets lncreasd (Decrease) in trade pa�ablcs !ncica.d (Du:re<l5c) in other financial liabiliucs Incrcasc/(D-.crcasc) m other liabtlitics tncrcasc/ (Decrease) in provisions Cash generated from operations ln.ome ta': paid (net of refund) Ncl Ca�h fmn from OJlcrating acti\·itic� (A) Cash fows from inn-sting artivitics Pa� men! fm p1m.:h.1sc of imcrct III assoc1at.s a11dJ01lll \ cmurc Proceed l1pa) ment) on chaugc in other Hl\·ctmcut Pun.hasc of prop.:ny. p!am and equipment and lnt;m_�iblc assets Proceeds from sale of prop.rty. plant and cquipmcm and inta11g1\Jlc assets Acquisti,:m of subsidiares from om side 1hc group ScLLlcmcnL vf purchase com1dcr1tion Dh·idcnd from Joint , cmurc and a:�sociatcs Interest n- 1,·ed on bank dcposils lnn::tmcnt in fixed deposit 111awrcJ:< 111,1dc) Net cash uscll in inve�ting acth·iti� (B) Ca.h fuw� from financing acfr.-itics Procees from issue of cqmty &hare capHal Pmcc<l from sccnmies premmm on issue of shares under Rights [ssnc Scctuitics pn:mitun on iSuc of cquit\ sh.arcs under under quahficd 111stitut1onal pbcemcnmct of share issue c'\pscnscs Pa� ment on rcdemp1ion of 0 lll0< Non-coiwertiblc redeemable Preference Shares Dislribution of di\ idcnd to 11011..ontrolling intc1cst Payment on ,icquim1011 of 11on�conlmll1ng interest Proceeds from/ (r.:1i-1ymcut of) shof tem1lonowings /net) Rcpa� melll of !011g tcnn bort0wmgs Pro:cc,Js fior long lcnn bono\ing ln!CfCSl paid on bOITO\ings Payment of mtcrcst po1tion of lcase liab11it1c Pay111cnt of principal ponion of lease liab1liuc Payment of div1dcud Net cash u1ctl in financin� �cti,itics (CJ Not Inorou1a1/(ticcrcunc) in rn�h 1md ta�h cquh·4Jrt.1(A I II I Cl Ef fect� or C':changc rate change on cash and cish cqui\alcnts Cash and ca�h CtJUi\'alcnts as at closing Notes I The al0\C (';.1,h flow statc111c111 h,15 been prep;ned 1mder the "lndmxt t\kthod" as sci 0111 m Indian Accountmg Standa 2 ComJ)oncnts of cash and cash c,1uhalcnh Cash and cash cquivalcnts Balance with banks In current_I_cash credit ac.ums Deposits nith a miginal matmity of 11.�s tlmn thrc. months Cash on hand Cash and cash cquh,tlcnts at thl cml of lhc :,car The notes referred lo aboH fonn an integ1al part of the s1andlone financial statements	For the ye.u· cntlcd JI ;larch 2022 ,'JI 75 117.55) r217) 2:'U(, (IKi,?) (1212 -' n� no:n (2.52) {9 8') (2.95) (8.2(1) 912.82 (29S.87J (]77 29) (9.17) (1U,9J 121.89 (75.91) 8J.71 (8.1,J) Sl9.86 (136.98) 382.88 (1118) { I0.00) {5"77.67) 12 67 (1..71) {115.0ll) D.18 5 90 (iJ.(14) Fur the,car cndctl JI March 2021 n;r (:".8.) (121) 1.05 14.10) 2 50 763.38 (141.04) (q(l 17) 5.90 (-'1.12) 11.i.02 (10.12) (1111) 28.19 -'29.71 /87.(l{l) 342.71 27 n8 (29).f5) I0.97
		(360.97)
		1')4 688.0C, (212 14) 127.40 (21J7 91J 133.-'9 (5411) (7-'2) (Hl.72) (37.JI)) 12 29 218.40 (52.00J (2011.92) ((J7.78) (6.53) (20.92) fl86I)
		311.00 1.43 202.27 (-0.24) 0.44 2115.61 rd-?. "Statement of Cash Flo\,s" [(;r,.4(i H.J4 I '7 202.27 l.'J-'7 45.40 0.74 20f.61

Notes on audited consolidated financial results:

1) These consolidated financial results of the Holding Company have been prepared in accordance with the Indian Accounting Standards (Ind AS) as prescribed under Section 133 of the Companies Act 2013 read with Rule 3 of the Companies (Indian Accounting Standard) rules, 2015 and including regrouping in previous period in line with Schedule III (Division II) to the Companies Act 2013 and relevant amendments thereafter. The said financial results represents the results of Minda Industries Limited ("! Iolding Company") and its subsidiaries (the Holding Company and its subsidiaries together referred to as "the Group"), its associates and joint ventures for the quarter ended March 31, 2022 and for the year ended March 31, 2022.
2) The above audited consolidated financial results for the quarter and year ended 31 March 2022 have been reviewed by the Audit Committee and approved by the Board of Directors at their meetings held on 24 May 2022. These results have been subjected to audit by the statutory auditors of the Holding Company under regulation 33 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015. The auditors have expressed an unmodified report on the above results.
3) During the quai1er, the group has:
a. Additional investment of Rs.1.79 crores in YA Auto Industries, a partnership firm resulting in increase in holding from 51 % to 87.50%.
b. Additional investment of Rs.3.63 crores in Auto Components, a partnership firm resulting in increase in holding from 48.90% stake to 95.00%.
c. Additional investment of Rs.61.20 crores in Minda Kosei Aluminum Wheel Private Limited, a pai1nership firm resulting in increase in holding from 70% stake to 77.35%.
d. Acquired 87.50% stake in Samaira Engineering, a partnership firm by making an investment of Rs. 8.88 crores.
e. Acquired 87.50% stake in S M Auto Industries, a partnership firm by making an investment of Rs. 3.21 crores.
f. Merger of one of the subsidiary company, namely, !SYS RTS GmbH with one of the step down subsidiary company Uno Minda Europe GmbH (formerly known as 'Minda Delvis GmbH')
electrical parts and its accessories. Accordingly, there is no separate reportable segment as per Ind AS 108 - Operating Segments.
4) The Group is engaged in the business of manufacturing of auto components including auto
5) Exceptional items for the year ended March 31, 2022 and March 31, 2021 represents Gain on dilution of stake in a joint venture of Rs.9.83 crores and Gain on loss of control of subsidiary companies amounting to Rs.1.73 crores respectively.
6) The Board of directors of the Holding Company in its meeting held on 6 February 2020, accorded its consent for the scheme of amalgamation of Minda I Connect Private Limited (Transferor Company) with Minda Industries Limited (Transferee Company) subject to necessary approvals of shareholders, Creditors and other approvals and sanctions by the National Company Law Tribunal (NCL T), New Delhi. The requisite accounting will be done post receipt of NCLT approval.

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7[)][The Holding Company has made an assessment of the impact of the continuing COVID-19] pandemic on its current and future operations, Ii4uidity position, and cash flow giving due consideration to internal and external factors. The Company is continuously monitoring the situation and does not foresee any significant impact on its operations and financial position as at March 31, 2022. The Company will continue to closely observe the evolving scenario.
8) The Board of directors at their meeting held today has considered and recommended :
a. a final dividend of Rs.I per equity share (nominal value of Rs. 2 per share) for the financial year ended March 31, 2022. Final dividend is subject to approval of shareholders.
b. a dividend of Rs. 0.01 per 0.0 I% non-convertible redeemable preference share ( nominal value of Rs. 100 per share) for the financial year ended March 31, 2022.
c. Bonus issue of 1 (One) equity share of Rs.2 each for every 1 (One) equity shares of Rs.2 each held by shareholders of the Company on the record date.
9) The Statement includes the results for the quarter ended March 31, 2022 being the balancing figures between the audited figures in respect of the full financial year ended March 31, 2022 and the published unaudited year-to-date figures up to the end of the third quarter of the current financial year, which were subjected to a limited review by us, as required under the Listing Regulations.

Place: Gurugram, Haryana Date: 24 May 2022

For and on behalf of the Board of Minda Industries Limited Chairman & Managing Director 4F¾

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5.R. BA1 Bo1 & Co. i_LP Chartered Accountant$

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Independent Auditor's Report on !he Quarterly and Year to Date Consolidated Financial Results of the Company Pursuant lo !he Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, as amended

To

The Hoard of Directors of ,\1inda Industries Limited

Report on the audit of the Consolidated Financial Results

Opinion

We have audited the accompanying statement of quarterly and year to date consolidated financial results of Minda Industries Limited ("Holding Company") and its subsidiaries (the Hoiding Company and its subsidiaries together referTed to as "the Group"), its associates and joint ventures for the quarter ended March 31, 2022 and for the year ended March 3 l, 2022 (''Statem;;nf'), atrnched herewith, being submitted by the Holding Company pursuant to the requirement of Regulation 33 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 20 l 5, as amended ("Listing Rcgu lat ions")

ln our opinion and to the best of our information and according to the explanations given to us and based on the consideration of the reports of the other auditors on separate audited financial statements of the subsidiaries / associates I joint ventures, the Statement:

i. includes the results of the entities listed in Annexure I:
ii. are presented in accordance with the requirements oftbe Listing Regulations in this regard; and
iii. gives a true and fair view in conformity with the applicable accounting standards, and other accounting principles generally accepted in India, of the consolidated net profit and other comprehensive income and other financial information of the Group for the quarter ended !'vlarch 3 l, 2022 and for the year ended March 3 l, 2022.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs), as specified under Section l 43( l 0) of the Companies Act, 2013, as amended (''the Act"). Our responsibilities under those Standards are further described in the "Auditor's Responsibilities for the Audit of the Consolidated Financial Results" section of our report We arc independent ofthe Group. its associates andjoinr ventures in accordance with the 'Code ofEihics' issued by the Jnstiwtc of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thcrew1der, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence ohtnined by us and other auditors in ierms of their reports reforred to in "Other ,\fatter" paragraph below, is sufficient and appropriate to provide a basis for our opinion.

Management's Responsibilities for the Consolidated Financial Results

The Statement has been prepared on the basis of the consolidated annuai financial statements. The Holding Company's Board of Directors are responsible for the preparation and presentation of the Statement that give a true and fair view of the nel profit and other comprehensive income and other financiai informa1ion of the Group including its associates and roint ventures in accordance with the applicable accounting standard� pncscTibed under section 133 of ,he Act read with relevant ruks issued thereunder and other accounring principles generall: accepted in India and in compliance with Regulation 33 of the Listing Regu!ations. The respective Board of I)frectors or the companies included tn the Group and nr jrs assocja1cs and _joint ventures are responsibh� for :;iaintenance of �hi�qu�Ht" a�courning records ln accordanc,-: Vlith the provisions ofth1: .Ac1 for safegudrding or the assets of the Group and its associa1e� and joint ven1urcs and for pr:..."\en.ting and detcr1ing fraud:: and other !rreguL1rities: selecti;)n and application of appropriate ac,,·nun11ng I)olicies: rnaL1ng ju[1 ] are reasonabie and :o�·ucient: and 1h,· design� irnpien1enu.nj1J(! anC rna1ntenance of 1u! �:nanc�al co1;1rols� :hat \vere operaring ef[f] ectlvely ior ensuring the accuracy and compreten - 1g records� relevant to the prepan.n!on and presentation of the Shnen1en1 :hat give a true an - free �'rem

·. �

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material m;sstutement, whether dt:e 10 fraud or error. which have been usec for the puqJose or preparation of the Statemeni U:c [hectors of the Holding Company, as aforesa;d.

!i, preparing the S1::11emen1. 111;- respective Board tif Directors of th-: companies inciuded in the Group and of its associatt, and joint ventures are responsible for assessing the ability of the Group and of its associates and joint ventures to continue a� a going concern, disclosing, as applicable_ matters related to going concern and u,ing the going concern basis of accounting unless the respective Board of Directors either inwnds to liquidate th(.;'. Group or to cease operations, or has no reali.,tic alternative but to do so.

The respective Board of Directors of tli,; companies included in the Group and of its associates and joint ventures c:1re also responsible for overseeing the financial rerorting process of the Group and of its associates and joint ventures.

Auditor's Responsibilities for the Audit of the Consolidated financial Results

Our objectives are to obtain reasonable assurance about whether the Statement as a whole is free from materiai misstc ement, whether due to fraud or error, and lo issue an auditor's report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a gtrnrantee that an audit conducted in accordance with SAs will alwa)s detect a material misstatement when it e.\ists. Misstatements can arise from fraud or error and are considered material if. individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the Statement

As pan of an audit in accordance with SAs, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

ldentif)' and assess the risks of material misstatement of the Statement, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is highcr than for one resulting from error, as fraud may involve coHusion, forgery, intcnritmal omissions, misrepn>cnrntions, or the override of internal control.
" Obtain an understanding of internal control reievanr to the audit in order to design audit procedures that arc appropriate m the circumstances. Under Section l 43(3)1)) of the Act, we are also responsible for expressing our opinion on whether the company has adequate inremal financial contro!s wiih reference to financial statements in place and the operating effectiveness of such cont.ro!s.
" 1: valuate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disc!osures made by the Board of Directors.
" Conclude •,m the appropriateness of the Board of Directors' use of the going concern basis of accounting and_ based on lhe audit evidence obtained, whether a material uncenaimy exists related to events or conditions that may cast significant doubt on the ability of the Group and ils associates and joint 1;entures to continue as a going concern. lf we conciudc that a material uncertainty exists, we are required to draw attention in our auditor's report to !he related disclosures in the S1a1ement or, if such disclosures are inadequate, to nrndi1:,. our opinion. Our conclusions are based on the audit evidence obtained up to the date uf our auditor's report. However, future events or conditions muy cause the Group and ib associates and .ioint vemures w cease to continue a, a going concern.
" Evaluate the overall presentation. structure and content of the Statement, including the disclosures. and whether the Statement represent the underlying transactions and events in a manner tlM1 achieves fair pre�i;!ntat ion.
" Obtain sufficient appropriate audit evidence regarding. the financial results/financial information of the entities within the Group and its associates and joint venlures of which we are the independent auditors, to express an opinion on the St:JlL:!llt::nL We are responsibfe forthc direction, supcrvi,.ion and performance of the audit of the financi,d information of such entities included in ,he Staterncnt ,)f which \Ve are the aud?tnrs. such other audi ,,1rs:. :·l�;r[1 ] Jin responsi:·,/,_� :or :he din.:ction-; supervision :n--1d ner!()nnance of 1he auJiL� 1��urr}ed out l[1] y thern \Ve ren1air: soicly respons!h.k- rJr ou� audit opiniur.

0 1 0 1 < i � \� ;;,'�;i : �1�/ ,') �\ �i�,� !,: :�:;�f . :\ ,,�•:'�e��\;c��t::i�:� \��'.� i :;�:��i[)] �? Jim•c:,,. :irn1ng of the audi1 ar.C s:gn1ficant aud�1 l�ndings. inc;uc r:g 2c1y significant det1 ider.tlfy during our aud�r. \Ve aiso ?)rovlde :l:ose chargeC \·Ith gt)Ve:·nance \v::i~:,

entries :ncluded nned scope and control that vve t.: 1ave con1piied

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require1nen1s regarding independence� and ·:o cornrnur:ica1e \V'.th rhen1 a;: relationships und other n,ab.:rs that may reasonably be ihought to bear on our independence, and where appli..:able, related

We also procedures in accordance with the Circular \lo. ClR/CFD/CMD l /44/20 l 9 da1ed March 29, 2019 issued by the Securities Exchange Hoard of India under Regulation 33 (8) of the Listing Regulations, 10 the extent applicable.

Other Matter

The accompanying Statement includes the financial statements /financial information of:

,. 25 subsidiaries, whose financial statements include rota! assets of Rs. l 792.08 crores as al March 3 l, 2022, total revenues of Rs.840.48 crores and Rs.2,704.00 crores, total net profit/(loss) after tax of Rs. l l .70 crores and Rs. 72.98 cn)res, to1al comprehensive income of Rs. l 3.30 crores and Rs. 22.28 crores, for the quarter and the year ended on !hat date and net cash inflows of Rs. 5.60 crnres for the year endc:d \larch 31. 2022, as considered in the' Statement which have been audited their respective independent auditors.
" 5 associates and 6 join! ventures, whose financial statements include Group's share of net profo of Rs. l .73 crores and Rs. 21.67 crores and Group's share of total comprehensive income of Rs. 14 .15 crores and Rs. 22.05 crores for the quarter and for the year ended March 31, 2022 rc:spectively, as considcred in the Statement whose financial statements, other financial infonnation have been audited by their respective independen1 auditors.

The independt:nt auditor's report on the financial statements/financial information of these entities have been furnished to us b: the Management and our opinion on the Statement in so far as it relates to the amounts and disclosures included in respect of these subsidiaries, joint ventures and associates is based solely on the reports of such auditors and the procedures performed by us as stated in paragraph above.

Certain of these suhsidiaries/associates/ joint ventures are located outside [ndia whose financial statements and other Jinancial informal.ion have been prepared in accordance with the accounting principles generally accepted in their respective countries and which have been audited other auditors under generally accepted auditing standards; app!icabie in their respective countries. The Holding Company's management has comerted the financiai statements of such subsidiaries/associates/ joint ventures located outside India from accounting principles generally accepted in their respective countries to accounting principles generall::, accepted in India. We have audited the\e conversion adjustments made by the Holding Company's managemem. Our opinion in so far as it relates to the balances and 1ffairs of such subsidiaries/associate:;/ joint ventures lci-:ated outside lndia is based on the report of other auditors and the conversion adjustments prepared by the management of the Holding Company and audited by us.

The accompanying Statement includes unaudited financial statements and other unaudited financial information in respect of

0 joint venture, whose financial statements includes the Group's share of net of Rs. 0.37 erores and Rs 0.24 crores and Group's share of total comprehensive income of Rs. 0.37 crores and Rs. 0.22 crores for the quarter and for the vear ended MJrch 3 l, 2022 respectively, as considered the Statement whose financial statements and uthcr financial information have not been audited their auditor.

These unaudited financial statements/ financial information have been approved and fornish,2d 10 us the vlanagemcnt and our opinion on th,: Statement, in so for as it relates to the amounts and disclosures includd in respect ofthese subsidiaries,joint ventures and associaies, is based solely on such unaudited financial stakments/ financial information. In our opinion and 1ccording to the inl�,rmation and explanations given to us b) the \fanagement, these financial stmements/ financial information are not material to the Group.

Our opinion on the Statement is not modified in respect of the above matters with respect to our reliance on the \York Jone and the :eports of the other auditors and the rinanclal Statements/financ1a1 IritOnnation certified by :he ;v1anagen1cnt.

T'.1e cotr:para�ive :Ir:anc;a: :nJ)r :atio� of the Group. its associates a;1t for �he year endeO �v1ard-· 3:. 202 ·. Included in :hest con sol id·· oredecessor awditor \vho exr,resseC an un1n0Cil1ed opinion on those , -, .:; • .Lv ..-..1'\/ _. .

for the corresponding quarter the nc}a; infoc-nat1on on June

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The Statcmem j,,ciudes lhe results for the qumer ended '.vlarch 3 l, 2022 :Jeing the balancing ligures between tne audiled figures in respect of the full financial year ended March 3 l, 2022 and the published unaudited year-to date figures up to the end of the third quarter of the current financial year, which were subjected to a limited review by us, as required under the Listing Regulations.

For S.R. BATUBOI & Cn. LU' Chartered Account,rnb lCAI Firm registration number: 30I003E/E30000S I[i ][1 ][toJ ][\"-t][V:..') ] per Vikas Mehra Partner Membership '.\lo.: 094421 Place: New Delhi Date: 2..., h o,y 202 ,__ l.iDIN:22.6944 2 i t-.TM

Annexure

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A. List of Subsidiaries

Name of Company Type Holding Company V!inda Kyoraku Limited Subsidiary \1inda lndustries Limited	Name of Company Type Holding Company V!inda Kyoraku Limited Subsidiary \1inda lndustries Limited	Name of Company Type Holding Company V!inda Kyoraku Limited Subsidiary \1inda lndustries Limited	Name of Company Type Holding Company V!inda Kyoraku Limited Subsidiary \1inda lndustries Limited
Minda Kosei Aluminium Wheel Private Limited Subsidiary Vinda Industries Limited \1inda Storage Batteries Private Limited i Subsidiary \tinda lndustTies Limited -------------------------- ------------ YA Auto lndustries (partnership fim1) Minda Katolec Electronics Services Private Limited Subsidiary Vinda Industries Limited Subsidiar \1inda lndustries Limited
Mindarika Private Limited Subsidiary V!inda lndustries Limited
1Harita Fehrer Limited Subsidiary Minda Industries Limited
MI T r· a I d' P . te l~~.~~ 0 IC nlanva ,Im He d u I lry i			II l M'nda Industr'es Limited
MITII. Polymer Private Limited		Step down subsidiary	MI Torica India Private Limited
Global Mazinkert S.L. Subsidiary			Minda Industries Limited
Clarton Hom, Spam Clarton Hor Marco SRL, Morocco :tep down subsidiary ~~" '' ~~ ~~'~~ C1iooa, Mazmkert S.L. Step down subsidiary Clarton Hom, Spain
Clarton Hom Signalhoustic GmBH. Clarion Hom S. De R.L. De C.V., Mexico ' Step down subsidiary 1Clarion Hor. Spain. Step down subsidiary , Clarton Hor, Spain.
	De C.V., Mexico Step down subsidiary , Clarton Hor, Spain.
Light & Systems Technical Centre. S.L. Spain Step down subsidiary Global Mazinkert S.L.
PT \1inda Asean Automotive PT Minda Trading Sam Global Pte Ltd. \1inda lndu�tries Vietnam Company Limited ' Subsidiary Minda lndustries Limited Step down subsidiary PT Minda Asean Automotive Subsidiary Minda industries Umi1ed Step down subsidiary Sam Global Pte Ltd.
\1inda Korea Co LLd Lno Ylinda Europe GmbH (formerly known as Minda Delvis Gmbl-) · no \1 inda SysteL1s Deivis Producls Step down subsidiary Sam Global Pte Ltd. Sten down subsidiary Sam Global Pte Ltd. Lno \inca

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Creal GVl3il (formerly known as Delvis So:urions	Sten down subsidiary	Lno inda Lurope GmhH (fnner:y known as Minda I)c1vis cJmtf
uno \1inda EV systems Private Limited	Subsidiary	\1inda Industries Limited
___ __ _ _____- ----------� Uno \1inda Auto systems Private Limited Subsidiary Vnda Industries Limited
Samaira l.ngineering (Partnership Firm)	Subsidiary	Minda lndustries Limited
----·-··~·-- ----- ------- ----------- -- ------- S.M. Auto Industries (Partnership finn) Subsidiary Minda lndustries Limited
Auto Component (Partnership firm)	Subsidiary	\inda lndustries Limited

B. List of Joint Ventures and Associates

List of Joint Ventures and Associates	List of Joint Ventures and Associates	List of Joint Ventures and Associates
-·------- ----------------------�---- • Type 'ame of Company			-------
	Minda Westport Technologies Limited	Joint Venture
	Roki Mind1 Co Private Limited J · Joint Venture		!
	Minda NexGenTech Limited	Associate
	Kosei Minda Aluminium Company Private Limited	Associate
! - ---
	Yogendra Engineering (partnership tirm)	Associate
	TIT DAPS Private Limited	Joint Venture
	'1inda Onkyo India Private Limited	Joint Venture
	Denso Ten \1inda India Private Limited	• Joint Venture
	\'inda D-Ten lndia Private Limited	· Joint Venture
	Rinder Riduco. S.A.S. Columbia	· Joint Venture
	Toyoda Gosei Minda india Private Limited	: Joint Venture
	Toyoda Gosei South lndia Private Limited	Subsidiar of	Joint Venture
	Kosei 'inda Mould Private Limited	Join1 Venture
	Vlinda TG Rubber Private L}mjted	Joint Venture
		Join, Venture
	Strongsu: Renewab1es ?rlva1c L1m�1ed	Associate

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Ref. N o. Z-IV/R-39/D-2/NSE/207 & 174 Date :24/05/2022

National Stock Exchange of India Ltd. Listing Deptt., Exchange Plaza, Randra Kurla Complex, Bandra (E), Mumbai - 400 051	BSE Ltd. Regd. Office: Floor - 25, Phiroze Jeejeebhoy Towers, Dalal Street, Mumhai-400 001.
NSE Scrip: MJNDAJND	HSE Scrip: 532539

- Sub: Declaration fr Audit Report(s) with unmodified opinion

Ref: - Regulation 33(3) (d) ofSEBI (LODR) Regulations, 2015

Dear Sirs,

Pursuant to Regulation 33(3) (d) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

DECLARATION is hereby given that the Statutory Auditors' Report on the Annual Standalone Audited Financial Results and Annual Consolidated Audited Financial Results for the Financial Year ended 31 March 2022 do not contain any qualifications, reservations or adverse remarks. Audit Report for the said period carry with unmodified opinion.

For and on behalf Board Minda ?{.the . ru•ry �-\ � NirmalK.M� Chairman & Managing Director

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MINDA INDUSTRIES LTD. (Corporate) Village Nawada Fatehpur, P.O. Sikanderpur Badda, Manesar, Dist!. Gurgaon, Haryana - 122004, INDIA. T: +91 124 2290427 /28, 2290693/94/96 Fax: +91 124 2290676/95, Email - [email protected], www.unominda.com, Regd. Office : B-64/1, Wazirpur Industrial Area, Delhi-110052, CIN : L7 4899DL l 992PLC050333

Annexure -II

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		Annexure -II
S.No.	Particulars	Details
1	Whether Bonus is out of free reserves created out of profits or share premium account.	The Bonus Equity Shares will be issued out of free reserves, available as at March 31, 2022.
2	Bonus ratio	1 (one) equity share of Rs. 2 each fully paid up for every l{one) existing equity share of Rs. 2 each fully paid up as on the record date.
3 Details of share capital - pre and post Pre-Bonus paid up share capital as on 24 bonus issue May, 2022 is Rs. 57,12,40,882.00 divided into 28,56,20,441 equity shares of Rs. 2 each. Post-Bonus paid up share capital would be Rs.114,24,81, 764.00 divided into 57,12,40,882 equity shares of Rs. 2 each.
4 Free reserves and/ or share premium Rs. 57.12 Crores required for implementing the bonus issue.
5	Free reserves and/ or share premium As on 31 March, 2022, the free reserves available for capitalization and the date and securities premium is Rs. 2517.57 as on which such balance is available Crores.
6	Whether the aforesaid figures are Yes, the figures provided in the item No. 5 audited above are audited.
7	Estimated date by which such bonus Within two months from the date of shares would be credited/dispatched Board approval i.e. 23 July,2022.

Annexure - Ill

Annexure - Ill	Annexure - Ill	Annexure - Ill
Sr. Details of events that need to be provided No.
a) Name of the target entity, details in brief such as size, turnover etc.;		i) Name of the target entity: Tokai Rika Minda India Private Limited ii) Brief Details: The target entity is engaged in the business of manufacturing of automotive products. iii) Turnoverduringlast3years (In Rupees): FY 2021-22 6,49,44,42,702/- FY 2020-21 5,296,840,325/- FY 2019-20 6,001,115,269/-
b) Whether the acquisition would fall within related party transaction(s) and whether the promoter/ promoter group/ group companies have any interest in the entity being acquired? If yes, nature of interest and details		Yes, the acquisition flls within a related party transaction.
thereof and whether the same is done at 11arms-length";
c) Industry to which the entity being Auto Components acquiredbelongs;
d)	Objects and effects of acquisition MIL being the existing shareholder of the target (including but not limited to, disclosure ofentity, MIL proposes to subscribe fr the Rights reasons for acquisition of target entity, ifIssue Offer to be made by the Target Entity and its business is outside the main line ofPost-acquisition, MIL stake in Tokai Rika Minda business of the listed entity); India Private Limited (target entity) will remain samei.e. 30%.
e)	Brief details of any governmental or regulatory approvals required for the acquisition;	N.A.
f)	Indicative time period for completion of the acquisition;	During the calendar Year 2022
g)	Nature of consideration - whether cash Cash consideration or share swap and details of the same;
h)	Cost of acquisition or the price at which Total investment will be up to Rs.25 Crore
the shares are acquired; (Rupees TwentyFive Crore Only)
i) Percentage of shareholding/control Post-acquisition, MIL stake in Tokai Rika Minda acquired and/or number of shares India Private Limited will remain same i.e. 30% acquired;

j) Brief background about the entity 1) Brief Background: (TRMN Background) acquired in terms of products/line of business acquired, date of incorporation, Tokai Rika Minda India Private Limited is a history of last 3 years turnover, country in joint venture between Tokai Rika Co., Ltd, which the acquired entity has presence Japan (70%) and Minda Industries Limited (30%), having its state of and any other significant information (in manufacturing facility situated in Dobaspet, brief);

Tokai Rika Minda India Private Limited is a joint venture between Tokai Rika Co., Ltd, Japan (70%) and Minda Industries Limited (30%), having its state of the art manufacturing facility situated in Dobaspet, Bengaluru Rural. Producing Safety and Security Systems, Electronic Components and Automotive Switches, rn1mely Key Sets., Seat Delts, Switches (Pmts & Accessories), Shifl Lever, Immobilisers etc., The Company is having warehouse-cum Branch office in two locations (1) Patli, Gurugram Haryana and (2) Vithalapur, Ahmedabad District Gujarat.

	Automotive Switches, rn1mely Key Sets.Seat Delts, Switches(Pmts& Accessories), Shif Lever, Immobilisers etc., The Company is having warehouse-cum Branch ofce in two locations (1) Patli, Gurugram Haryana and (2) Vithalapur, Ahmedabad District Gujarat.
2) 3)	Date of Incorporation: (TRMN date of incorporation): 11-Aug-2008 Turnover during last 3 years: (TRMN turnover)Amount in Rupees: FY 2021-22 6,49,44,42,702/- FY 2020-21 5,296,840,325/- FY 2019-20 6,001,115,269/-
	FY 2021-22 6,49,44,42,702/-
	FY 2020-21 5,296,840,325/-
	FY 2019-20 6,001,115,269/-

ANNEXURE -IV

a) Nature of the entity (ies) forming part of the amalgamation/ merger, details in brief such as size, turnover etc.: -

ture of the entity (ies) forming part of the amalgamation/ merger, details brief such as size, turnover etc.: -	ture of the entity (ies) forming part of the amalgamation/ merger, details brief such as size, turnover etc.: -	ture of the entity (ies) forming part of the amalgamation/ merger, details brief such as size, turnover etc.: -	ture of the entity (ies) forming part of the amalgamation/ merger, details brief such as size, turnover etc.: -
(Rs. In Crores)
S.No.	Parties to the Scheme	Turnover (Net) (for the year ended � 1 March, ;;on	Networth (As on 31 March, 2022)
Transferor Companies
1	Harita Fehrer Limited	533.26	203.97
2	Minda Storage Batteries Limited Private	142.29	111.78
Transferee Company
5	Minda Industries Ltd.	5039.65	2656.10

b) Area of Business of the entities

Transferee Company

1) Minda Industries Ltd. (MIL

MIL is engaged in the manufacturer of automobile components, such as Switches, Sensors, Controllers, Actuators, Horns, Lightings, Fuel Cap, Seats etc.

Transferor Companies

2) Harita Fehrer Limited

Harita Fehrer engaged in manufacturing of Poly Urethane (PU) foam pads, two/three wheeler seats, PU composites, MCU and interior modules etc.

3) Minda Storage Batteries Private Limited

Minda Storage Batteries is engaged in the manufacturing of Batteries for two, four wheeler and industrial batteries in automotive sector.

the same is done at "Arm's Length"? c) Whether the transaction would fall within related party transactions? If Yes, whether

Proposed Scheme of Amalgamation is between wholly owned subsidiary companies and holding company. The proposed amalgamation shall not to be treated as a related party transaction in terms of General Circular No. 30/2014 dated 17 July, 2014, issued by the Ministry of Corporate Affairs. Further, pursuant to Regulation 23(5)(b) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the related party provisions are not applicable to the proposed Scheme.

d) Rational for the amalgamation / merger

1) RATIONAL, FOR THE AMALGAMATION OF HARITA FEHRER LIMITED, TRANSFEROR COMPANY (HFRL) WITH MINDA INDUSTRIES LIMITED, TRANSFEREE COMPANY (MIL):

i} HFRL is a wholly owned subsidiary Company of MIL engaged in manufacturing of PolyUrethane (PU) foam pads, two/three wheeler seats, PU composites, MCU and interior modules and some of its products such as PU foam are required for manufacture of seats by Seating division of MIL hence, consolidation of HFRL by way of proposed amalgamation would lead to avail synergy's benefit like smooth functioning and to manage the operations effectively, efficient utilization of capital and help to achieve a streamlined structure by eliminating multiple entities.
ii} The proposed amalgamation will lead to elimination of multiple administrative functions and record-keeping and enhance operational efficiencies, thus resulting in reduced compliance and administrative costs.
iii} The proposed amalgamation will lead to greater efficiency in fund management and deployment for the combined entity, and unfettered access to cash flows generated by the businesses which can be deployed more efficiently for funding growth opportunities to maximize Members' value.
iv} The Scheme shall be in the beneficial interest of the Members and Creditors of the each party of the Scheme and shall not be in any manner prejudicial to the interest of the concerned Members, creditors, employees and/ or any other person(s} whether interested or not.
v} The Scheme of Arrangement will result in the establishment of a larger company with large resources and a larger capital base and a greater capacity to raise funds for expansion, modernization and development of the businesses of the companies concerned.
vi} The Scheme would be beneficial to and in the best interest of the shareholders & creditors, if any, of HFRL and MIL. The Scheme shall not in any manner be prejudicial to the interests of concerned shareholders/ creditors and general public at large.

2) RATIONAL FOR DEMERGER OF DEMERGED UNDERTAKING OF MINDA STORAGE BATTERIES PRIVATE LIMITED (MSBPL) AND VESTING INTO MINDA INDUSTRIES LIMITED (MIL):

i} MSBPL is a wholly owned subsidiary of MIL and engaged in the business of manufacturing of batteries for two, four-wheeler and industrial batteries in automotive sector. The products of MSBPL are apart from supplies to other customers are also sold by Aftermarket division of MIL.
ii) The proposed scheme of demerger of domestic business of MSBPL and vesting into MIL shall result in the expanding the business of MIL in the growing markets of India, thereby creating greater value for the shareholders/stakeholders of MIL.
iii) The Combination of the Demerged Undertaking with MIL is a strategic fit for serving existing market and for catering to additional volume linked to new consumers as the products of MSBPL synergies well with the products of MIL.
iv) The proposed restructuring will lead to greater efficiency in fund management and deployment for the combined entity, and enhance competitive strength, achieve cost reduction and productivity gains by pooling the technologies and resources of the MSBPL and MIL thereby significantly contributing to the future growth and maximizing shareholders value.
v) The Scheme would be beneficial to and in the best interest of the shareholders & creditors, if any, of MSBPL and MIL. The Scheme shall not in any manner be prejudicial to the interests of concerned shareholders/ creditors and general public at large.

e) In case of cash consideration - amount or otherwise shall exchange ratio

Not applicable.

Since all the HFRL and MSBPL are wholly owned subsidiary companies of the Transferee Company, no new equity shares shall be issued.

f) Brief details of change in Shareholding Pattern (f any) of Listed Entity

Not applicable for the reason mentioned in point (e) above.

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Annexure-V

MINDA INDUSTRIES LTD.

Minda Industries Vietnam Co. Ltd., step down subsidiary plant in Hanoi, Vietnam to start manufacturing of lighting products.

S.No.	Particulars	Details
a)	Name of the product Date of Launch	Tail lamp, Blinkers & other 2w & 4w automotive lighting products The Project is expected to be commissioned by December, 2022
a)
b)	Category of the Products Automotive Lighting
c)	Whether caters to domestic _I_International Market international market
d)	Cost of the Project/ investment required Rs. 36.80 Crores
e)	Mode of financing Internal Accruals and Term Loans

Annexure-VI

MINDA INDUSTRIES LTD.

To expand Mindarika Private Ltd., subsidiary of the Company's plant Chennai.

To expand Mindarika Private Ltd., subsidiary of the Company's plant Chennai.	To expand Mindarika Private Ltd., subsidiary of the Company's plant Chennai.	To expand Mindarika Private Ltd., subsidiary of the Company's plant Chennai.
S.No. Details of events that need to be provided for Capacity addition a) Existing capacity; 85,00,000
b) Existing capacity utilization (%); 85%
c) Proposed capacity addition; 65,00,000
d) Period within which the proposed The Project is expected to be capacity is to be added; commissioned by January, 2023
e) Investment required;		Rs. 72.89 Cr. over a period of five years
f)	Mode of financing;	Internal Accruals
g)	Rationale.	Increase in customer demand

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UNO Minda Limited — Annual Report 2022

61248_rns_2022-05-24_f08e8e4a-d383-4621-84c5-bd826a1dd85c.pdf

Sub:-Outcome of the Board Meeting

Pursuant to Regulation 33 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, we are enclosing herewith the following statements, duly approved/signed (Annexure I): -

3) Issue of Bonus Shares

4) Raising of funds through issue of Debt Securities upto Rs.1000 Crores in one or more tranches

S} Approval for change of name of the company from Minda Industries Limited to UNO Minda Limited

6) Amendment to UNO Minda Employees Stock Option Scheme 2019

7) Postal Ballot Approval

8) Investment in equit shares of Tokai Rika Minda India Private Limited, Joint Venture Company.

9[)][Record date for Final Dividend and Bonus issue]

10) Draft Scheme of Arrangement of two wholly owned subsidiary companies with the Company

11) Board reviewed and approved the following Detailed Project Report(s):-

a) Minda Industries Vietnam Company Limited (MIVCL, Step Down Subsidiary of the Company for manufacturing of lighting products in its plant situated at Hanoi, Vietnam.

Ml'.'.D.\ INDUSTRIES LIMITED

STAT!c:M[NT OF STANllALONF. AUDITED ASSETS AND LIABILITIF.S AS AT MARCIi 31, 2022

Ml'.'IDA IND!lSTRIES LDIITED

Notes on audited standalone financial results:

Basis for Opinion

Management's Responsibilities for the Standalone Financial Results

For S.R. BATLrnrn & Co. LLP

Chartered Accountants

MINDA INDUSTRIES LIMITED

:'I INDA INDllSRIES LIMITED

Notes on audited consolidated financial results:

To

Opinion

Basis for Opinion

Management's Responsibilities for the Consolidated Financial Results

Other Matter

A. List of Subsidiaries

B. List of Joint Ventures and Associates

- Sub: Declaration fr Audit Report(s) with unmodified opinion

ANNEXURE -IV

a) Nature of the entity (ies) forming part of the amalgamation/ merger, details in brief such as size, turnover etc.: -

b) Area of Business of the entities

Transferee Company

1) Minda Industries Ltd. (MIL

Transferor Companies

2) Harita Fehrer Limited

3) Minda Storage Batteries Private Limited

the same is done at "Arm's Length"? c) Whether the transaction would fall within related party transactions? If Yes, whether

d) Rational for the amalgamation / merger

1) RATIONAL, FOR THE AMALGAMATION OF HARITA FEHRER LIMITED, TRANSFEROR COMPANY (HFRL) WITH MINDA INDUSTRIES LIMITED, TRANSFEREE COMPANY (MIL):

2) RATIONAL FOR DEMERGER OF DEMERGED UNDERTAKING OF MINDA STORAGE BATTERIES PRIVATE LIMITED (MSBPL) AND VESTING INTO MINDA INDUSTRIES LIMITED (MIL):

e) In case of cash consideration - amount or otherwise shall exchange ratio

f) Brief details of change in Shareholding Pattern (f any) of Listed Entity

MINDA INDUSTRIES LTD.

Annexure-VI

MINDA INDUSTRIES LTD.

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