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Ashok Leyland Ltd

BSE Code : 500477 | NSE Symbol : ASHOKLEY | ISIN:INE208A01029| SECTOR : Automobile |

NSE BSE
 
SMC down arrow

119.70

-1.55 (-1.28%) Volume 280564

30-Nov-2021 EOD

Prev. Close

121.25

Open Price

122.30

Bid Price (QTY)

0.00(0)

Offer Price (QTY)

119.70(6518)

 

Today’s High/Low 124.20 - 119.05

52 wk High/Low 153.50 - 87.25

Key Stats

MARKET CAP (RS CR) 35152.94
P/E 0
BOOK VALUE (RS) 21.9352509
DIV (%) 60
MARKET LOT 1
EPS (TTM) 0
PRICE/BOOK 5.4592491577108
DIV YIELD.(%) 0.5
FACE VALUE (RS) 1
DELIVERABLES (%) 26.71
4

News & Announcements

29-Nov-2021

Ashok Leyland Ltd - Ashok Leyland Limited - Change in Director(s)

24-Nov-2021

Ashok Leyland Ltd - Ashok Leyland Limited - Loss of Share Certificates

23-Nov-2021

Ashok Leyland Ltd falls around 1%

18-Nov-2021

Vehicle registrations in Oct falls 5.3% YoY: FADA data

01-Nov-2021

Ashok Leyland records 11% growth in Oct sales

26-Oct-2021

Ashok Leyland to hold board meeting

01-Oct-2021

Ashok Leyland Sep sales volume rise 14%

01-Sep-2021

Ashok Leyland records 48% growth in Aug sales volume

Corporate Actions

Bonus
Splits
Dividends
Rights
Capital Structure
Book Closure
Board Meeting
AGM
EGM
 

Financials

Income Statement

Standalone
Consolidated
 

Peers Comparsion

Select Company Name BSE Code NSE Symbol
Force Motors Ltd 500033 FORCEMOT
Mahindra Nissan Allwyn Ltd (Merged) 505182
Olectra Greentech Ltd 532439 OLECTRA
SML ISUZU Ltd 505192 SMLISUZU
Tata Motors Ltd 500570 TATAMOTORS
Tata Motors-DVR 570001 TATAMTRDVR

Share Holding

Category No. of shares Percentage
Total Foreign 513078085 17.48
Total Institutions 569352049 19.40
Total Govt Holding 2209470 0.08
Total Non Promoter Corporate Holding 14504114 0.49
Total Promoters 1500660261 51.12
Total Public & others 335830327 11.44
Total 2935527276 100
  • Total Foreign
  • Total Institutions
  • Total Govt Holding
  • Total Non Promoter Corporate Holding
  • Total Promoters
  • Total Public & others

About Ashok Leyland Ltd

Ashok Leyland Ltd is the 2nd largest manufacturer of commercial vehicles in India, the 4th largest manufacturer of buses in the world and the 12th largest manufacturer of trucks globally. The company's products include buses, trucks, engines, defense and special vehicles. From 18 seater to 82 seater double-decker buses, from 7.5 ton to 49 ton in haulage vehicles, from numerous special application vehicles to diesel engines for industrial, marine and genset applications, Ashok Leyland offers a range of products. The company is the flagship of the Hinduja Group. Headquartered in Chennai, India, Ashok Leyland's manufacturing footprint spreads across the globe with 9 plants; including one each at Great Britain and Ras Al Khaimah (UAE). The company's Joint Venture partners include John Deere (USA) for Construction Equipment, Continental AG (Germany) for Automotive Infotronics and the Alteams Group for the manufacture of high-press die-casting extruded aluminum components for the automotive and telecommunications sectors. Ashok Leyland Ltd was incorporated in the year 1948 with the name Ashok Motors. The company was set up in collaboration with Austin Motor Company, England for the assembly of Austin cars. In The year 1949, they commenced production at the factory situated at Ennore, south of Madras. Also, they rolled out the first indigenously assembled A40 Austin car. In the year 1950, the company made an agreement with Leyland, UK in which Ashok Motors got sole rights to import, assemble and progressively manufacture Leyland trucks for seven years. In the year 1954, the Government approved the progressive manufacture of Leyland commercial vehicles and a license was granted for the manufacture of 1,000 Comets a year. In the year 1955, the company name was changed to Ashok Leyland Ltd with equity participation from Leyland Motors Ltd. In the year 1967, the company launched 'Titan', the first Indian-made double decker with 50% indigenous components. In the year 1970, the company designed and delivered 1,000 numbers of the 6x4 'Hippo' Tipper to the Indian Army based on their specific requirements. In the year 1972, the license was granted to manufacture 10,000 vehicles a year. In the year 1976, the company introduced the 'Viking', the first ever bus with an alternator and a unique front overhang that facilitated front entry. In the year 1978, they introduced India's first rear-engine bus, 'Cheetah'. In the year 1980, the company inaugurated their second plant in Hosur. They launched India's first 13-ton truck, 'Tusker' with a 125 hp engine. Also, they launched country's first multi-axle truck, 'Taurus'. In the year 1982, they introduced India's first vestibule or the articulated bus. They inaugurated two new manufacturing facilities at Bhandara (Maharashtra) and Alwar (Rajasthan) in March 1982 and August 1982 respectively. In the year 1993, the company received ISO 9002 certification. In the year 1995, they received ISO 9001 Certification. Aslo, they set a driver training facility at Namakkal. In the year 1996, the company set up their second plant at Hosur. In the year 1997, they launched the Stallion, an all-terrain logistic vehicle. Also, they launched India's first CNG-powered bus. In the year 2002, the company developed the country's first Hybrid Electric Vehicle and showcased at Auto Expo 2002. In the year 2006, the company acquired the truck business of Czech Republic-based AVIA. They entered into an agreement with Ras Al Khaimah Investment Authority For the setting up of a bus assembly plant in the UAE. In the year 2007, the company entered into a joint venture with Nissan Motor Company, Japan for manufacture and marketing of Light Commercial Vehicles. They entered into a joint venture with Continental AG, Germany for the development of automotive infronics. Also, they entered into a joint venture with Alteams Group, Finland for the production of HPDC (High Pressure Die Casting) extruded aluminum components. In the year 2008, the company entered into a joint venture with John Deere, USA for the manufacture of construction equipment products. They established Albonair, GmbH for development of vehicle emission treatment / control systems and products. In March 2010, the company inaugurated a plant at Pantnagar in Uttarakhand. This is the company's modern, technologically world-class and largest plant with a capacity to touch 75,000 vehicles. They introduced the new, future-ready U-Truck platform with the promise of a holistically superior level of trucking. The company bought 26% stake in Optare plc, a well-known bus maker in the UK. In order to cater to the emerging markets in China and India, Albonair (India) Pvt Ltd was incorporated during the year. During the year 2010-11, the company acquired 26% in the equity share capital of Optare plc, U.K., a leading bus manufacturer in U.K., which will benefit the company in their endeavour to address new markets, and to accelerate technology development. In December 16, 2010, the company inaugurated the state-of-the-art factory built as a venture between the company and Ras Al Khaimah Investment Authority (RAKIA), at Ras Al Khaimah. This facility will cater to the needs of the African/Middle East markets and also facilitate launching of AVIA range of trucks manufactured by Avia Ashok Leyland Motors s.r.o. to these markets. In the year 2011, the company entered into the LCV segment with the launch of Dost. In September 2011, the company entered into the Tanzanian market by bagging an order for 723 trucks, buses and special application vehicles. In October 2011, the company entered into the construction equipment space with the launch of a new brand, LEYLAND DEERE. In November 2011, the company received the contact to supply 700 cluster CNG buses to Delhi. In the year 2012, the company launched Jan Bus, world's first single step entry, front engine, fully flat floor bus. They introduced U-3723, India's first 37-tonne haulage truck with the highest payload of up to 27 tonnes. In January 2012, the company increased their stake in Optare plc to 75.1%. In 2013, Ashley Services Limited (ASL) has become a wholly owned subsidiary of the company. The company bags contract for about 2,610 buses for an undisclosed amount from the Institute of Road Transport (IRT), Tamil Nadu which is a nodal organisation that obtains buses for all state transport corporations. The company opens 3 dealer outlets in a day to significantly expand network presence in Gujarat. The company inaugurated the company's new Driver Training Institute (DTI) at Chhindwara. The company launches Luxura Magical India' Bus, in support of Charter for Charity'. In 2014, the company launched two new Light Commercial Vehicles (LCV) - PARTNER truck, India's first air-conditioned LCV goods vehicle and MiTR bus. The company, launched JanBus' - the world's first', fully-flat floor, front-engine bus with single-step entry and air suspension in Kolkata. The Company has bagged a contract from the Ministry of Tourism & Hospitality Industry, Government of Zimbabwe for supply of 670 vehicles valued at approx. USD 50 million. The company received an order for 2,200 buses from the Government of Sri Lanka'. The company bags major projects from Africa worth USD 79.2 mn. The company signs a MoU with Bank of Maharashtra for vehicle financing. In 2015, the company has tied up with Lakshmi Vilas Bank to provide finance to its commercial vehicle buyers. The company wins order for buses worth 82 mn USD from Senegal. The company wins contract for 3600 vehicles worth $200Mn from Cote D'Ivoire. The company inaugurated a new dealership M/s. Makroo Motor Company in Srinagar. The company signed a Memorandum of Understanding (MoU) with The South Indian Bank. The company opens a new dealership in Hosapete, Karnataka. The company opens a new dealership in Mangaluru, Karnataka. The company also inaugurates a state-of-the-art workshop in Riyadh. During the year 2016, as a part of the divestment plans of the Company to sell non-core businesses, the company sold 23,25,18,140 equity shares of 10/- each held in Ashok Leyland John Deere Construction Equipment Company Private Limited to Gulf Ashley Motor Limited, a subsidiary of the Company and thereafter the Company has infused committed capital contributions. Automotive Infotronics Limited, joint venture and Ashley Airways Limited an associate of the Company are under liquidation. During the year under review 2016-2017, the Board of Directors of the Company at their meeting held on September 14, 2016, approved the draft scheme of amalgamation of Hinduja Foundries Limited (HFL) with the Company and their respective shareholders and creditors, under Sections 391 to 394 of the Companies Act, 1956 subject to regulatory approvals. The Appointed Date for the scheme of amalgamation was October 1, 2016. The intended amalgamation has been approved by the shareholders at the Court Convened Meeting held on January 23, 2017 and through Postal Ballot on January 25, 2017. The Hon'ble National Company Law Tribunal, Chennai Bench (NCLT) which heard the Company's petition on April 18, 2017 sanctioned the scheme of amalgamation of HFL with the Company and their respective shareholders, and creditors. The NCLT Order was filed with the Registrar of Companies, Chennai and the scheme became effective on April 28, 2017. The Board of Directors of the Company has formed a Committee of Directors comprising of Mr. Dheeraj G Hinduja, Chairman, Mr. Vinod K Dasari, Chief Executive Officer and Managing Director, Mr. D J Balaji Rao and Mr. Sanjay K Asher, Directors as members of the Committee and authorised the Committee to do all such acts, deeds, matters and things as may be necessary for the purpose of giving effect to the Order of NCLT on the scheme of amalgamation of HFL with the Company including but not limited to issue and allotment of the equity shares of the Company to the eligible shareholders of the Transferor Company as on the Record date. Further to the receipt of noted letter from the designated stock exchange, the Board of Directors of the Company has fixed Wednesday, June 7, 2017 as the Record Date' for determining the shareholders of Hinduja Foundries Limited (Transferor Company), entitled to receive the equity shares of Ashok Leyland Limited (Transferee Company), under the Scheme of amalgamation sanctioned by NCLT. Consequent to the above, the issued, subscribed and paid-up equity share capital will stand increased from 2,845,876,634 equity shares of 1/- each to 2,926,534,926 equity shares of 1/- each. Consequent to the amalgamation of Hinduja Foundries Limited with the Company, Ashok Leyland Wind Energy Limited became an associate company of the Company As on March 31, 2017, the company has 24 Subsidiaries, 7 Associate Companies and 2 Joint venture companies.2017. During the year, the Company, Ashok Leyland Nissan Vehicles Limited (subsidiary) and Nissan Ashok Leyland Powertrain Limited, Nissan Ashok Leyland Technologies Limited (joint ventures), entered into restructuring and settlement agreements with Nissan Motor Co. Ltd, Japan (NML). As a part of the restructuring and settlement agreements, the Company acquired the entire shareholdings from NML in the subsidiary and joint venture companies resulting in all the three companies becoming wholly owned subsidiaries of your Company. During the year 2016-2017, Hinduja Leyland Finance Limited (HLFL) became a material subsidiary since the net worth of HLFL in the immediately preceding accounting year exceeded twenty percent of the consolidated net worth of the Company and its subsidiaries. In compliance with the requirements of SEBI Listing Regulations, Dr. Andreas H Biagosch, Independent Director of the Company has been appointed as an Independent Director in the Board of HLFL. Automotive Infotronics Limited, joint venture and Ashley Airways Limited an associate of the Company are under liquidation. The petition for voluntary winding up of Automotive Infotronics Limited was filed with the High Court of Judicature of Madras during March 2017 and the winding up process is expected to be completed during the financial year 2017-18. During the year under review Ashok Leyland (UK) Limited has initiated the process of voluntary winding up. The Board of Directors of Hinduja Leyland Finance Limited (HLFL), a subsidiary company of Ashok Leyland Limited, at its meeting held on 23 May 2017 decided to withdraw the Draft Red Herring Prospectus (DRHP) for the proposed initial public offering of equity shares of HLFL and accordingly the DRHP was withdrawn from the Securities Exchange Board of India on 16 June 2017. On 18 July 2017, Ashok Leyland announced the formation of a strategic alliance with SUN Mobility, promoted by Chetan Maini, founder of Reva and Uday Khemka, Vice Chairman of SUN Group. This global partnership between Ashok Leyland and SUN Mobility will leverage India's innovation and engineering potential to develop truly world class mobility solutions. SUN Mobility plans to revolutionise the transportation sector by deploying a unique open-architecture ecosystem built around its proprietary smart batteries and a network of quick interchange battery solutions. On 10 August 2017, Ashok Leyland announced the launch of Digital Market Place, an industry-first combination of four innovative digital solutions. Riding on the exponential smartphone growth, these digital solutions are simple to use, compatible with all smartphones, and work like any other, everyday app. The four digital solutions viz. i-Alert, ServiceMandi, E-diagnostics and Laykart will help customers manage their business with a simple tap, by making it simpler for them to log on to their business from anywhere and manage their operations with ease. On 17 November 2017, Ashok Leyland announced that it has entered into a Share Purchase and Shareholders Agreement with Everfin Holdings, shareholder of Hinduja Leyland Finance (HLFL), for acquisition of 2.04 crore shares of Rs.10/- each constituting 4.68% in the paid-up share capital of HLFL at a price of Rs.110/- per share. The total consideration payable works out to Rs 225.42 crore. Post the transaction, Ashok Leyland's shareholding in HLFL will increase from 57.22% to 61.90%. Consequent to Everfin Holdings' decision to sell part of its stake in HLFL, Ashok Leyalnd is acquiring the same along with other existing shareholders of HLFL. HLFL is a Non-Banking Finance Company. It clocked revenue of Rs 1486.31 crore and profit after tax of Rs 167.53 crore in FY 2016-17. On 24 November 2017, Ashok Leyland announced that consequent to the conversion of loans into equity, the company's shareholding in Optare plc will increase from 75.11% to 98.31%. The aforesaid conversion of loans into equity has no impact on profits and cash flows for the current financial year of Ashok Leyland as the investments in the equity shares and the loans given to Optare plc was fully impaired as of March 2017. Optare plc, a subsidiary of the company is situated in United Kingdom. Optare plc is involved in the manufacture of single decker, double-decker buses and electric buses for the UK and other export markets. Optare plc clocked revenue of 35 million and net loss of 15.7 million in FY 2016-17. On 27 November 2017, Ashok Leyland announced that it has entered into a Mutual Cooperation Agreement with Hino Motors Ltd. Japan where Ashok Leyland will utilise Hino's engine technology for Ashok Leyland's EURO-VI development and will support in development of Hino's engine parts purchasing in India for global operation. Hino and Ashok Leyland have had a cooperative agreement for engine production in India since 1986. By this mutual cooperation agreement, both companies will leverage each others' strengths in diesel engines to enhance their competitiveness. Ashok Leyland will enhance its competitiveness by jointly developing engines for BS-VI compliance in India through the engine technology of Hino Motors. Hino Motors will promote engine parts development in India by utilizing Ashok Leyland in India to strengthen Hino's competitiveness. On 17 January 2018, Ashok Leyland announced that it took the next step to secure long-term arrangements for its EV commercial vehicles by signing a Letter of Intent with Phinergy of Israel. The company and Phinergy will work towards adaptation of unique, competitive and sustainable solutions for high energy applications in the commercial vehicle space. Phinergy has developed cutting edge technology solutions for the use of Aluminium Air Batteries for EV and other applications. With Ashok Leyland, Phinergy will be tailoring its unique technology to meet the demanding high-energy requirements of commercial vehicles in the Indian market. On 30 March 2018, credit rating agency CARE Ratings upgraded the Long-term/Short-term bank facilities of Ashok Leyland to CARE AA+; Stable/CARE A1+ and reaffirmed the Commercial Paper program. CARE Ratings said in a press release that the revision in long-term rating of Ashok Leyland factors in the continuous improvement in its financial position in the past three years ended December 2017 supported by its strong operational and financial performance. Resultantly the capital structure has witnessed significant improvement in FY 2017 and 9 months ended December 2017. On 13 April 2018, Ashok Leyland announced that it has won another critical order from the Ministry of Defence (MOD). The contract is for supplying Ashok Leyland's High Mobility 10x10 vehicles (HMV 10x10) to carry the Smerch Rockets. This initial order is worth over Rs 100 crore.

Ashok Leyland Ltd Chairman Speech

Dear Shareholder,

I hope you and your family are all keeping well. As I write this letter, it is a painful feeling that it has been nearly 16 months since COVID-19 pandemic became a global health crisis. We are still grappling with its unprecedented impact on lives and livelihoods as severe economic lockdowns and travel curbs were required to cut the chain of virus transmission. It is quite sad that many people have lost their lives or their loved ones, especially in the intense second wave that occurred this year. Our sincere prayers are for the impacted families to overcome the adversity. We, at Ashok Leyland, directly and indirectly, continue to extend the necessary support to the people in need to lessen their physical, financial, and emotional distress.

Faced with the unprecedented situation, the Central and State Governments have been continuously calibrating their economic measures and policy initiatives to balance lives and livelihoods. Businesses and industries, likewise, have responded with heightened economic and social responsibility. As a leader in commercial vehicles, your Company always recognised the crucial role the commercial vehicle industry and the road transport sector play in our country's socio-economic progress. I wish to take you through some of the challenges we faced and the resolute steps we have taken to stay on course.

The demand for commercial vehicles declined sharply in the fiscal year 2020-21, especially in the first Quarter, marking the lowest level registered in recent times. This had an impact on our performance in the medium & heavy vehicle segment, more particularly in certain product segments such as buses, haulage and tipper applications. Apart from the pandemic, an unprecedented shortage of semiconductors affected our output in the last quarter. The vehicle sales volume improved during the latter part of the year with progressive unlocking of activities.

During this difficult period, your Company's aftermarket operations were in full gear to reach out to the stranded vehicles and drivers. We also ensured prompt availability of parts and service support to the vehicles. The aftermarket business performance was near normal improving on the reach, turnover and service penetration.

Undeterred by the near-term challenges faced, your Company undertook several path breaking product initiatives during the last fiscal. The high point during the year was the successful introduction of the AVTR range of modular trucks along with BS6 emission conformance in June 2020, a feat we are all proud of.

You may recall that we planned our entry into the light duty range to balance the overall product portfolio and address the volatility of commercial vehicle business cycles. Our first light commercial vehicle DOST led this successful foray. Building on the success of DOST, we developed in a record timeline of twenty-two months, the BADA DOST in the adjacent higher payload segment, and commercially launched it in September 2020. This introduction was instrumental in your Company reaching the highest ever position in sales volume and market share in the light commercial vehicle segment.

Both AVTR and BADA DOST have won numerous awards exemplifying our product strengths and customer centricity.

Our International Operations were also impacted by COVID but, here again, we used the opportunity to lay new foundations for the future. BADA DOST will play a key role in this as the vehicle is designed for configuration in both right-hand and left-hand drive versions. On the positive side, Defence and Power Solutions businesses maintained their success on an even keel.

Our journey of digital transformation of the business began in 2017, with the launch of Digital Marketplace and now we have further built on it with Digital Nxt. Through Digital Nxt, we are transforming the way we look at our business and processes internally, and also how we partner with our ecosystem to make the whole experience fulfilling and profitable for all - consistent with our ethos of Aapki Jeet Hamari Jeet. Our telematics solution for vehicles and drivers, iAlert, has been a one-of-a-kind initiative for optimising on-road vehicle performance.

As you are aware, we have set ourselves the challenging Vision to be among global top I0 commercial vehicle manufacturers. In the pursuit of our Vision, we constantly evaluate the changing market dynamics and customer needs to make our connect with them more purposeful and mutually rewarding. I would like to update you on two major initiatives that we have launched and are poised to take off soon. These are also part of our orchestrated strategy to de-risk our portfolio during the business cycles.

Ashok Leyland has been pioneering for decades the introduction of latest technologies in India, in emission, safety and ride comfort as well as towards better transport economics. In line with that approach, over 15 years ago, we had initiated an alternate propulsion plan and successfully introduced CNG buses in Delhi. This was followed with a plan for zero emission through launch of electric vehicles in the bus segment. We have also a notable presence in the U.K through our subsidiary Optare. In order to accelerate our efforts in zero carbon mobility and to provide a unified approach in electric vehicle technology development for global markets, we have now combined our electric mobility assets into a single entity under the name of Switch Mobility.

The unique advantages of the new entity are the electric vehicle development capability and customer experience that straddle advanced markets such as the EU as well as the India-like growth markets. This is in addition to our low-cost engineering, agile development, and sourcing advantages in India.

Secondly, customers and operators are increasingly looking to be asset- light. This has become more pronounced in the context of higher capital

cost of the vehicles which is primarily driven by mandatory emission and other features, coupled with the pressure on transportation economics. Pay-per-mile is becoming the new norm and this is expected to extend to all sectors of passenger and cargo mobility. Therefore, our role is getting extended beyond products to providing appropriate solutions to customers. It is our considered view that such a role, due to the inherent characteristics, is efficiently executed through a standalone entity which is close and alive to customer needs.

In this initiative, the differentiating factor is the versatile digital platform developed by Ashok Leyland, that provides a 360o view of the customer operations to drive improved efficiency and profitability.

For us as a Company our Stakeholders and the Sustainability of our business are at the top of the agenda. I must make a special mention of our employees. Despite the immense challenges of working from home, alongside own personal health and safety concerns, they worked as a team to position successful products and launch new growth initiatives braving all odds yet keeping their morale high and a smile on their faces. We owe a debt of gratitude to them.

During the last several months of COVID pandemic, we took every precaution to support the wellbeing of our employees and their families. Apart from seamlessly transitioning to Work from Home, we had put in place protective infrastructure and processes and are now engaged in vaccination of all our employees and associates.

We are very committed to our Environment, Social and Governance agenda and driving our efforts under each category. Every decision of ours always takes into account the values of sustainability and socially responsible approach to fulfil our mission for inclusive growth. We practise good corporate governance, with a culture of transparency, accountability, compliance, and disclosure.

Our most satisfying and rewarding moments come from our Corporate Social Responsibility (CSR) efforts in education, health and water. We have been successful in keeping the children who are covered by our Road to School programme engaged throughout the pandemic period and ensuring that their studies are not affected. We are currently supporting nearly 55,000 students across India. The Jal Jeevan program has contributed to making more than 600 million liters of safe drinking water available to remote villages around our plants. Our CSR programs have become even more relevant in these challenging times.

Despite the difficulties faced in our business, we, as a resilient organization, remain positive and excited about the future. We will continue to invest in new technologies, people and new business models, be focused on ensuring that the interests of our customers and all stakeholders are fully safeguarded.

We are grateful to you for reposing your faith in us and being an integral part of our journey.

Thank you,
Yours sincerely,
Dheeraj G Hinduja
Chairman
London
20 July 2021

   

Ashok Leyland Ltd Company History

Ashok Leyland Ltd is the 2nd largest manufacturer of commercial vehicles in India, the 4th largest manufacturer of buses in the world and the 12th largest manufacturer of trucks globally. The company's products include buses, trucks, engines, defense and special vehicles. From 18 seater to 82 seater double-decker buses, from 7.5 ton to 49 ton in haulage vehicles, from numerous special application vehicles to diesel engines for industrial, marine and genset applications, Ashok Leyland offers a range of products. The company is the flagship of the Hinduja Group. Headquartered in Chennai, India, Ashok Leyland's manufacturing footprint spreads across the globe with 9 plants; including one each at Great Britain and Ras Al Khaimah (UAE). The company's Joint Venture partners include John Deere (USA) for Construction Equipment, Continental AG (Germany) for Automotive Infotronics and the Alteams Group for the manufacture of high-press die-casting extruded aluminum components for the automotive and telecommunications sectors. Ashok Leyland Ltd was incorporated in the year 1948 with the name Ashok Motors. The company was set up in collaboration with Austin Motor Company, England for the assembly of Austin cars. In The year 1949, they commenced production at the factory situated at Ennore, south of Madras. Also, they rolled out the first indigenously assembled A40 Austin car. In the year 1950, the company made an agreement with Leyland, UK in which Ashok Motors got sole rights to import, assemble and progressively manufacture Leyland trucks for seven years. In the year 1954, the Government approved the progressive manufacture of Leyland commercial vehicles and a license was granted for the manufacture of 1,000 Comets a year. In the year 1955, the company name was changed to Ashok Leyland Ltd with equity participation from Leyland Motors Ltd. In the year 1967, the company launched 'Titan', the first Indian-made double decker with 50% indigenous components. In the year 1970, the company designed and delivered 1,000 numbers of the 6x4 'Hippo' Tipper to the Indian Army based on their specific requirements. In the year 1972, the license was granted to manufacture 10,000 vehicles a year. In the year 1976, the company introduced the 'Viking', the first ever bus with an alternator and a unique front overhang that facilitated front entry. In the year 1978, they introduced India's first rear-engine bus, 'Cheetah'. In the year 1980, the company inaugurated their second plant in Hosur. They launched India's first 13-ton truck, 'Tusker' with a 125 hp engine. Also, they launched country's first multi-axle truck, 'Taurus'. In the year 1982, they introduced India's first vestibule or the articulated bus. They inaugurated two new manufacturing facilities at Bhandara (Maharashtra) and Alwar (Rajasthan) in March 1982 and August 1982 respectively. In the year 1993, the company received ISO 9002 certification. In the year 1995, they received ISO 9001 Certification. Aslo, they set a driver training facility at Namakkal. In the year 1996, the company set up their second plant at Hosur. In the year 1997, they launched the Stallion, an all-terrain logistic vehicle. Also, they launched India's first CNG-powered bus. In the year 2002, the company developed the country's first Hybrid Electric Vehicle and showcased at Auto Expo 2002. In the year 2006, the company acquired the truck business of Czech Republic-based AVIA. They entered into an agreement with Ras Al Khaimah Investment Authority For the setting up of a bus assembly plant in the UAE. In the year 2007, the company entered into a joint venture with Nissan Motor Company, Japan for manufacture and marketing of Light Commercial Vehicles. They entered into a joint venture with Continental AG, Germany for the development of automotive infronics. Also, they entered into a joint venture with Alteams Group, Finland for the production of HPDC (High Pressure Die Casting) extruded aluminum components. In the year 2008, the company entered into a joint venture with John Deere, USA for the manufacture of construction equipment products. They established Albonair, GmbH for development of vehicle emission treatment / control systems and products. In March 2010, the company inaugurated a plant at Pantnagar in Uttarakhand. This is the company's modern, technologically world-class and largest plant with a capacity to touch 75,000 vehicles. They introduced the new, future-ready U-Truck platform with the promise of a holistically superior level of trucking. The company bought 26% stake in Optare plc, a well-known bus maker in the UK. In order to cater to the emerging markets in China and India, Albonair (India) Pvt Ltd was incorporated during the year. During the year 2010-11, the company acquired 26% in the equity share capital of Optare plc, U.K., a leading bus manufacturer in U.K., which will benefit the company in their endeavour to address new markets, and to accelerate technology development. In December 16, 2010, the company inaugurated the state-of-the-art factory built as a venture between the company and Ras Al Khaimah Investment Authority (RAKIA), at Ras Al Khaimah. This facility will cater to the needs of the African/Middle East markets and also facilitate launching of AVIA range of trucks manufactured by Avia Ashok Leyland Motors s.r.o. to these markets. In the year 2011, the company entered into the LCV segment with the launch of Dost. In September 2011, the company entered into the Tanzanian market by bagging an order for 723 trucks, buses and special application vehicles. In October 2011, the company entered into the construction equipment space with the launch of a new brand, LEYLAND DEERE. In November 2011, the company received the contact to supply 700 cluster CNG buses to Delhi. In the year 2012, the company launched Jan Bus, world's first single step entry, front engine, fully flat floor bus. They introduced U-3723, India's first 37-tonne haulage truck with the highest payload of up to 27 tonnes. In January 2012, the company increased their stake in Optare plc to 75.1%. In 2013, Ashley Services Limited (ASL) has become a wholly owned subsidiary of the company. The company bags contract for about 2,610 buses for an undisclosed amount from the Institute of Road Transport (IRT), Tamil Nadu which is a nodal organisation that obtains buses for all state transport corporations. The company opens 3 dealer outlets in a day to significantly expand network presence in Gujarat. The company inaugurated the company's new Driver Training Institute (DTI) at Chhindwara. The company launches Luxura Magical India' Bus, in support of Charter for Charity'. In 2014, the company launched two new Light Commercial Vehicles (LCV) - PARTNER truck, India's first air-conditioned LCV goods vehicle and MiTR bus. The company, launched JanBus' - the world's first', fully-flat floor, front-engine bus with single-step entry and air suspension in Kolkata. The Company has bagged a contract from the Ministry of Tourism & Hospitality Industry, Government of Zimbabwe for supply of 670 vehicles valued at approx. USD 50 million. The company received an order for 2,200 buses from the Government of Sri Lanka'. The company bags major projects from Africa worth USD 79.2 mn. The company signs a MoU with Bank of Maharashtra for vehicle financing. In 2015, the company has tied up with Lakshmi Vilas Bank to provide finance to its commercial vehicle buyers. The company wins order for buses worth 82 mn USD from Senegal. The company wins contract for 3600 vehicles worth $200Mn from Cote D'Ivoire. The company inaugurated a new dealership M/s. Makroo Motor Company in Srinagar. The company signed a Memorandum of Understanding (MoU) with The South Indian Bank. The company opens a new dealership in Hosapete, Karnataka. The company opens a new dealership in Mangaluru, Karnataka. The company also inaugurates a state-of-the-art workshop in Riyadh. During the year 2016, as a part of the divestment plans of the Company to sell non-core businesses, the company sold 23,25,18,140 equity shares of 10/- each held in Ashok Leyland John Deere Construction Equipment Company Private Limited to Gulf Ashley Motor Limited, a subsidiary of the Company and thereafter the Company has infused committed capital contributions. Automotive Infotronics Limited, joint venture and Ashley Airways Limited an associate of the Company are under liquidation. During the year under review 2016-2017, the Board of Directors of the Company at their meeting held on September 14, 2016, approved the draft scheme of amalgamation of Hinduja Foundries Limited (HFL) with the Company and their respective shareholders and creditors, under Sections 391 to 394 of the Companies Act, 1956 subject to regulatory approvals. The Appointed Date for the scheme of amalgamation was October 1, 2016. The intended amalgamation has been approved by the shareholders at the Court Convened Meeting held on January 23, 2017 and through Postal Ballot on January 25, 2017. The Hon'ble National Company Law Tribunal, Chennai Bench (NCLT) which heard the Company's petition on April 18, 2017 sanctioned the scheme of amalgamation of HFL with the Company and their respective shareholders, and creditors. The NCLT Order was filed with the Registrar of Companies, Chennai and the scheme became effective on April 28, 2017. The Board of Directors of the Company has formed a Committee of Directors comprising of Mr. Dheeraj G Hinduja, Chairman, Mr. Vinod K Dasari, Chief Executive Officer and Managing Director, Mr. D J Balaji Rao and Mr. Sanjay K Asher, Directors as members of the Committee and authorised the Committee to do all such acts, deeds, matters and things as may be necessary for the purpose of giving effect to the Order of NCLT on the scheme of amalgamation of HFL with the Company including but not limited to issue and allotment of the equity shares of the Company to the eligible shareholders of the Transferor Company as on the Record date. Further to the receipt of noted letter from the designated stock exchange, the Board of Directors of the Company has fixed Wednesday, June 7, 2017 as the Record Date' for determining the shareholders of Hinduja Foundries Limited (Transferor Company), entitled to receive the equity shares of Ashok Leyland Limited (Transferee Company), under the Scheme of amalgamation sanctioned by NCLT. Consequent to the above, the issued, subscribed and paid-up equity share capital will stand increased from 2,845,876,634 equity shares of 1/- each to 2,926,534,926 equity shares of 1/- each. Consequent to the amalgamation of Hinduja Foundries Limited with the Company, Ashok Leyland Wind Energy Limited became an associate company of the Company As on March 31, 2017, the company has 24 Subsidiaries, 7 Associate Companies and 2 Joint venture companies.2017. During the year, the Company, Ashok Leyland Nissan Vehicles Limited (subsidiary) and Nissan Ashok Leyland Powertrain Limited, Nissan Ashok Leyland Technologies Limited (joint ventures), entered into restructuring and settlement agreements with Nissan Motor Co. Ltd, Japan (NML). As a part of the restructuring and settlement agreements, the Company acquired the entire shareholdings from NML in the subsidiary and joint venture companies resulting in all the three companies becoming wholly owned subsidiaries of your Company. During the year 2016-2017, Hinduja Leyland Finance Limited (HLFL) became a material subsidiary since the net worth of HLFL in the immediately preceding accounting year exceeded twenty percent of the consolidated net worth of the Company and its subsidiaries. In compliance with the requirements of SEBI Listing Regulations, Dr. Andreas H Biagosch, Independent Director of the Company has been appointed as an Independent Director in the Board of HLFL. Automotive Infotronics Limited, joint venture and Ashley Airways Limited an associate of the Company are under liquidation. The petition for voluntary winding up of Automotive Infotronics Limited was filed with the High Court of Judicature of Madras during March 2017 and the winding up process is expected to be completed during the financial year 2017-18. During the year under review Ashok Leyland (UK) Limited has initiated the process of voluntary winding up. The Board of Directors of Hinduja Leyland Finance Limited (HLFL), a subsidiary company of Ashok Leyland Limited, at its meeting held on 23 May 2017 decided to withdraw the Draft Red Herring Prospectus (DRHP) for the proposed initial public offering of equity shares of HLFL and accordingly the DRHP was withdrawn from the Securities Exchange Board of India on 16 June 2017. On 18 July 2017, Ashok Leyland announced the formation of a strategic alliance with SUN Mobility, promoted by Chetan Maini, founder of Reva and Uday Khemka, Vice Chairman of SUN Group. This global partnership between Ashok Leyland and SUN Mobility will leverage India's innovation and engineering potential to develop truly world class mobility solutions. SUN Mobility plans to revolutionise the transportation sector by deploying a unique open-architecture ecosystem built around its proprietary smart batteries and a network of quick interchange battery solutions. On 10 August 2017, Ashok Leyland announced the launch of Digital Market Place, an industry-first combination of four innovative digital solutions. Riding on the exponential smartphone growth, these digital solutions are simple to use, compatible with all smartphones, and work like any other, everyday app. The four digital solutions viz. i-Alert, ServiceMandi, E-diagnostics and Laykart will help customers manage their business with a simple tap, by making it simpler for them to log on to their business from anywhere and manage their operations with ease. On 17 November 2017, Ashok Leyland announced that it has entered into a Share Purchase and Shareholders Agreement with Everfin Holdings, shareholder of Hinduja Leyland Finance (HLFL), for acquisition of 2.04 crore shares of Rs.10/- each constituting 4.68% in the paid-up share capital of HLFL at a price of Rs.110/- per share. The total consideration payable works out to Rs 225.42 crore. Post the transaction, Ashok Leyland's shareholding in HLFL will increase from 57.22% to 61.90%. Consequent to Everfin Holdings' decision to sell part of its stake in HLFL, Ashok Leyalnd is acquiring the same along with other existing shareholders of HLFL. HLFL is a Non-Banking Finance Company. It clocked revenue of Rs 1486.31 crore and profit after tax of Rs 167.53 crore in FY 2016-17. On 24 November 2017, Ashok Leyland announced that consequent to the conversion of loans into equity, the company's shareholding in Optare plc will increase from 75.11% to 98.31%. The aforesaid conversion of loans into equity has no impact on profits and cash flows for the current financial year of Ashok Leyland as the investments in the equity shares and the loans given to Optare plc was fully impaired as of March 2017. Optare plc, a subsidiary of the company is situated in United Kingdom. Optare plc is involved in the manufacture of single decker, double-decker buses and electric buses for the UK and other export markets. Optare plc clocked revenue of 35 million and net loss of 15.7 million in FY 2016-17. On 27 November 2017, Ashok Leyland announced that it has entered into a Mutual Cooperation Agreement with Hino Motors Ltd. Japan where Ashok Leyland will utilise Hino's engine technology for Ashok Leyland's EURO-VI development and will support in development of Hino's engine parts purchasing in India for global operation. Hino and Ashok Leyland have had a cooperative agreement for engine production in India since 1986. By this mutual cooperation agreement, both companies will leverage each others' strengths in diesel engines to enhance their competitiveness. Ashok Leyland will enhance its competitiveness by jointly developing engines for BS-VI compliance in India through the engine technology of Hino Motors. Hino Motors will promote engine parts development in India by utilizing Ashok Leyland in India to strengthen Hino's competitiveness. On 17 January 2018, Ashok Leyland announced that it took the next step to secure long-term arrangements for its EV commercial vehicles by signing a Letter of Intent with Phinergy of Israel. The company and Phinergy will work towards adaptation of unique, competitive and sustainable solutions for high energy applications in the commercial vehicle space. Phinergy has developed cutting edge technology solutions for the use of Aluminium Air Batteries for EV and other applications. With Ashok Leyland, Phinergy will be tailoring its unique technology to meet the demanding high-energy requirements of commercial vehicles in the Indian market. On 30 March 2018, credit rating agency CARE Ratings upgraded the Long-term/Short-term bank facilities of Ashok Leyland to CARE AA+; Stable/CARE A1+ and reaffirmed the Commercial Paper program. CARE Ratings said in a press release that the revision in long-term rating of Ashok Leyland factors in the continuous improvement in its financial position in the past three years ended December 2017 supported by its strong operational and financial performance. Resultantly the capital structure has witnessed significant improvement in FY 2017 and 9 months ended December 2017. On 13 April 2018, Ashok Leyland announced that it has won another critical order from the Ministry of Defence (MOD). The contract is for supplying Ashok Leyland's High Mobility 10x10 vehicles (HMV 10x10) to carry the Smerch Rockets. This initial order is worth over Rs 100 crore.

Ashok Leyland Ltd Directors Reports

To the Members,

PERFORMANCE/OPERATIONS

Your Directors have pleasure in presenting the Annual Report of Ashok Leyland Limited ("AL"/"the Company") along with the Audited Financial Statements for the financial year ended March 31, 2021.

FINANCIAL RESULTS

Rs in Crores

Standalone

Consolidated

2020-21 2019-20 2020-21 2019-20
Revenue from operations 15,301.45 17,467.47 19,454.10 21,951.27
Other Income 119.50 123.34 131.16 107.83
Total Income 15,420.95 17,590.81 19,585.26 22,059.10
(Loss) / Profit Before tax (411.91) 361.92 (67.08) 739.16
Less: Tax expenses (98.23) 122.40 2.52 279.36
(Loss) / Profit After tax (313.68) 239.52 (69.60) 459.80
Balance profit from last year 3,768.20 4,845.91
Profit available for appropriation 3,454.52 5,085.43
Appropriation:
Dividend paid during the year - 1,056.80
Corporate Dividend tax thereon - 213.44
Transition adjustment and other adjustment - (0.69)
Other Comprehensive (Income) / Loss arising from remeasurement of defined benefit obligation (net of tax) (5.39) 47.68
Balance of profit carried to Balance sheet 3,459.91 3,768.20
Earnings per share (Face value of Rs 1/-)
- Basic and diluted ( ' ) (1.07) / (1.07) 0.82 / 0.82 (0.56) / (0.56) 1.15 / 1.15

COMPANY'S PERFORMANCE

The adverse economic impact of the COVID 19 pandemic across sectors characterized the performance of business and industry last year. The Commercial Vehicle sector was no exception. Though there were green shoots in some segments for a brief period, there were additional challenges caused by introduction of more expensive BS6 emission, more prudent credit calls in financing and regional movement restrictions. During the last quarter, when sentiments seemed to look up, global shortage of semiconductors and the second wave of COVID which extended to the rural areas, triggered a setback for the CV business. In line with industry trends, your Company had to resort to selectively plant shut down due to lockdown and low demand as needed. While vaccination drive is expected to be positive, the period of recovery to pre-Covid era is uncertain and the plans for Company during 2021-22 are being carefully calibrated with emphasis on capability building.

The overall total industry volume (TIV) of commercial vehicle market in India posted a drop of 20.8% YoY, constituting a 28.4% drop in the M&HCV segment & 17.3% drop in the LCV segment. Sale to International Operations fell by 16.6% over last year driven by 21.4% fall in M&HCV and 13.8% fall in LCV. Your Company sold 46,043 M&HCVs in the domestic market (2,723 M&HCV Buses and 43,320 M&HCV Trucks including Defence vehicles), lower by 35.5% over the previous year. LCV

with sales of 46,671 vehicles posted a modest growth of 3.9% over the previous year. Your Company achieved market share of 28.6% in M&HCV.

Introduction of innovative i-Gen6 technology in BS6, successful launch of the modular AVTR range and a new Global platform Phoenix in record time are the product highlights of last year. The first product on this global LCV platform was the Bada Dost which helped your Company gain market share by 2.1% and increased volume by 5% despite a 17.3% drop in total industrial volume (TIV) in its segment.

Your Company set a record in FY2020-21 with an all-time high volume of 23,923 engines despite negligible sale in the first quarter due to lockdown. Your Company is proud to complete the execution of 500 Stallion 4x4 water bowsers and 100 ambulances in record time of 3 months under emergency procurement of Indian Army. Aftermarket business of your Company continued to deliver profitable growth last year. Early interventions at spare parts warehouses and with Supplier partners ensured continuation in supply chain and revenue reached pre-Covid levels. Aftermarket channel saw record participation from independent garages and ended the year with highest ever number of exclusive retail parts store for fifth year in a row. Service function achieved its highest service market share and continues to improve penetration in service products.

During the year under review, your Company conducted vaccination drives for executives and their family members. In addition to the availability of the doctors at various locations, your Company has also given the facility to get the consultation of the doctors digitally - telecall, video call or sms. Initiatives like health and wellness sessions for the employees on covid related issues has had its positive impact on the overall business environment in the Company.

Your Company has in place an emergency response team which works round the clock to ensure the physical and emotional well-being of the employees. Covid wardens have been formed wherein employees in each location who along with their teams ensure that the safety protocols defined are adhered to strictly, have been instituted.

Beyond our employees, your Company reached out to the communities in plant locations as well in communities in and around the RTS schools in various ways like creating awareness on COVID-19, health screening, disinfection of public road in villages, distribution of ration kits, supply of cooked food to health and sanitation staff through kitchens operated in all plants, food supply for migrant labour, providing sanitizers, PPE's.

Your Company has also contributed towards Covid relief initiatives in the form of donations to Tamilnadu Chief Ministers Relief Fund and also invested in setting various facilities at our factory locations in connection with Covid-19 initiatives.

Highlights of performance are discussed in detail in the Management Discussion and Analysis Report attached as Annexure E to this Report.

SHARE CAPITAL

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

DEBENTURES

During the year under review, your Company has issued and allotted on private placement basis, secured redeemable non-convertible debentures (NCDs) aggregating to Rs 600 Crores. The funds raised through NCDs have been utilised for capital expenditure and general corporate purposes.

DIVIDEND

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

In line with the policy, your Directors have recommended a dividend of Rs 0.60/- per equity share of Rs 1/- each for the financial year ended March 31, 2021. The dividend will be paid involving an outflow of Rs 176.13 Crores.

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

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

TRANSFER TO RESERVES

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

FINANCE

Long term funding

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

During the year, your Company has placed NCDs to the extent of Rs 600 Crores. No redemption of NCDs were made during the year.

(b) Rupee Term Loans:

Fresh secured rupee term loans of Rs 500 Crores were availed during the year. No repayment fallen due during the year.

(c) External Commercial Borrowings (ECBs):

During the year under review, your Company repaid ECB loan instalments that fell due, amounting to USD 26.66 Mn on the due dates. Fresh ECB loan of SGD 27.20 Mn was availed during the year.

As at March 31, 2021, Long term borrowings stood at Rs 2,576.52 Crores as against Rs 1,572.54 Crores on March 31, 2020.

HUMAN RESOURCES

The financial year of 2020-21 began with a full-blown pandemic. Your Company seamlessly migrated to a virtual environment of working from home (WFH). Your Company collaborated with employees to drive productivity and morale during the difficult period. The digital platform enabled family engagement and simultaneous events across your Company.

Your Company shifted gears from the three levers - Culture, Capability, and Capacity of people framework to 6 levers - Culture, Capability, Capacity, Compassion, Collaboration and Contribution to meet dynamic business requirements and to continue towards building a high performing and caring organisation.

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

• a ViBE pulse survey to gauge the pulse and customize engagement accordingly.

• deployed a Virtual Engagement Framework that included - Learning & Development, Family Engagement and Health & Wellness as its three pillars.

• to engage all employees of AL and keep them connected to several initiatives such as AL Rocks (a musical challenge), AL Fitness Challenge, 5 S Challenge, Health & Wellness Talks, Emotional wellbeing seminars, Eye Care Session, Tabata workshop, Visualization (mindfulness) workshop and many others were conducted.

• opened up the possibility of volunteering from homes and we have had employees volunteering for International Girl Child Day, Story-telling, Global Handwashing Day, Children's day, Republic Day and many other events of Road to School project of CSR.

• several L & D modules have been rolled out to ensure continuous learning of executives in your Company.

• successfully launched DigitAL - AL Digital Academy aimed at developing digital competencies across AL.

• programs on Project management, Personal effectiveness program for women executives, COVID awareness drive (BE ALERT), Gamified simulation (Knolskape), Leaders talk series (Internal and external). To sustain a safe and secure workplace, programs such as POSH (Prevention of Sexual Harassment) and Information Security Awareness.

• trained people through Gamification and Simulations for better retention of knowledge and skills.

• continued investing in future by launching the Young Talent Program (YTP) with selected executives.

CORPORATE GOVERNANCE

Your Company is committed to maintain the highest standard of Corporate Governance and adhere to Corporate Governance guidelines, as laid out in SEBI Listing Regulations. All the Directors and the Senior Management personnel have affirmed in writing their compliance with and adherence to the Code of Conduct adopted by the Company.

The annual report of the Company contains a certificate by the Managing Director and Chief Executive Officer in terms of SEBI Listing Regulations on the compliance declarations received from the Directors and the Senior Management personnel.

The Company has obtained a certificate from a practising Company secretary confirming compliance, as per SEBI Listing Regulations. The Certificate in this regard is attached as Annexure D to this Report.

The Chief Executive Officer / Chief Financial Officer (CEO/CFO) certification as required under the SEBI Listing Regulations is attached as Annexure F to this Report.

ENVIRONMENTAL, SOCIAL AND GOVERNANCE

Your Company constituted the Environmental, Social & Governance (ESG) Committee during June 2021 headed by Mr. Jose Maria Alapont with Mr. Saugata Gupta, Dr. C. Bhaktavatsala Rao, Mr. Jean Brunol and Mr. Vipin Sondhi as Members. The role of this ESG Committee will be to provide appropriate oversight and guidance in the Company's journey on organization-wide ESG initiatives, priorities, and leading ESG practices. This Committee will help your Company to accelerate adoption of leading ESG practices into the business and bring added focus on being sustainable and socially responsible. The endeavor is to create sustainable opportunities for people, businesses and communities that the Company work with.

EMPLOYEE HEALTH & SAFETY

The end of the financial year 2021 was marked by the COVID-19 crisis which not only impacted livelihoods but also lives as well, and this crisis has extended for a period beyond a year. Your Company swung into action at the very onset of the pandemic by forming an Emergency Response Team at the apex level comprising of senior leaders from diverse streams. The ERT's primary objective has been to focus on the health and safety of employees and their family members through interventions as appropriate which included measures such as "Work from Home" policy, access to qualified medical practitioners, setting up of a dedicated help-line to address physical as also emotional well-being. Your Company continues to monitor the well-being of its workforce and has taken several measures to engage with and provide timely support to the families that were affected by the pandemic, as also going beyond to reach out the extended ecosystem as a part of the welfare initiatives.

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

BUSINESS RESPONSIBILITY REPORT

As per Regulation 34 of the SEBI Listing Regulations, a Business Responsibility Report is attached as Annexure K to this Report.

CONSOLIDATED FINANCIAL STATEMENTS

Pursuant to Section 129(3) of the Companies Act, 2013 ("Act") and SEBI Listing Regulations the Consolidated Financial Statements prepared in accordance with the Indian Accounting Standards, notified under the Act is attached to this report.

SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES

The Company has 26 Subsidiaries, 5 Associates and 2 Joint ventures as on March 31, 2021. Hinduja Leyland Finance Limited ("HLFL") is a material subsidiary of the Company.

Consequent to the acquisition of 58,500,000 shares of Rs 10/- each of Hinduja Tech Limited ("HTL") from Nissan International Holding BV, HTL has become a wholly owned subsidiary of the Company.

Consequently, Hinduja Tech (Shanghai) Co., Limited also became step down Subsidiary of the Company.

During the year under review, the Company has incorporated a wholly owned subsidiary in the name of Vishwa Buses and Coaches Limited to carry on the business of bus body building.

The Company and HLFL have jointly incorporated a new Company with fifty per cent holding each in the name of Gro Digital Platforms Limited (GDPL) during April 2021.

During the year under review, Optare Group Limited, UK the step-down subsidiary of the Company has changed its name to Switch Automotive Limited. During June 2021, Switch Automotive Limited has acquired the entire holding in Switch Mobility Automotive Limited, India ("SMAL"). Hence SMAL has become a step-down subsidiary of the Company.

A report on the performance and financial position of each of the subsidiaries, associates and joint venture companies is provided in the notes to the consolidated financial statements. Pursuant to the provisions of Section 129(3) of the Act, read with Rule 5 of the Companies (Accounts) Rules, 2014, a statement containing salient features of the financial statements of the Company's subsidiaries, Associates and Joint Ventures in Form AOC-1 is attached to the financial statements of the Company.

Pursuant to the provisions of Section 136 of the Act, the financial statements of the Company, consolidated financial statements along with relevant documents and separate audited financial statements in respect of the subsidiaries are available on the website of the Company.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

The Board of Directors at their meeting held on August 12, 2020, had appointed Dr. C Bhaktavatsala Rao (DIN: 00010175) ("Dr. C B Rao") as an Additional Director on the Board of the Company up to the date of the Annual General Meeting ("AGM") i.e., September 2, 2020. Since the appointment of Dr. C B Rao as an Additional Director was approved by the Board on August 12, 2020, which was subsequent to the circulation of the Notice of AGM, his appointment as a Director could not be placed before the shareholders for their consideration and approval at the AGM held on September 2, 2020, considering the short notice period to the shareholders to review and approve the resolutions. In view of the above, Dr. C B Rao's office as an Additional Director automatically ceased to exist on September 2, 2020 as per the provisions of Section 161 of the Companies Act, 2013. The Board of Directors of the Company through circular resolution, have unanimously approved the appointment of Dr. C B Rao as an Additional Director (non-executive, non-independent) on the Board of the Company with effect from September 2, 2020 (after the conclusion of the AGM held on September 2, 2020), subject to the approval of the shareholders. The Company has, in terms of Section 160(1) of the Act, received in writing a notice from a Member, proposing his candidature for the office of Director.

Mr. Jose Maria Alapont was appointed as an Independent Director on the Board of Directors of the Company for the first term till January 24, 2022 pursuant to the provisions of Section 149 of the Act, read with the Companies (Appointment and Qualification of Directors) Rules, 2014. The Nomination and Remuneration Committee ("NRC") of the Board of Directors, based on the report of performance evaluation of Independent Directors, has recommended the re-appointment of Mr. Jose Maria Alapont as an Independent Director for a second term of five consecutive years on the Board of the Company from January 25, 2022 to January 24, 2027.

Dr. Andrew C Palmer was re-appointed as an Independent Director of the Company by the shareholders at the Annual General Meeting held on September 2, 2020 for a period of five years till November 3, 2025. On account of his decision to take up a whole-time position in a subsidiary of the Company, he resigned as an Independent Director from the Company on July 1, 2021. The Board wishes to place on record its appreciation for the valuable contribution made by Dr. Andrew C Palmer during his tenure as Independent Director. Considering his rich experience in the auto industry, the Board through circular resolution dated July 7, 2021 had approved the appointment of Dr. Andrew C Palmer as an Additional Director (non-independent) of the Company. Pursuant to the provisions of Section 161(1) of the Companies Act, 2013 ("Act") and Article 106 of the Articles of Association of the Company, Dr. Andrew C Palmer shall hold office up to the date of the ensuing Annual General Meeting and is eligible to be appointed as a Director. The Company has, in terms of Section 160(1) of the Act, received in writing a notice from a Member, proposing his candidature for the office of Director.

The Independent Directors of the Company have submitted a declaration under Section 149(7) of the Act that each of them meets the criteria of independence as provided in Section 149(6) of the Act and there has been no change in the circumstances which may affect their status as Independent Director during the year. In the opinion of the Board, Mr. Jose Maria Alapont fulfill the conditions for appointment as an Independent Director as specified in the Act and the SEBI Listing Regulations. The terms and conditions of appointment of the Independent Directors are placed on the website of the Company https://www.ashoklevland.com/in/en/investors/investor-information/ compliances-under-the-companies-act-2013.

Mr. Gopal Mahadevan, Director retires by rotation at the forthcoming Annual General Meeting ("AGM") and being eligible, offers himself for re-appointment.

The resolutions seeking approval of the Members for the reappointment of Mr. Gopal Mahadevan as Director, appointment of Dr. C Bhaktavatsala Rao as Director, Dr. Andrew C Palmer as Director and re-appointment of Mr. Jose Maria Alapont as an Independent Director of the Company have been incorporated in the Notice to the AGM of the Company along with brief details about them.

The Company has also disclosed the Director's familiarization programme on its website https://www.ashokleyland.com/in/en/ investors/investor-information/familiarization-to-directors

During the year, the Non-Executive Directors of the Company had no pecuniary relationship or transactions with the Company, other than sitting fees, commission and reimbursement of expenses incurred by them for attending meetings of the Company.

Pursuant to the provisions of Section 2(51) and 203 of the Act, the Key Managerial Personnel of the Company are Mr. Vipin Sondhi, Managing Director and Chief Executive Officer, Mr. Gopal Mahadevan, Wholetime Director and Chief Financial Officer and Mr. N Ramanathan, Company Secretary.

AUDITORS

Price Waterhouse & Co Chartered Accountants LLP (FRN 304026E/ E-300009) Statutory Auditors of the Company hold office till the conclusion of seventy third AGM of the Company.

The Auditor's report to the shareholders on the standalone and consolidated financial statement for the year ended March 31, 2021 does not contain any qualification, observation or adverse comment.

COST AUDITORS

Pursuant to the provisions of Section 148(3) of the Act, the Board of Directors had appointed Geeyes & Co., (Firm Registration No.: 000044), as Cost Auditors of the Company, for conducting the audit of cost records for the financial year ended March 31, 2021.

The audit is in progress and report will be filed with the Ministry of Corporate Affairs within the prescribed period. A proposal for ratification of remuneration of the Cost Auditors for the financial year 2020-21 is placed before the shareholders for ratification/ approval.

The cost records as specified by the Central Government under subsection (1) of Section 148 of the Act, as required by the Company is maintained by the Company.

SECRETARIAL AUDITORS

Pursuant to the provisions of Section 204 of the Act, read with Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, your Company engaged the services of Ms. B Chandra (CP No. 7859), Company Secretary in Practice, Chennai to conduct the Secretarial Audit of the Company for the financial year ended March 31, 2021. The Secretarial Audit report for the financial year ended March 31, 2021 in Form No.MR-3 is attached as Annexure G to this Report. The Secretarial Audit report does not contain any qualification, reservation or adverse remark. The Secretarial Audit Report for the financial year ended March 31, 2021 of the material subsidiary Hinduja Leyland Finance Limited is attacehd as Annexure H.

Pursuant to Regulation 24(A) of SEBI Listing Regulations, the Company has obtained annual secretarial compliance report from Ms. B Chandra

(CP No. 7859), Company Secretary in Practice, Chennai and the same will be submitted to the stock exchanges within the prescribed time limits. Hinduja Leyland Finance Limited, material subsidiary of the Company has obtained secretarial audit report from a practising Company secretary and it does not have any adverse remark.

The Board confirms the compliance of the provisions of the Secretarial Standards notified by the Institute of Company Secretaries of India, New Delhi.

ANNUAL RETURN

Pursuant to the provisions of Section 92(3) read with section 134(3) of the Act, the Annual Return as on March 31, 2021 is available on the Companies website on https://www.ashokleyland.com/in/en/investors/ investor-information/performance-reports.

OTHER LAWS

As per the requirement of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 and Rules made thereunder, your Company has constituted an Internal Complaints Committee. During the year under review, there were no cases received/filed pursuant to the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.

DISCLOSURE UNDER FOREIGN EXCHANGE MANAGEMENT ACT, 1999

The Company adheres to the Foreign Exchange Management Act, 1999 and the Regulations thereunder with respect to downstream investments made in its subsidiaries.

BOARD MEETINGS HELD DURING THE YEAR

During the year, seven meetings of the Board of Directors were held. The details of the meetings are furnished in the Corporate Governance Report which is attached as Annexure C to this Report.

DIRECTORS' RESPONSIBILITY STATEMENT

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

a) in the preparation of the annual financial statements for the year ended March 31, 2021, the applicable Accounting Standards had been followed along with proper explanation relating to material departures;

b) for the financial year ended March 31, 2021, such accounting policies as mentioned in the Notes to the financial statements have been applied consistently and judgments and estimates that are reasonable and prudent have been made so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the loss of the Company for the financial year ended March 31, 2021;

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

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

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

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

REMUNERATION POLICY OF THE COMPANY

The objective of the Remuneration Policy is to attract, motivate and retain competent individuals that the Company needs to achieve its strategic and operational objectives, whilst recognising the societal context around remuneration and recognizing the interests of Company's stakeholders.

The Company's policy on directors' appointment and remuneration and other matters provided in Section 178(3) of the Act has been disclosed in the Corporate Governance report, which forms part of the Board's Report.

PARTICULARS OF EMPLOYEES

Disclosure pertaining to the remuneration and other details as required under Section 197(12) of the Act and the Rules framed thereunder is enclosed as Annexure B to the Board's Report.

ASHOK LEYLAND EMPLOYEE STOCK OPTION SCHEMES

During the year under review, the NRC has granted NIL options to the employees of the Company under the schemes. Disclosure with respect to AL ESOP 2016 and AL ESOP 2018 of the Company is attached as Annexure J to the Board's Report.

PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186 OF THE COMPANIES ACT, 2013

The particulars of loans, guarantees and investments under Section 186 of the Act, read with the Companies (Meetings of Board and its Powers) Rules, 2014, for the financial year 2020-21 are given in Note No. 3.8 of the Notes to the standalone financial statements.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

The Audit Committee and the Board of Directors have approved the Related Party Transactions Policy and the same has been hosted on the Company's website https://www.ashokleyland.com/backend/in/wp- content/uploads/sites/2/2021/01/PolicvonRelatedPartyTransactions.pdf

The Policy intends to ensure that proper reporting, approval and disclosure processes are in place for all transactions between the Company and related parties.

There were no materially significant transactions with related parties during the financial year 2020-21 which were in conflict with the interest of the Company. Suitable disclosures as required under IND AS 24 have been made in Note No. 3.8 of the Notes to the standalone financial statements.

CORPORATE SOCIAL RESPONSIBILITY INITIATIVES

The brief outline of the Corporate Social Responsibility ("CSR") Policy of the Company and the initiatives undertaken by the Company on CSR activities during the year are set out in Annexure I of this report in the

format prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014. For other details regarding the CSR Committee, refer to the Corporate Governance Report, which is a part of this report. The policy is available on the website of the Company.

PERFORMANCE EVALUATION OF THE BOARD, ITS COMMITTEES AND DIRECTORS

Pursuant to the provisions of the Act and Regulation 4 of the SEBI Listing Regulations, the Board of Directors has carried out annual performance evaluation of its own performance, the Directors Individually as well as the evaluation of the working of its Committees. The manner in which the evaluation has been carried out has been explained in the Corporate Governance Report attached as Annexure C to this report.

COMMITTEES

As on March 31, 2021, the Company has Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee, Risk Management Committee, Corporate Social Responsibility Committee, Investment Committee, Technology Committee and Fund Raising Committee.

Detailed note on the composition of the Board and its Committees are provided in the Corporate Governance Report attached as Annexure C to this Report.

VIGIL MECHANISM/WHISTLE BLOWER POLICY

Pursuant to the provisions of Section 177(9) of the Act, read with Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014 and Regulation 4 of the SEBI Listing Regulations and in accordance with the requirements of Securities and Exchange Board of India (Prohibition of Insider Trading) (Amendment) Regulations, 2018, the Board of Directors had approved the Policy on Vigil Mechanism / Whistle Blower and the same was hosted on the website of the Company. This Policy inter-alia provides a direct access to the Chairman of the Audit Committee. Your Company hereby affirms that no Director/employee has been denied access to the Chairman of the Audit Committee.

Brief details about the policy are provided in the Corporate Governance Report attached as Annexure C to this Report.

DEPOSITS

Your Company has not accepted any deposit within the meaning of provisions of Chapter V of the Act, read with the Companies (Acceptance of Deposits) Rules, 2014 for the year ended March 31, 2021.

DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS OR TRIBUNALS

There are no significant and material orders passed by the Regulators or Courts or Tribunals which would impact the going concern status of the Company.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has designed a proper and adequate internal control system to ensure the following viz. a) adherence to Company's policies, b) safeguarding of assets, and c) that transactions are accurate, complete and properly authorized prior to recording. Details are provided in Management Discussion and Analysis Report in Annexure E to this report.

RISK MANAGEMENT

Your Company has established a robust Enterprise Risk Management (ERM) framework embodying the principles of COSO ERM, 2017 framework and ISO 31000 standard that fosters a sound risk management culture to facilitate informed decision making.

The ERM process is overseen by the Risk Management Committee of the Board, which is responsible to ensure that the Company has an appropriate and effective framework for managing and reporting significant enterprise risks.

An internal Risk Steering Committee, comprising of key members of Senior Leadership and core Business vertical heads is responsible for the risk management process including risk identification, impact assessment, effective implementation of risk mitigation plans, and risk reporting.

The details of risk management as practised by the Company are provided as a part of the Management Discussion and Analysis Report which is attached as Annexure E to this report.

RESEARCH AND DEVELOPMENT, CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

Your Company continues to focus on Research and Development activities with specific reference to emission conformance, fuel efficiency, vehicular performance, innovation, futuristic technologies and enhancement of safety, aesthetics and ride comfort. Further development of the engine range and cabin is also a key result area. Expenditure incurred by way of capital and revenue on these activities is shown separately.

Information as required under Section 134(3)(m) of the Act read with Rule 8(3) of the Companies (Accounts) Rules, 2014, relating to Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo are furnished in Annexure A to this Report.

ACKNOWLEDGEMENT

The Directors wish to express their appreciation for the continued co-operation of the Government of India, Governments of various States in India, bankers, financial institutions, Shareholders, customers, dealers and suppliers and also, the valuable assistance and advice received from the joint venture partners, Hinduja Automotive Limited, the Hinduja Group and the shareholders. The Directors also wish to thank all the employees for their contribution, support and continued commitment throughout the year.

For and on behalf of the Board of Directors

London Dheeraj G Hinduja
June 24, 2021 Chairman

   

Ashok Leyland Ltd Company Background

D G HindujaVipin Sondhi
Incorporation Year1948
Registered OfficeNo 1 Sardar Patel Road,Guindy
Chennai,Tamil Nadu-600032
Telephone91-44-22206000,Managing Director
Fax91-44-22206001
Company SecretaryN Ramanathan
AuditorPrice Waterhouse & Co Chartered Accountants LLP
Face Value1
Market Lot1
ListingBSE,London,MSEI ,NSE,
RegistrarIntegrated Registry Mgt Ser.Pv
2nd Floor Kences Tow,1 Ramakrishna Street,Usman Road T.Nagar ,Chennai-600017

Ashok Leyland Ltd Company Management

Director NameDirector DesignationYear
D G Hinduja Executive Chairman 2021
Jean Brunol Non-Exec. & Independent Dir. 2021
Sanjay K Asher Non-Exec. & Independent Dir. 2021
Andreas H Biagosch Non-Exec. & Independent Dir. 2021
N Ramanathan Company Secretary 2021
Manisha Girotra Non-Exec. & Independent Dir. 2021
Andrew C Palmer Non-Exec. & Independent Dir. 2021
Jose Maria Alapont Non-Exec. & Independent Dir. 2021
Gopal Mahadevan Whole Time Director & CFO 2021
Saugata Gupta Non-Exec. & Independent Dir. 2021
Vipin Sondhi Managing Director & CEO 2021
C Bhaktavatsala Rao Non-Exec & Non-Independent Dir 2021
Shom Hinduja Additional Director 2021

Ashok Leyland Ltd Listing Information

Listing Information
BSE_500
BSE_100
BSE_200
BSEDOLLEX
CNX500
BSEAUTO
BSEMID
CNXMIDCAP
CNXINFRAST
CNXMID50
CNX_MNC
CNXAUTO
CNX200
BSECARBONE
NFT100EQWT
BSEALLCAP
INDUSTRIAL
BSEMIDSELE
NFTMIDLQ15
SENSNEXT50
ESG100
MID150
LMI250
MSL400
BSEMOI
NFTYLM250
NFTYMC150
NFTYMSC400
NF500M5025

Ashok Leyland Ltd Finished Product

Product NameUnit Installed
Capacity
Production
Quantity
Sales
Quantity
Sales
Value
Vehicles-Commercial No 00014326.36
Spare Parts & Others NA 0001766
Services NA 000724.2
Engines & Gensets No 000471.41
Castings-Ferrous MT 000396.43
Other Operating Revenue NA 00073.52
Sale of Scrap NA 00066.21
Export Incentives NA 00060.52
Vehicles - Commercial (Traded)No 0000

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