GKN Driveline India Limited Unlisted Shares Annual Reports

GKN Driveline India Limited Unlisted Shares

GKN Driveline (India) Limited's 39th Annual Report 2023-24: Summary **Notice of Annual General Meeting (AGM):** The 39th AGM will be held on September 24, 2024, at 11:00 AM at the registered office in Faridabad. **Ordinary Business:** The AGM will address: * Adoption of audited financial statements for the year ending March 31, 2024. * Re-appointment of Mr. Sanjay Katyal (DIN-08384025) and Mr. Rajeev Dogra (DIN-05270378) as directors, who are retiring by rotation. * Confirmation of an interim dividend of INR 64 per share as the final dividend for FY 2023-2024. **Special Business:** * Resolutions for revision of remuneration for Mr. Sanjay Katyal, Mr. Madan Singh Sisodia and Mr. Rajeev Dogra and Ms. Lunna Bose Roy Chowdhury, as Managing/Executive Directors, are to be considered. * Specific details of the revised remuneration packages effective April 1, 2024, are provided for each director. * The payment of bonus amounts to Mr. Sanjay Katyal (INR 15,56,996.98), Mr. Madan Singh Sisodia (INR 17,28,826.78) and Mr. Rajeev Dogra (INR 12,96,706.42) and Ms. Lunna Bose Roy Chowdhury (INR 15,11,002.85) for performance of 2023 are subject to approval. * The Board is authorized to alter the remuneration with government/member approval as needed, within the limits of Schedule V of the Companies Act, 2013. * Re-appointment of Ms. Rajni Sekhri Sibal and Mr. Bharat Dev Singh Kanwar as Independent Directors for a term of 3 years, subject to members' approval. **Notes on AGM Attendance & Voting:** * Members can appoint a proxy, with the proxy form to be submitted 48 hours before the meeting. * Proxies can be inspected during business hours, with three days' notice. * Only the joint holder highest in order of names can vote. * A person can act as proxy for up to 50 members holding no more than 10% of the voting share capital. * Corporate members should send a certified Board resolution and specimen signatures. * Members/proxies must bring the attendance slip. * Registers of Directors, Key Managerial Personnel, and contracts will be available for inspection. * Members should advise the Company of postal address changes and provide their PAN. * Electronic copies of the Annual Report and AGM Notice are being sent to members with registered email IDs. **Remote E-Voting:** * The e-voting period runs from September 21-23, 2024. * Members as of the cut-off date (September 17, 2024) can vote electronically. * The notice details login methods for individual shareholders holding securities in demat mode via NSDL and CDSL, as well as for shareholders holding securities in physical mode. * Helpdesk details are provided for technical issues. **Explanatory Statement:** The notice also includes an explanatory statement pursuant to Section 102 of the Companies Act, 2013, detailing the material facts related to the special business items. **Director's Report:** The directors present the 39th Board Report. Financial performance: * The company recorded a top-line growth of 6.83% compared to the previous year, mainly due to increase in market demand and new business wins. * Revenue from Operations (net of excise duty) was INR 10518.34 Mn compared to INR 9845.46 Mn in the previous year. * Profit before Tax, Interest and Depreciation (EBITDA) was INR 1594.05 Mn compared to INR 1484.6 in the previous year * The directors state their satisfaction that the accounts give a true and fair view of the state of affairs of the company as at March 31, 2024. **State of Affairs and Operations:** The company focused on maintaining industrial relations, people safety, and flexible business operations amid market challenges. * The business environment was challenging due to demand volatility, global geopolitical tensions, and inflationary pressures. * Emphasis was placed on people safety, environmental protection, and product quality. * EHMS recertification audits were successful and zero LTA was sustained for the year, continuous focus on quality systems and IATF 16949 surveillance audit completed without non-conformance. * GKN Quality Olympics Platinum award received in 2024 * MSIL zero defect Quality Award in May 24. * Received HCIL Quality and delivery silver award for spares in March 2024 **Dividend:** * The board declared an interim dividend of INR 64 per equity share for the year 2023-24, which will be considered as the final dividend. **Auditors:** * Deloitte Haskins & Sells LLP, Gurugram, are the statutory auditors, who have not given any qualifications, reservations, adverse remarks or disclaimer. **Foreign Exchange:** * Estimated value of contracts in capital account remaining to be executed is 245.02 Mn, as at 31.03.2024. * Foreign currency outflow in 2023-24 amounted to EUR 5.11 Mn, USD 10.20 Mn, JPY 73.06 Mn and GBP 1.73 Mn. * Foreign currency inflow in 2023-24 was USD 6.14 Mn. **Conservation of Energy:** * The company implemented various energy conservation measures, such as replacing inefficient motors, controlling compressed air leakages, and installing auto-timer systems. **Technology Absorption:** * The company maintains interaction with GKN Group internationally and continuously imports and fully absorbs technology from GKN Group under technical collaboration agreements. **Automotive Industry Outlook:** * The Indian auto retail sector achieved 10% YoY growth in FY24, with all vehicle segments registering positive growth. * The industry is optimistic for FY25, focusing on EV launches, leveraging economic growth, and favorable government policies. **Corporate Social Responsibility (CSR):** * The company has a CSR policy in accordance with Section 135 of the Companies Act, 2013. * The total amount spent on CSR activities during FY 2023-24 was INR 16.91 Mn, which was slightly less than the required amount of INR 17.61 Mn * CSR initiatives included government school infrastructure development, sanitation, education, and environmental sustainability projects. **Loans, Guarantees, and Investments:** * The Company did not extend loans or guarantees or invested in other companies. **Secretarial Standards:** * Applicable Secretarial Standards SS-1 and SS-2 were followed. **Director's Responsibility Statement:** The directors confirmed that applicable accounting standards were followed, appropriate accounting policies were selected, adequate accounting records were maintained, and the annual accounts were prepared on a going concern basis. **Health, Safety, and Environment:** * The company is committed to continuous improvement in health and safety and achieved zero loss time accidents in all plants, a comprehensive safety program is in place. **Legal and Governance:** * The company has a strong legacy of practicing fair, transparent and ethical governance. * The company has established systems, procedures and policies to ensure that its Board of Directors is well informed and well equipped to discharge its overall responsibilities and provide the management with the strategic direction catering to exigency of long-term shareholders value **Vigil Mechanism:** * The Company has a whistleblowing hotline run by an external third party. **Secretarial Audit:** * The Secretarial Audit was carried out by M/s Ranjeet Pandey & Associates, however, application for amendment in registration certificate was not made by the Company within prescribed time. **Remuneration:** * Managerial remuneration details for FY 2023-24 for Mr. Sanjay Katyal, Mr. Madan Singh Sisodia, Mr. Rajeev Dogra and Ms. Lunna Bose are given. **Board of Directors & Key Management Personnel:** * The notice details appointment and remuneration policy for directors and KMPs. * The Board comprises of executive and independent directors, with details on board structure and composition. **Audit & Risk Management Committee:** * The composition of the Audit & Risk Management Committee (ARMC) is described. **Stakeholders' Relationship Committee** * The members of the stakeholders committee as well as the details of the meetings attended are attached. **Corporate Social Responsibility Committee** * The composition of the Corporate Social Responsibility Committee is described as well as the projects this committe is focusing on. The CSR plan for Financial Year 2024-2025 was finalized and the projected amount of spent is INR 19 Mn approx **Independent Director's Meeting:** * Independent Directors of the Company met separately on 27th February 2024 for FY 2023-2024 without the presence of Non-Independent Directors and members of management **Related Party Transactions (Section 188):** * Proper reporting, approval and disclosure processes are in place for all transactions between the Company and Related Parties **Risk management, Internal Controls and Internal Financial Controls:** * The Board gives significant attention to, and accepts its responsibility for, the company's risk management internal control and internal financial controls. **Internal Audit** * The Company has appointed M/s R Mahajan & Co, Chartered Accountants, who conducts internal audit of the company and its five plants on quarterly basis, the auditors submits plant wise and areas wise report every quarter. **Internal Financial Controls** * The Company has adopted adequate policies and procedures for robust internal controls to ensure orderly conduct of business, adherences to such policies and procedures, safeguarding of assets, true and fair conduct of business, prevention and detection of fraud & errors, accuracy and completeness of accounting records and timely preparation of reliable information **General Declaration:** * All independent directors have given declarations as per the Companies Act, 2013. **Technology Absorption, Adaptation and Innovation:** * The company has been driving organization for financial excellence leading to growth in bottom line commensurate with growth in top line. * Company is receiving support and guidance from GKN Group to drive functional excellence in marketing, human resource, application engineering, supply management and information technology, among others **Capital Commitments, Material Changes, and Other Statements:** * The company have been spending time and effort to help promote their sustained growth and environmental sustainability *The Board recommends the resolutions set out in Item No. 8 for the approval of members. **Finance:** The summary for the financial statements are provided and show the yearly performance increase.

GKN Driveline India Limited Unlisted Shares

GKN's 38th Annual Report Summary: **Notice and Ordinary Business:** The 38th Annual General Meeting of GKN Driveline (India) Limited will be held on September 27, 2023. The ordinary business includes considering and adopting the audited financial statements for the year ended March 31, 2023, re-appointing Mr. Madan Singh Sisodia and Mr. Anthony Bell as directors, and confirming the interim dividend of INR 69 per share as the final dividend for FY 2022-23. **Special Business:** Special resolutions involve revisions in remuneration for Mr. Sanjay Katyal, Mr. Madan Singh Sisodia, and Mr. Rajeev Dogra, all Executive Directors. These resolutions outline revised remuneration packages effective April 1, 2023, including basic salaries, perquisites, allowances, and retirement benefits. The resolutions also cover performance-linked bonuses and clauses for remuneration in case of losses or inadequate profits. Members' approval is sought for the Board to alter or modify these terms. Ms. Rajni Sekhri Sibal is proposed for appointment as an Independent Director. Ms. Luna Bose Roy Chowdhury is proposed for appointment as Executive Director with a revision in remuneration. **Other Notes from the Notice:** A member entitled to vote can appoint a proxy, with the proxy instrument to be deposited 48 hours before the meeting. Joint holders will have voting rights based on the order of names. A person can act as proxy for a maximum of fifty members holding no more than ten percent of the share capital. Corporate members must send certified copies of board resolutions authorizing their representatives. Members should notify the Company of any postal address changes. An explanatory statement relating to Special Business is included. All documents are open for inspection at the Registered Office, excluding Sundays and Holidays, until the AGM date. Permanent Account Number (PAN) submission is mandated by SEBI. Electronic copies of the Annual Report and AGM Notice are being sent to members with registered email IDs. Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget Password option available at abovementioned website. **Directors' Report:** The Directors present their 38th Board Report. The company's top-line showed a growth of 15.44% when current year is compared with previous year mainly due to increase in market demand and new business wins. Last year had been a challenging year with industry recovering from Covid and global supply chain concerns. The profit before interest, tax and depreciation (EBITDA) is INR 1484.60 Mn (15.08%) as compared to INR 1373.06 Mn (16.10%) in previous year. The Board declared an interim dividend of INR 69 per equity share (690%) for the year 2022-23, to be considered as final dividend. M/s. Deloitte Haskins & Sells LLP, Gurugram are the Statutory auditors of the Company. The company posted foreign currency inflows of INR 566.39 Mn. Capital commitments stood at INR 113.18 Mn. The company is planning on cost rationalization through headcount optimization, fixed cost rationalization, implementation of green energy projects, product localization. Your company is also expected to win some new businesses from existing and potential customers. **Conservation of Energy:** The Company initiated various steps for conserving electricity with details provided for FAR, DHA, PUN, KAD, ORA. **Technology Absorption:** The company absorbs technology from GKN group, which is being done through a Technical Collaboration Agreement. **Automotive Industry and Outlook:** The report details the state of the Indian Automotive Industry in FY 2023, referencing SIAM data. Cumulative sales totalled 21,204,162 units, a 20% year-on-year growth. Details are given for Passenger Vehicles, Commercial Vehicles, Three-wheelers and Two-wheelers. **Human Resources:** The HR strategy focuses on partnering with the business for organizational effectiveness, improving employee experience, focusing on talent acquisition, and emphasizing equity, diversity, and inclusion. The HR strategy focuses on driving a performance-driven environment where innovation is encouraged, performance is recognized, and employees are enabled and empowered to optimize their performance and potential. **Corporate Social Responsibility (CSR):** The Company continued to contribute for betterment of the society, spending time and money on CSR projects, including infrastructure development for orphanages and old age homes, RO plant installations, school construction/renovation, and solar lights installations. Total CSR spend during FY 2022-23 was INR 17.86 Mn. GKN has a three-tier governance structure is responsible for implementing CSR activities including the CSR Committee of the Board, Central CSR Team, and Operational CSR Teams located at respective plant sites **Loans, Guarantees, and Investments:** The Company has given a loan of INR 150 Mn to GKN Automotive Bengaluru Private Limited and sold shares of ARS Energy P Limited for INR 0.61 Mn. **Directors' Responsibility Statement:** The Directors confirm adherence to accounting standards, selection of prudent accounting policies, maintenance of adequate records, preparation of accounts on a going concern basis, and proper systems for compliance. **Legal and Governance:** The company maintains fair, transparent and ethical governance. There was one case reported of alleged discrimination against employees based upon language and ethnicity. GKN contacted the caller and requested further information. No further information was provided hence the complaint was closed. **Remuneration Policy and Board Structure:** The report details the board's composition, structure, and the details of key committee meetings. The Board comprises of Mr. Anthony Bell, Mr. Sanjay Katyal, Mr. Madan Singh Sisodia, Mr. Jonathon Colin Fyfe Crawford, Mr. Matthew Richard Nozemack, Mr, Rajeev Dogra, Ms. Lunna Bose Roy Chowdhury as Executive Director and Mr. Bharat Dev Singh Kanwar, Ms. Monica Widhani, Ms. Rajni Sekhri Sibal as Independent Director as on March 31, 2023. **Financial Highlights:** * Revenue from Operations (net of excise duty): ₹9845.46 Mn (compared to ₹8528.29 Mn in the previous year) * Profit Before Tax (PBT): ₹1045.26 Mn (compared to ₹889.48 Mn in the previous year) * Net Profit: ₹773.2 Mn (compared to ₹656.57 Mn in the previous year) **Auditors Report** Based on the audit procedures performed, nothing has come to our notice that has caused us to believe that the representations contain any material misstatement The financials have been prepared in accordance with accounting standards and the Directors are responsible for its true and fair view. However, the auditors found some records did not have proper backup in server located India.

GKN Driveline India Limited Unlisted Shares

GKN Driveline (India) Limited - 37th Annual Report Summary (2021-22) The 37th Annual General Meeting will be held on September 29, 2022, at the registered office in Faridabad, Haryana. **Ordinary Business:** * Adoption of Audited Financial Statements for the year ending March 31, 2022 * Re-appointment of Mr. Anthony Bell as director, who is retiring. * Confirmation of an interim dividend of INR 62 per share as final dividend for FY 2021-2022. **Special Business:** * Re-appointment and revision in remuneration of Mr. Sanjay Katyal, Managing Director. His basic salary will be Rs. 40,13,160 per annum, plus benefits like HRA (Rs. 24,07,896 p.a.), medical reimbursement (Rs. 15,000 p.a.), LTC, telephone expenses (Rs. 64,000 p.a.), provident fund (Rs. 4,81,584 p.a.), superannuation (Rs. 6,01,980 p.a.), and other allowances. Bonus as INR 12,82,192 for 2021 performance. * Revision in remuneration of Mr. Madan Singh Sisodia, Executive Director. His basic salary will be Rs. 44,97,340 per annum, plus benefits like HRA (Rs. 26,98,404 p.a.), medical reimbursement (Rs. 15,000 p.a.), LTC, telephone expenses (Rs. 64,000 p.a.), provident fund (Rs. 5,39,676 p.a.), superannuation (Rs. 6,74,604 p.a.), and other allowances. Bonus as INR 16,13,345 for 2021 performance. * Revision in remuneration of Mr. Rajeev Dogra, Executive Director. His basic salary will be Rs. 36,17,600 per annum, plus benefits like HRA (Rs. 21,70,560 p.a.), medical reimbursement (Rs. 15,000 p.a.), LTC, telephone expenses (Rs. 64,000 p.a.), provident fund (Rs. 4,34,112 p.a.), superannuation (Rs. 5,42,640 p.a.), and other allowances. Bonus as INR 11,11,536 for 2021 performance. * Appointment of Mr. Bharat Dev Singh Kanwar as Independent Director for a term of 2 years starting April 1, 2022, with a sitting fee of INR 75,000 per meeting (max INR 10 lakhs p.a.). * Consolidated approval for payment of Managerial remuneration for FY 2021-22. **E-Voting Information:** * Remote e-voting is available from September 26-28, 2022. * Shareholders holding securities in demat mode can vote through their demat accounts. **Additional Information:** * Shareholders who haven't encashed past dividends should contact the Company/RTA. * Dividend income is taxable for Shareholders w.e.f. April 1, 2020, and the Company is required to deduct tax at source. **Board of Directors Details:** * Chairman & Non-Executive Director: Mr. Anthony Bell * Managing Director: Mr. Sanjay Katyal * Executive Directors: Mr. Madan Singh Sisodia, Mr. Rajeev Dogra * Non-Executive Directors: Mr. Jonathon Colin Fyfe Crawford, Mr. Matthew Richard Nozemack * Independent Director: Ms. Monica Widhani, Mr. Subramaniam Ramaswamy (upto 31 March, 2022), Ms. Bharat Dev Singh Kanwar (w.e.f 1 April, 2022) **Financial Highlights:** (All figures in Million INR) | Item | Apr 1, 2021 to Mar 31, 2022 | Apr 1, 2020 to Mar 31, 2021 | | :----------------------------------------------------------- | :--------------------------- | :--------------------------- | | Revenue from Operations | 8528.29 | 6643.93 | | Profit before Tax, Interest and Depreciation (EBITDA) | 1373.07 | 1201.02 | | Profit before Tax (PBT) | 889.48 | 709.65 | | Net Profit | 656.57 | 565.24 | * Revenue growth of 28.36% from the previous year. * Focus on maintaining harmonious industrial relations and people safety, adapting to market changes. * The Board declared an interim dividend of INR 62 per share, which shall be considered as final dividend for FY 2021-22. **Foreign Exchange:** * Foreign currency outflow: USD 7.64 Mn, EUR 4.53 Mn, GBP 1.03 Mn, JPY 27.44 Mn * Foreign currency inflow: USD 8.31 Mn **Energy Conservation:** * Various steps were taken to conserve electricity including replacement of energy-efficient motors, installation of inverter-type air conditioners, solar power plant, and compressed air leakage control. **Technology Absorption:** * The company maintains interaction with GKN Group internationally. **Automotive Industry Outlook:** * Passenger vehicle sales grew by 13.2%. * The exports showed an increasing trend due to the opening of international markets after COVID restrictions. **Human Resources:** * Focus on organization design, employee experience, talent management, diversity, and employee relations. **Corporate Social Responsibility:** * CSR activities focused on COVID-19 support, rural development, healthcare, education, environmental sustainability, etc. Total CSR spend for FY 2021-22 was INR 13.90 Mn. **Loans, Guarantees, or Investments:** * The company purchased shares of ARS Energy P Limited for INR 6 lacs to meet the condition of Private Power Purchase Agreement. **Secretarial Standards:** * Applicable Secretarial Standards were duly followed by the Company. **Director's Responsibility Statement:** * The Directors confirmed responsibility under Section 134 (3) and (5) the Companies Act, 2013. **Legal and Governance:** * GKN has a strong legacy of fair, transparent, and ethical governance. **Corporate Governance:** * Corporate Governance is modus operandi of governing a corporate entity which includes a set of systems, procedures, and practices which ensure that the Company is managed in the best interest of all corporate stakeholders. **Secretarial Audit:** * Secretarial Audit was carried out by M/s Ranjeet Pandey & Associates, Company Secretaries, and Secretarial Auditor of the Company for the financial year 2021-22. **Dividend Details:** * The company's policy in place governing the appointment and remuneration to Directors, KMPs and SMPs. **Board Structure:** * The Company's Board comprises of Mr. Anthony Bell - Chairman, Mr. Sanjay Katyal- Managing Director Mr. Madan Singh Sisodia - Executive Director, Mr. Jonathon Colin Fyfe Crawford and Mr. Matthew Richard Nozemack as Non-executive Director, Mr, Rajeev Dogra as Executive Director and Mr. Subramaniam Ramaswamy and Ms. Monica Widhani as Independent Directors as on March 31, 2022. Mr. Subramaniam Ramaswamy was Independent director till 31 March 2022 and Mr. Bharat Dev Singh Kanwar was appointed as Independent director w.e.f. 1st April 2022. **Audit and Risk Management Committee:** * The Audit & Risk Management Committee of the Board comprises of Ms. Monica Widhani (Chairperson wef 1st April 2020), Mr. Madan Singh Sisodia and Mr. Subramaniam Ramaswamy (Member wef 1st April 2020). **Remuneration Committee:** * The Committee comprises of Mr. Subramaniam Ramaswamy (Chairperson) Ms. Monica Widhani, Mr. Anthony Bell and Mr. Rajeev Dogra as Members. **Independent Directors' Meeting** * Independent Directors of the Company met separately on 26 February 2022 for FY 2021-2022 without the presence of Non-Independent Directors and members of management. In accordance with the Companies Act 2013 requirements. **Annexure A: Details of Research and Development (R&D):** * Areas of R&D: Product development (plunging and fixed joints, long stem tulips, new driveshaft for global and Indian OEMs), Localization effort, calibration of test rigs, test rigs programming sharing. * Benefits: New business, improved customer response, cost reduction, increased export business, enhanced customer engineering relationship. **Annexure B: Details of employee remuneration.** Includes name, designation, remuneration, nature of employment, qualifications, age, date of commencement of employment, last employment held and relation with Director. **Annexure C: Details of Corporate Social Responsibility:** * GKN Driveline (India) Ltd has five plants. Two plants are in Haryana, one in Maharashtra one in Tamilnadu and one in Gujarat. Focus Areas: Drinking water, sanitation, education, healthcare, livelihood opportunities and environment protection. **Annexure D: Secretarial Audit Report** **Annexure E: Details of the remuneration Policy and other Best practices:** **Annexure F: Board and committee meetings statement by directors.**

GKN Driveline India Limited Unlisted Shares

GKN Driveline (India) Limited 36th Annual Report 2020-21 Summary: This document is the 36th Annual Report for GKN Driveline (India) Limited for the financial year 2020-2021. The 36th Annual General Meeting is scheduled for September 29, 2021, at the registered office in Faridabad, Haryana. **Key Business Matters at the Annual General Meeting (AGM):** * Adoption of Audited Financial Statements: To consider and adopt the audited financial statements for the year ended March 31, 2021, along with reports from the Board of Directors and Auditors. * Re-appointment of Director: To re-appoint Mr. Madan Singh Sisodia who retires by rotation. * Final Dividend: To confirm the interim dividend of INR 62 per share as the final dividend for FY 2020-2021. * Appointment of Auditors: To appoint Deloitte Haskins & Sells LLP as statutory auditors and fix their remuneration. * Revision in Remuneration: To approve revisions in the remuneration of Mr. Sanjay Katyal (Managing Director), Mr. Madan Singh Sisodia (Executive Director), and Mr. Rajeev Dogra (Executive Director). **Special Resolutions:** The AGM includes special resolutions to approve revisions in the remuneration of key managerial personnel (KMPs) and specifies components such as basic salary, perquisites, allowances, and retirement benefits. It also covers potential performance-linked bonuses/incentives. Specific remuneration details and terms are provided for Mr. Sanjay Katyal, Mr. Madan Singh Sisodia, and Mr. Rajeev Dogra, including their salaries, house rent allowance, medical reimbursement, leave travel concession, car and telephone provisions, provident fund, superannuation, gratuity, and furnishing allowances. In case of losses or inadequate profits, the directors would continue to receive remuneration as per Schedule V of the Companies Act, 2013. **Remote E-Voting Information:** Instructions for members on how to participate in remote e-voting, including access to the NSDL e-Voting system and alternative login methods through depositories (NSDL and CDSL) and depository participants. It specifies the voting period (September 26-28, 2021) and cut-off date for determining eligibility (September 22, 2021). **Financial Performance and State of Affairs:** * The Company's top-line showed a degrowth of 29.43% due to the COVID-19 lockdown in 2020. * Export sales remained largely the same with negligible decline. * EBITDA was better than the previous year due to the write-back of provision for interest and penalty on Income tax and lower supplier provisions. **Corporate Social Responsibility (CSR):** The company's CSR activities focused on COVID-19 support activities, including donations of masks, sanitizer, oxymeters, CCU monitors, and oxygen cylinders. Total amount spent on CSR activities during the FY 2020-21 was INR 19.30 Mn. **Director's Responsibility Statement:** Confirms that in the preparation of the annual accounts, the applicable accounting standards have been followed; that the directors had selected such accounting policies and applied them consistently; that the directors had taken proper and sufficient care for the maintenance of adequate accounting records; and that the directors had prepared the annual accounts on a going concern basis. **Other Key Points:** * The document details the efforts of GKN Driveline (India) Limited to ensure environmental conservation, including various initiatives at different plant locations. * Human resources initiatives focused on organizational effectiveness, employee engagement, talent management, and employee relations. * The report outlines technology absorption, adaptation, and innovation efforts, particularly in product development and import substitution. * The Board of Directors consists of key personnel with their designations and committee memberships. * Details relating to loans, guarantees or investments made by the company are provided. * The company adheres to the principles of Corporate Governance and has the Secretarial Audit done. * There are some penalties and punishment/compounding of offenses * The company has followed the applicable accounting standarts and provides the audited financial statements, signed by the board of directors and auditors.