|
To the Members of
Hyundai Motor India Limited
The Board of Directors are pleased to present Thirtieth Annual Report along with the
Audited Statement of Accounts for the Financial Year (FY) 26.
FY 26 marks a significant milestone in the Company's journey as Hyundai Motor India
Limited celebrates 30 years in India. Over the past three decades, the Company has built a
strong legacy of trust, innovation and customer-centricity, contributing meaningfully to
the growth of the Indian automotive industry.
This Report highlights the operational and financial performance of the Company,
significant developments and compliance with applicable laws and regulations during the
year under review.
The Board sincerely acknowledges the continued support and confidence of the
shareholders and remains committed to upholding the highest standards of governance and
transparency.
CORPORATE RESULTS
( in Millions)
|
Standalone |
|
Consolidated |
Particulars |
2025-26 |
2024-25 |
2025-26 |
2024-25 |
Income |
|
|
|
|
| Revenue from operations |
6,89,905.38 |
6,76,538.10 |
7,07,633.34 |
6,91,928.88 |
| Other Income |
9,503.00 |
8,448.59 |
9,490.35 |
8,700.49 |
Total Income |
6,99,408.38 |
6,84,986.69 |
7,17,123.69 |
7,00,629.37 |
Expenses |
|
|
|
|
| (a) Cost of materials consumed |
5,01,813.61 |
4,93,978.87 |
5,01,813.61 |
4,93,978.87 |
| (b) Purchase of stock-in trade |
3,957.98 |
7,497.41 |
3,957.98 |
7,497.41 |
| (c) Change in inventories of finished goods, work-in-progress |
(566.46) |
(1,772.37) |
(566.46) |
(1,772.37) |
| and stock-in-trade |
|
|
|
|
xpenses(d) Employeebenefits |
23,651.41 |
20,061.07 |
27,474.38 |
23,112.09 |
| (e) Finance costs |
1,057.00 |
1,271.45 |
1,064.68 |
1,272.00 |
| (f) Depreciation and amortization expense |
21,544.92 |
20,746.80 |
21,979.96 |
21,052.58 |
| (g) Other expenses |
77,523.87 |
69,702.68 |
89,366.57 |
79,989.80 |
| (h) Cost of materials consumed for own use |
(397.60) |
(409.77) |
(397.60) |
(414.50) |
Total expenses |
6,28,584.73 |
6,11,076.14 |
6,44,693.12 |
6,24,715.88 |
Profit Before Tax |
70,823.65 |
73,910.55 |
72,430.57 |
75,913.49 |
| Less: tax expense |
|
|
|
|
| (a) Current tax |
17,053.40 |
19,778.89 |
17,623.49 |
20,322.83 |
| (b) Deferred tax (net) |
545.72 |
(790.81) |
491.88 |
(811.48) |
Total Tax Expense |
17,599.12 |
18,988.08 |
18,115.37 |
19,511.35 |
Profit for the year |
53,224.53 |
54,922.47 |
54,315.20 |
56,402.14 |
Other comprehensive income ('OCI') for the year |
|
|
|
|
Items that will not be reclassified to profit and loss |
|
|
|
|
| Re-measurements of net defined benefit liability / |
(170.39) |
(138.19) |
(88.61) |
(125.69) |
| Income tax relating to the above |
42.88 |
34.78 |
22.30 |
31.63 |
Total other comprehensive loss for the year net of tax |
(127.51) |
(103.41) |
(66.31) |
(94.06) |
Total comprehensive income for the year |
53,097.02 |
54,819.06 |
54,248.89 |
56,308.08 |
Earnings Per Share |
|
|
|
|
| Basic (Face Value of 10 each) |
65.50 |
67.59 |
66.85 |
69.41 |
| Diluted (Face Value of 10 each) |
65.50 |
67.59 |
66.85 |
69.41 |
HMIL'S PERFORMANCE
Our Company, delivered a resilient performance in FY 26, recording total sales of
7,75,031 units, comprising 5,84,906 domestic units and 1,90,125 export units. The Company
continues to remain a key player in the Indian automotive industry, supported by a strong
and evolving product portfolio, particularly in the SUV segment.
SUVs remained the primary growth driver during the year, contributing 68% of domestic
sales, significantly ahead of industry trends. The continued success of the Hyundai CRETA
surpassing 2,00,000 units during the year and maintaining segment leadership along with
the strong performance of models such as VENUE, ALCAZAR, EXTER and newer launches
including the all-new VENUE and VENUE N line and PRIME Taxi, reinforced HMIL's leadership
in shaping premium and technology-led mobility preferences.
The Company further strengthened its market reach through continued expansion of its
distribution network. With 1,508 sales outlets across 1,125 cities and towns, including 89
net additions during the year, HMIL achieved its highest-ever rural penetration of over
24%, reflecting deeper engagement across emerging and high-growth markets.
HMIL's export business remained a strong pillar of growth, with 1,90,125 units exported
during FY 26 and export contribution increasing to 25.56% of revenue. The Company expanded
its global footprint to 70+ countries, while achieving a cumulative milestone of more than
3.9 Million exports to more than 150 countries, reinforcing India's position as a
strategic global manufacturing hub under the "Make in India, Made for the World"
philosophy.
On the manufacturing front, HMIL produced 7,69,280 units during the year. The Company
continued to optimize capacity utilization at its Chennai plant while successfully
operationalizing its Pune (Talegaon) facility, which commenced production in October 2025
and is being ramped up steadily. With capacity at Pune facility, HMIL is well-positioned
to support future demand across domestic and export markets. The Company also sustained
its focus on innovation, premiumization and future mobility. During the year, HMIL
introduced multiple new models and product interventions, strengthened its EV ecosystem
and continued investments toward electrification, digitalization and software-defined
mobility, reinforcing its long-term growth strategy. Overall, FY 26 reflects HMIL's strong
operational resilience, continued market leadership in key segments and a forward-looking
approach to growth driven by capacity expansion, product innovation and global
integration.
During the year ended March 31, 2026, the performance of HMIL on consolidated basis
is as under: a. Revenue from operations increased to 7,07,633.34 Million as against
6,91,928.88 Million in the previous year.
b. Cost of goods sold as a percentage to revenue from operations increased to 82.25% as
against 82.23% in the previous year. c. Employee cost as a percentage to revenue from
operations increased to 3.88% ( 27,474.38 Million) as against 3.34% ( 23,112.09 Million)
in the previous year. d. Other expense as a percentage to revenue from operations
increased to 12.63% ( 89,366.57 Million) as against 11.56% ( 79,989.80 Million) in the
previous year. e. Profit before tax for the current year is 72,430.57 Million as against
75,913.49 Million in the previous year. f. Profit after tax for the current year is
54,315.20 Million as against 56,402.14 Million in the previous year.
Production
During FY 26, a total of 7.69 lakhs units were produced as against 7.63 Lakh units in
the previous year.
(Plant 1 and 2 represent separate assembly lines at the Chennai factory) Our Chennai
Manufacturing Plant continues to be the cornerstone of our operations, with an installed
annual capacity of 8,24,000 units. During the year, we further strengthened our
manufacturing capabilities with the operationalization of the Talegaon Manufacturing Plant
(Pune Plant), where passenger vehicle production commenced in October 2025. The Pune Plant
currently adds 1,70,000 units to our annual production capacity and is being ramped up in
a phased manner. With the addition of this facility, the Company's total installed
capacity has reached approximately 1 million units per annum, enhancing our ability to
address both domestic demand and export opportunities.
We currently manufacture 15 passenger vehicle models across 450+ variants through a
flexible and integrated manufacturing setup.
Our robust Production Planning and Scheduling systems, supported by advanced
manufacturing technologies and digital integration, enable efficient management of product
mix, optimized capacity utilization and timely fulfilment of market requirements across
domestic and export operations.
Sales
During the FY 26, the Company continued to stand strong as India's largest exporter of
passenger vehicles cumulatively. Exports of 1,90,125 units in FY 26 against 1,63,386 Units
in FY 25, fortifying its position as an export hub.
The Company registered domestic sales of 5,84,906 units in FY 26, with SUVs contributed
68% of HMIL Domestic sales in FY 26.
Domestic Sales
The domestic sales during the year were 5.85 Lakh units as against 5.98 Lakh units in
the previous year.
Export Sales
On the export front, the company sales increased to 1.90 Lakh units in FY 26 from 1.63
Lakh units in FY 25.
SHARE CAPITAL
The Authorized Share Capital of the Company is 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 10 (Rupees Ten Only) each. Issued, subscribed and paid-up share
capital of the Company is 812,54,11,000/- (Rupees Eight Hundred Twelve Crore Fifty-Four
Lakhs and Eleven Thousand Only) divided into 81,25,41,100 (Eighty-One Crore Twenty-Five
Lakhs Forty-One Thousand and One Hundred Only) equity shares of face value of 10/-(Rupees
Ten Only) each.
There has been no change in the share capital during the period under review.
DIVIDEND
The Board of Directors have proposed a final dividend of 21 per share (nominal value of
10 per share) for the FY 26. The dividend is subject to the approval of shareholders at
the ensuing Annual General Meeting (AGM) and will be paid to those Shareholders whose
names appear in the Register of Members as on the Record Date. The total expected cash
outflow is 17,063.36 Million including withholding tax.
Record Date
The company has fixed August 5, 2026 as the "Record Date" for the purpose of
determining the entitlement of members to receive dividend for FY26.
Pursuant to Regulation 43A of SEBI (Listing Obligations and Disclosure Requirements),
Regulations, 2015 (SEBI (LODR) Regulations, 2015), the Company has formulated and adopted
a revised Dividend Distribution Policy in the board meeting held on October 14, 2025 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. The Dividend Distribution Policy is available on the website of the Company at
Corporate Governance Policies Investor Relations Hyundai India
SUBSIDIARY, ASSOCIATE & JOINT VENTURE
COMPANIES
The Company has two subsidiaries as on March 31, 2026:
S. No. |
Name of the Subsidiary |
| 1. |
Hyundai Motor India Engineering Private Limited |
| 2. |
Hyundai India Insurance Broking Private Limited |
Further, during the year under review, the Company has invested in FPEL TN Wind Farm
Pvt Ltd, which is an Associate Company. The Company had invested in the said Company in
two tranches and holds 26.49% of the share capital in the said Company. There has been no
other addition or deletion of the subsidiaries list in the FY ended 2025-26.
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 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 attached to the Financial Statements.
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 Companies Act, 2013, 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 Investor Reports - Financial Information
Hyundai India The Company does not have any material subsidiary as on March 31, 2026.
Policy for determining the Material subsidiary is available on the website of the Company
at Corporate Governance Policies Investor Relations Hyundai India
RELATED PARTY TRANSACTIONS
In line with the requirements under Companies Act, 2013 and SEBI (LODR) Regulations,
2015, the company has formulated a Policy on Related Party Transactions and the same can
be accessed using the following link Corporate Governance Policies Investor Relations
Hyundai India This policy deals with the review and approval of related party
transactions. All necessary details for each of the Related Party Transactions as
applicable along with the justification are provided to the Audit Committee in terms of
the SEBI Master Circular dated January 30, 2026 for compliance with the provisions of the
SEBI (LODR) Regulations, 2015. All related party transactions are placed before the Audit
Committee for its review and approval.
On quarterly basis, the Audit Committee of the Company also reviews the actual
transactions for which necessary approvals have been granted as per Regulation 23 of the
SEBI (LODR) Regulations, 2015 and section 177 of the Companies Act, 2013. All Related
Party Transactions entered during the year were in the ordinary course of business and on
arm's length basis. The Company has obtained prior approval of the shareholders for the
material related party transactions as per the SEBI (LODR) Regulations, 2015. In view of
requirement of Section 134(3)(h) read with section 188 of the Act, material related party
transactions which are entered on arm's length are reported in E-Form AOC - 2 which is
attached as Annexure - A. The details of transactions with all Related Parties
under section 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.
REVISION OF FINANCIAL STATEMENTS
There was no revision of the financial statements for the year under review.
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 01, 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 March 31, 2026 presented in the standalone financial
statements (refer Note 4 of the standalone financial statements) represents the deemed
cost as of 01st April 2015 (Written down value as of 01st April
2015) adjusted for the additions & deletions till 31st March 2026. The
summary of impact of changes in the Gross investment is given below:
|
|
( in Million) |
Particulars |
As at March 31, 2026 |
As at March 31, 2025 |
Original Gross Investment (Refer Annexure B for
detailed breakup) |
| PPE |
3,64,023.04 |
2,87,419.25 |
| Intangibles |
15,599.50 |
15,469.43 |
Total |
3,79,622.54 |
3,02,888.68 |
Gross book value under IND AS (Refer Note 4 & 6
accompanying |
the Standalone Financial Statements for detailed break
up) |
| PPE |
3,01,778.95 |
2,23,027.35 |
| Intangibles |
13,706.06 |
13,575.98 |
Total |
3,15,485.04 |
2,36,603.33 |
During the year, the company has made Additional Investment of 80,420.13 million
Cumulative Gross Investment in Property, Plant & Equipment and Intangibles is given in
Annexure B to the Board's Report. CWIP as on 31 st March 2026 stood at
7,096.82 Million.
FINANCE & CREDIT RATING
The Company continued to maintain the highest credit rating of A1+ for its short term
borrowings and AAA for Long Term borrowings 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
TRANSFER TO RESERVES
Our 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 established and maintained adequate Internal Financial Controls over
Financial Reporting (IFCR) and such controls were operating effectively as at 31 st
March 2026, based on the criteria for internal financial controls prescribed in the
Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by
the Institute of Chartered Accountants of India.
DEPOSITS
During the year under review, the Company did not accept 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, the Company has not provided any loan / guarantee/
security in connection with such loan to any person or any other body corporate. During
the year under review, the Company invested an aggregate amount of ' 38,05,07,367 in two
tranches and acquired 49,21,043 equity shares of FPEL TN Wind Farm Private Limited.
Consequently, as on 31st March 2026, the Company holds 26.49% of the equity
share capital of FPEL TN Wind Farm Private Limited.
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. Details of Directors and
KMP is mentioned in Corporate Governance section forming part of Annual Report.
Appointment of Directors and KMP
Executive Directors:
-Mr. Dong Huwy Park (DIN: 09389394), was appointed as Additional Director and
designated as Whole-time Director and Chief Operating Officer for a period of three years
with effect from 02nd February 2026 and was subsequently approved by the
shareholders through Postal Ballot on 01st April 2026.
-Mr. Tarun Garg (DIN: 00045669) was appointed as Managing Director & Chief
Executive Officer (CEO) with effect from 01st January 2026 upto 31 st
August 2028 and was subsequently approved by the shareholders of the Company through
postal ballot on 11th December 2025.
-Mr. Gopalakrishnan CS (DIN: 09679256) was re-appointed as Whole-time Director for
a further period upto 31st August 2026 by the Board of Directors and was
approved by the shareholders at the Annual General Meeting held on 28th August
2025.
-Mr. Wangdo Hur (DIN: 10039866), Whole-time Director & CFO of the Company is
liable to retire by rotation at the ensuing Annual General Meeting.
-The Board of Directors, in its meeting held on July 30, 2026, has recommended to
the shareholders the appointment of Mr. Mukundan MS (DIN: 11814362) as the Whole-time
Director of the Company for approval at the ensuing Annual General Meeting, with effect
from September 1, 2026.
Changes in Key Managerial Personnel (KMP):
Re-appointment of Directors:
-During the year under review, Mr. Tarun Garg (DIN: 00045669), was re-appointed,
who was liable to retire by rotation, on the recommendation of Nomination &
Remuneration Committee (NRC) and Board of Directors of the Company in their meeting held
on 25th July 2025.
118
-Mr. Gopalakrishnan CS (DIN: 09679256) was re-appointed as Whole-time Director of
the Company for a period starting from 28th July 2025 to 31 st
August 2026 on the recommendation of NRC and Board of Directors at their meeting held on
25th July 2025 and subsequently approved by the shareholders at the Annual
General Meeting held on 28th August 2025.
In the opinion of the Board, all the directors, as well as the directors appointed /
re-appointed during the year and proposed to be appointed / re-appointed possess the
requisite qualifications, skills, experience and expertise and hold high standards of
integrity.
Resignation and retirement of Directors and KMP:
-Mr. Unsoo Kim (DIN: 09470874) who was the Managing Director of the Company
resigned from the position of the same effective from 31st December 2025 due to
returning back to South Korea to a Strategic Role at Hyundai Motor Company.
Retirement by rotation and subsequent reappointment:
Mr. Wangdo Hur (DIN: 10039866) being the longest serving Director shall retire by
rotation at the forthcoming Annual General Meeting and being eligible, offer himself for
reappointment.
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 (KMP)
Mr. Tarun Garg, Managing Director and CEO, Mr. Gopalakrishnan CS, Whole-time Director
& CMO, Mr. Wangdo Hur, Whole-time Director and CFO, Mr. Dong Huwy Park, Whole-time
Director & COO and Mr. Pradeep Chugh Company Secretary and Compliance Officer, are the
Key Managerial Personnel ("KMP") of the Company, as on date of sending this
report, in accordance with the provisions of Sections 2(51) and 203 of the Companies Act,
2013 read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules,
2014.
The changes to the KMPs during the year under review and up to the period of this
report are also mentioned in Corporate Governance Report section.
BOARD & COMMITTEES
During the year under review and pursuant to the SEBI (LODR) Regulations, 2015 the
Board had re-constituted Risk Management Committee. During the year under review, the
Company had dissolved the IPO Committee that was formed for the purpose of IPO.
As on the date of this report the Board has the following committees: i. Audit
Committee (AC) ii. Nomination and Remuneration Committee (NRC) iii. Stakeholders'
Relationship Committee (SRC) iv. Risk Management Committee (RMC) v. Corporate Social
Responsibility Committee (CSR) The structure of the Board Committees and their terms of
reference/roles and responsibilities are mentioned in the Corporate Governance Report
which forms part of this Annual Report.
Audit Committee
The Audit Committee comprised of Ms. Shalini Puchalapalli as Chairperson, Ms. Sree
Kirat Patel and Mr. Wangdo Hur as members.
All the recommendations made by the Audit Committee were accepted by the Board during
the year. Further details on the above committees and other committees of the Board are
given in the Corporate Governance Report.
Board Independence
Pursuant to Section 149(7) of the Act, the Company has received declarations from all
Independent Directors confirming that they meet the criteria of independence as specified
in Section 149(6) of the Act, as amended, read with Rules framed thereunder and Regulation
16(1) (b) of the SEBI (LODR) Regulations, 2015. In terms of Regulation 25(8) of the SEBI
(LODR) Regulations, 2015, the Independent Directors have confirmed that they are not aware
of any circumstance or situation which exists or may be reasonably anticipated that could
impair or impact their ability to discharge their duties with an objective independent
judgement without any external influence and that they are independent of the Management
The Independent Directors have also confirmed that they have complied with the Company's
Code of Conduct and that they are registered on the databank of Independent Directors
maintained by the Indian Institute of Corporate Affairs. The Directors have further
confirmed that they are not debarred from holding the office of director under any SEBI
order or any other such authority.
The Board of Directors of the Company have taken on record the aforesaid declarations
and confirmations submitted by the Independent Directors.
Familiarization program
The details of the familiarization programs for the Independent Directors are available
on the website of the Company at the weblink Regulation 46 SEBI LODR Hyundai India
Board Meetings
The Board met 06 (Six) times during the FY 26, the details of meetings of Board and
Committees and the attendance thereto and composition of Committees are provided in the
Corporate Governance Report, which forms part of this Annual Report. The intervening gap
between any two meetings was within the time limits prescribed under Section 173 of the
Companies Act, 2013 read with the relevant Rules and SEBI (LODR) Regulations, 2015
amendments as applicable from time to time.
Board Evaluation
Pursuant to the provisions of Section 178 of the Companies Act, 2013, along with
Companies (Meetings of the Board and its Power) Rules, 2014 and Regulation 19(4) read with
Part D of Schedule II of SEBI (LODR) Regulations, 2015, 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 including the Chairman for the FY 26 through an independent
external evaluation firm. 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 SEBI (LODR) Regulations, 2015 the Company has in place a policy on
evaluation of the Performance of Board of Directors. The NRC had evaluated the performance
of Board of Directors, Committee of Board of Directors and Individual Directors and
Chairperson including Independent Directors on annual basis.
The company also has in place a Nomination and Remuneration policy to consider matters
relating to the remuneration, . appointment and removal of the Directors, Key Managerial
Personnel and Senior Management and the same is available on the website of the Company at
the weblink Corporate Governance Policies Investor Relations Hyundai India
DIRECTORS' RESPONSIBILITY STATEMENT
To the best of their knowledge and belief and according to the information and
explanations obtained, in terms of Section 134 (3) (c) of the Act, the Directors state
that:
-in the preparation of the accounts for the FY ended 31st March
2026, 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 FY 26 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 FY ended 31st
March 2026 on a 'going concern' basis; -the Directors had laid down adequate
internal financial controls to be followed by the Company and that such internal financial
controls are adequate and operating effectively; 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.
PARTICULARS OF EMPLOYEES AND REMUNERATION
Disclosure pertaining to remuneration and other details as required under Section
197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 (including amendments thereto) is annexed to the Report
as Annexure C. The Annual Report is being sent to the Shareholders of the Company
excluding information required under Section 197(12) read with Rule 5(2) and 5(3) of the
Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. Any
Shareholder interested in obtaining a copy of such statement may write to the Company
Secretary and compliance officer at complianceofficer@hmil.net. With reference to Section
197(14), none of the Managerial Personnel of the Company, i.e., either Managing Director
or Whole-time Director, draw any Commission from the Company. None of the employees listed
in the said Annexure are related to any Director of the Company.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
The Annual Report on CSR activities containing details of CSR policy and other
prescribed details including the composition of the Committee are given in Annexure D
and in the Corporate Governance Report, which forms part of this Annual Report. The CSR
Committee comprises of Mr. John Martin Thompson as Chairman and Ms. Shalini Puchalapalli,
Mr. Ajay Tyagi and Mr. Gopalakrishnan CS as Members.
ANNUAL RETURN
Pursuant to section 134(3)(a) and section 92(3) of the Companies Act, 2013 read with
Rule 12 of the Companies (Management and Administration) Rules, 2014, a copy of the Annual
return of the Company for the year 2025-2026 is available on the website of the company at
the web-link Statutory Disclosures Hyundai Motor India
CORPORATE GOVERNANCE REPORT
The company believes in following best in class Corporate Governance practices. Our
commitment to follow Corporate Governance practices is reflected in our Corporate
Governance philosophy and Code of Conduct.
Pursuant to Regulation 34 of the SEBI (LODR) Regulations, 2015, the Report on Corporate
Governance along with the certificate from a Practicing Company Secretary certifying
compliance with conditions of Corporate Governance is part financial of this Annual
Report.
BUSINESS RESPONSIBILITY AND SUSTAINABILITY REPORT
Pursuant to Regulation 34(2)(f) of the SEBI (LODR) Regulations, 2015, the Company has
included the Business Responsibility and Sustainability Report (BRSR) as part of this
Annual Report. Further, in accordance with SEBI Circular No. SEBI/HO/CFD/
CFD-SEC-2/P/CIR/2023/122 dated 12th July 2023, as amended from time to time,
relating to the BRSR Core framework and the phased roadmap for assessment/assurance of
BRSR Core disclosures, the Company, being an applicable listed entity, has undertaken
assessment/assurance of the BRSR Core parameters for FY 26 and the related disclosure
forms part of the BRSR section of the Annual Report and is also available on the Company's
website Annual Report & Financial Overview Hyundai India.
MANAGEMENT DISCUSSION AND ANALYSIS REPORT
The Management Discussion and Analysis Report (MD&A) for the FY 26, as required in
terms of the SEBI (LODR) Regulations, 2015, is part of this Annual Report.
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.
MATERIAL CHANGES & COMMITMENTS
AFFECTING THE FINANCIAL POSITION
There were no material changes and commitments affecting the financial positions of the
Company which have occurred between the end of the FY 26 and the date of this Report.
AUDITORS
Internal Auditors
Mr. Madhan Raj T N was appointed as the Internal Auditor of the Company with effect
from 01st April 2025.
The reports submitted by the Internal Auditor have been reviewed by the Audit Committee
from time to time.
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 26th Annual General Meeting until the conclusion of
the 31st Annual General Meeting to be held in 2027 by the shareholders, at the
Annual General Meeting held on 08th August 2022.
The Auditor's report on the Standalone and Consolidated for the year ended 31 st
March 2026 to the Board dated 08th May 2026 does not contain any qualification,
observation or adverse remark.
Secretarial Auditors
M/s. BP & Associates, Practicing Company Secretaries, Chennai, a peer reviewed firm
of Company Secretaries in Practice had been appointed as Secretarial Auditors of the
Company to conduct the Secretarial Audit of the Company for a period of 5 (five) years
from FY 26 to FY 30, as required under Regulation 24A of SEBI (LODR) Regulations, 2015
Section 204 of the Companies Act, 2013 and other applicable provisions, if any, of the
Companies Act, 2013 read with Rule 9 of the Companies (Appointment & Remuneration of
Managerial Personnel) Rules. The Board of Directors of the Company based on the
recommendations of the Audit Committee at its Meeting held on July 30, 2025 approved and
recommended to the Shareholders for their approval and subsequently the said appointment
was approved by the shareholders at the Annual General Meeting held on August 28, 2025.
The Secretarial Audit Report for FY 26 forms part of the Annual Report as Annexure E
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.
The said Secretarial Audit Report does not contain any qualification, reservations,
adverse remarks or disclaimer. There is no Material Unlisted Indian Subsidiary of the
Company as on 31st March 2026 and as such the requirement under Regulation 24A
of the SEBI LODR Regulations regarding the Secretarial Audit of Material Unlisted Indian
Subsidiary is not applicable to the Company for the FY 26.
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 FY ended March
31, 2026. The Cost Audit Report for the FY 26 submitted by the Cost Auditors does not
contain any qualification, reservation, observation or adverse remarks. The Company
maintains the cost records as per the provisions of Section 148(1) of the Act.
The remuneration of the Cost Auditors for the FY 26 has been approved by the Board of
Directors in their meeting held on July 30, 2025 and was subsequently ratified by the
Shareholders at the Annual General Meeting held on August 28, 2025. 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.
Further, the Board on the recommendation of the Audit Committee, has re-appointed M/s
Geeyes & Co., (Firm Registration No: 00044), Cost Accountants, as the Cost Auditor of
the Company, to carry out the Cost Audit of FY 27. They have confirmed that their
appointment is within the limits of section 141(3)(g) of the Act and have also certified
that they are free from any disqualifications specified under section 141(3) and proviso
to section 148(3) read with section 141(4) of the Act and has also certified their
independence and arm's length relationship with the Company.
The remuneration of Cost Auditors for the FY 27 has been approved by the Board of
Directors on the recommendation of Audit Committee and in terms of the Companies Act, 2013
and Rules thereunder requisite resolution for ratification of remuneration of the Cost
Auditors by the members has been set out in the Notice of the 30th AGM of the
Company.
Reporting Frauds by Auditors
During the year under review, Auditors have not reported any instances of frauds
committed in the Company by its Officers or Employees in terms of Section 143(12) of the
Companies Act, 2013.
DISCLOSURE UNDER FOREIGN EXCHANGE
MANAGEMENT ACT, 1999
The Company is in compliance with applicable Rules and Regulations under Foreign
Exchange Management Act, 1999. The Company has also reported the Downstream Investment
with the Reserve Bank of India, for its investment in FPEL TN Wind Farm Private Limited,
during the year under review. Pursuant to Rule 23(6) of the Foreign Exchange Management
(Non-Debt Instruments) Rules, 2019, the Company has ensured compliance with the applicable
provisions relating to downstream investments made by it in FPEL TN Wind Farm Private
Limited. The Company has obtained the requisite annual certificate from its Statutory
Auditors confirming compliance with the provisions of the said Rules. The Statutory
Auditors have not reported any qualification in this regard during the FY under review.
INTERNAL FINANCIAL CONTROL
The Company has laid down adequate internal financial controls commensurate with the
scale, size and nature of the business of the Company. The Company has adopted the
policies and proceduresforensuringorderlyandefficient 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. Effectiveness of internal financial
controls is ensured through management reviews, controlled self-assessment and independent
testing by the internal auditor.
RISK MANAGEMENT POLICY
Pursuant to Regulation 21 of SEBI (LODR) Regulations, 2015 the Company has a Risk
Management Committee, the details of which are given in the Corporate Governance Report.
The Company has adopted the Risk Management Policy in the board meeting held on 12th
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, 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.
For more details, please refer to the Management Discussion and Analysis (MD&A)
section of the Annual Report.
VIGIL MECHANISM/ WHISTLE BLOWER POLICY
As per section 177(9) of Companies Act, 2013 read with Rule 7 of Companies (Meeting of
Board and its Powers) Rules, 2014 and SEBI (LODR) Regulations, 2015 the Company has in
place Vigil Mechanism/ Whistle Blower Policy and the same is hosted on the website of the
Company which can be accessed at Corporate Governance Hyundai Motor India A mechanism has
been established for stakeholders to report concerns about unethical behavior, actual or
suspected fraud or violation of Code of Conduct and Ethics. It also provides for adequate
safeguards against the victimization of stakeholders who avail of the mechanism and allows
direct access to Chairperson of the audit committee in exceptional and appropriate cases.
The Company hereby affirms that no Director/ employee has been denied access to the
Managing Director, during the FY 26. For more details on the number of complaints
received, resolved and pending investigation under this mechanism are provided in the to
the Corporate Governance report of the Company which forms part of the Annual Report.
Brief details about the policy are provided in Business Responsibility and Sustainability
Report Section of the Annual Report.
DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
(PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013
The 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 and the constitution of Internal Complaints Committee (ICC) are
provided in Business Responsibility and Sustainability Report Section of the Annual
Report. The details of number of complaints, received during FY 26, pending and resolved
are provided in the Corporate Governance Report.
RESEARCH & DEVELOPMENT, CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND
FOREIGN EXCHANGE
The 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 in Annexure F to
this report.
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 also furnished in Annexure
F to this Report.
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. However, Members attention is drawn to the Statement on Contingent Liabilities and
Commitments mentioned in the Notes forming part of the Financial Statements and is not
detailed here again for the sake of brevity.
OTHER DISCLOSURES
-During the year under review, there are no proceedings pending under the
Insolvency and Bankruptcy Code, 2016.
-There was no instance of one-time settlement with any Bank or Financial
Institution.
-There are unclaimed/unpaid dividends during the year. However, since 7 years has
not expired, there is no requirement to transfer any amount to Investor Education and
Protection Fund.
-There has been no change in the nature of business of the Company.
-The Company has complied with all relevant provisions under Maternity Benefit Act,
1961.
-There were no transactions / events relating to Issue of equity shares with
differential rights as to dividend, voting or otherwise.
CAUTIONARY STATEMENT
Statements in this Report and the Management Discussion & Analysis Report
describing the Company's objectives, expectations or forecasts may be forward-looking
within the meaning of applicable laws and regulations. Actual results may differ from
those expressed in the statements.
ACKNOWLEDGEMENT
The Directors take this opportunity to acknowledge the continuous support of its
holding company Hyundai Motor Company, South Korea, Investors, QIBs' and the retail
shareholders of the Company.
The 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.
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