ECONOMY AT A GLANCE

India retained the tag of fastest growing major economy with
8.2% GDP growth for FY24 beating RBI estimate of 7.6%,
driven by robust growth in manufacturing sector and net
indirect taxes. Manufacturing sector has benefited from
higher domestic demand as well as pick-up in exports. Indian
economy continued to remain resilient despite geo-political
tensions. Although growth moderated due to uneven rainfall
and softer agriculture.

GDP growth may moderate to 7.0% in FY25 due to slower global
growth and higher base effect.

Inflation remained elevated during FY24 owing to higher food
prices despite lower core inflation. Unpredictable supply side
shocks and its impact on agricultural production, geo-political

tensions and its spillover to trade and commodity markets
bring uncertainty to inflation outlook. However, indication of
normal monsoon and lower fuel prices likely to ease inflation
to 4.5% in FY25.

RBI will continue to maintain disinflationary policy to ensure
inflation remains within acceptable range through active
liquidity and interest rate management.

After a strong GDP growth in the past three fiscals, GDP growth is
expected to moderate to 6.8% in Fiscal 2025. The transmission of
past rate hikes by the RBI to the broader lending rates continues.
Rising borrowing costs and regulatory measures to clamp down
risky lending could moderate domestic demand next fiscal. On the
other hand, another spell of normal monsoon and easing inflation
can revive rural demand. The lowering of fiscal deficit will mean

curtailed fiscal impulse to growth, but good quality of spending
would provide some support to the investment cycle and rural
incomes. Uneven economic growth in key trade partners such as
the United States and the European Union, and an escalation of
the ongoing Red Sea tensions can act as drag on exports.

India to remain a growth outperformer globally

Despite slowdown in the near term, India's growth is expected
to outperform over the medium run. GDP growth is expected to
average at 7.0% between Fiscals 2025 and 2029, compared with
3.2% globally as estimated by the IMF (International Monetary
Fund). India's economic outlook remains positive, supported by
structural reforms aimed at positioning it as one of the fastest-
growing major economies. According to Finance Ministry, India
is expected to become the 3^rd largest economy in the world
with a GDP of US$ 5 trillion by Fiscal 2028.

Passenger Vehicle Industry

In Fiscal 2023, the PV industry grew at a rate of 27% y-o-y, which
was more than double the rate of 13% y-o-y witnessed during
Fiscal 2022, owing to the healthy pent-up demand created by
two years of slump in sales volume.

The order books of auto OEMs were further supported by
several new launches in the growing SUV category, which
saw higher traction, along with multiple facelifts of existing
models and easing supply of semiconductors.

In fact, overall wholesale volume reached a historic high of 3.9
million units in the fiscal.

During Fiscal 2024, growth momentum of the industry
continued, albeit at a slower pace, backed by the continued
traction for the SUV segment, intermittent launches and
improvement in disposable income.

The PV industry value witnessed a healthy growth from Fiscal
2019 to 2023 period, growing at 11% CAGR. The average vehicle
factory prices (ex-factory prices) rose at 8% CAGR during Fiscals
2019 to 2023 period led by rising share of premium vehicles.
Additionally, price hikes undertaken by OEMs for compliance
with emission norms and due to increase in raw material costs
provided an added push to average prices.

A sharp rise at a CAGR of 12% in average prices amidst
premiumisation trend lent further support to industry size by
value during Fiscals 2021 to 2023 period. Overall, the industry
value grew at 36%.

Rise of SUVs

The SUV segment, which traditionally appealed to customers
valuing larger seating capacity and its ability to drive on rough
terrain, has increasingly gained customer preference over the
years. The compact SUV segment, especially, provided the
much-desired SUV body styling at competitive rates bringing
SUV segment within the reach of the common consumers.

Recognising the changing consumer preferences, OEMs
also launched higher number of vehicles in the SUV segment
compared to other segments providing a further fillip to the
SUV share expansion.

All of this has led to the share of SUVs in overall domestic PV
sales to more than double from 23% in Fiscal 2019 to 50% in
Fiscal 2024 (April to February). During the last 5 years, while
industry witnessed a growth at 5% CAGR, the SUV segment
grew at more than 4 times growth rate of 23% CAGR. Within
the SUV segment, compact SUVs (length <4m) grew in line (at
23% CAGR) with the overall SUV segment keeping its share
steady within the SUV segment.

Electrification in the Indian PV Industry

Amid rising environmental concerns, electric vehicles (EVs)
are gaining traction globally, including in India. The country is
one of the signatories to the Paris Agreement under the United
Nations Framework Convention on Climate Change. It is also
part of the EV30@30 campaign, targeting a 30% sales share
for EVs by 2030. To accelerate EV adoption, the government
has been incentivizing consumers by extending support via
FAME (Faster Adoption and Manufacturing of (Hybrid & Electric
Vehicles in India) subsidy as well as tax cuts.

These schemes alongside the Production Linked Incentive
(PLI) schemes, scrappage policy, Battery Waste Management
Rules 2022 as well as the Make in India initiative is setting up
the roadmap for widespread EV manufacturing and adoption.

Government support, coupled with rising awareness about
EVs, environmental concerns, expansion in EV infrastructure as
well as increasing EV model portfolio is driving electrification
in India. The EV segment received a real thrust in the last two
years backed by model launches at competitive rates, price
hikes in ICE vehicles and elevated petrol and diesel costs.
While EVs bring several cost benefits and have evolved into
a desirable powertrain choice today, the public perception
towards electric vehicles and awareness against pollution
from ICE vehicles also played a major role behind the rise in
EV adoption across the country.

Your company is also accelerating its electrification strategy
to become a market leader in the EV ecosystem.

HMI’S PERFORMANCE

FY 2023-24 was a busy year for your Company. 5 New models
including Exter and 2 limited editions (Alcazar & Creta) models
were launched. Production capacity was increased and steps
were taken to accelerate growth in the coming years through
strategic investments including the acquisition of a production
facility. We are expanding our manufacturing capabilities in
India with the recent acquisition of a manufacturing plant in
Talegaon, Maharashtra (“Talegaon Manufacturing Plant”) which
is expected to commence commercial operations partly in the
second half of Fiscal 2026.

a. Revenue from operations on a standalone basis increased
to ?6,85,386.09 Million as against ?5,97,614.46 Million in
the previous year with a growth of 14.69%.

b. Cost of goods sold as a percentage to revenue from
operations decreased to 86.29% as against 87.09% in
the previous year.

c. Employee cost as a percentage to revenue from operations
decreased to 2.53% (?17,316.30 Million) as against 2.60%
(?15,522.23 Million) in the previous year.

d. Other expense as a percentage to revenue from operations
decreased to 9.19% (?62,988.68 Million) as against 9.67%
(?57,787.85 Million) in the previous year.

e. Profit before exceptional items and tax for the current
year is ?80,954.84 Million as against ?62,688.52 Million
in the previous year - a growth of 29.14%.

f. Profit after tax for the current year is ?59,543.06 Million as
against ?46,538.47 Million in the previous year - a growth
of 27.94%.

PRODUCTION

The total production of your Company for the FY 23-24 was

7.87 lakh units as against 7.27 lakh units in the previous year,

an increase of approx. 8.2%.

Production Data - Last 5 years

(Plant 1 and 2 represent separate assembly lines at the Chennai
factory)

We currently operate two integrated manufacturing plants
at the Chennai Manufacturing Plant. In December 2023, we
acquired a new manufacturing plant located in Talegaon, Pune,
Maharashtra (“Talegaon Manufacturing Plant”) to support our

expanding operations. The redevelopment of the Talegaon
Manufacturing Plant and expansion of our manufacturing
capabilities requires significant capital expenditures over a
relatively short period.

As of March 31, 2024, we have funded the redevelopment
of the Talegaon Manufacturing Facility with cash and cash
equivalents, however, we may need to incur additional financing
in the future.

SALES

Your Company registered its highest ever sales in FY 24. All
the Marquee Hyundai models like CRETA, VENUE, EXTER,
ALCAZAR, TUCSON, AURA and Grand i10 NIOS registered their
highest ever annual numbers in FY 23-24.

Domestic Sales

The domestic sales during the year was 6.14 lakh units as
against 5.67 lakh units in the previous year, registering an
impressive growth of 8.3%.

Export Sales

On the export front, your company sales increased from 1.53
lakh units to 1.63 lakh units, a growth of 6.5%.

Sales Data - Last 5 years

PROFITABILITY

The standalone profit before tax and profit after tax for FY 23¬
24 was ?80,954.84 million and ?59,543.06 million respectively
as compared to ?62,688.52 million and ?46,538.47 million
respectively for the FY 22-23, recording an increase of 29.14%
in PBT and 27.94% in PAT respectively.

The consolidated profit before tax and profit after tax for FY 23¬
24 was ?82,398.74 million and ?60,600.44 million respectively
as compared to ?63,455.75 million and ?47,092.50 million
respectively for the FY 22-23, recording an increase of 29.85%
in PBT and 28.68% in PAT respectively.

DIVIDEND

Your Directors had approved an Interim Dividend of ? 13,270
(Rupees Thirteen Thousand Two Hundred and Seventy Only)
per equity share, on the paid up capital of the Company i.e.,
81,25,411 (Eighty One Lakhs Twenty Five Thousand Four
Hundred and Eleven Only) Equity Shares of ? 1,000/- (Rupees
One Thousand Only) per share aggregating to ? 107,82,42,03,970
(Rupees Ten Thousand Seven Hundred and Eighty Two Crores
Forty Two Lakhs Three Thousand Nine Hundred and Seventy
Only) including withholding tax, which was paid to the Members
whose name appears in the Register of Members as on 14^th
March 2024.

The Company has not proposed for any final dividend for the
FY 2023-24.

Your Company has formulated and adopted a Dividend
Distribution Policy in the board meeting held on 12^th June, 2024
to establish the parameters to be considered before declaring
or recommending dividend by the Board of Directors of the
Company and lay down a broad framework for decisions to
be made with regard to (i) Distribution of Dividend and (ii)
Retaining profits so as to maintain a consistent approach of
returning cash to shareholders and for further development
of business.

PRODUCTION CAPACITY

Our Chennai Manufacturing Plant had an annual production
capacity of 824,000 units as of March 31, 2024. Leveraging
Hyundai Autoever, HMC's “smart factory” platform, we were
able to produce flexibly customised passenger vehicles and
parts using automated manufacturing processes.

We are expanding our manufacturing capabilities in India with
the recent acquisition of a manufacturing plant in Talegaon,
Maharashtra (“Talegaon Manufacturing Plant”) which is
expected to commence commercial operations partly in the
second half of Fiscal 2026. We expect our annual production
capacity across the Chennai and Talegaon manufacturing
plants in aggregate to increase to 994,000 units when the
Talegaon Manufacturing Plant is partly operational and to
1,074,000 units once the Talegaon Manufacturing Plant is
fully operational.

ACQUISITION OF PRODUCTION FACILITIES OF GM
INDIA PRIVATE LIMITED

Our Company entered into an asset purchase agreement dated
August 16, 2023 with General Motors, pursuant to which our
Company agreed to purchase and accept the transfer and
assignment of certain assets of General Motors including, land
and buildings, certain machinery, equipment, right, interest
and title to General Motor's Talegaon plant, located in Pune
(“Acquisition”). Further, the Agreement also mandated the
sale of the product distribution centre (“PDC”) warehouse, of
Chevrolet Sales India Private Limited (“CSIPL”), situated at the
same plant. Pursuant to the First Amendment dated October 17,

2023, Second Amendment dated October 31, 2023, and Third
Amendment dated December 5, 2023, the original long stop
date under the Agreement was extended to December 29, 2023.
The Fourth Amendment dated December 18, 2023, among
others, added the PDC warehouse to the list of original assets
proposed to be transferred under the Agreement. Pursuant
to the Deed of Guarantee dated December 5, 2023, General
Motors Holdings LLC, being the principal holding company of
General Motors, has provided an undertaking to our Company
and our Promoter to ensure performance by General Motors of
its indemnity obligations under the Agreement and to provide
indemnity, in the event and to the extent that, indemnity
obligations of General Motors are outstanding, if any, under
the Agreement. Our Company has paid a consideration of
?7,871.80 million to General Motors, towards such Acquisition
and the Acquisition is effective from December 29, 2023.

MILESTONES, AWARDS AND NEW INITIATIVES

Your Directors take immense pleasure in sharing the following
achievements of your Company:

EXTER

? ICOTY 2024 Winner

? ‘2024 Micro SUV' - The One That Matters Awards by
Acko Insurance

? ‘Urban Car of the Year 2023' - Jagran Hi-tech Awards

? ‘Car of the Year' - Zee Auto Awards 2023
IONIQ 5

? ‘Green Car Award 2024' by ICOTY

? ‘Coveted EV of the Year 2024' - ABP Auto Awards

? ‘Car Design of the Year 2024' - The One That Matters
Awards by Acko Insurance

? ‘Electric Car of the Year 2023' - Jagran Hi-tech Awards

? ‘Green Car of the Year' and ‘Hi-Tech Car of the Year' - Zee
Auto Awards 2023

? ‘Premium Electric SUV of the Year' - Top Gear Awards 2023
VERNA

? ‘The One That Matters Awards 2024' - Acko Insurance

? ‘Compact Car' - Car&Bike Awards 2024

? ‘Car of the Year 2024' - ABP Auto Awards

? ‘Sedan of the Year 2024' - ABP Auto Awards

? ‘Design of the Year 2024 (Budget Car)' - Zee Auto
Awards 2023

TUCSON

? ‘Car of the Year' - Acer FASTER Awards 2023
OTHER AWARDS

? ‘Most Trusted Brand Award' - Zee Auto Awards 2023

? Motor India Foundation - Acer FASTER Awards 2023

? ‘6^th Social Impact Award' - the Indian Chambers
of Commerce

? ‘Excellence in Manufacturing in 2023- 3^rd edition' - CII
Pinnacle Awards

? ‘Excellence in Manufacturing' under the category of Large
Enterprise - CII Pinnacle Awards

? ‘Most Trusted Brand of the Year - 4 Wheeler' - the
Auto Awards

? ‘Shield of Trust' - at the World Auto Forum Awards
FINANCE

The Company continued to maintain the highest credit rating of
A1 for its short term borrowings and Long Term credit rating of
AAA (stable) from CRISIL. The rating emphasizes the financial
strength of the Company in terms of the highest safety with
regard to timely fulfillment of its financial obligations.

GROSS VALUE OF INVESTMENT IN PROPERTY, PLANT &
EQUIPMENT AND INTANGIBLES

Upon transition to Ind AS, the Company had elected to
continue with the carrying value of all of its property, plant
and equipment recognized as of April 1, 2015 (transition date)
measured as per the previous GAAP and use that carrying value
as its deemed cost as at the transition date.

Consequently, the gross book as at 31^st March 2024 presented
in the standalone financial statements (refer Note 4 of the
standalone financial statements) represents the deemed cost as
of April 1, 2015 (Written down value as of April 1, 2015) adjusted
for the additions & deletions till 31^st March 2024. The summary
of impact of changes in the Gross investment is given below:

During the year, your Company has made Additional Investment
of ?30,760.05 Million. Cumulative Gross Investment in Property,
Plant & Equipment and Intangibles is given in Annexure E to
the Board's Report. CWIP as on 31^st March 2024 stood at
?6,391.15 Million.

TRANSFER TO RESERVES

Your Company does not propose to transfer any amount to the
General Reserves out of the amount available for appropriation.

INTERNAL CONTROLS OVER FINANCIAL REPORTING

The Company has an adequate Internal Financial Control System
over financial reporting and such controls were operating
effectively as at 31^st March 2024, based on the internal control
criteria stated in the Guidance Note issued by the Institute of
Chartered Accountants of India.

DEPOSITS

During the year under review, your Company did not accept or
renew any deposits within the meaning of provisions of Chapter
V - Acceptance of Deposits by Companies of the Companies
Act, 2013 (“Act”) read with the Companies (Acceptance of
Deposits) Rules, 2014.

PARTICULARS OF LOANS, GUARANTEES AND
INVESTMENTS

Pursuant to Section 186 of the Act, your Company has not
provided any loan / guarantee/ security in connection with such
loan to any person or any other body corporate, nor acquired
security of any other body corporate.

SUBSIDIARY COMPANIES

Your Company has following subsidiaries as on March 31, 2024:

As on March 31, 2024, your Company does not have any
Associate/Joint Venture as defined under the provisions of
the Act.

The Consolidated Financial Statements are presented as part of
this Report in accordance with the Companies Act, 2013 and Ind
AS wherever applicable. The statement pursuant to the section
129(3) of the Companies Act, 2013, containing salient features
of the Financial Statements of the Company's Subsidiaries
(including their performance and financial position) in Form
AOC-1 is annexed to this report as “Annexure - A (i).”

Further, contribution of subsidiary(ies) to the overall
performance of your Company is outlined in Note No. 44 of
the Consolidated Financial Statements.

Further, 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 subsidiaries,
are available on the website of the Company at https://www.
hyundai.com/in/en

Your Company has a “Policy on Material Subsidiaries,” so that
your Company could identify such Subsidiaries and set out a
governance framework for them. The Policy is put up on the
website at https://www.hyundai.com/in/en/investor-relations/
corporate-governance/codes-policies

RELATED PARTY TRANSACTIONS

In line with the requirements under Companies Act, 2013 and
SEBI (LODR) Regulations, 2015 [Listing Regulations], your
company has formulated a Policy on Related Party Transactions
and the same can be accessed using the following link https://
www.hyundai.com/in/en/investor-relations/corporate-
governance/codes-policies

This Policy is intended to ensure timely identification of a
Related Party Transaction (“RPT”), and its salient terms and
conditions, detail the approval process, outline the disclosure
and reporting requirements thereof, and ensure transparency
in the conduct of RPTs, so that there is no conflict of interest.

In pursuance to Section 134(3)(h) of the Act and Rule 8(2) of
the Companies (Accounts) Rules, 2014, the Board's Report
shall disclose particulars of contracts/arrangements entered
into by the company with related parties referred to in Sec
188(1) of the Act.

Your Company has not entered into any transaction with related
parties which are not at arm's length basis. All transactions
entered into by the Company were in the Ordinary Course of
Business and at Arm's Length basis.

During the year under review there were no material
transactions entered by the Company with any of its related
parties necessitating approval of the members.

The material transactions at arm's length basis that requires
mention in the Form AOC-2 has been provided in Annexure
A(ii) to the Board Report.

The details of transactions with all Related Parties u/s 188 of
the Act, as well as under IND AS 24 are provided in Note 37.2 of
the Notes to the Consolidated Financial Statements and hence
not repeated here, for the purpose of brevity.

DIRECTORS AND KEY MANAGERIAL PERSONNEL
(KMP)

Board of Directors

As on the date of this Report, the Board of Directors comprises
of 8 Directors, comprising of 4 Executive Directors and 4
Independent Directors including 2 Woman Directors.

Appointment of Chairperson

The Board of Directors at their meeting held on 12^th June, 2024,
appointed Mr. Unsoo Kim (DIN: 09470874), Managing Director,
as the permanent Chairperson to Chair all the Board Meetings
with immediate effect. He shall remain as Chairperson of the
Board unless otherwise decided by the Board.

Appointment of Directors and KMP
Independent Directors

? Mr. Ajay Tyagi was appointed as Additional Director and
designated as Independent Director for a period of three
years with effect from June 07, 2024.

? Ms. Sree Kirat Patel was appointed as Additional Director
and designated as Independent Director for a period of
three years with effect from June 07, 2024.

? Ms. Shalini Puchalapalli was appointed as Additional
Director and designated as Independent Director for a
period of four years with effect from June 07, 2024.

? Mr. John Martin Thompson was appointed as Additional
Director and designated as Independent Director for a
period of three years with effect from September 10, 2024.

Executive Directors:

? Mr. Jae Wan Ryu was appointed as an Additional Director
and designated as Whole Time Director for a period of
three years with effect from February, 02, 2024.

? Mr. Wangdo Hur, Chief Financial Officer of the Company
was appointed as Additional Director and designated as
Whole Time Director for a period of three years with effect
from September, 10, 2024.

Key Managerial Personnel:

? Ms. Divya Venkat was appointed as Company Secretary
of the Company with effect from 18^th December 2023 and
further appointed as Compliance Officer of the Company
with effect from 07^th June 2024.

Re-appointment of Directors and KMP:

? Mr. Tarun Garg was re-appointed as Director and Whole
Time Director for a further period of three years with
effect from the 24^th August, 2023 and his re-appointment
was approved by the shareholders at the Annual General
Meeting held on 07^th August, 2023.

? Mr. Kuen Han Yi was re-appointed as Non-Executive
Director for a further period of one year with effect from
04^th February, 2024 and his re-appointment was approved
by the shareholders at the Extraordinary General Meeting
held on 01^st March 2024.

Change in designation of Directors and KMP:

? Ms. Hyunju Kim who was appointed as Additional Director
(Non - Executive - Women) by the Board of Directors of
the Company in their meeting held on 10^th March, 2023
was regularised as Director in the annual general meeting
held on 07^th August, 2023.

? Mr. Jae Wan Ryu who was appointed as Additional
Director and designated as Whole Time Director by the
Board of Directors of the Company in their meeting held
on 02^nd February, 2024 was regularised as Director and
designated as Whole Time Director at the Extraordinary
General Meeting held on 01^st March 2024.

? Mr. Ajay Tyagi who was appointed as Additional Director -
Independent (Non - Executive) by the Board of Directors of
the Company in their meeting held on 07^th June, 2024 was
regularised as Director - Independent (Non - Executive) in
the extraordinary general meeting held on 07^th June, 2024.

? Ms. Sree Kirat Patel who was appointed as Additional Director

- Independent (Non - Executive) by the Board of Directors of
the Company in their meeting held on 07^th June, 2024 was
regularised as Director - Independent (Non - Executive) in
the extraordinary general meeting held on 07^th June, 2024.

? Ms. Shalini Puchalapalli who was appointed as Additional
Director - Independent (Non - Executive) by the Board
of Directors of the Company in their meeting held on 07^th
June, 2024 was regularised as Director - Independent
(Non - Executive) in the extraordinary general meeting
held on 07^th June, 2024.

? Mr John Martin Thompson who was appointed as
Additional Director - Independent (Non - Executive) by
the Board of Directors of the Company in their meeting
held on 10^th September 2024 was regularised as Director

- Independent (Non - Executive) in the extraordinary
general meeting held on 10^th September 2024.

? Mr. Wangdo Hur who was appointed as Additional
Director and designated as Whole Time Director by the
Board of Directors of the Company in their meeting held
on 10^th September, 2024 was regularised as Director and
designated as Whole Time Director at the Extraordinary
General Meeting held on 10^th September, 2024.

Resignation and retirement of Directors and KMP:

? Mr. Gang Hyun Seo, who was the Director - Non Executive
of the Company resigned from the Board effective from
08^th December 2023, as he had to return to South Korea.

? Mr. Dae Han Choi, who was appointed as Alternate
Director to Mr. Gang Hyun Seo, ceased from the Board
effective from 08^th December 2023 consequent to the
resignation of Mr. Gang Hyun Seo.

? Mr. Dosik Kim, Whole Time Director resigned from the
Board with effect from 01^st January 2024 as he had to
return to South Korea.

? Mr. Jae Wan Ryu who was the Whole Time Director,
resigned from the Board effective from 07^th June 2024 due
to change in Board Structure.

? Mr. Jong Hoon Lee who was the Whole Time Director,
resigned from the Board effective from 07^th June, 2024
due to change in Board Structure.

? Ms. Kuen Han Yi who was the Non-Executive Director,
resigned from the Board effective from 07^th June, 2024
due to change in Board Structure.

? Ms Hyunju Kim who was the Non-Executive Director
(women), resigned from the Board effective from 07^th
June, 2024 due to change in Board Structure.

? Mr. Wangdo Hur who was the Whole Time Director
& CFO of the Company resigned from the position of
Whole Time Director effective from 07^th June, 2024 due
to change in Board Structure and continue to be the CFO
of the Company and further re-appointed as Whole Time
Director w.e.f. 10^th September 2024.

? Ms. Vidya MV has ceased from the position of Company
Secretary effective from 01^st November 2023 due
to retirement.

The Board takes this opportunity to once again thank all the
Directors who have resigned from the Board during the year,
for their guidance and valuable support during their tenure
as Director.

Retirement by rotation and subsequent re¬
appointment:

? Mr. CS Gopalakrishnan being the longest serving
Directors retire by rotation at the forthcoming Annual
General Meeting and being eligible, offer himself for re¬
appointment.

The Board, on the recommendation of the Nomination &
Remuneration Committee, recommended his re-appointment
at the ensuing Annual General Meeting.

The Independent Directors of the Company are not liable to
retire by rotation

Key Managerial Personnel

Mr. Unsoo Kim, Managing Director., Mr. Tarun Garg, Whole
Time Director, Mr. Gopalakrishnan CS, Whole Time Director,
Mr. Wangdo Hur, Whole Time Directors & CFO and Ms. Divya
Venkat, Company Secretary, are the Key Managerial Personnel
(“KMP”) of the Company in accordance with the provision of

Sections 2(51) and 203 of the Act read with the Companies
(Appointment and Remuneration of Managerial Personnel)
Rules, 2014.

The changes to the KMP during the year under review and upto
the period of this report has been mentioned above.

BOARD INDEPENDENCE

The Company is under no obligation to appoint any Independent
Directors for the Financial Year 2023-24.

Pursuant to listing prerequisites, the Company appointed
Mr. Ajay Tyagi, Ms. Shalini Puchalapalli, and Ms. Sree Kirat Patel
as Independent Directors during the board meeting convened
on 7^th June, 2024 and appointed Mr. John Martin Thompson in
the Board meeting convened on 10^th September 2024.

The appointments of Mr. Ajay Tyagi, Ms. Shalini Puchalapalli,
and Ms. Sree Kirat Patel as Independent Directors were duly
regularized at the extraordinary general meeting held on 7^th
June, 2024 and appointment of Mr. John Martin Thompson
as Independent Director was regularized at the extraordinary
general meeting held on 10^th September, 2024, in accordance
with regulatory requirements.

BOARD MEETINGS

The Board met 9 (Nine) times during the financial year. The
intervening gap between any two meetings was within the
time limits prescribed by the Companies Act, 2013 read with
the relevant Rules and amendments as applicable from time
to time.

COMMITTEES OF BOARD

As per the Companies Act, 2013 and Listing Regulations, the
company has constituted /reconstituted following mandatory
committees on to fulfil the pre requirements of listing:

1. Audit Committee

2. Risk Management Committee

3. Stakeholder Relationship Committee

4. Nomination and Remuneration Committee

Pursuant to change in Board Structure and in order to comply
with Section 135 of the Companies Act, 2013 and the rules and
regulations made thereunder, the company has re-constituted
the Corporate Social Responsibility Committee.

Further, Company has Voluntary constituted IPO Committee for
the purposes of approving and undertaking various activities
in relation to the Offer and listing of Equity Shares on the
Stock Exchanges.

Audit Committee:

Pursuant to the provisions of Section 177 of the Companies
Act, 2013, read with Rule 6 of the Companies (Meetings of the
Board and its Powers) Rules, 2014 and Regulation 18 of Listing
Regulations, the Audit Committee of the Board comprises of:

? Ms. Shalini Puchalapalli (DIN: 07820672),

Independent Director (Chairperson);

? Ms. Sree Kirat Patel (DIN: 03554790),

Independent Director (Member); and

? Mr. Wangdo Hur (DIN: 10039866),

Whole-time Director & CFO (Member)

Risk Management Committee:

Pursuant to Regulation 21 of Listing Regulations, the Risk
Management Committee of the Board comprise of:

? Mr. Unsoo Kim (DIN 09470874),

Managing Director (Chairperson);

? Ms. Sree Kirat Patel (DIN: 03554790),

Independent Director (Member) and

? Mr. Tarun Garg (DIN 00045669),

Whole-time Director (Member).

Stakeholder Relationship Committee:

Pursuant to Section 178 of the Companies Act, 2013 and
Regulation 20 of Listing Regulations, the Stakeholder
Relationship Committee of the Board comprises of:

? Mr. Ajay Tyagi (DIN: 00187429),

Independent Director (Chairperson);

? Mr. Tarun Garg (DIN 00045669),

Whole-time Director (Member); and

? Mr. Gopalakrishnan C S (DIN 09679256),

Whole-time Director (Member);

Nomination and Remuneration Committee:

Pursuant to the provisions of Section 178 of the Companies
Act, 2013 read with Rule 6 of the Companies (Meetings of the
Board and its Powers) Rules, 2014 and Regulation 19 of Listing
Regulations, the Nomination and Remuneration Committee of
the Board comprises of:

? Ms. Sree Kirat Patel (DIN: 03554790),

Independent Director (Chairperson);

? Ms. Shalini Puchalapalli (DIN: 07820672),

Independent Director (Member); and

? Mr. Ajay Tyagi (DIN: 00187429),

Independent Director (Member);

Corporate Social Responsibility Committee:

Pursuant to the provisions of Section 135 of the Companies
Act, 2013, the Corporate Social Responsibility Committee of
the Board comprises of:

? Mr. John Martin Thompson, (DIN: 10746036),

Independent Director (Chairperson);

? Mr. Gopalakrishnan C S (DIN 09679256),

Whole-time Director;

? Ms. Shalini Puchalapalli (DIN: 07820672),

Independent Director (Member); and

? Mr. Ajay Tyagi (DIN: 00187429),

Independent Director (Member)

IPO Committee:

The IPO Committee of the Board comprises of:

? Mr. Unsoo Kim (DIN: 09470874),

Managing Director (Chairperson);

? Mr. Tarun Garg (DIN 00045669),

Whole-time Director (Member); and

? Mr. Gopalakrishnan C S (DIN 09679256),

Whole-time Director (Member).

BOARD EVALUATION

Pursuant to the provisions of the Companies Act, 2013,
the Board has carried out an annual evaluation of its own
performance and that of its Committee as well as performance
of the Directors individually for the Financial Year 2023-24.
Inputs were sought on various aspects of Board/Committee
Governance for evaluation.

The aspects covered in the evaluation included the
contribution to and monitoring of corporate governance
practices, participation in the long-term strategic planning
and the fulfillment of Directors' obligations and fiduciary
responsibilities, including but not limited to, active participation
at the Board and Committee Meetings

As per Companies Act, 2013 and Listing Regulations, the
company has now formulated a policy on evaluation of
the Performance of Board of Directors and also formed a
nomination and remuneration committee who will evaluate
the performance of Board of Directors, Committee of Board of
Directors and Individual Directors and Chairperson including
Independent Directors on annual basis.

Your company has also formulated a Nomination and
Remuneration policy to consider matters relating to the
remuneration, appointment and removal of the Directors, Key
Managerial Personnel, and Senior Management.

DIRECTORS’ RESPONSIBILITY STATEMENT

In compliance with the provisions of Section 134 (3) (c) of the
Companies Act, 2013, relating to the Directors’ Responsibility
Statement, the Directors hereby confirm that:

? in the preparation of the accounts for the financial
year ended 31^st March 2024, the applicable accounting
standards had been followed along with proper explanation
relating to material departures if any;

? the Directors had selected such accounting policies and
applied them consistently and made judgements and
estimates that are reasonable and prudent so as to give a
true and fair view of the state of affairs of the Company at
the end of the financial year 2023-2024 and of the profit of
the Company for the year under review;

? the Directors had taken proper and sufficient care for
the maintenance of adequate accounting records in
accordance with the provisions of the Companies Act,
2013 for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities;

? the Directors had prepared the accounts for the financial
year ended 31^st March 2024 on a ‘going concern’ basis; and

? the Directors had devised proper systems to ensure
compliance with the provisions of all applicable laws and
that such systems were adequate and operating effectively.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

Corporate Social Responsibility continues to remain an
important focus area of the Company. To be aligned with
community needs and Corporate Standards Company has
amended its CSR policy in the board Meeting held on 17^th May,
2024 as per the recommendation of CSR Committee.

A broad outline of the Corporate Social Responsibility (CSR)
Policy of the Company and other details required to be provided
as per the Companies (Corporate Social Responsibility Policy)
Rules 2014 as amended are given in the prescribed format in
Annexure B.

Further, pursuant to changes in the Board structure of the
Company, CSR committee of the Board has been re-constituted
on 07^th June, 2024.

ANNUAL RETURN

Pursuant to Section 134(3) and Section 92(3) of the
Companies Act, 2013 read with Rule 12(1) of the Companies
(Management and Administration) Rules, 2014, a draft copy
of the Annual Return for the FY 2023-24 will be placed in
the Company's website www.hyundai.com/in post Annual
General Meeting.

COMPLIANCE OF SECRETARIAL STANDARDS

As required under Section 118 (10) of the Companies Act, 2013,
the Company has complied with the Secretarial Standards
issued by The Institute of Company Secretaries of India.

SIGNIFICANT AND MATERIAL ORDERS

There are no significant and material orders passed by the
regulators or courts or tribunals impacting the going concern
status and Company's operations in future.

MATERIAL CHANGES & COMMITMENTS

There were no material changes and commitments affecting
the financial position of the Company between the end of
financial year (March 31, 2024) and the date of the Report.
However, after the end of the Financial Year, till the date of this
Report the following were the material changes that occurred:

? The Company vide approval of the Board and the
Shareholders at their respective meetings held on 17^th
May, 2024, had approved subdivision of shares of the
Company from Rs. 1000/- (Rupees One Thousand Only)
per share to Rs. 10/- (Rupees Ten Only) per share.

? The Company vide approval of the Board in its meeting
held on 17^th May, 2024 had approved the proposal for
undertaking Initial Public Offer (IPO) by way of an offer
for sale of 14,21,94,700 [Fourteen Crores Twenty - One
Lakhs Ninety -Four Thousand and Seven Hundred] Equity
shares of Rs. 10/- [Rupees Ten only] each by the Promoter
Selling Shareholder.

? Further, on account of the proposed IPO, your Company
vide approval of the Board and the Shareholders at their
respective meetings held on 17^th May, 2024, had amended
the Articles of Association of the Company for aligning it
with the listing regulations.

? The Company vide approval of the Board in its meeting
held on 17^th May, 2024 had appointed Kotak Mahindra
Capital Company Limited, Citigroup Global Markets India
Private Limited, HSBC Securities and Capital Markets
(India) Private Limited, J.P. Morgan India Private Limited
and Morgan Stanley India Company Private Limited as
Book Running Lead Manager to the offer.

? The Company has filed a Draft Red Herring Prospectus
(DRHP) with SEBI and Stock Exchanges on 14^th June, 2024
to list its securities.

? The Company had submitted applications with NSE and
BSE for in-principle approval on June 24, 2024 and July
1, 2024 respectively and the Company had received in¬
principle approval from both NSE and BSE on August
16, 2024.

CHANGE IN NATURE OF BUSINESS

There were no changes in the nature of business during the
year under review.

AUDITORS
Internal Auditors

The Company has in place a robust Internal Audit function,
which is led by Mr. Raja R, Vertical Head - Audit Group, as the
Internal Auditor of the Company.

He was appointed at the Board Meeting held on 28^th July, 2022
from FY 2022-23 onwards.

Statutory Auditors

M/s B S R & Co., LLP, Chartered Accountants (ICAI Firm No.
101248W/W-100022), Chennai, were re-appointed as Statutory
Auditors of the Company for a period of five years from the
conclusion of the 26^th Annual General Meeting until the
conclusion of the 31^st Annual General Meeting to be held in
2027 by the shareholders at the Annual General Meeting held
on 8^th August 2022.

The Auditor's report on the Standalone and Consolidated
financial statements for the year ended 31^st March 2024 to
the Board on even date, does not contain any qualification,
reservation or adverse comment.

Cost Auditors

Pursuant to the provisions of Section 148(3) of the Companies
Act, 2013, the Board of Directors had appointed M/s. Geeyes
& Co., (Firm Registration No: 00044), as Cost Auditors of
the Company, for conducting the audit of cost records for
the financial year ended 31^st March 2024. The Cost Audit
Report for FY 2023-24 has been provided in Annexure F to
the Board Report. The Cost Audit Report will be filed with the
Ministry of Corporate Affairs within the prescribed period. The
remuneration of the Cost Auditors for the FY 23-24 has been
approved by the Board of Directors in their meeting held on
11^th July 2023 and subsequently approved by the Shareholders
at the Annual General Meeting held on 07^th August 2023.

The Cost records as specified by the Central Government under
sub-section (1) of Section 148 of the Act as required by the
Company are maintained by the Company.

Secretarial Auditors

M/s. B Chandra and Associates, Practicing Company
Secretaries were appointed to conduct the Secretarial Audit
of the Company for the FY 2023-24, as required under Section
204 of the Companies Act, 2013 and Rules thereunder. The
Secretarial Audit Report for FY 2023-24 forms part of the Annual
Report as Annexure C to the Board's Report. The Company
had complied with the provisions of the Acts and Rules made
there under that are applicable to the Company. As regards

the comments made in the Secretarial Auditor's Report, the
Board is of the opinion that the same are self-explanatory and
do not require further clarification.

SHARE CAPITAL

During the Financial Year 2023-24, there was no change in the
authorised, issued, subscribed, and paid-up share capital of
the Company.

However, after the end of the Financial year 2023-24, the shares
of the Company were subdivided from Rs. 1000/- (Rupees One
Thousand Only) per share to Rs. 10/- (Rupees Ten Only) per
share after obtaining the approval of the Board of Directors
and the shareholders at their respective meetings held on 17^th
May, 2024. The said subdivision of shares does not impact the
share capital of the company.

The Authorised share Capital of the Company post subdivision
of Equity Share Capital was Rs. 14,00,00,00,000 (Rupees One
Thousand Four Hundred Crores) divided into 140,00,00,000
(One Hundred and Forty Crores Only) equity shares of face
value of Rs. 10 (Rupees Ten Only) each.

DISCLOSURE UNDER FOREIGN EXCHANGE
MANAGEMENT ACT, 1999

With regard to the downstream investments in Indian
Subsidiaries, the Company is in compliance with applicable
Rules and Regulations under Foreign Exchange Management
Act, 1999.

INTERNAL FINANCIAL CONTROL

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

RISK MANAGEMENT POLICY

The Company has established a Risk Management Policy. The
Policy outlines the risk management framework to minimize
the impact of uncertainty on the Company's strategic goals.
The framework enables a structured and disciplined approach
to risk management including risk identification, impact
assessment, effective implementation of risk mitigation plans
and risk reporting.

The Company is exposed to the risks associated with
fluctuations in foreign exchange rates mainly on import of
components, royalty payments and export of vehicles. The
Company adopts natural hedge strategy and discounting of
export bills to minimize currency fluctuation risk.

The Company has updated the Risk Management Policy and
adopted the same in the board meeting held on 12^th June,
2024 to ensure that all the current and future material risk

exposures of the Company are identified, assessed, quantified,
appropriately mitigated, minimized and managed i.e. to ensure
adequate systems for risk management and to establish a
framework for identification of internal and external risks
specifically faced by the Company, in particular including
financial, operational, sectoral, sustainability (particularly,
ESG-related risks), information, cyber security risks, or any
other risk as may be determined by the Risk Management
Committee for the company's risk management process and
to ensure its implementation.

REPORTING OF FRAUDS BY AUDITORS

During the year under review, neither the statutory auditors
nor the secretarial auditor has reported any instances of fraud
committed against the Company by its officers or employees.

VIGIL MECHANISM/ WHISTLE BLOWER POLICY

As per Companies Act, 2013 and Listing Regulations, company
has revised and amended its Vigil Mechanism/ Whistle Blower
Policy on 12^th June, 2024 and the same is hosted on the website
of the Company which can be accessed at https://www.
hyundai.com/in/en/hyundai-story/corporate-governance .

This Policy inter-alia provides a direct access to the Chairperson
of the Audit Committee in appropriate or exceptional cases.

Your Company hereby affirms that no Director/ employee has
been denied access to the Managing Director.

Company has received 16 complaints, out of which 15 complaints
were resolved and one complaint is under investigation.

DISCLOSURE UNDER THE SEXUAL HARASSMENT OF
WOMEN AT WORKPLACE (PREVENTION, PROHIBITION
AND REDRESSAL) ACT, 2013

Your Company has a policy of zero tolerance in line with the
provisions of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013. Brief details
about the policy which inter-alia includes the constitution
of Internal Complaints Committee (ICC) is hosted on the
website of the Company which can be accessed at https://
www.hvundai.com/in/en.

During FY 2023-24, ICC received three complaints, out of
which two were resolved and one complaint was pending at
the enquiry stage. The pending Complaint was subsequently
resolved as on date.

RESEARCH & DEVELOPMENT, TECHNOLOGY
ABSORPTION AND FOREIGN EXCHANGE

Your Company continues to focus on Research and Development
activities with specific reference to emission conformance, fuel
efficiency, vehicular performance and enhancement of safety,
aesthetics & ride comfort and green initiatives. Expenditure
incurred by way of capital and revenue on these activities is
shown separately.

The particulars prescribed under Section 134 of the Companies
Act, 2013 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 D to this Report.

DEMATERIALISATION OF SHARES

Your Company has dematerialized all the shares issued and
now the shares are being held by the shareholders only in
dematerialized form. The Company had appointed M/s. KFin
Technologies Limited as the Registrar and Share Transfer Agent
(RTA).

SIGNIFICANT AND MATERIAL ORDERS PASSED

There are no significant and material orders passed by the
Regulators or Courts or Tribunals impacting the going concern
status of the Company and its operations in the future.

? Competition Commission of India (CCI) imposed a penalty
on our Company, for violation of Section 3 and 4 of the
Competition Act along with directions to cease anti¬
competitive conduct. The said order has been appealed
by the Company to the National Company Law Appellate
Tribunal (NCLAT), which issued an interim order requiring
payment of 10% of the penalty. Subsequently, on appeal
made by the Company with the Supreme Court, an interim
stay has been granted on the penalty and directed the
NCLAT to adjudicate the appeal, which is currently pending

? Competition Commission of India (CCI) imposed a penalty
on our Company and the Company has subsequently
appealed before the NCLAT and the said order passed by
CCI was set aside. CCI has now appealed before Supreme
Court, which is now pending

OTHER DISCLOSURES

? No application has been made under the Insolvency
and Bankruptcy Code, 2016. Hence, the requirement
to disclose the details of the application made or any
proceeding pending under the said Code during the year
along with their status as at the end of the financial year is
not applicable.

? The requirement to disclose the details of the difference
between the amount of the valuation done at the time of
one-time settlement and the valuation done while taking a
loan from the Banks or Financial Institutions along with the
reasons thereof, is not applicable.

? The remuneration paid to the Directors, Key Managerial
Personnel and senior management is in accordance with
Section 198 of the Act.

ACKNOWLEDGEMENT

Your Directors take this opportunity to acknowledge the
continuous support of Hyundai Motor Company, South Korea.

Your Directors would like to express their appreciation for the
assistance and co-operation received from the Government
authorities, Financial Institutions, Banks, Customers, Dealers,
Vendors, Employees Union and all other business associates.

The Directors also wish to place on record their deep sense of
appreciation for the committed services by all the employees
of the Company.

For and on behalf of the Board of Directors

Unsoo Kim Wangdo Hur

Managing Director Whole Time Director & CFO

DIN: 09470874 DIN: 10039866

Place: Gurugram

Date: 20^th September 2024