Your Directors take pleasure in presenting the 37th Annual Report of ASK Automotive Limited (“Company”) along with
the Audited Financial Statements (Standalone and Consolidated) for the financial year ended 31 March 2025.

Financial Highlights

The financial highlights of your Company for the financial year under review, are as follows:

Standalone Financial Performance

During the year under review, on standalone basis,
revenue from operations stood at H 3,219.54 Crore as
against H 2,926.43 Crore in the previous year. The total
income stood at H 3,254.22 Crore as against H 2,950.19
Crore in the previous year. The profit before tax (before
exceptional items) stood at H 286.01 Crore as against
H 235.31 Crore in the previous year. The profit after
tax stood at H 212.67 Crore as against H 175.61 Crore in
the previous year.

Consolidated Financial Performance

During the year under review, on consolidated basis,
revenue from operations stood at H 3,600.83 Crore as
against H 2,994.55 Crore in the previous year. The total
income stood at H 3,612.71 Crore as against H 3,004.95
Crore in the previous year. The profit before tax (before
exceptional items) stood at H 321.12 Crore as against
H 213.47 Crore in the previous year. The profit after
tax stood at H 247.62 Crore as against H 173.77 Crore in
the previous year.

Pursuant to Section 129(3) of the Companies Act, 2013,
(“Act”) the Consolidated Financial Statements of the
Company for FY 2024-25, are prepared in compliance
with applicable provisions of the Act, Indian Accounting
Standards (“Ind-AS”) and Securities and Exchange
Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (“Listing Regulations”).

Business Operations / State of
Company's Affairs

Your Company's plant/s were operating smoothly and
no major breakdown was reported. There has been no
change in the nature of the business of the Company.

Dividend

The Board of Directors of the Company (“Board”), at its
meeting held on 13 May 2025, has recommended Final
Dividend of H 1.50/- per equity share being 75% of the face
value of H 2/- each, for the FY 2024-25, for consideration
and approval of the Members of the Company at the
ensuing 37th Annual General Meeting (“AGM”).

The Dividend, if approved by the Members, will result
in an outgo of H 29.57 Crore approx . The Dividend
recommended is in accordance with the Company’s
Dividend Distribution Policy , which will be paid out of
profits of the year. The Record Date for the purpose of
determining the entitlement of members to receive
dividend is 18 July 2025.

Pursuant to provisions of Regulation 43A of the Listing
Regulations as amended from time to time, the Company
has formulated Dividend Distribution Policy. The policy is
available on the Company’s website at https://askbrake.
com/dividenddistributionpolicy

Transfer to Reserves

The Company has not transferred any amount to
the General Reserves for the Financial Year ended
on 31 March 2025.

Technical Collaboration

During the year under review, the Company has entered
into Technical Assistance and License Agreement for
Cast Wheel Production with Kyushu Yanagawa Seiki
Co. (“KYSK”). Pursuant to the said agreement, KYSK will
furnish its Technical Assistance and Know-how to the
Company to manufacture high pressure die casted alloy
wheels for two-wheeler (“Products”) for supplying such
Products to identified Japanese customers.

Material changes and commitments, if
any, affecting the financial position of the
Company which have occurred between the
end of the financial year of the Company to
which the financial statements relate and the
date of the report

No material change and/or commitment affecting the
financial position ofyour Company has occurred between
the end of Financial Year and the date of this report.

Joint Venture

Pursuant to the approval of the Board accorded at their
Meeting held on 24 April 2024, the Company has entered
into a Joint Venture Agreement (“JVA”) on 24 April 2024,
with AISIN Asia (Thailand) Company Limited, Thailand
(“AA-T”) and AISIN Automotive Haryana Private Limited,
India, (“AHL”) (AA-T and AHL collectively referred to as
‘AISIN Group Companies’), for marketing and selling of
the Independent After Market (“IAM”) parts for passenger
cars, through a joint venture company (“JV Co.”) The
said JV Co. namely AISIN ASK India Private Limited was
incorporated on 30 July, 2024.

The Company holds 51% of the shareholding in the AAIPL
by infusing capital of H 10,71,00,000. Accordingly, AAIPL is
a subsidiary joint venture of the Company. Further, the
remaining 49% is owned by AISIN Group Companies.
There have been no material changes and commitments
affecting the financial position of the Company occurred
between the end of the financial year to which these
financial statements relate and the date of this report.

Share Capital

As on 31 March 2025, the Authorized Share Capital of the
Company was H 45,00,00,000/- (Rupees Forty-Five Crores)
divided into 22,50,00,000 (Twenty-Two Crores Fifty Lakh)
Equity Shares of H 2/-(Two) each and Issued, Subscribed
and Paid-up capital was H 39,42,85,200 /- (Rupees Thirty-
Nine Crores Forty-Two Lakh Eighty-Five Thousand Two
Hundred) divided into 19,71,42,600 (Nineteen Crores

Seventy-One Lakh Forty-Two Thousand Six Hundred)
Equity Shares of face value of H 2/- (Two) each.

During the period under review, Mr. Kuldip Singh
Rathee, one of the Promoter of the Company reported
sale of 1,19,27,127 (One Crore Ninteen lakh Twenty Seven
Thousand One Hundred Twenty Seven) (6.05%) equity
shares of the Company via offer for sale through stock
exchange mechanism for maintaining the minimum
public shareholding as per Securities Contracts
(Regulation) Act, 1956.

During the year under review, the Company has not
issued any equity shares with differential rights, sweat
equity shares or bonus shares. The Company has only
one class of equity shares with face value of H 2/- (Two)
each, ranking pari passu.

Employee Stock Option Plans

During the year under review, the Company has not
formed any Employees Stock Option Scheme/Plan.

Buy Back

During the year under review there was no buyback of
equity shares by the Company.

Subsidiaries, Joint Ventures and Associate
Companies

Pursuant to the provisions of Section 129(3) of the Act,
a statement containing the salient features of each of
the Company’s subsidiaries, associates and joint venture
companies are provided in the prescribed Form AOC-1,
annexed herewith as “Annexure-1”, forming part of this
Report and also provided in notes to the standalone
financial statement of the Company.

Further based on the Consolidated Financial Statement
of the Company approved by the Board at its meeting
held on 13 May 2025, ASK Automobiles Private Limited,
Wholly Owned Subsidiary of the Company has become
material subsidiary of the Company. The policy for
determining the material subsidiary companies is
available on the Company’s Website at https://askbrake.
com/wp-content/uploads/Policy-for-determining-
material-subsidiaries.pdf

Consolidated Financial Statement

The Consolidated Financial Statements of the Company
for FY 2024-25 are prepared in compliance with applicable
provisions of the Act, Ind-AS and Listing Regulations.
The Consolidated Financial Statements have been
prepared on the basis of Audited Financial Statements
of the Company, its Subsidiaries and Joint Ventures, as
approved by their respective Board of Directors.

Pursuant to the provisions of Section 136 of the Act,
the Audited Financial Statements of the Company
(Standalone and Consolidated) along with the relevant

documents and the audited accounts of the Subsidiary
are available on the website of the Company, at https://
askbrake.com/investors/. The same shall also be available
for inspection by members upon request.

Directors

During the year under review, the Members of the
Company at their meeting held on 21 August 2024
approved the following changes:

• Mr. Rajesh Kataria (DIN 08528643) who retired by
rotation, was re-appointed as an Executive Director
of the Company.

• Mrs. Vijay Rathee (DIN 00042731) who retired by
rotation, was re-appointed as a Non-Executive Non¬
Independent Director of the Company.

The Board at its meeting held on 13 May 2025
recommended the re-appointment of Mr. Prashant
Rathee (DIN: 00041081) and Mr. Aman Rathee (DIN:
00041130), Directors of the Company who retires by
rotation at the forthcoming AGM of the Company and
being eligible, offer themselves for the re-appointment,
subject to the approval of Members of the Company
by passing ordinary resolution. The relevant details are
provided in the Notice of AGM.

Mr. Prashant Rathee (DIN: 00041081) and Mr. Aman
Rathee (DIN: 00041130) were re-designated as the Joint¬
Managing Director of the Company in the category of
Whole-Time Director by the Board at its meeting held on
13 May 2025, subject to the approval of members in the
forthcoming AGM. The relevant details for the same are
provided in the Notice of AGM.

Board in its meeting held on 13 May 2025 appointed Mr.
Rajan Wadhera (DIN:00416429) as an Additional Director
in the Category of Non-Executive Independent Director
of the Company to hold office with effect from 01 June
2025 till forthcoming AGM. The Board at its meeting
also approved appointment of Mr. Wadhera, subject
to the approval of the members of the Company, as a
Non-Executive Independent Director of the Company
for a period of 3 years with effect from 01 June 2025.
The relevant details of Mr. Wadhera and an appropriate
resolution for his appointment is provided and forming
part of the AGM Notice.

None of the Directors of the Company are disqualified as
per the provisions of Section 164 of the Act. The Directors
of the Company have made necessary disclosures under
Section 184 and other relevant provisions of the Act.

The Company has received declarations from all the
Independent Directors confirming that they meet the
criteria of Independence as prescribed under the Act
and Listing Regulations.

Further, in the opinion of the Board and on the basis
of declaration of independence provided by the

Independent Directors, they all fulfill the conditions
specified in the Act and Rules made thereunder,
read with the applicable Listing Regulations, for their
appointment as Independent Directors of the Company
and are independent of the management.

All Independent Directors have registered themselves
with the Indian Institute of Corporate Affairs for the
inclusion of their name in the data bank of independent
directors, pursuant to the provision of Rule 6 (1) of
Companies (Appointment and Qualification of Directors)
Rules, 2014 and have passed the proficiency test or
availed the exemption from that or confirmed to
appear for the proficiency test within the prescribed
timeline, as applicable.

Key Managerial Personnel

As on 31 March 2025, the following officials were the
“Key Managerial Personnel” of the Company in terms of
provisions of the Act:

• Mr. Kuldip Singh Rathee, Chairman and
Managing Director

• Mr. Prashant Rathee, Whole Time Director

• Mr. Aman Rathee, Whole Time Director

• Mr. Rajesh Kataria, Whole Time Director

• Mr. Naresh Kumar, Chief Financial Officer

• Ms. Rajani Sharma, Company Secretary

Meetings of the Board

During the year under review, Seven (7) Board Meetings
were convened and held. The intervening gap between
the two meetings were within the period prescribed
under the Act and Listing Regulations. For further
details, please refer to the Corporate Governance Report,
forming part of this Report.

Board Evaluation

Pursuant to the provisions of the Act and Listing
Regulations, the Board members have carried out the
annual performance evaluation of the Board as whole, the
individual Directors (including the Chairman of the Board), as
well as evaluation of the Audit Committee, Nomination and
Remuneration Committee, Corporate Social Responsibility
Committee, Stakeholders’ Relationship Committee and Risk
Management Committee, on parameters as defined under
the Board Evaluation Policy of the Company.

In addition to above, in compliance of Regulation 25(4)
of Listing Regulations the Independent Directors of
the Company also evaluated the performance of Non¬
Independent Directors, Chairman and the Board as
a whole and all Board Committees, in their separate
meeting held on 25 March 2025 on parameters as defined
under the Board Evaluation Policy of the Company.

Directors' Responsibility Statement

Pursuant to the provisions of Section 134(5) of the Act, the
Directors of your Company hereby state and confirm that:

a) in the preparation of the Annual Accounts, the
applicable Accounting Standards have been
followed along with the proper explanation relating
to material departures;

b) the Directors have selected such Accounting
Policies and applied them consistently and made
judgments 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 FY
2024-25 and of the profit and loss of the Company
for that period;

c) the Directors have taken proper and sufficient
care for the maintenance of adequate accounting
records in accordance with the provisions of this
Act for safeguarding the assets of the Company
and for preventing and detecting fraud and other
irregularities;

d) the Directors have prepared the Annual Accounts
on the going concern basis;

e) the Directors have laid down internal financial
controls to be followed by the Company and that
such internal financial controls are adequate and
were operating effectively; and

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

Secretarial Standards

During the year under review applicable Secretarial
Standards, i.e. Secretarial Standard on Meetings of
the Board of Directors (SS-1) and Secretarial Standard
on General Meetings (SS-2) issued by the Institute
of Company Secretaries of India, have been followed
by the Company.

Statutory Auditors

M/s Walker Chandiok & Co. LLP, Chartered Accountants
(Registration No. 001076N/N500013), were re-appointed
as Statutory Auditors of the Company at the 34th AGM
held on 30 September 2022, for second term of 5 (five)
consecutive years i.e. from the conclusion of 34th
AGM till the conclusion of 39th AGM of the Company.
The Statutory Auditors have confirmed that they are
eligible and qualified to continue as Statutory Auditors
of the Company.

The Auditors have also confirmed that they have subjected
themselves to the peer review process of Institute of
Chartered Accountants of India (ICAI) and hold a valid
certificate issued by the Peer Review Board of the ICAI.

Statutory Auditors' Report

The notes on the Financial Statement (Standalone and
Consolidated) referred to in the Independent Auditors’
Report are self- explanatory and do not require any
further comments. The Independent Auditors’ Report
does not contain any qualification, reservation or
adverse remark.

Secretarial Auditors

Pursuant to the provisions of Regulation 24A of the Listing
Regulations and Section 204 of Act read with Rule 9 of
the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 the Board in its meeting
held on 13 May 2025 approved the appointment of M/s
Mehta & Mehta, Company Secretaries, Peer Reviewed
Firm of Company Secretaries in Practice (Firm Registration
No. P1996MH007500), as the Secretarial Auditors of
the Company for 1st term of 5 (five) consecutive years
commencing from the financial year 2025-26 till the
financial year 2029-30, subject to approval of the Members
of the Company at the ensuing 37th Annual General
Meeting of the Company.

Brief detail of M/s Mehta & Mehta , Company Secretaries
are separately disclosed in the Notice of the ensuing AGM.

M/s Mehta & Mehta, Company Secretaries have given their
consent to act as Secretarial Auditors of the Company
and confirmed that their aforesaid appointment (if
made) would be within the prescribed limits and that
they are not disqualified to act as the Secretarial Auditors
of the Company under the Act & Rules made thereunder
and Listing Regulations.

The Secretarial Audit Report submitted by Vinod Kumar
& Co., Practicing Company Secretaries, for the financial
year 2024-25 in the prescribed format is annexed
herewith as “Annexure 2” forming part of this Report.

The Secretarial Audit report does not contain any further
qualification, reservation or adverse remark.

Secretarial Auditors' Report of Material
Unlisted Subsidiary

Secretarial Audit Report of ASK Automobiles Private
Limited, Wholly Owned Subsidiary of the Company, which
become material subsidiary of the Company based on
the Consolidated Financial Statement of the Company
approved by the Board at its meeting held on 13 May 2025
alongwith its Audited Financial Statement for the FY2024-
25 is available on the website of the Company at https://
askbrake.com/subsidiarv-companv-financial-information/

Cost Accounts and Cost Auditors

The cost accounts and records are made and maintained
by the Company, as required in accordance with the
provisions of Section 148 of the Act.

Pursuant to the provisions of Section 148 of the Act
read with the Companies (Cost Records and Audit)
Rules, 2014, the Board appointed M/s Kashyap Kumar
& Associates (Firm Registration Number 003338), Cost
Accountants, as the Cost Auditors of the Company, for
conducting the audit of cost records of products/services
of the Company for FY 2024-25. The remuneration paid
to the Cost Auditors was ratified by the members of the
Company at the 36th AGM held on 21 August 2024. There
were no frauds reported by the Cost Auditors to the Audit
Committee or the Board under Section 143(12) of the Act.

Further, based on the recommendation of Audit
Committee, the Board appointed M/s Kashyap Kumar
& Associates, Cost Accountants, as the Cost Auditors of
the Company, for conducting the audit of cost records
of products/services of the Company for FY2025-26.
The remuneration proposed is H 90,000 and is subject
to ratification by the members of the Company in
the ensuing AGM.

Reporting of Frauds by Auditors

During the year under review, Statutory Auditors,
Secretarial Auditors and Cost Auditors did not report any
instances of fraud committed against the Company by its
officers or employees as specified under Section 143(12)
of the Act. Hence, no detail is required to be disclosed
under Section 134(3)(ca) of the Act.

Management Discussion and Analysis Report

The Management Discussion and Analysis Report,
pursuant to Regulation 34(2)(e) read with Para B of
Schedule V of the Listing Regulations, is given as a
separate section and forms part of this Report.

Corporate Governance Report

Your Company adhere to the Corporate Governance
requirements set out by the Securities and Exchange
Board of India and is committed to the highest standard
of Corporate Governance.

Your Company has complied with all the mandatory
requirements relating to Corporate Governance in the
Listing Regulations. The Corporate Governance Report
pursuant to the requirement of Listing Regulations
is given as a separate section and forms a part of this
Report. The certificate from the Secretarial Auditors
confirming the compliance with the conditions of the
Corporate Governance stipulated in Para E of Schedule
V of Listing Regulations is also annexed to the said
Corporate Governance Report.

Corporate Social Responsibility

Pursuant to the requirements of Section 135 of the Act read
with the Companies (Corporate Social Responsibility Policy)
Rules, 2014, the Company has a Corporate Social Responsibility
(CSR) Committee. The brief detail of the Committee is
mentioned in the Corporate Governance Report, forming
part of this Report. The CSR Policy of the Company is
available on the website of the Company at https://askbrake.
com/CSRpolicy. During the year, no revision was made to the
CSR Policy of the Company. This Policy includes inter- alia
the guiding principles for selection, implementation and
monitoring of CSR activities of the Company.

The Report on the CSR activities in the prescribed format,
approved by the CSR Committee on 13 May 2025, is given
in “Annexure 3”, forming part of this Report.

The CSR Committee confirms that the implementation
and monitoring of the CSR Policy was done in compliance
with the CSR objectives and policy of the Company.

Credit Rating

During the year under review, your Company’s credit ratings by CRISIL is as below:

Related Party Transactions

Company has formulated a Policy on materiality of
Related Party Transactions for bringing transparency
while dealing with Related Party Transactions. The
policy is being reviewed periodically in line with the
amendments in the Listing Regulations. The updated
policy has been displayed on the website at https://
askbrake.com/corporate-governance/

The Board has adopted a Related Party Transactions
Policy for identifying, reviewing, and approving
transactions between the Company and the Related
Parties in compliance with the applicable provisions of
the Listing Regulations, the Act and the Rules thereunder.

All Related Party Transactions entered into by the
Company during the year under review were in the
ordinary course of business and on an arm’s length basis.

There was no material related party transaction made by
the Company with Promoters, Directors, Key Managerial
Personnel or other related parties, which may have a
potential conflict with the interest of the Company at
large. All Related Party Transactions were approved by
the Audit Committee and were also placed in the Board
meetings as a good Corporate Governance practice.

A statement of all Related Party Transactions is presented
before the Audit Committee on a quarterly basis and prior/
omnibus approval is also obtained, specifying the nature,
value and terms and conditions of the transactions.

None of the transactions with the related parties falls
under the scope of Section 188(1) of the Act. The details
of Related Party Transactions pursuant to Section 134(h)
of the Act read with Rule 8 of the Companies (Accounts)
Rules, 2014, in the prescribed Form No. AOC 2 is given in
“Annexure 4”, forming part of this Report.

Internal Financial Controls

A detailed note on the Internal Controls System (including
Internal Financial Controls) and its adequacy is given in the
Management Discussion and Analysis Report, forming part
ofthis Report. The Company has designed and implemented
a process-driven framework for internal financial controls
within the meaning of explanation to Section 134(5)(e) of
the Act. The Board is of the opinion that the Company has
sound Internal Financial controls commensurate with the
nature and size of its business operations and that such
internal financial controls are adequate and were operating
effectively. The Directors have in the Directors Responsibility
Statement confirmed the same to this effect.

The Company’s risk management mechanism is detailed
in the Management Discussion and Analysis Report.

Statutory Committees

The details of the Committees of the Board, viz.,
Audit Committee, Nomination and Remuneration
Committee, Corporate Social Responsibility Committee,
Stakeholders’ Relationship Committee and Risk
Management Committee constituted in compliance
with the provisions of the Act and Listing Regulations are
provided in the Corporate Governance Report, forming
part of this Report.

Audit Committee

Audit committee comprises of five Directors viz. Mr. Arun
Duggal, Mr. Yogesh Kapur, Mr. Vinay Kumar Piparsania,
Ms. Deepti Sehgal and Mr. Aman Rathee. Mr. Arun
Duggal is the Chairperson of the committee.

For further details of Audit Committee, please refer
Corporate Governance Report, forming part ofthis Report.

During the year under review, all the recommendation of
the Audit Committee were accepted by the Board

Statutory Policies/Codes

In compliance with the various provisions of the Act
and Listing Regulations, the Company has the following
policies/ codes:

• Policy for determining ‘Material’ Subsidiaries

• Policy on determination and disclosure of Materiality
of Events and Information

• Policy on Related Party Transactions

• Nomination and Remuneration Policy

• Code of Conduct to regulate, monitor and
report trading by Designated Persons and their
Immediate Relatives

• Code of Practices and Procedures for Fair Disclosure
of Unpublished Price Sensitive Information (UPSI)

• Policy and Procedure for Inquiry in case of Leak of
Unpublished Price Sensitive Information (UPSI) or
suspected leak of UPSI

• Policy on Preservation of Documents

• Archival Policy

• Whistle Blower Policy

• Code of Conduct and Ethics

• Policy with respect to obligations of Directors and
Senior Management

• Succession Planning Policy

• Corporate Social Responsibility (CSR) Policy

• Policy on Board Diversity

• Risk Management Policy

• Dividend Distribution Policy

The Company has a policy on “Prevention of Sexual

Harassment ofWomen at Workplace” and matters connected
therewith or incidental thereto, covering all the aspects
as contained under “The Sexual Harassment of Women
at Workplace (Prohibition, Prevention, and Redressal) Act,
2013.” The status of complaints is provided in the Corporate
Governance Report, forming part of this Report.

Nomination and Remuneration Policy

The Board on the recommendation of the Nomination
and Remuneration Committee, adopted the Nomination
and Remuneration Policy, as stated in the Corporate
Governance Report. The Policy is available on the website
of the Company at https://askbrake.com/nrcpolicy.

Vigil Mechanism / Whistle Blower Policy

Pursuant to the provisions of Section 177(9) and (10)
of the Act and Regulation 22 of Listing Regulations,
the Company has established a Whistle Blower Policy
for Directors, Employees and Other Stakeholders to
report genuine concerns. The policy is also available
on the website of the Company at https://askbrake.
com/wp-content/uploads/Whisle-Blower-Policy-
Revised-13-05-25.pdf

Dividend Distribution Policy

Pursuant to the provisions of Regulation 43A of
Listing Regulations, the Board approved the Dividend
Distribution Policy. The Policy is available on the
website of the Company at https://askbrake.com/
dividenddistributionpolicy.

Business Responsibility Sustainability Report

Pursuant to the provisions of Regulation 34 of the Listing
Regulations, a separate section on Business Responsibility
Sustainability Reporting forms part of this Report and is
also available on the website of the Company at https://
askbrake.com/financial-information/#annual-returns.

Information Relating to Conservation of
Energy, Technology Absorption, Research and
Development, Exports, and Foreign Exchange
Earnings and Outgo:

A. CONSERVATION OF ENERGY

(i) Steps taken or impact on conservation of
energy: -

a) Installation of Variable frequency drive
(VFD) on equipments.

b) Installation of energy efficient holding
furnaces, motors, air compressors, LED
lights and pumps.

c) Reclaiming heat from oven for hot
water generation.

d) Use of transparent sheets in building
for natural light.

(ii) Steps taken by the company for utilizing
alternate sources of energy:

a) Renewable energy contributes around
73.00 lakh units.

b) Replacement of diesel with PNG.

(iii) Capital investment on energy conservation
equipment

The Company has not made significant capital
investment on energy conservation equipment
during the year under review. However, the

Company has made capital investments in
replacing high energy consuming equipment/
machinery/apparatus with low energy
consuming equipment/ machinery/apparatus.

B. TECHNOLOGY ABSORPTION

1. Efforts in brief, made towards technology
absorption, adaptation and innovation

(i) The Company is aggressively working
towards development of precision parts
for light-weighting and heat management
to be used in Electric Vehicles (EV), Internal
Combustion Engines (ICE) vehicles, All¬
Terrain Vehicles (ATV), power tools and
outdoor equipments in its state-of the-art
Tool Room and Design Centre.

(ii) Development of critical thin wall
aluminium housing for advance safety
and user experience and also for driving
assistance system.

(iii) Development of structural parts for
upcoming Electric Vehicles (EV) like battery
boxes, covers, main structural arms etc.

(iv) Development of high integrity
parts with stringent mechanical
strength requirement.

(v) Technical collaboration with renowned
Japan based organisation for development
of safety critical parts by migrating the
manufacturing process from gravity
casting to high pressure.

2. Benefits derived as a result of the above
efforts

(i) Development of world class quality
products for export and domestic markets.

(ii) Readiness for EV transition and light¬
weighting trends.

(iii) Diversification opportunities in non¬
automotive space like power tools and
outdoor equipments.

3. In case of imported technology (imported
during the last three years reckoned from
the beginning of the financial year)

Technology imported (right to use) under
technical assistance agreement from
Taiwanese organisation for alloy wheel is under
technology absorption stage.

4. Expenditure incurred on Research and Development

1) Expenditure on R&D

a. Capital Nil

b. Recurring H 0.70 Crore (previous year H 0.35 Crore)

c. Total H 0.70 Crore (previous year H 0.35 Crore)

d. Total R&D expense as % of total turnover/ Sales 0.02% (previous year 0.01%)

2) Future Plan of action

a. Design Centre and Tool Room to develop tools for high precision for light weighting and heat
management systems.

b. Adoption of advanced material engineering in aluminium alloys and braking systems.

3) Total Foreign Exchange used and earned:

a) Foreign Exchange used H 48.63 Crore (Last Year H 41.47 Crore)

b) Foreign Exchange earned H 112.88 Crore (Last Year H 129.56 Crore)

c) Net Foreign Exchange earned (b-a) H 64.25 Crore (Last Year H 88.09 Crore)

Particulars of Loans, Guarantees, or
Investments

Details of Loans, Guarantees or Investments (if any)
covered under the provisions of Section 186 of the Act
are given in the Notes to the Financial Statement.

Risk Management

The Board has constituted a Risk Management
Committee to frame, implement and monitor the risk
management plan for the Company. The Committee is
responsible for reviewing the risk management plan and
its effectiveness.

The Company has also laid down the procedures to inform
Board members about risk assessment and minimisation.
Regular meetings of the Risk Management Committee are
held to review and further improve the risk management
systems of the Company to ensure a consistent, efficient
and effective assessment and management of risk in
the achievement of the organisation’s objectives. Risk
management is an ongoing activity considering the
dynamic business environment in which Company
operates. Continuous re-assessment of risks and
mitigation plan has helped the Company to mitigate new
evolving risks and minimise adverse effect of such risk in
the interest and for the benefit of all the stakeholders.

Annual Return

The Annual Return as required under Section 134 (3) read
with Section 92(3) of the Act is available on the website
of the Company at https://askbrake.com/financial-
information/#annual-returns.

General

Your Directors state that no disclosure or reporting

is required in respect of the following matters, as

there was no transaction on these items during the

year under review:

• Issue of equity shares with differential rights as to
dividend, voting or otherwise.

• Issue of shares (including sweat equity shares) to
the employees of the Company under any scheme
including Employees’ Stock Options Scheme.

• Any scheme or provision of money for the purchase
of its own shares by employees or by trustees for the
benefit of employees.

• Managing or Whole-time Director of the Company
who are in receipt of commission from the Company
and receiving any remuneration or commission
from any subsidiary Company.

• Significant or material orders passed by the
Regulators or Courts or Tribunals, which impact
the going concern status of the Company and its
operation in future.

• the details of application made or any proceeding
pending under the Insolvency and Bankruptcy
Code, 2016 during the year along with their status as
at the end of the financial year.

• the details of difference between amount of the
valuation done at the time of one time settlement
and the valuation done while taking loan from
the Banks or Financial Institutions along with the
reasons thereof.

Public Deposits

In terms of the provisions of Sections 73 to 76 of the
Act read with the relevant rules made thereunder, your
Company has not accepted any deposit from the public.

Particulars of Employees

The statement containing the names and other
particulars of employees in accordance with the
provisions of Section 197(12) of the Act read with Rule 5(1)
of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014 (as amended), is given
in “Annexure 5”, forming part of this Report.

The statement containing the names and other
particulars of employees in accordance with the provisions
of Section 197(12) of the Act read with Rules 5(2) and 5(3)
of the Companies (Appointment and Remuneration
of Managerial Personnel) Rules, 2014 (as amended), is
available with the Company. In terms of provisions of
Section 136 of the Act, any member intends to obtain a copy
of the said details may write to the Company Secretary.

Disclosure of Maternity Benefit Compliance

Your Company is in compliance of Maternity Benefit Act,
1961 for the year under review.

Human Resources

The Employees are the key resource for your Company.
Your Company continued to have a favorable work
environment that encourages innovation and meritocracy
at all levels. A detailed note on human resources is given in
the Management Discussion and Analysis Report forming
part of this Report. Employee relations remained cordial
at all the locations of the Company.

Acknowledgment

The Directors wish to thank the Company’s customers,
business partners, vendors, bankers and financial
institutions, all government and non-governmental
agencies and other business associates for their continued
support. The Directors would like to take this opportunity
to place on record their appreciation for the committed
services and contributions made by the employees of the
Company during the year at all levels. The Directors also
acknowledge and appreciate the support and confidence
reposed by the Company’s Members. The Directors
remain committed to enable the Company to achieve its
long-term growth objectives in the coming years.

For and on behalf of the Board For and on behalf of the Board

ASK Automotive Limited ASK Automotive Limited

Kuldip Singh Rathee Aman Rathee

Chairman and Managing Director Whole Time Director

DIN: 00041032 DIN: 00041130

Date: 13 May 2025
Place: Gurugram