The Board of Directors ('Board') of Tata Steel Limited ('Tata Steel' or 'Company') expresses profound grief on the demiseof Padma Vibhushan Ratan N. Tata. The Board places on record its deep respect and enduring gratitude to Mr. Tata for hisunparalleled contributions that have profoundly shaped the Company. The visionary leadership of Mr. Tata and his unwaveringcommitment have been pivotal in transforming Tata Steel into a global steel company. Mr. Tata's legacy of innovation,philanthropy, and commitment to excellence will continue to inspire us in times to come.
The Directors take pleasure in presenting the 10th Integrated Report prepared as per Integrated Reporting <IR> framework ofthe IFRS Foundation and the 118th Annual Accounts on the business and operations of Tata Steel, along with the summary ofstandalone and consolidated financial statements for the financial year ended March 31, 2025.
(H crore)
Tata Steel Standalone Tata Steel Group
2024-25
2023-24
Revenue from operations
1,32,516.66
1,40,932.65
2,18,542.51
2,29,170.78
Total expenditure before finance cost, depreciation (net ofexpenditure transferred to capital)
1,04,651.17
1,10,943.94
1,93,244.06
2,06,864.88
Operating Profit
27,865.49
29,988.71
25,298.45
22,305.90
Add: Other income
2,246.90
3,113.49
1,540.53
1,808.85
Profit before finance cost, depreciation, exceptional items and tax
30,112.39
33,102.20
26,838.98
24,114.75
Less: Finance costs
4,238.35
4,100.52
7,340.95
7,507.57
Profit before depreciation, exceptional items and tax
25,874.04
29,001.68
19,498.03
16,607.18
Less: Depreciation and amortisation expenses
6,253.16
6,008.95
10,421.33
9,882.16
Profit/(Loss) before share of profit/(loss) of joint ventures &associates, exceptional items & tax
19,620.88
22,992.73
9,076.70
6,725.02
Share of profit/(loss) of Joint Ventures & Associates
-
190.81
(57.98)
Profit/(Loss) before exceptional items & tax
9,267.51
6,667.04
Add/(Less): Exceptional Items
(902.04)
(3,488.02)
(854.64)
(7,814.08)
Profit before tax
18,718.84
19,504.71
8,412.87
(1,147.04)
Less: Tax Expense
4,749.14
3,842.86
5,239.09
3,762.57
(A) Profit/(Loss) after tax
13,969.70
15,661.85
3,173.78
(4,909.61)
Total Profit/(Loss) for the period attributable to:
Owners of the Company
3,420.51
(4,437.44)
Non controlling interests
(246.73)
(472.17)
(B) Total other comprehensive income
(23,973.16)
(9,028.37)
273.30
(3,227.90)
(C) Total comprehensive income for the period [ A + B ]
(10,003.46)
6,633.48
3,447.08
(8,137.51)
Retained Earnings: Balance brought forward from theprevious year
1,00,380.17
89,292.09
34,815.73
48,166.32
Add: Profit for the period
Add: Other Comprehensive Income recognised in RetainedEarnings
(126.41)
(159.77)
(50.49)
(4,671.57)
Add: Other movements within equity
2.65
168.21
Balance
1,14,223.46
1,04,794.17
38,188.40
39,225.52
Which the Directors have apportioned as under to:-
(i) Dividend on Ordinary Shares
4,494.07
4,414.00
4,489.87
4,409.79
Total Appropriations
Retained Earnings: Balance to be carried forward
1,09,729.39
33,698.53
i. Scheme of amalgamation of The Indian Steel & WireProducts Limited ('ISWP') with the Company wasapproved and sanctioned by the Hon'ble NationalCompany Law Tribunal ('Hon'ble NCLT'), Kolkata benchon May 24, 2024 and the Hon'ble NCLT, Mumbai benchon August 6, 2024.
ii. Scheme of amalgamation of Angul Energy Limited ('AEL')with the Company was approved and sanctioned by theHon'ble NCLT, Delhi bench on April 18, 2024 and theHon'ble NCLT, Mumbai bench on July 3, 2024.
iii. Scheme of amalgamation of Bhubaneshwar PowerPrivate Limited ('BPPL') with the Company was approvedand sanctioned by the Hon'ble NCLT, Hyderabad benchon June 6, 2024.
iv. The Company has voluntarily changed its accountingpolicy in keeping with the provisions of Ind AS 8'Accounting Policies, Changes in Accounting Estimatesand Errors' to measure its equity investments insubsidiaries in the Standalone financial results/statements from cost less impairment as per Ind AS 27'Separate Financial Statements' to fair value throughother comprehensive income as per Ind AS 109 'Financialinstruments' with retrospective effect. The Company'sManagement believes that this change in accountingpolicy provides reliable and more relevant informationabout the effects of transactions, other events orconditions on the entity's financial position and financialperformance to the users of financial results/statements.
v. During the year under review, exceptional items(Consolidated Accounts) primarily represent:
a) Provision for impairment of non-current assetsH119 crore, which primarily includes impairmentof Property, plant and equipment, intangibles(including capital work-in-progress) at Tata SteelEurope ('TSE').
b) Net Provision for Employee Separation Scheme('ESS') amounting to H692 crore under SunehereBhavishya Ki Yojana ('SBKY') and other schemeat Tata Steel Limited (Standalone), Tata SteelDownstream Products Limited and at NeelachalIspat Nigam Limited ('NINL').
c) Contribution to electoral trusts H173 crore Tata SteelLimited (Standalone).
d) Loss on sale of subsidiaries and non-currentinvestments (net) H7 crore at TSE.
Partly offset by,
e) Gain on sale of non-current assets at Tata Steel(Thailand) Public Company Limited ('TSTH')amounting to H62 crore on sale of land.
f) Fair valuation gain on non-current investmentsamounting to H17 crore at Tata Steel Limited(Standalone).
g) Credit of H58 crore under restructuring and otherprovisions mainly at TSE due to reversal of provisionin respect of heavy-end restructuring.
The exceptional items (Consolidated Accounts) in
Financial Year 2023-24 primarily include:
a) Provision for impairment of non-current assetsH3,516 crore, which primarily includes impairmentof property, plant and equipment, intangibles(including capital work-in-progress) at TSE due toheavy end restructuring along with impairmentfor Sukinda mines and impairment of port projectin India.
b) Net Provision for ESS amounting to H130 croreunder SBKY and other scheme at Tata Steel Limited(Standalone) and at NINL.
c) Charge of H4,263 crore under restructuring andother provisions mainly at TSE and at Tata SteelLimited (Standalone) for Sukinda mines.
d) Gain on sale of non-current investments in anassociate at TSE amounting to H5 crore.
e) Gain on sale of non-current assets at TSTHamounting to H52 crore on disposal of Mini BlastFurnace asset.
f) Impairment reversal H20 crore at TSE on deferredconsideration of Speciality Business.
g) Fair valuation gain on non-current investmentsamounting to H18 crore at Tata Steel Limited(Standalone).
In terms of Regulation 43A of the Securities and ExchangeBoard of India (Listing Obligations and DisclosureRequirements) Regulations, 2015, ('SEBI ListingRegulations'), the Board of Directors of the Company(the 'Board') formulated and adopted the DividendDistribution Policy (the 'Policy').
The Policy is available on the website of the Companyat https://www.tatasteel.com/media/6086/dividend-policy-final.pdf
For the Financial Year 2024-25, the Board hasrecommended a dividend of H3.60 per Ordinary (equity)Share of face value of HI/- each (previous year: H3.60 perfully paid-up Ordinary (equity) Share of face value of H1/-each).
The Board has recommended dividend based on theparameters laid down in the Dividend Distribution Policy.The dividend will be paid out of the profits for the year.
The dividend on Ordinary (equity) Shares is subjectto the approval of the Shareholders at the AnnualGeneral Meeting ('AGM') scheduled to be held onWednesday, July 2, 2025 and will be paid on and fromFriday, July 4, 2025.
The Record Date fixed for determining entitlementof Members to final dividend for the financial yearended March 31, 2025, if approved at the AGM, isFriday, June 6, 2025.
Based on the number of Ordinary (equity) Shares as onthe date of this Report, the dividend, if approved wouldresult in a cash outflow of ~H4,494.07 crore. The dividendon Ordinary (equity) Shares is 360% of the paid-up valueof each share. The total dividend pay-out works out to32% of the net profits of H13,970 crore (on standalonebasis).
Pursuant to the Finance Act, 2020, dividend incomeis taxable in the hands of the shareholders effectiveApril 1, 2020 and the Company is required to deducttax at source from dividend paid to the Members atprescribed rates as per the Income Tax Act, 1961.
The Board of Directors has decided to retain the entireamount of profit for the Financial Year 2024-25 in thestatement of profit and loss.
During the year under review, the Company, on aconsolidated basis spent H15,671 crore on capital projectsprimarily across India and Europe largely towardsongoing growth projects in India, essential sustenanceand replacement schemes.
The Company's liquidity position, on a consolidatedbasis, is H38,791 crore as on March 31, 2025, comprisingH12,222 crore in cash and cash equivalent and balance inundrawn credit lines.
The Management Discussion and Analysis as required interms of the SEBI Listing Regulations forms part of thisReport and is enclosed as Annexure 1.
I n keeping with the Company's valued tradition of'thinking about society and not just the business', in 2016,Tata Steel Limited transitioned from compliance basedreporting to governance based reporting by adoptingthe <IR> framework of the IFRS Foundation. The 10thIntegrated Report highlights the measures taken by theCompany that contributes to long-term sustainabilityand value creation, while embracing different skills,continuous innovation, sustainable growth and a betterquality of life.
In accordance with Regulation 34(2)(f) of the SEBI ListingRegulations, the Company is glad to present to you it's3rd Business Responsibility and Sustainability Report forFY2024-25.
During the year under review, the consolidated crudesteel production for Tata Steel Group ('TSG') was30.92 MT which was higher by 3% (FY2023-24: 29.94 MT).The production increased at Tata Steel (Standalone)to 20.72 MT, higher by 3% over the previous year(FY2023-24: 20.12 MT), primarily due to commissioningof 5 MTPA BF#2 at Kalinganagar and debottleneckingand ramp-up of production at Neelachal Ispat NigamLimited ('NINL'). NINL produced 0.95 MT, higher by44% over the previous year (FY2023-24: 0.66 MT). TataSteel UK's liquid steel production was ~1.07 MT with theclosure of both the blast furnaces in September 2024
while Tata Steel Netherlands operated at rated capacityleading to liquid steel production of 6.75 MT, higherby 40% Y-o-Y. Production at South-East Asia ('SEA') at1.43 MT (FY2023-24: 1.36 MT) was higher by 5% due tohigher exports sales.
The consolidated steel deliveries of TSG was at30.96 MT in FY2024-25 showing an increase of 5% overthe previous year (FY2023-24: 29.39 MT). This increase wasprimarily at Tata Steel (Standalone) by 1.03 MT on accountof commissioning of BF#2 at Tata Steel Kalinganagar.Deliveries increased at the European operations by0.29 MT, as the previous year's deliveries were impactedby the reline of Blast Furnace 6 in the Netherlands.
The turnover of TSG in FY2024-25 was lower than that ofFY2023-24 by H10,628 crore (5%) on account of declinein steel realisations across geographies due to prevalentmarket dynamics partly offset by increase in deliveries atthe Indian and the European operations, attributable toincrease in production.
The EBITDA of TSG in FY2024-25 was H25,802 crore, higherover FY2023-24 by H2,400 crore (10%), primarily due tosignificant reduction in EBITDA loss at the Netherlandswhich was adversely impacted in the previous year dueto Blast Furnace 6 reline. The improved operationalperformance at NINL is due to significant reduction incosts owing to ramp up of production. Operating profitin the Indian operations decreased due to decline in steelprices, partly offset by higher sales volume (1.03 MT) andlower raw material costs due to decrease in prices mainlyof coking coal along with improvement initiatives.
During the year under review, the crude steel productionat Tata Steel Limited increased by 3% to 20.72 MT(previous year 20.12 MT) on account of commissioningof BF#2 at Tata Steel Kalinganagar. Total deliveries at TataSteel Limited stood at 20.94 MT (previous year: 19.91 MT),higher by 1.03 MT post commissioning of BF#2 at TataSteel Kalinganagar. Turnover (Standalone) was H1,32,517crore (previous year: H1,40,933 crore), which was loweragainst the previous year by 6% mainly due to decline insteel prices due to cheap imports in the market, partlyoffset by higher deliveries. EBITDA was at H28,217 crore(previous year: H31,167 crore), lower by 9% than that ofthe previous year, primarily on account of decrease insteel prices, partly offset by increase in deliveries andlower raw material cost, mainly coking coal prices.
NINL achieved crude steel production of 0.95 MT,while deliveries stood at 0.90 MT, both higher thanprevious year by 0.29 MT and 0.25 MT respectively.
The turnover at H5,701 crore was higher on account ofhigher deliveries partly offset by decline in steel prices.EBITDA at H1,067 crore was significantly higher againstH53 crore in the previous year primarily on account ofdecrease in raw material prices, operational efficienciesand debottlenecking.
Total deliveries of Tata Steel - India operations, stood at20.94 MT which is higher than the previous year by 5%due to higher production. The turnover at H1,33,444 crorewas lower by ~7% against the previous year's turnoverprimarily due to falling steel prices, partly offset by highervolumes. EBITDA (excluding intercompany eliminationsand adjustments) was H29,285 crore, lower by 6% overthe previous year, due to decline in steel realisations,partly offset by decrease in raw material cost in importedcoking coal prices and other cost saving initiatives alongwith higher deliveries.
During the year under review, liquid steel productionfrom European operations was 7.82 MT (previous year:7.80 MT), which was at par against the previous year.Deliveries from European operations increased byaround 4% to 7.97 MT. The turnover at H76,416 crore(previous year: H78,144 crore) was marginally lower thanFY2023-24 owing to reduction in average revenue pertonne partly offset by increase in deliveries.
EBITDA from European operations stood at negativeH3,327 crore (previous year: negative H7,612 crore) whichwas lower over the previous year's operating loss. Thissignificant improvement in EBITDA was seen primarilyin the Netherlands as the previous year was impactedby Blast Furnace 6 reline till the later part of the year andother restructuring measures.
On September 20, 2024, the Company successfullycommissioned India's largest blast furnace atKalinganagar, Odisha with a total investment ofH27,000 crore, expanding Company's crude steel capacityat Kalinganagar from 3 MTPA to 8 MTPA. Kalinganagarexpansion is an important milestone in the Company'sjourney to scale up the high margin India business.The new blast furnace along with the cold rolling millcomplex will significantly boost the plant's overallproduction capabilities, allowing Tata Steel to meetthe growing demands of various industries, including
automotive, infrastructure, power and shipbuilding andto strengthen position as a market leader in the value-added steel segments.
The Company is undergoing a significant transformationin its UK operations and is in the process of setting upa state-of-the-art Electric Arc Furnace ('EAF') in PortTalbot, targeted to be commissioned in FY2027-28. Thistransformation will reduce approximately 5 MT of directCO2 emissions per annum or 50 MT of emissions over adecade, recycle scrap and benefit green steel productionin the future.
The transition plan involves setting up of EAF as wellas closure of ageing heavy end assets of TSUK suchas its blast furnaces and coke oven plants which arereaching the end of their operational life. The Companycommenced closure of heavy end assets with shutdownof Blast Furnace#5 during early July 2024 followedby closure of operations at Blast Furnace#4 duringSeptember 2024 along with closure of other associatediron and steelmaking assets and energy systems at PortTalbot, bringing an end to ironmaking at the site bySeptember 2024.
The transition plan involves an investment of£1.25 billion. The Company was in active discussionswith the UK Government seeking grant funding supportfor its EAF project. On September 11, 2024, Tata Steelsigned a £500 million Grant Funding Agreement withthe UK Government to install the EAF at the Port Talbotsteelworks in Wales. During the project phase, TSUK willwork intensively to ensure uninterrupted and reliablesupply of products to fulfil customer and marketcommitments including through import of additionalsteel substrate from stable and responsible supply chainsto feed its downstream units.
As part of the Company's decarbonisation journey, TSNhas announced major transformation programme toenhance competitiveness for a sustainable future. Thedecarbonisation plan will be implemented in two phases.In the first phase, TSN has outlined a plan to transitionto green steel production by replacing one of its twoblast furnaces with a Direct Reduced Iron (DRI) plantand an Electric Arc Furnace by 2030 and the second onethereafter. The Company has been in active discussionswith the Dutch Government for a financial andpolicy-level support. On April 9, 2025, TSN announcedthat it has submitted a Request for Advice to the CentralWorks Council, initiating the consultation phase for a
wide-ranging transformation programme. The planfocuses on increasing production efficiency, reducingfixed costs and aligning the product portfolio withmarket demand to enhance profitability and resilience.
The Board of Directors of the Company ('Board'), atits meeting held on November 1, 2023, approved thescheme of amalgamation of Bhubaneshwar PowerPrivate Limited ('BPPL'), a wholly-owned subsidiaryof Tata Steel, into and with the Company ('BPPLScheme'). The Hon'ble National Company Law Tribunal('Hon'ble NCLT'), Hyderabad Bench vide its order datedJune 6, 2024 sanctioned the BPPL Scheme. The effectivedate of the BPPL Scheme is July 1, 2024. As per the termsof the BPPL Scheme, the entire shareholding of theCompany in BPPL stands cancelled.
The Board, at its meeting held on February 6, 2023,approved the scheme of amalgamation of Angul EnergyLimited ('AEL'), a subsidiary of Tata Steel, into and withthe Company ('AEL Scheme'). Subsequently, the Hon'bleNCLT, New Delhi Bench and the Hon'ble NCLT, MumbaiBench, vide their respective orders dated April 18,2024 and July 3, 2024, sanctioned the AEL Scheme. Theeffective date of the AEL Scheme is August 1, 2024.
As per the terms of the AEL Scheme, the Board, onJuly 31,2024 approved the payment of cash considerationof H1,045/- for every 1 equity share of AEL of face valueH10/- each, to the public shareholders of AEL (excludingthe Company), as on the Record Date i.e., August 9, 2024.Further, the equity shares held by the Company in AELstands cancelled.
The Board, at its meeting held on September 22, 2022,approved the scheme of amalgamation of The IndianSteel & Wire Products Limited ('ISWP') into and withthe Company ('ISWP Scheme'). The ISWP Scheme wasapproved by the shareholders of the Company and theshareholders of ISWP with requisite majority, at theirrespective meetings held on January 25, 2024 andMarch 11, 2024. The Hon'ble NCLT, Kolkata Bench, and theHon'ble NCLT, Mumbai Bench vide their respective ordersdated May 24, 2024 and August 6, 2024, sanctioned the
ISWP Scheme. The effective date of the ISWP Scheme isSeptember 1, 2024.
As per the terms of the ISWP Scheme, the Board,on August 24, 2024 approved the payment of cashconsideration of H426/- for every 1 equity share of ISWPhaving face value H10/- each, to the public shareholdersof ISWP (excluding the Company) as on the Record Dateof i.e., September 6, 2024. Further, the equity shares heldby the Company in ISWP stand cancelled.
The Board, at its meeting held on July 31,2024, approvedthe scheme of amalgamation of Rujuvalika InvestmentsLimited, a wholly-owned subsidiary of Tata Steel, intoand with the Company. The process of amalgamation iscurrently underway and the same is subject to approvalfrom judicial/regulatory authorities.
On June 28, 2024, the debt instruments aggregating toUSD 564,750,000 (~H4,713.03 crore), held by the Companyin T Steel Holdings Pte. Ltd. ('TSH'), wholly-owned foreignsubsidiary of Tata Steel, were converted into 359,71,33,758equity shares of face value USD 0.157 each aggregating toUSD 564,750,000 (~H4,713.03 crore).
Further, during the year, the Company also acquired1831,21,01,910 equity shares of TSH of face value USD
0.157 each for an aggregate consideration of USD 2,875million (approximately H24,530 crore, calculated as perthe foreign exchange conversion rates applicable duringthe reporting period), in multiple tranches.
On July 31, 2024, the Company executed a SharePurchase and Shareholders' Agreement ('SPSHA') withTata Power Renewable Energy Limited and its wholly-owned subsidiary, TP Parivart Limited ('TPPL') andacquired 13,000 equity shares of TPPL, of face valueof H10/- each, at par, for an aggregate consideration ofH1.30 lakh constituting 26% of the equity shareholding ofTPPL. The purpose of the acquisition is to optimise TataSteel's power cost and carbon footprint by replacing gridpower with cost effective renewable power. Consequentto this acquisition, TPPL has become an associate ofthe Company.
During the year, the Company acquired 1,25,00,000equity shares aggregating to 14.28% in IndianFoundation for Quality Management ('IFQM'), acompany registered under Section 8 of the CompaniesAct, 2013, that aims to empower and encourage theIndian organisations in diverse sectors to embrace andintegrate quality values, principles and practices in allaspects of management. On April 1, 2025, the Companyfurther acquired 1,24,90,000 equity shares in IFQM. Postthe acquisition, the Company's aggregate shareholdingin IFQM increased to 16.66%.
a) Issue of Non-Convertible Debentures
During FY2024-25, the Company issued and allotted3,00,000 - 7.65% Fixed Rate, Unsecured, Redeemable,Rated, Listed, Non-Convertible Debentures ('NCDs') offace value H1,00,000 each aggregating to H3,000 croreto identified investors on a private placement basis.
The NCDs are listed on the wholesale debt marketsegment of BSE Limited.
There has been no deviation or variation in utilisationof proceeds of non-convertible debt securities issuedduring the year.
On March 13, 2025, the Company redeemed 7.70%Fixed Rate, Unsecured, Redeemable, Rated, Listed NCDs(ISIN: INE081A08231) aggregating to H670 crore.
During the year under review, international creditrating agencies, S&P Global Ratings placed the issuercredit rating of Tata Steel Limited from 'BBB-' with'Positive' Outlook to 'BBB-' with 'Credit Watch Positive'.Subsequently, S&P Global upgraded the issuer creditrating of Tata Steel Limited to 'BBB' with 'Stable' Outlook.Further, Moody's reaffirmed Tata Steel's issuer creditrating at 'Baa3' with 'Stable' Outlook.
With respect to the domestic credit rating agency, IndiaRatings upgraded the debt instrument rating of TataSteel Limited to 'AAA' with 'Stable' outlook from 'AA+'with 'Positive' outlook. The upgrade has been primarilydriven by strengthening of the business and credit profileon account of increased share of domestic operationsalong with the expectation that European operationswill achieve break even by H2FY2025-26. CARE Ratingsreaffirmed Tata Steel's debt instrument rating at 'AA+'with 'Stable' outlook.
a) The State of Odisha had enacted the Orissa RuralInfrastructure and Socio-Economic Development Act,
2004 ('ORISED Act') with effect from February 1, 2005,levying tax on mineral bearing land. The Company duringFY2006 had received various demands amounting toH129 crore pertaining to the period FY2005 and FY2006 inrespect of its mines in the State of Odisha. The Companyhad filed writ petition in the Hon'ble High Court of Orissachallenging the constitutional validity of the ORISEDAct. The Hon'ble High Court of Orissa in December
2005 held that the State does not have the legislativeauthority to levy tax on minerals. This was challengedbefore the Hon'ble Supreme Court. Subsequently, thematter relating to legislative authority of the States totax minerals, was referred to the Constitutional Benchof the Hon'ble Supreme Court.
The Hon'ble Supreme Court of India vide its judgementdated July 25, 2024, ruled that the Mines and Minerals(Development & Regulation) Act, 1957, will not denudethe States of the power to levy tax on mineral rights.Further, the Constitutional Bench vide its order datedAugust 14, 2024, clarified certain matters in respect of itsjudgement dated July 25, 2024. Thereafter, the SupremeCourt dismissed a batch of review petitions in the abovematter vide its order dated September 24, 2024.
On January 17, 2025, the Company filed CurativePetitions before the Hon'ble Supreme Court invokingextraordinary jurisdiction of the Hon'ble Supreme Courtin respect of the order dated September 24, 2024 passedby the Constitutional Bench of the Supreme Court,dismissing review petition against the judgement datedJuly 25, 2024 and August 14, 2024.
b) In May 2018, the Company, through its wholly-ownedsubsidiary - Bamnipal Steel Limited, had acquirederstwhile Bhushan Steel Limited (renamed as TataSteel BSL Limited) under the resolution process of TheInsolvency and Bankruptcy Code, 2016. Consequent tothis acquisition, a debt of H25,185.51 crore was waivedoff in favour of Tata Steel BSL Limited ('TSBSL'). TSBSLand Bamnipal Steel Limited amalgamated into and withTata Steel Limited effective November 11, 2021 and theappointed date for the amalgamation was April 1, 2019.
On March 13, 2025, the Company had received a showcause notice for reassessment of taxable income forAY 2019-20 by the Assessing Officer, Office of the DeputyCommissioner of Income Tax, Mumbai ('AssessingOfficer'). Subsequently, the Company has received anAssessment Order from the Assessing Officer, increasingthe taxable income for AY 2019-20 by H25,185.51 crore.
The Company has filed a writ petition before the Hon'bleHigh Court of Bombay in this matter and is also seekingappropriate legal remedies before the relevant judicial/quasi-judicial forums.
c) On April 2, 2024, the Company had filed a writ petitionbefore the Hon'ble High Court of Calcutta in the matterof rejection of a representation made by the Company inrespect of waiver of loans availed by the Company from theSteel Development Fund ('SDF'). After multiple hearings,on May 24, 2024 the High Court at Calcutta dismissedthe writ petition filed by the Company, with a liberty tothe Company to approach the Joint Plant Committee.Subsequently, the Company has engaged with the JointPlant Committee to arrive at a conclusion for the matter.On April 25, 2025, the Company made a payment ofH2,824.15 crore to the Joint Plant Committee towardsdischarge of its loan obligations. The closure of the matterincluding execution of final settlement agreement withthe Ministry of Steel is in progress.
Tata Steel is committed to sustainability, aligning withthe Tata Group's 2045 net-zero emissions goal through amulti-faceted strategy focussed on emissions reduction,resource efficiency and social responsibility.
A core initiative in Tata Steel's sustainability strategyis transitioning to cleaner steel production whichincludes constructing a 0.75 MTPA scrap-based ElectricArc Furnace (EAF) plant in Ludhiana and continuouslyaugmenting existing steelmaking sites for higherscrap injection.
Tata Steel pioneered the use of alternative reductantsby replacing 30 KT of fossil fuel with biochar in itsJamshedpur blast furnace and initiating biochar use inthe Athagarh ferrochrome plant, a first in India.
Additionally, through its 965.8 MW RE Hybrid captiveProject (to deliver 379 MW @68.6% PLF) with TataPower Renewable Energy Limited (TPREL), Tata Steel isset to receive over 2.8 lakh MWh and 4.2 lakh MWh atJamshedpur and Kalinganagar respectively in FY2025-26. Further, partnering with The Tata Power CompanyLimited to establish a 70 MW solar plant in Maharashtra,the Company has increased its solar capacities inJamshedpur and Kalinganagar to over 29 MW and 14MW, respectively.
To promote eco-friendly transportation, the Companylaunched 20 electric buses for employee transit atMeramandali, utilised a mix of B24 biofuel and ultra¬low-sulphur diesel for shipments from Australia, and
introduced LNG-powered trailers for transportingproducts from its Khopoli plant.
Tata Steel launched India's first Carbon Bank afterreceiving Det Norske Veritas verification certificate forachieving carbon savings of over 50 KT through energyrecovery and renewable fuel projects at its Jamshedpurfacility. This allows Tata Steel to allocate carbon credits toits customers based on their requirements and therebyenable them to procure lower emission steel productsfor their usage.
Tata Steel published India's first Environment ProductDisclosure for ferrochrome products and collaboratedwith its customer, Tata Projects to conduct a lifecycle assessment of a Photovoltaic facility in TamilNadu that identified steel as a primary contributorto environmental impacts, leading to plans for moresustainable alternatives.
Beyond environmental considerations, Tata Steel iscommitted to social responsibility. It conducted humanrights audits across 20 sites, addressed identified gapsthrough dedicated Business and Human Rights (BHR)committees, and trained employees on BHR principles.These efforts earned global recognition, includingranking in the top 10 of Dow Jones SustainabilityIndices and top 15 percentile in EcoVadis evaluation. TheCompany also received the 'Resilient' category award atCAP 2.0 and the Steele award for Life Cycle Assessmentfrom World Steel Association.
Demonstrating its commitment to natural capital, TataSteel launched a Biodiversity Strategy webpage andconducted Brahmani River basin study for ensuringwater security at key steelmaking sites. Collaboratingwith Terracon, the Company assessed biodiversity at 13locations to create site-specific Biodiversity ManagementPlans and developed Nature-Based Solutions assessmenttool in accordance with the International Union forConservation of Nature framework to validate existingprojects and evaluate new proposals.
Furthermore, being actively involved in the Task Force onNature-Related Disclosures (TNFD), Tata Steel registeredfor TNFD adoption, and is preparing to publish itsinaugural TNFD report.
Across Europe, steelmakers need government support todecarbonise, and Tata Steel is engaging with the Dutch,UK, and Welsh Governments on these complex themes.As markets for low emission products have grown inFY2024-25, Tata Steel has played a leading role withworldsteel and steel companies across the globeand also strived to further develop robust guidelines
alongwith an understanding on effective capturing ofCO2 reductions through chain of custody approaches.This supports customers in reducing their Scope 3emissions and ensures alignment with recognised andcredible reporting practices.
TSN has defined a comprehensive 'green, clean, andcircular' sustainability strategy, appointing a dedicateddirector to oversee implementation. The key focus is totransform the IJmuiden site to achieve carbon neutralityby 2045, marking one of the largest industrial transitionsat TSN. Recent environmental initiatives include an18-meter wind barrier, covered slag pits, and enhanceddust extraction systems. The circularity efforts aim toincrease scrap steel usage from 17% to 30% by 2030,requiring 2 MT of scrap annually.
TSN's product innovations feature lightweightingthrough thinner steel, lifespan-extending coatings,and eco-friendly food container materials. TSN has alsolaunched commercial offerings like Zeremis CarbonLite® and Zeremis Recycled, allowing customers tocontribute in decarbonisation efforts with verifiedemissions reductions.
Although TSN needs to be compliant with the EUCorporate Sustainability Reporting Directive byFY2027-28, TSN strives to be compliant by FY2025-26.
In FY2024-25, TSUK launched its CSR and Sustainabilityvision to support its ambition of becoming a sustainablebusiness while transitioning to EAF steelmaking.The vision comprises 5 key pillars: planet, productsustainability, communities, responsible employerand responsible business, which is backed by a 5 yearroadmap with each pillar sponsored by the seniormanagement team and senior leaders responsible forimplementing the plan across the organisation.
TSUK has developed commercial propositions based oncarbon 'insetting', under the brand name Optemis CarbonLite allowing customers to contribute in the Company'sdecarbonisation journey, whilst demonstrating their owncontribution to societal CO2 emission reductions.
Tata Steel strives for environmental excellence, aiming toset industry benchmarks in environmental performance.The Company pursues zero harm, resource efficiency,circular economy, minimal ecological footprintwhile caring for community and workforce. TataSteel is committed to environmental protection andresponsible use of natural resources and its corporatepolicies for climate change, environment, energy and
biodiversity which drives the Company's aspirations tobe the benchmark for environmental stewardship in thesteel industry.
The Company has a robust governance system. TheSafety, Health and Environment Committee of the Boardprovides necessary guidance on the environmentalmatters globally. The Company integrates prioritisedgoals into its annual business plan thereby aligning withSustainability Development Goals. The Company aimsto become Net Zero by 2045, no harm to biodiversity,replenishing used water and 'zero waste to landfill'by 2030.
The Company continues to adopt eco-friendly processes,advanced technologies and global best practices forgrowth. At the CRM Bara complex, the Zero EffluentDischarge project has been commissioned while similarprojects are underway at the steel plants in Jamshedpurand Meramandali. Tata Steel has commissioned India'slargest blast furnace (5,800 m3) at Kalinganagar, Odisha,and expanded the site's capacity from 3 to 8 milliontonnes per annum (MTPA) with eco-friendly features.Additionally, at Meramandali, a de-NOx facility has beeninstalled at the Blast Furnace Power Plants to reduceNOx emissions.
TSN continues implementing its Roadmap+ programmeto reduce environmental impact around the IJmuiden site.Major dust reduction initiatives include commissioningthe largest ever environmental installation at the PelletPlant, targeting a 70% reduction in lead emissions,completing 18-meter-high windbreaker screens aroundcoal stockpiles, and adding a third dust extractioninstallation at the steel factory. As part of its transitionto low emission steelmaking, and discussions withthe Dutch government seeking support, TSN has alsoannounced environmental measures focusing onreducing fine dust.
Odour reduction measures at TSN include completionof mechanical sealing of coke oven plants and installinga new dry stand at the Steel Plant, with preparations forreducing emissions at Pickle Line 22 starting 2025. Noisereduction efforts include designing new silencers for theprimary extraction system.
Environmental enhancements at TSN will continue withnitrogen oxide reduction technology at the Pellet Planttill late 2025, and additional measures focused on finedust reduction as part of the transition plan.
TSN has intensified community engagement throughmultiple channels, including phone, email, website
forms, and a public information desk in Wijk aan Zee.All complaints are investigated thoroughly to promptlyidentify and address potential sources of nuisance.
In the UK, Tata Steel re-certified its main sites to ISO 14001:2015 and secured BES6001 sustainability certification forits products. The Company started transition to Electric ArcFurnace technology by decommissioning the Port Talbotcoke ovens in March 2024, shutting down Blast Furnace5 in July 2024, and Blast Furnace 4 in September 2024,resulting in significant reduction in environmentalemissions and community complaints. The futureplans include, improving air quality, reducing carbonemissions, water consumption, and enhancing circularityat Port Talbot alongwith biodiversity enhancements.TSUK continues to focus on maintaining strongenvironmental performance and positive relationshipswith its communities.
Tata Steel is committed to mitigating climate changewith an aim to decarbonise its business by 2045 forsupporting the climate goals of the countries, whereit operates. The Company is also upgrading its futureasset configurations to meet evolving adaptation needswith the greenfield steel plant at Kalinganagar and Ferrochrome plant at Gopalpur exemplifying designs thatalign with these requirements.
The Company is testing various ideas for sustainabilitysuch as usage of hydrogen gas, charcoal, colemanite,Direct Reduction Iron ('DRI') in blast furnaces, whilecollaborating with stakeholders to address transitionrisk. In India, the Company is focussing to reduce CO2intensity by improving process efficiency. While Indiarolls out its emission intensity targets and carbon credittrading scheme, Tata Steel completed eight years ofshadow pricing emissions through Internal CarbonPricing Policy while evaluating new capital investmentproposals. This transition has created internal awarenessand helped the Company to build assets for the future asIndian businesses faces the financial impact of emissions.
Tata Steel aims to maintain benchmark positions inCO2 intensity globally at IJmuiden and at Jamshedpuramong Blast Furnace-Basic Oxygen Furnace (BF-BOF)steelmaking operations. Key enablers include increaseduse of renewable electricity, using higher scrap chargein steelmaking, reduction in use of coal by utilisinglower emission fuels such as biochar, enhancingenergy-efficiency of production processes, and multipleimprovement initiatives in logistics, suppliers and theSteel Recycling Business in India.
TSN has established ambitious targets to reduce theScope 1 CO2 emissions by 40% by 2030 (compared to2019 levels) and achieve carbon neutrality by 2045. Thetransformation involves transitioning from blast furnaceoperations to direct reduced iron technology and electricsmelting, with plans to incorporate green hydrogen asavailability and economics improve.
This shift will enable low emission steel production,reduce environmental impact and increase circularitythrough greater use of recycled materials. TSN hasengaged multiple technology and engineeringpartners to develop detailed specifications andimplementation plans.
TSN operates within the EU Emissions Trading System,facing decreasing free allowances and potentialcarbon price volatility. TSN's transition relies on directgovernment support, having signed an Expression ofPrinciples with the Dutch Government whereas theongoing discussions is aimed at finalising a Joint Letterof Intent by end of the year.
Achieving carbon neutrality at four additional sites(Gelsenkirchen, Geldermalsen, Feijen, Multisteel) is asignificant milestone, bringing the total to six carbon-neutral sites. The €8M investment in a new energyefficient furnace at Maubeuge, France, has yieldeda 16.4% reduction in energy consumption and 24%reduction in carbon emissions compared to 2018.
The Company has begun implementation of itsdecarbonisation plans at Port Talbot in the UK. In2023 plans were announced for a £1.25bn investmentto transition from blast furnace to EAF technology.During the year under review, planning permission wasapproved and key contracts were awarded includingTenova, the main technology provider, to supply the3.2 million tonne capacity EAF and two ladle metallurgyfurnaces. This transition will reduce the overall carbonfootprint by more than 50% and reduce TSUK domesticCO2 emissions by ~90%. It will also ensure a significantincrease in the recycled content in steel products andreduce the amount of scrap exported from the UK.
Energy and carbon reduction implementation isprogressing and is complimented by the roll out ofISO 50001: 2018 with certification now achieved at fourmanufacturing sites. Improvement projects includeinstalling new efficient compressed air equipment atHartlepool site and optimising the steam network andhot mill reheat furnace at Port Talbot site.
TSUK supports regional decarbonisation clustersincluding engagement with the South Wales Industrial
Cluster, Net Zero Industry Wales and project Hyline, a120km hydrogen pipeline project led, by Wales & WestUtilities, to connect hydrogen users and producersacross South Wales as well as linking-up with UK-widehydrogen infrastructure.
Tata Steel remains committed to fostering a strong healthand safety culture, aiming for zero harm and settingindustry benchmarks. Safety and Health Managementare integrated into the Company's annual businessplan, ensuring accountability at all levels. Governanceis driven by the Safety, Health and Environment ('SHE')Committee of the Board, with oversight from the ApexSafety Council, chaired by the Chief Executive Officer &Managing Director.
To strengthen safety leadership capabilities, Tata Steelhas integrated digital innovations, reinforced contractorsafety management and strengthened risk sensitivityacross operations. Initiatives such as hazard identification,process safety management, occupational health andindustrial hygiene continue to elevate safety standards.
To strengthen risk perception and compliance, Tata Steelconducted audits on 'Risk Perception & Deployment ofSafety Standards' at key locations and quarterly audits ofOperation & Maintenance vendors. Safety leadership andworkforce competency development programmes havebeen conducted at all levels, to ensure the workforce isequipped to uphold the highest standards of healthand safety.
Tata Steel has been recognised by World Steel Associationfor Safety & Health Excellence in Process SafetyManagement particularly acknowledging its efforts toprevent explosions in gas cleaning plants. Tata Steelcontinues to enhance safety through project hazardstudies and pre-startup safety reviews. Health and well¬being initiatives such as periodic medical checkups,mental well-being programmes and ergonomicimprovements have also been rolled out.
Further, a '5 Safe Steps Forward' campaign waslaunched to prevent fatalities and red-risk incidents,and a Consequence Management Policy is in place toenforce compliance with Life-Saving Rules. At Indianoperations, Tata Steel has achieved a 17% reduction inLost Time Injuries as against previous year, including a65% reduction in a high-risk area such as mining. Despiteour robust safety measures and dedicated efforts toensure zero harm to our workforce, it is with deep regretthat we report five fatal incidents that occurred during
the year at our operational sites. However, the Companyremains dedicated to continuous safety improvementsto protect its workforce and positively impactthe community.
To promote positive safety culture, Tata Steel alsorecognises and rewards the efforts of employees,contractors and departments in the field ofSafety, Health, Environment, and 5S & VisualWorkplace Management.
At TSN the 'True Safe' program has been developedto foster a proactive safety culture preventing unsafebehaviour and working conditions at workplace. Itfocuses on organisational safety aspects and developingstaff competency for shop floor safety. TSN is transitioningto certified health and safety management systems, with17 units achieving ISO 45001 certification. TSN recordeda total of 35 LTIs during FY2024-25 (30% higher than theprevious year).
Progress has been made in contractor managementthrough optimising work permit processes andconducting supervisor training. TSN is also developing anew incident reporting and follow-up system to improvedata collection, analysis and sharing of lessons learned. Inprocess safety, the Company is advancing Process HazardAnalysis studies for high-hazard facilities to implementeffective barrier management.
TSN is implementing a health roadmap with the vision:'We work in optimal conditions to be able to live andwork in a healthy and vital way', to emphasise theimportance of sustainable employability and preventivesickness absence, integrated with safety management ina continuous improvement model.
At TSUK, Health and Safety is given paramountimportance particularly due to the decommissioningof heavy end and other major assets. TSUK witnessedzero fatality and achieved 32% reduction in LTI casesas compared to the previous year. Total accidentperformance across TSUK positively reduced by 20% inFY2024-25 as compared to the previous year, and LostWorkday Cases reduced by 30% in the same time period.A similar positive reduction of 25% has been observedin relation to Potential Serious Injury or Fatality eventsin last 12 months.
TSUK continues to operate an internal 15-Principle healthand safety management system and plans to transitionto ISO 45001:2018 with 3 business units already havingobtained the certification. Both these follow the 'Plan, Do,Check, Act' management model to promote continuousimprovement in health and safety standards.
During FY2024-25, TSUK deployed a health and safetyannual plan focusing on occupational safety, processsafety and occupational health & well-being. Keyobjectives included safe decommissioning acrossrelevant business units, development and deployment ofvarious health and safety standards, and improvementsin managing significant hazards. These initiativesencompass isolation and immobilisation, cranes andlifting, functional testing, and continued plannedmigration to a single digital permit IT platform acrossTSUK business units.
In Process Safety, a hazard study has been undertakento enable safe cessation and decommissioning of highhazard facilities across South Wales, whilst downstreambusinesses concentrate on undertaking various riskassessments across the units.
The Occupational Health focus at TSUK has been onstrengthening alignment across the organisation,effectively managing organisational changes, andefficiently supporting absences. Over the past fewyears, physical and psychological health & well-beingawareness has improved, with ongoing efforts to boostcommunication and education on key topics.
Safety leadership continues to be demonstratedacross the business with leadership across each TSUKunit undertaking standardised health, safety andenvironment leadership audits and tours and continuingto migrate to a single IT platform for Health & Safetyreporting, investigation and recording of inspectionsand safety tours.
The Research and Development ('R&D') division of TataSteel plays a crucial role in supporting the Company'ssustainability and commercial success through a cultureof ongoing enhancement in products and processes. As aprolific collaborator within India's innovation landscape,we have taken notable strides this year to deepen ourengagement with external partners. The Company hasembarked on collaborative projects with prestigiousinstitutions such as the Imperial College London, theHenry Royce Institute UK, and IIT-ISM Dhanbad.
A notable focus this year has been our commitmentto sustainability, with Tata Steel's goal of Net Zero.Among several decarbonisation initiatives, our greenhydrogen project explores the production of syngas andchar from biomass and municipal solid waste throughthermocatalytic gasification at temperatures of 400-450°c. A demonstration plant with a capacity of 10 tonsper hour is being piloted in Kalinganagar, where the
produced syngas and char can potentially substitute cokein the iron-making process, showcasing a CO2 abatementpotential of 3 tons of CO2 per ton of feed material.
I n the efforts to reduce emissions associated withconventional ferro manganese production, theCompany's Ferro Alloy Minerals Research Group hasdeveloped a two-step alternative technology thatutilises sulphur as a reductant, cutting CO2 emissionsby approximately 40%. This innovative process not onlyconverts manganese ore to high carbon ferro manganesebut also produces sulfuric acid as a valuable by-product.
The Company has introduced a chromate-free coatingsolution for Tata Structura GP tubes, addressingconcerns related to inadequate corrosion resistanceand poor surface finishes associated with traditionalchromate passivation.
The Company has developed a novel steel compositionand processing parameters for manufacturing hydrogen-compliant API X65 grade steel. The API X65 ElectricResistance Welded ('ERW') pipes produced by theCompany have met all critical performance standards forhydrogen transport, successfully undergoing rigorousqualification tests for transporting 100% pure gaseoushydrogen at pressures of 100 bar.
TSN's R&D program allocates resources precisely viz. 89%to Research Portfolio Committees overseeing process andproduct market sector advancements, 6% to StrategicThrust programmes for long-term, fundamental researchlike HIsarna Technology and 5% to Direct Support forshort-term technical inquiries.
FY2024-25 process technology program focused onstability and cost reduction for operations that willremain active after decarbonisation. Key achievementsinclude developing simulations for future DRI/scrap-EAF processes, conducting de-nitrogenation anddesulphurisation plant trials, and creating a gas modelfor automating on-site energy flows, generating annualsavings of up to €10 mn.
Product development continues across automotive,engineering, construction and packaging sectors.Notable innovations include Protact TrivalentChromium-Coating Technology for draw and wall ironedcans and improved bend performance for abrasion-resistant hot-rolled Valast®, creating significant marketexpansion opportunities.
TSN is redesigning its new product development processto support greener steel production while continuing tocollaborate with customers on innovative products. The
Company is building knowledge through both internaland external projects to prepare for its green future.
With the transition of the TSUK business into a 're-roller'in the interim before the EAF furnace are switched on in2027, the Research and Development Team also alignedits efforts to support the business. Strategic TechnologyRoadmaps have been developed focussing on: (a) Scrap,Slag and Steelmaking Technologies, (b) EAF Recipesand Grade Simplification, (c) Coatings and (d) ProductApplications in Mobility, Packaging and Renewables.
I n FY2024-25, there was ~80% reduction in the R&Dheadcount at TSUK. This shift required the team to focuson the critical projects with medium to longer termimpact. To leverage the best in research and innovation,Tata Steel has closely collaborated with universities andResearch and Technology Organisations (RTOs) in the UK,prominent examples being:
(a) Continuation & implementation of new packagingsteel concepts & improved products withconsideration of residuals.
(b) Development of Annealing Digital Twins
(c) New High Strength Packaging Steel (Patent filingpending) with potential benefits to revenue per tonand increase in market share
(d) Investigations into adhesions of low tin coatings
(e) Development of can lid tools that enable quickassessment of formability and polymer coatingadhesion. This is a unique capability developed inthe UK for the first time.
(f) Research into the potential of multifunctionalpolymer barrier systems for the renewables sector(particularly the Hydrogen economy).
(g) Facilitated the adoption/homologation of steels forthe automotive sector.
(h) Development of a predictive tool to study thelaser-weldability of simulated EAF grades,metallic coating type/thickness, part-to-part gap& laser beam shape on weldability & mechanicalperformance.
(i) Studies on the effects of trapped elements in EAFSteelmaking on weldability.
The Company continues to participate in thecollaborative research programmes with strategicuniversity partners viz. Swansea, Warwick, Imperial,Cambridge and Royce. One of the prominent researchprogrammes being Flue2Chem in which, the Company
has demonstrated the use of captured CO2 in theformulation of paints using surfactants. The paints arebeing pilot trialled at the Shotton Plant of the Companyas potential sustainable paint systems. In addition, theCompany continues to participate in the 'SUSTAIN'consortia through the sponsorship of PhD students.
Themes of environment and broader sustainabilitycontinue to be a key element in many research anddevelopment activities. TSUK's Sustainability Policy& Assessment team have continued to play an activerole in influencing the development of assessmentmethodologies, including for product carbonfootprinting, work that was recognised with the teamwinning worldsteel's Excellence in LCA Steelie Awardin 2024.
In FY2024-25, Tata Steel developed 123 new productsacross various segments, supported by product qualityassurance, proactive customer engagement, andextended technical assistance, all aimed at enhancingcustomer satisfaction and operational excellence.
Automotive Sector: The introduction of the complexphase 780 MPa (CP780) steel grade for control armapplications marks a significant first for India, featuringa whole expansion ratio of >50% and total elongationexceeding 15%. Other notable developments includeTisten 52 and Tisten 55, which provide low-temperatureimpact toughness of 30J at -20°c while retaining strengthpost-hot forming. Additionally, SPFH590 (low Si) steelfor disc applications enhances fatigue life and surfacequality, while BSK46 and E46 grades from Tata SteelMeramandali expand the options for automotive longmember applications.
Oil & Gas and Energy: The Company became the firstIndian steelmaker to produce hot-rolled steel for 100%pure gaseous hydrogen transport. In collaborationwith Welspun Corp, Tata Steel has engineered 14"Electric Resistance Welded ('ERW') pipes with stringentguarantees on impact toughness and resistance tohydrogen-induced cracking.
Tata Steel developed a new HR substrate of C15 grade forammunition. Further, high-strength ERW tubes STK500and STK540 were produced for the Ahmedabad-MumbaiBullet Train project.
Cold Rolled and Coated Products: 17 new productswere developed, primarily focusing on Dual Phase steelswith UTS > 590 MPa and Interstitial Free steels with UTS> 440 MPa to meet automotive requirements.
In the long products segment, the Company hasdeveloped high-strength, high-ductility 36-40mm 550Drebar, specifically designed for coupler applications. Tofacilitate faster construction, Tata Steel has also launchedhigh-strength, high-ductility air-cooled corrosion-resistant rebars in coil form. Additionally, the 550DSuper-ductile corrosion resistant ('SDCR') grade rebar,distinguished by its seismic and corrosion resistance,targets the retail segment in coastal regions.
To meet customer demands for high-speed directdrawing wire, Tata Steel has created the HC78ACr wirerod. In the Special Bar Quality segment, Grade 236 hasbeen developed for producing bearing races and ringsspecifically for railway applications, while SAE 52100 hasbeen tailored for taper roller bearings in the automotivesector. The Company has also gained approval fromcustomers for grades 16MnCr5LSi and SCM435H, for gearand crankshaft applications in two-wheelers. Moreover,grades SAE1141 and SAE4124 have been developed forpropeller shaft and crown wheel applications in theautomotive commercial vehicle segment.
To support the agricultural sector, Tata Steel hasdeveloped Grade 47CrMo4 for housing assemblies usedin power energy systems like windmills, alongside GradeSAE4140 for kingpin and spindle applications.
In FY2024-25, TSN successfully launched andcommercialised 17 new products across multiple sectors.Automotive innovations include HR-CP800 HyperFlange,an advanced high-strength steel offering optimal balancebetween lightweighting and strength and improved fullfinish low waviness for enhanced paint appearance.
For engineering applications, TSN introduced S550GDZM310, designed for durable, lightweight solar panelstructures, and inner weld bead trimmed High StrengthSteel Tubes for agriculture and excavation equipment.The Company also launched three color-coated products,including PE25 HC and MATT on ZM120 with reducedzinc weight for lower environmental impact.
In the construction sector, TSN developed a newoffering for lower carbon embodied steel to supportenvironmental product declarations requiring CO2reduction content.
The Company's product development focus is broadeningto accommodate future asset configurations, combiningEAF redevelopment projects with blast furnace routedevelopments to confirm and expand the existing andtarget market portfolio.
In FY2024-25, TSUK launched five new products acrosspackaging, infrastructure, and construction sectors,
enhancing its product portfolio for both UK and exportmarkets. These launches emphasise TSUK's commitmentto sustainability, in-service performance guarantees, andrigorous product assessments.
A key launch was a chrome-free passivation system fortinplate products, to comply with upcoming REACHlegislation set for 2027. The construction productsdivision introduced a 'High Containment Barrier System'for the highways sector, incorporating two new patentsand meeting demanding customer requirements, whichopens new business opportunities.
Additionally, Building Systems launched TrimapanelFire Wall, offering superior fire performance for internalapplications, and ComFlor® FD+, a floor deckingproduct featuring Prisma organic-coated steel. ComFlorFD+ provides 20-year in-service guarantees due to itscorrosion resistance and has been used on high-profileprojects like Neom in Saudi Arabia, strengthening TSUK'sglobal presence.
In FY2024-25, the Company's customer-centric initiativeshave strengthened relationships and improved valuedelivery. Additionally, the Company has adopted AI anddigital technologies to enhance customer experiences,boost brand awareness, and streamline operations.
To stay ahead of evolving market needs, Tata Steelinaugurated a state-of-the-art Continuous AnnealingLine ('CAL') at Kalinganagar, producing a diverse rangeof Cold Rolled products, including Advanced HighStrength Steels ('AHSS'), tailored for crucial sectors likeautomotive, energy and consumer goods.
Additionally, the Company is at the advanced stage ofcommissioning the new Galvanising line at Kalinganagarand a best-in-class Combi-Mill facility in Jamshedpur toproduce high-end specialty steel.
Tata Steel has emerged as a product innovation leaderby aligning with evolving customer needs. In FY2024-25,it became the first Indian steelmaker to developHydrogen-compliant API X65 H grade steel and pipes,demonstrating end-to-end capabilities in hydrogentransportation, thus supporting India's NationalHydrogen Mission.
Tata Steel introduced a range of automotive-grade steelsin FY2024-25 and became the first domestic supplier to
localise Hot Rolled CP780 and also, began supplyingCold Rolled AHSS DP780, supporting OEMs in theirlightweighting efforts.
The Company has initiated supplies of shipbuilding-grade Hot Rolled plates that meet American Bureauof Shipping (ABS) compliance and are certified by DetNorske Veritas (DNV) and the Indian Register of Shipping(IRS). Tata Steel also secured approval for high-strengthX65 sour grade steel, enabling entry into global oil andgas markets. Collaborations with wagon manufacturersled to the supply of E450 copper for lightweight wagons,facilitating shift from stainless to carbon steel.
The Company developed Poly-Coated steel forrefrigerator doors, improving formability andsurface finish.
Strengthening Customer Relationships
Tata Steel fosters strong relationships across sectorslike automotive, appliances, railways, construction, andengineering. To enhance Just-in-Time services for B2Bautomotive clients, it expanded service centres in keyhubs and conducted technical workshops aimed at ValueAnalysis and Value Engineering (VAVE) and Early VendorInvolvement (EVI).
In B2B construction segment, the Company launchedthe 'One Construction Customer Service Team' andexpanded its network to 31 digitally connected servicecentres, offering ready-to-use reinforcement solutions. Italso entered the Plate Fabricated Sections ('PFS') market,securing orders across five projects.
Over 1,500 ECAs and Fabricators benefited from16 'Skilling India' and technical training events, incollaboration with IIT Bombay. Also, initiatives like'Converse to Construct' and the 'Wagon Way' forumfostered deeper engagement among channel partnersand wagon manufacturers respectively.
I n the B2C segment, Tata Tiscon connected with 1.5lakh consumers through the 'Golden Home Consumer'initiative and onboarded 5,000 new Architects,Contractors, and Engineers, achieving highest-ever sales.
Tata Steel Aashiyana has established itself as a prominentplatform for driving digital adoption in the IndividualHome Building market. Leveraging Tata Steel's robust,pan Indian retailer network, the platform has expandedits reach among individual homebuilders in a sizable
number of PIN codes across all regions. Its user-friendlytools such as a Building Material Estimator and a DesignLibrary help Aashiyana engage its consumers well, whileits omnichannel features such as chatbot & WhatsAppensure that information and assistance are easilyaccessible. This focus on customer experience combinedwith people's trust in brand Tata has led to a fast scale-up of customer acquisition, despite significantly highaverage order value. Tata Steel Aashiyana is not onlyfacilitating digital reach but reshaping how homes arebuilt in India, as evidenced by the substantial growth inits gross merchandise value over the years.
Tata Steel has evolved DigECA into a robust digitalplatform connecting directly with over 1,000 MSMEs,offering best practices, streamlined inquiries, flexiblepayment options, and order tracking. Enhancementsto the COMPASS platform have improved supplychain visibility and customer satisfaction. Nest-In hasimplemented QR-code-based tracking and a digital timecompliance dashboard for projects while launching acustomer complaint management system.
TSN continued strengthening its focus on sustainablesteelmaking and customer relations in FY2024-25.The presentation of the Green Steel Plan to the Dutchgovernment represents a significant milestone towardslow emission steel production, demonstrating theCompany's commitment towards environment.
Stakeholder engagement remains central to operations,with emphasis on maintaining enduring relationshipswith customers, suppliers, and communities throughestablished and evolving forums. This collaborativeapproach drives sustainability and shared progress.
A customer satisfaction score of 88% reflects TSN'scustomer-centric approach and technology-ledinnovation. The Company has enhanced engagementthrough a new CRM system, impactful social mediapresence, and innovative digital campaigns that enablepersonalised interactions.
TSN has also introduced intelligent products and services,including the Data on Demand Platform, Aurora Livefor R&D, and the Arising E-commerce Platform. Theseinitiatives provide customers with cutting-edge solutionswhile setting new standards for customer relations.
The Company's transformation initiatives in green steelproduction and digital technologies, position TSN as anindustry leader committed to sustainable steelmakingand exceptional customer service.
During 2024, TSUK made substantial progress inadvancing sustainability and operational efficiency across
its key sectors. A significant MoU supply agreement wasreached with JCB for the provision of low CO2 steel.
Packaging UK launched its sustainability commitmentalongside the Electrifying Packaging Steels campaign,aligning with TSUK's broader transition to greenersteelmaking. The Construction Tube and line pipemaking sector marked a historic milestone with Corby's90th anniversary and the commissioning of a new£7 million steel coil slitter at the Hartlepool site.
Building Systems UK has made significant progress inproduct innovation and sustainability, securing capitalinvestment to integrate solar technology into its CatnicUrban roofing range through the launch of the SolarSeamsystem. This advancement, alongside the publication ofover 70 environmental product declarations, reinforcesTSUK's leadership in providing sustainable constructionsolutions. Additionally, the division successfullysecured three major projects in London for the supplyof lowcarbon ComFlor® structural steel decking andplayed a key role in the award-winning Port of LeithDistillery project. Building Systems UK also receivednotable industry recognition, including a Silver award forRefurbishment of the Year and a Gold Well-being QualityMark for its leadership in mental health initiatives.
Tata Steel has significantly invested in cloud, data, and AIDigital and AI as strategic enablers within a frameworkdriven by value and clear impact on Business KPIs. Thefundamental part of the strategy is data quality, and tobe able to capture and curate data needs Compute.
At Tata Steel we laid the foundation of the transformationwith front-ended investments to create a secure,multitenanted cloud and connectivity that enables'always-on' business, consolidating enterprisesystems and standardising business processes acrossgeographies providing for global cost competence andorganisational agility.
With investments in sensors and systems, the Companyhas curated around 11.2Pb of data globally. With dataquality management and automation of key operationalmetrics such as cost and wage KPIs, the Company isdriving towards a 'single version of truth' enabling agilityand reliability in decision-making.
Over the past 5-6 years, the Company has developedover 588 AI models investing significantly in cutting-edge generative AI platforms which are now poweringautomated insights, conversational interfaces, andaddressing hard-to-solve use cases by combining the
abilities of conventional (mathematical) AI with thecreative capacities of Generative AI:
» Around 75% of them drive Manufacturingexcellence - yield, energy efficiency, throughput,quality, productivity (YETQP) as well as safety usingscience-based models, machine learning and deeplearning models, vision intelligence and generative AI.The Company has developed remote and intelligentoperations for manufacturing, maintenanceand mining.
» The Company is also enabling Functional Excellencein areas such as HR, Procurement, Finance. TataSteel's investments in supply chain and logistics havemodernised backend processes. Initiatives such asthe smart indenting system under our spares, repairsand maintenance program are enabling notablecost savings.
» Enhancing Customer Experience is another vitalfocus. The Company has registered ~H500 crore ofmonthly online sales on the digital platforms. Around20% of our AI models are focused on customerexperience, improving customer interactions,complaint resolution and overall satisfaction.
Tata Steel's Digital and AI led business tranformationhas delivered value driven through the Shikhar ValueFramework. 80% of our steel production comes fromWEF Global Lighthouse sites, and Tata Steel has beenrecognised as an Advanced Leader in Digital by Gartnerfor the past 4 years consecutively. The future is expectedto be led by data and AI, and the early investmentsprovide Tata Steel with a strong foundation.
The objective of the Company's Corporate SocialResponsibility ('CSR') initiatives is to improve the qualityof life of communities through long-term value creationfor all stakeholders. The Company's CSR Policy providesguidelines to conduct CSR activities of the Company. Thesalient features of the CSR Policy forms part of the AnnualReport on CSR activities annexed to this Report. TheCSR policy is available on the website of the Company athttps://www.tatasteel.com/media/23872/tata-steel-csr-policy.pdf
For decades, the Company has pioneered various CSRinitiatives. The Company continues to address societalchallenges through societal development programmesand remains focused on improving the quality of life.During the year, the Company spent H584.61 croretowards its CSR activities and positively impacted over
5.77 million lives through its CSR programmes. TheCompany implements its CSR programmes primarilythrough the Tata Steel Foundation (a companyincorporated under Section 8 of the Companies Act,2013) which works in close collaboration with publicsystems and partners. Through its CSR, the Companyenvisions an enlightened, equitable society in whichevery individual realises her/his potential with dignitythrough work with tribal and excluded communities toco-create transformative, efficient and lasting solutionsto their development challenges.
Through large-scale, proven Signature Theme Models ofchange, the Company addresses core development gapsin India, while being replicable at global platform. Theseinclude programmes on maternal and child mortalities,access to school and learning enrichment for rural children,PAN-India focus on key aspects of tribal identity andcomprehensive development through empowermentof panchayats between the manufacturing locations atJamshedpur and Kalinganagar.
The Company also fosters Regional Change Modelsenabling lasting betterment in the well-being ofcommunities, prioritising those who are excludedand proximate to its operating areas. The Companyundertakes its CSR Programmes in areas of health,nutrition, water, education, livelihoods, infrastructure,sports, disabilities, grassroots governance andempowering the voice of women within communities.
The Annual Report on CSR activities, in terms of Section135 of the Companies Act, 2013 and the Rules framedthereunder, is annexed to this Report as Annexure 2.
In the Netherlands, TSN maintains a close relationshipwith its employees, customers, local residents, suppliers,the local business community, NGOs and educationalinstitutions and provides guest lectures and workshopsto support the Company's strategy to become a green,clean and circular steel company. The Company continuesto partner with organisations on various social causessuch as activities for schools, social well-being of its localcommunities in the areas of education, environment aswell as health and well-being and coaching of childrenwith learning difficulties towards a healthy lifestyle. TheCompany also focuses on gender diversity and equality,inspiring young girls to pursue careers in technical fields.
TSN has a donation policy for supporting local activitiesaligned with the theme 'Future generations,' focusingon health and well-being, education and environment.Donations are granted to initiatives with the broadest andmost sustainable regional impact, assessed quarterly bya community committee comprising employees, former
employees and external stakeholders. The Companyactively communicates about supported projects bothinternally and externally.
In the UK, TSUK prioritises the local community,considering it the core of its operations. TSUK'slong-standing community engagement programreaches tens of thousands of people annually.
In FY2024-25, TSUK sponsored the 42nd Richard Burton10K, raising over £60,000 for Neath Port Talbot causesand also celebrated the 15th anniversary of the AberavonWizards League, an accessible football and netballtournament for primary schools in Port Talbot, coveringkits and travel costs. The scheme reached 15 schools andover 300 children.
Similar community schemes continue across all of theUK businesses sites, encompassing the three core valuesof health & well-being, environment and education. OnFebruary 18, 2025, TSUK received approval to constructa state-of-the-art electric arc furnace at Port Talbot. Theplanning process included community engagementsessions, allowing residents to interact with seniorleaders and understand the proposals.
The success of these engagement events, and TSUK'songoing community engagement, was evident when theNeath Port Talbot Council Planning Committee approvedthe planning. Counsellors highlighted the importanceof TSUK's significance to the local area and praised theCompany's dedication to serving the community. Thisreflects Tata Steel values and importance of strongrelationships with the community and key stakeholders.
The Company ensures that it evolves and follows thecorporate governance guidelines and best practicesdiligently, not just to boost long-term shareholder value,but also to respect rights of the minority. Tata Steelconsiders its inherent responsibility to disclose timelyand accurate information regarding the operationsand performance, leadership and governance ofthe Company.
In accordance with it's Vision, Tata Steel aspires to bethe global steel industry benchmark for value creationand corporate citizenship. Tata Steel expects to realiseits Vision by taking such actions as may be necessaryin order to achieve its goals of value creation, safety,environment and people.
Pursuant to the SEBI Listing Regulations, the CorporateGovernance Report along with the Certificate from a
Practicing Company Secretary, certifying compliancewith conditions of Corporate Governance, forms part ofthis Report and is enclosed as Annexure 3.
The Board is pleased to inform that during the year, theCompany has won two awards for Corporate Governance,viz. Golden Peacock Award for Excellence in CorporateGovernance - 2024 and the 24th ICSI National Award forExcellence in Corporate Governance (Listed Segment -Large Category).
The Board met six times during the year under review.The intervening gap between the meetings was withinthe period prescribed under the Companies Act, 2013and the SEBI Listing Regulations. The Committees ofthe Board usually meet the day before or on the dayof the Board meeting, or whenever the need arisesfor transacting business. Details of composition of theBoard and its Committees as well as details of Boardand Committee meetings held during the year underreview and Directors attending the same are given inthe Corporate Governance Report forming part of thisIntegrated Report & Annual Accounts 2024-25.
The Nomination and Remuneration Committee ('NRC')engages with the Board to evaluate the appropriatecharacteristics, skills and experience for the Board asa whole as well as for its individual members with theobjective of having a Board with diverse backgrounds andexperience in business, finance, governance, and publicservice. The NRC, basis such evaluation, determinesthe role and capabilities required for appointment ofIndependent Directors. Thereafter, the NRC recommendsto the Board the selection of new Directors.
Characteristics expected of all Directors includeindependence, integrity, high personal and professionalethics, sound business judgement, ability to participateconstructively in deliberations and willingness to exerciseauthority in a collective manner. The Company has inplace a Policy on Appointment & Removal of Directors.
The salient features of the Policy are:
» It acts as a guideline for matters relating toappointment and re-appointment of Directors.
» It contains guidelines for determining qualifications,positive attributes of Directors, and independence ofa Director.
» It lays down the criteria for Board Membership.
» It sets out the approach of the Company onboard diversity.
» It lays down the criteria for determiningindependence of a director, in case of appointmentof an Independent Director.
The Policy is available on the website of the Company athttps://www.tatasteel.com/media/6816/policy-on-appointment-and-removal-of-directors.pdf
As a practice, all new Directors (including IndependentDirectors) inducted to the Board go through a structuredorientation programme. Presentations are madeby Senior Management giving an overview of theoperations, to familiarise the new Directors with theCompany's business operations. The new Directors aregiven an orientation on the products of the business,group structure and subsidiaries, Board constitutionand procedures, matters reserved for the Board, andthe major risks and risk management strategy of theCompany. Visits to plant and mining locations areorganised for the new Directors to enable them tounderstand the business better.
Details of orientation given to the new and existingIndependent Directors in the areas of strategy/industrytrends, operations & governance, and safety, health andenvironment initiatives are available on the website of theCompany at https://www.tatasteel.com/media/23897/familiarization-programme-ids-2025.pdf
The Board evaluated the effectiveness of its functioningof the Committees and of individual Directors, pursuantto the provisions of the Companies Act, 2013 and the SEBIListing Regulations.
The Board sought the feedback of Directors on variousparameters including:
» Degree of fulfillment of key responsibilities towardsstakeholders (by way of monitoring corporategovernance practices, participation in the long-termstrategic planning, etc.);
» Structure, composition and role clarity of the Boardand Committees;
» Extent of co-ordination and cohesiveness betweenthe Board and its Committees;
» Effectiveness of the deliberations and processmanagement;
» Board/Committee culture and dynamics; and
» Quality of relationship between Board Members andthe Management.
The above criteria are broadly based on the MasterCircular issued by the Securities and Exchange Board ofIndia on November 11, 2024.
The Chairman of the Board had one-on-one meetingswith the Independent Directors ('IDs') and the Chairmanof NRC had one-on-one meetings with the Executiveand Non-Executive, Non-Independent Directors. Thesemeetings were intended to obtain Directors' inputs oneffectiveness of the Board/Committee processes.
In a separate meetings of the IDs, the performance ofthe Non-Independent Directors, the Board as a wholeand Chairman of the Company were evaluated takinginto account the views of Executive Directors and otherNon-Executive Directors.
The NRC reviewed the performance of the individualDirectors and the Board as a whole.
In the Board meeting that followed the meeting of theIndependent Directors and the meeting of NRC, theperformance of the Board, its Committees, and individualdirectors were discussed.
The evaluation process endorsed the Board Members'confidence in the ethical standards of the Company,the resilience of the Board and the Management innavigating the Company during challenging times,cohesiveness amongst the Board Members, constructiverelationship between the Board and the Managementand the openness of the Management in sharing strategicinformation to enable Board Members to discharge theirresponsibilities and duties.
In the coming year, the Board intends to enhance focuson (a) decarbonisation, biodiversity and aligning theCompany's goals and initiatives with that of ProjectAalingana; (b) business performance of Europeansubsidiaries; (c) research & development; and (d) capitalallocation strategy of the Company.
Based on the recommendations of the NRC, the Boardhas approved the Remuneration Policy for Directors, KeyManagerial Personnel ('KMPs') and all other employeesof the Company. As part of the Policy, the Companystrives to ensure that:
» the level and composition of remuneration isreasonable and sufficient to attract, retain andmotivate Directors of the quality required to run theCompany successfully;
» relationship between remuneration and performanceis clear and meets appropriate performancebenchmarks; and
» remuneration to Directors, KMPs and SeniorManagement involves a balance between fixed andincentive pay, reflecting short, medium and long-termperformance objectives appropriate to the working ofthe Company and its goals.
The salient features of the Policy are that it lays downthe parameters:
» Based on which payment of remuneration (includingsitting fees and remuneration) should be made toIndependent Directors ('IDs') and Non-ExecutiveDirectors ('NEDs').
» Based on which remuneration (including fixed salary,benefits and perquisites, bonus/performance linkedincentive, commission, retirement benefits) shouldbe given to whole-time directors, KMPs and rest ofthe employees.
» For remuneration payable to Directors for servicesrendered in other capacity.
During the year under review, there has been no changeto the Policy. The Policy is available on the website ofthe Company at https://www.tatasteel.com/media/6817/remuneration-policy-of-directors-etc.pdf
Disclosures pertaining to remuneration and other detailsas required under Section 197(12) of the Companies Act,2013 read with Rule 5(1) of the Companies (Appointmentand Remuneration of Managerial Personnel) Rules, 2014('Rules') are annexed to this Report as Annexure 4.
I n terms of the provisions of Section 197(12) of theCompanies Act, 2013 read with Rules 5(2) and 5(3) ofthe Rules, a statement showing the names and otherparticulars of employees drawing remuneration in excessof the limits set out in the said Rules forms part of thisReport. Further, the Integrated Report and the AnnualAccounts are being sent to the Members excludingthe aforesaid statement. In terms of Section 136 of theCompanies Act, 2013, the said statement will be open forinspection upon request by the Members. Any Memberinterested in obtaining such particulars may write to theCompany Secretary at cosec@tatasteel.com
The year under review saw the following changes to theBoard of Directors ('Board').
Based on the recommendations of the NRC, and in termsof the provisions of the Companies Act, 2013 the Board,on November 6, 2024, appointed Mr. Pramod Agrawal(DIN: 00279727) as an Additional Director (Non-Executive,Independent) effective November 6, 2024. Further, basedon the recommendations of the NRC and subject to theapproval of the Members, the Board, in accordance withthe provisions of Section 149 read with Schedule IV tothe Companies Act, 2013 and applicable SEBI ListingRegulations, appointed Mr. Agrawal as an IndependentDirector of the Company, not liable to retire by rotation,for a term of 5 years commencing from November 6, 2024through November 5, 2029.
Mr. Pramod Agrawal, former Chairman and ManagingDirector of Coal India Limited, has about three decadesof administrative experience as an IAS Officer in variedfields at State as well as Central level. As a business leader,he has extensive experience and exposure to areassuch as strategy, operations, finance, risk management,governance & compliance, sustainability, administrationand government affairs. Mr. Agrawal brings with himcore competencies in project management, strategicalliances, tactical planning, and high-stake negotiations,the attributes and skills which will be of immense benefitto the Management and the Company. On December 26,2024, the Shareholders of the Company approved theappointment of Mr. Agrawal as an Independent Directorof the Company by way of a special resolution passedthrough postal ballot for the above mentioned tenure.
In terms of the provisions of the Companies Act, 2013,Mr. Noel N. Tata (DIN: 00024713), Non-Executive Directordesignated as Vice-Chairman, retires at the ensuing AGMand being eligible, seeks re-appointment. The necessaryresolution for re-appointment of Mr. Noel N. Tata formspart of the Notice convening the ensuing AGM scheduledto be held on Wednesday, July 2, 2025.
The profile and particulars of experience, attributes andskills that qualify Mr. Noel N. Tata for Board membership,are disclosed in the said Notice.
As per the terms of her appointment, Ms. Farida Khambata(DIN: 06954123), completed her term as an IndependentDirector on December 10, 2024 and accordingly, ceasedto be an Independent Director and Member of the Boardof Directors of the Company effective December 11,2024. The Board of Directors place on record their deepappreciation for the wisdom, knowledge and guidanceprovided by Ms. Khambata during her tenure.
The Company has received the necessary declaration fromeach Independent Director in accordance with Section149(7) of the Companies Act, 2013 read with Regulation25(8) of the SEBI Listing Regulations, that he/she meetsthe criteria of independence as laid out in Section 149(6)of the Companies Act, 2013 and Regulation 16(1)(b)of the SEBI Listing Regulations.
In the opinion of the Board, there has been no changein the circumstances which may affect their status asIndependent Directors of the Company and the Boardis satisfied of the integrity, expertise, and experience(including proficiency in terms of Section 150(1) of theCompanies Act, 2013 and applicable rules thereunder) ofall Independent Directors on the Board. Further, in termsof Section 150 of the Companies Act, 2013 read with Rule6 of the Companies (Appointment and Qualificationof Directors) Rules, 2014, as amended, IndependentDirectors of the Company have included their names inthe data bank of Independent Directors maintained withthe Indian Institute of Corporate Affairs of Company.
I n terms of Section 203 of the Companies Act, 2013,the Key Managerial Personnel of the Company areMr. T. V. Narendran, Chief Executive Officer & ManagingDirector, Mr. Koushik Chatterjee, Executive Director& Chief Financial Officer and Mr. ParvatheesamKanchinadham, Company Secretary and Chief LegalOfficer. During the year under review, there has been nochange in the Key Managerial Personnel of the Company.
The Audit Committee was constituted in the year 1986.The Committee has adopted a Charter for its functioning.The primary objective of the Committee is to monitorand provide effective supervision of the Management'sfinancial reporting process, to ensure accurate and timelydisclosures, with the highest levels of transparency,integrity and quality of financial reporting.
The Committee presently comprises Mr. Deepak Kapoor(Chairman), Ms. Bharti Gupta Ramola, Mr. PramodAgrawal and Mr. Saurabh Agrawal. The Committee metseven times during the year under review, the details ofwhich are given in the Corporate Governance Report.
During the year under review, there were no instanceswhen the recommendations of the Audit Committeewere not accepted by the Board.
The Company's internal control systems commensuratewith the nature of its business, the size, and complexity
of its operations and such internal financial controls withreference to the Financial Statements are adequate.Details on the Internal Financial Controls of the Companyforms part of Management Discussion and Analysisforming part of Annexure 1 of this Report.
Tata Steel has established a robust Enterprise RiskManagement framework to effectively navigate theevolving and volatile business environment with theaim to create sustainable value for its stakeholders. TheTata Steel ERM framework focuses on developing a riskintelligent culture that facilitates risk informed decisionmaking and build business resilience. The ERM frameworkhas been developed by integrating best practices frominternational standards including the Committee ofSponsoring Organisations of the Treadway Commission(COSO), ISO 31000:2018 and incorporating benchmarkglobal industry practices.
The Risk Management Committee ('RMC') of the Boardprovides an oversight and guides Central ERM team onrisk management policy, risk management plan andadequacy of risk management systems. It reviews thestatus of key risks, progress of ERM implementationacross locations and any exceptions as flagged to it, on aquarterly basis.
The risk appetite of the organisation, approved by theRMC and the Board, has been developed by analysingindustry best practices and aligns to the vision of theCompany. This is an important metric and the guidingprinciple for identification and management of risks. Therisk appetite is driven by the following:
» Health and safety of the employees and thecommunities in which the Company operates are theprime concern and the operating strategy is focusedon this objective.
» All business decisions are aligned to the Tata Codeof Conduct.
» Management actions are focused on continuousimprovement.
» Environment and Climate Change impacts areassessed on a continuous basis and business decisionssupport systems including capital allocation,considers climate impact through the internal carbonpricing framework.
» The long-term strategy of the Company is focusedon generating profitable growth and sustainablecashflows that creates long-term stakeholder value.
Risk Owners may accept risk exposure to their annual andlong-term business plans, which after implementation
of mitigation strategies, is aligned to the Company'srisk appetite.
The Company has also constituted a ManagementCommittee called ARC (Apex Review Committee)comprising CEO & Managing Director, ExecutiveDirector & Chief Financial Officer, and Vice President- Corporate Finance, Treasury & Risk Managementwho is also the CRO (Chief Risk Officer). The ARCreviews the business plan of ERM quarterly, engageson the macro environment and deliberates on risksthat the Company faces. Additionally, it engages withrisk owners to understand the risks associated withbusiness strategy, and proposed mitigation plans toget assurance that the risks are identified proactivelyand being managed.
The ERM framework is deployed across the organisationand is driven by a dedicated Central ERM team ledby the CRO of the Company. The CRO reports to ED& CFO and to the RMC Chairperson. The ERM teamcontinuously engages in horizon scanning to trackthe evolving external business landscape and assessthe macroeconomic factors to identify emerging riskareas. Risk flags and risk insights are shared with theorganisation for evaluation by the Business Units (BUs)to identify risks and mitigation strategies. 'Expert Lens'sessions and webinars are organised for the leadershipteam and Risk Community to discuss emerging riskareas contextual for the Company. The bottom-up ERMprocess is decentralised to keep the ownership of therisks with the BUs to ensure agility in managing therisks. The bottom-up process is complemented by a top-down process, which helps in identification of strategicenterprise level risks.
The Company follows coordinated risk assurance throughwhich the ERM process is integrated with CorporateAudit, Strategy & Business Planning, Corporate Legal& Compliance, and Security functions. There is a two¬way communication established with these functionsto augment the robustness of the process and ensureeffective implementation throughout the organisation.Corporate Audit team, led by Chief Audit Executive (whoreports to CEO & MD of the Company and Chairperson ofthe Audit Committee), conducts an independent audit ofthe ERM process deployment across the organisation, asthe third line of defense.
The Company has developed an In-house built ITsystem to ensure management of risks through livedashboards as well as maintain data repository for riskanalytics. An Artificial Intelligence enabled 'HorizonScanning' feature has been launched as part of theIT system to scan external news and developmentsrelated to steel and allied industry for identificationof potential risks.
The Company views ERM as an enabler to achievebusiness objectives (BO) & aims at intelligent risk takingfor Business decisions. Capability development forrisk management has been a key focus area across theorganisation and various formats of communication& training have been developed to create awarenessand ensure implementation of mitigation duringmanagement of risk. The training programs arecustomised for Risk Champions (Extended arm of CentralERM Team at the BUs), risk owners, new joinees, seniorleadership and specific functions.
Risk culture is considered as an important lever forassessing the overall effectiveness of risk managementand the risk maturity of the organisation. To strengthenthe Risk culture in the organisation, Risk has beeninstitutionalised as an additional metric in theperformance assessment of employees including forsenior Risk Owners. With the goal of continuouslyimproving the risk culture across the organisation, theCompany conducts an annual Risk Culture Survey (RCS)through an independent partner. The survey benchmarksrisk culture practices with leading organisations, identifieskey areas of improvement and make enhancements inthe ERM framework to improve its overall effectiveness.The Company has received a score of 4.25 on a scale of 5in FY25.
The fiscal year 2024-25 presented considerable globaleconomic and geopolitical challenges including theprolonged Russia - Ukraine conflict, the instability in theMiddle East, Trade and Tariff war, Elections in multiplecountries, volatile foreign exchange markets, andslower-than-anticipated Chinese economic growth whichnegatively impacted global steel prices. The Companyfocused on proactive tracking and monitoring key 'EarlyWarning Indicators', developing different risk impactscenarios, and proactively implementing risk mitigationstrategies to effectively manage the risks arising out ofthe volatile and evolving global business environment.
The Company has won the 'Masters of Risk MetalsMining' in Large Cap Category at the CNBC TV 18 IndiaRisk Management Awards for the 8th consecutive year.The award recognises the exceptional achievements ofthe Company in the field of risk management reinforcedby inventive strategies and forward-thinking initiatives.
The Company has a Vigil Mechanism that providesa formal channel for all its Directors, employees andbusiness associates including customers to approachthe Chairman of the Audit Committee or Chief EthicsCounsellor to make protected disclosures about anyethical misconduct, actual or suspected fraud or violationof the Tata Code of Conduct ('TCoC'). No person is denied
access to the Chairman of the Audit Committee. This vigilmechanism fosters a culture of trust and transparencyamong its stakeholders.
The Company has established various policies to governthe vigilance procedures, such as the Whistle-BlowerPolicy for Directors & Employees, the Whistle-BlowerPolicy for Business Associates, the Whistle-BlowerProtection Policy for Business Associates (vendors/customers), the Gift and Hospitality Policy ('G&H'), theConflict-of-Interest ('CoI') Policy for Employees, theAnti-Bribery & Anti-Corruption ('ABAC') Policy, and theAnti-Money Laundering ('AML') Policy.
The Whistleblower Policies for Directors & Employeesand Business Associates encourages Directors,employees, and business associates to report any actualor possible violation of the TCoC or any event that he/she becomes aware of that could affect the businessor reputation of the Company. The policy safeguardsthe whistle-blowers against any unfair practices,such as retaliation, threats, intimidation, termination,suspension, transfer, demotion, refusal of promotion orany other disciplinary action. The whistleblower policyalso includes reporting of incidents of leak or suspectedleak of Unpublished Price Sensitive Information ('UPSI')as required in terms of the provisions of the Securitiesand Exchange Board of India (Prohibition of InsiderTrading) Regulations, 2015, as amended.
The Whistle-Blower Protection Policy for BusinessAssociates provides safeguard to the third parties suchas vendors, suppliers, distributors, customers, etc. fromretaliation or unjust treatment. This also helps to buildconfidence among whistle-blowers to make protecteddisclosures in good faith. The policy also outlines fordisqualification in case of raising false concerns withmalicious intent.
The ABAC and AML policies mainly focus on ethical riskassessment, procedures and guidelines, third-partydue diligence, training and awareness, and auditsand reporting.
The G&H Policy offers guidance to employees or personsworking for or on behalf of the Company on appropriate,acceptable, and deemed unacceptable gifts andhospitality for offering, giving or accepting. The policyis in consonance with ABAC and AML policies.
The CoI Policy of the Company requires employees todisclose any actual or potential conflicts annually and asand when it arises.
To incentivise employees to report misconductor unethical behaviour within the Company, theWhistleblower Reward and Recognition Guidelineshave been implemented. The disclosures reported are
addressed in the manner and within the time frameprescribed in the Whistleblower Policy.
A Third-Party Whistleblowing helpline service is availableto stakeholders in Tata Steel and Tata Steel Groupcompanies for reporting concerns or disclosures. TheEthics helpline services offer various communicationchannels, including a toll-free number, web access,postal services and email facilities.
The Company, during the year under review, conducteda series of communication and training programmesfor internal and external stakeholders, with an aim tocreate awareness amongst them about TCoC and otherethical practices of the Company. Customised trainingprogrammes on Prevention of Sexual Harassment,Tata Code of Conduct, Respectful Workplace, Conflictof Interest, Anti-Bribery & Anti-Corruption andThird-Party Due Diligence are conducted online,classrooms, and web-based mediums. Further, meetswere conducted with business associates with anaim to provide them a platform to discuss theirissues and clarify their dilemmas if any on the above-mentioned policies.
During the year under review, the Company received 548Whistle-Blower Complaints ('WBCs') and 1,617 grievancesand other concerns. Out of these, 391 WBCs wereinvestigated and closed after taking appropriate actions,1,440 grievances and other concerns were addressedas appropriate. A total of 157 WBCs were open as ofMarch 31, 2025, for which investigations are underway.The unaddressed 177 grievances and other concerns arebeing reviewed and will be closed as appropriate.
14. Disclosure as per the Sexual Harassment ofWomen at Workplace (Prevention, Prohibition andRedressal) Act, 2013
Tata Steel maintains a zero-tolerance policy towardssexual harassment at the workplace. The Companyhas adopted a policy on prevention, prohibition, andredressal of sexual harassment at workplace in line withthe provisions of the Sexual Harassment of Women atWorkplace (Prevention, Prohibition and Redressal) Act,2013 and the Rules made thereunder, as amended fromtime to time.
The Company has complied with the provisions relatingto the constitution of the Internal Complaints Committeeas per the Sexual Harassment of Women at Workplace(Prevention, Prohibition and Redressal) Act, 2013.
During the year under review, the Company received 47complaints of sexual harassment, of which 33 complaintshave been resolved and appropriate actions taken, 14complaints are under investigation.
The Company has 126 subsidiaries and 41 associatecompanies (including 23 joint ventures) as onMarch 31, 2025. During the year under review, the Boardof Directors reviewed the affairs of material subsidiaries.There has been no material change in the nature of thebusiness of the subsidiaries.
I n accordance with Section 129(3) of the CompaniesAct, 2013, the Consolidated Financial Statements ofthe Company and all its subsidiaries, associates andjoint ventures has been prepared and this forms partof the Integrated Report. Further, the report on theperformance and financial position of each subsidiary,associate and joint venture and salient features of theirFinancial Statements in the prescribed Form AOC-1 isannexed to this Report as Annexure 5.
In accordance with the provisions of Section 136 of theCompanies Act, 2013 and the amendments thereto, readwith the SEBI Listing Regulations the audited FinancialStatements, including the consolidated financialstatements and related information of the Companyand financial statements of the subsidiary companiesare available on the website of the Company atwww.tatasteel.com
The names of companies that have become or ceased tobe subsidiaries, joint ventures and associates during theyear under review are disclosed in an annexure to thisReport as Annexure 6.
I n line with the requirements of the Companies Act,2013 and the SEBI Listing Regulations, the Companyhas formulated a Policy on Related Party Transactions.The Policy can be accessed on the Company's websiteat https://www.tatasteel.com/media/5891/policy-on-related-partv-transactions.pdf
During the year under review, all related party transactionsentered into by the Company, were approved by theAudit Committee and were at arm's length and in theordinary course of business. Prior omnibus approvalis obtained for related party transactions which are ofrepetitive nature and entered in the ordinary course ofbusiness and on an arm's length basis. All material relatedparty transactions and their material modifications,if any, were entered into after being approved by theCompany's shareholders. The Company did not have anycontracts or arrangements with related parties in termsof Section 188(1) of the Companies Act, 2013.
Accordingly, the disclosure of related partytransactions as required under Section 134(3)(h) of the
Companies Act, 2013 in Form AOC-2 is not applicable tothe Company for FY2024-25 and hence, does not formpart of this Report.
Details of related party transactions entered into by theCompany, in terms of Ind AS-24 have been disclosed inthe notes to the standalone and consolidated financialstatements forming part of this Integrated Report &Annual Accounts 2024-25.
Based on the framework of internal financial controlsand compliance system established and maintainedby the Company, work performed by the internal,statutory, cost, and secretarial auditors and externalagencies including audit of internal financial controlsover financial reporting by the statutory auditors andthe reviews performed by Management and the relevantBoard Committees, including the Audit Committee, theBoard is of the opinion that the Company's internalfinancial controls were adequate and effective duringthe FY2024-25.
Accordingly, pursuant to Section 134(5) of the CompaniesAct, 2013, the Board of Directors, to the best of itsknowledge and ability confirms that:
a) i n the preparation of the annual accounts, theapplicable accounting standards have beenfollowed and that there were no materialdepartures;
b) it has selected such accounting policies and appliedthem consistently and made judgements andestimates that are reasonable and prudent so as togive a true and fair view of the state of affairs of theCompany at the end of the financial year and of theprofit of the Company for that period;
c) it has taken proper and sufficient care for themaintenance of adequate accounting records inaccordance with the provisions of the CompaniesAct, 2013 for safeguarding the assets of theCompany and for preventing and detecting fraudand other irregularities;
d) i t has prepared the annual accounts on a goingconcern basis;
e) it has laid down internal financial controls tobe followed by the Company and that suchinternal financial controls are adequate and areoperating effectively;
f) it has devised proper systems to ensure compliancewith the provisions of all applicable laws and thatsuch systems were in place, are adequate andoperating effectively.
Statutory Auditors
Members of the Company at the AGM held onAugust 8, 2017, approved the appointment ofPrice Waterhouse & Co Chartered Accountants LLP(Registration No.- 304026E/E300009) ('PW'), CharteredAccountants, as the statutory auditors of the Company.Further, the shareholders approved the re-appointmentof PW for a second term of five years commencing fromthe conclusion of the 115th AGM held on June 28, 2022until the conclusion of 120th AGM of the Company to beheld in the year 2027.
The report of the Statutory Auditor forms part of thisIntegrated Report and Annual Accounts 2024-25. The saidreport does not contain any qualification, reservation,adverse remark or disclaimer.
I n terms of Section 148 of the Companies Act, 2013,the Company is required to maintain cost records andhave the audit of its cost records conducted by a CostAccountant. Cost records are prepared and maintainedby the Company as required under Section 148(1) of theCompanies Act, 2013.
The Board of Directors of the Company has, on therecommendation of the Audit Committee, approvedthe appointment of M/s. Shome & Banerjee as the costauditors of the Company (Firm Registration No. 000001)for the year ending March 31, 2026. M/s. Shome &Banerjee have vast experience in the field of cost auditand have been conducting the audit of the cost recordsof the Company for the past several years.
I n accordance with the provisions of Section 148(3)of the Companies Act, 2013 read with Rule 14 of theCompanies (Audit and Auditors) Rules, 2014, as amended,the remuneration of H35 lakh plus applicable taxes andreimbursement of out-of-pocket expenses payable to theCost Auditors for conducting cost audit of the Company forFY2025-26 as recommended by the Audit Committee andapproved by the Board has to be ratified by the Membersof the Company. The same is placed for ratification ofMembers and forms part of the Notice of the AGM.
In terms of Regulation 24A read with other applicableprovisions of the SEBI Listing Regulations and applicableprovisions of the Companies Act, 2013, the Company isrequired to appoint Secretarial Auditors for a period of 5years commencing FY2025-26, to conduct the secretarialaudit of the Company in terms of Section 204 and otherapplicable provisions of the Companies Act, 2013 readwith Regulation 24A and other applicable provisions ofthe SEBI Listing Regulations.
For identification of Secretarial Auditor, the Managementof the Company had initiated the process and haddetailed interactions with certain eligible audit firmsand assessed them against a defined eligibility andevaluation criteria.
The following criteria inter alia were considered forevaluation of Practicing Company Secretary firmscapable of conducting audit of Tata Steel Limited:
a) background of the firm, their experience and pastassociations in handling secretarial audit of largelisted companies;
b) competence of the leadership and the audit team inconducting secretarial audit of the Company in thepast as well as of other large listed companies; and
c) ability of the firm to understand the business of TataSteel Limited and identify compliance of major lawsand regulations applicable to the Company.
As part of the assessment, the Management alsoconsidered the eligibility and evaluated the background,expertise and past performance of M/s Parikh &Associates as the Secretarial Auditors of the Companyfrom 2014 till date.
The Management presented the outcome of theassessment to the Audit Committee of the Board.
The Audit Committee considered the findings ofthe Management and recommended to the Board,the appointment of M/s. Parikh & Associates as thesecretarial auditors of the Company for a period of fiveyears commencing from the conclusion of the ensuing118th Annual General Meeting scheduled to be held onJuly 2, 2025, through the conclusion of 123rd AnnualGeneral Meeting of the Company to be held in the year2030, for conducting secretarial audit of the Companyfor the period beginning from FY2025-26 through theFY2029-30.
The Board considered the recommendation of theAudit Committee with respect to the appointment ofM/s. Parikh & Associates as the Secretarial Auditors ofthe Company. Based on due consideration, the Boardrecommends for your approval, the appointment ofM/s. Parikh & Associates as the Secretarial Auditors ofthe Company for a period of five years commencingfrom the conclusion of the ensuing 118th Annual GeneralMeeting scheduled to be held on July 2, 2025, throughthe conclusion of 123rd Annual General Meeting of theCompany to be held in the year 2030, for conductingsecretarial audit of the Company for the period beginningfrom FY2025-26 through FY2029-30.
The above proposal and related information forms partof the Notice of the AGM and is placed for your approval.
The Company is required to annex to the Board's Report,the Secretarial Audit Report, given in the prescribedform, by a Company Secretary in practice.
The Report of the Company issued by M/s. Parikh &Associates is annexed to this Report as Annexure 7.
There are no qualifications, observations, adverse remarkor disclaimer in the said Report.
During the year under review, the Statutory Auditors,Cost Auditors and Secretarial Auditors have not reportedany instances of frauds committed in the Company byits officers or employees to the Audit Committee underSection 143(12) of the Act, details of which need to bementioned in this Report.
The Annual Return for Financial Year 2024-25 as perprovisions of the Companies Act, 2013 and Rules thereto,is available on the Company's website at https://www.tatasteel.com/media/23905/annual-return-mgt-7.pdf.
There has been no significant and material order passedby the regulators or courts or tribunals impactingthe going concern status and the Company's futureoperations. However, Members' attention is drawn tothe statement on contingent liabilities, commitments inthe notes forming part of the Financial Statements.
Particulars of loans, guarantees given and investmentsmade during the year under review in accordance withSection 186 of the Companies Act, 2013 is annexed to thisReport as Annexure 8.
Details of the energy conservation, technologyabsorption and foreign exchange earnings and outgoare annexed to this Report as Annexure 9.
During the year under review, the Company has notaccepted any deposits from public in terms of the
Companies Act, 2013. Further, no amount on accountof principal or interest on deposits from public wasoutstanding as on the date of the balance sheet.
The Company has in place proper systems to ensurecompliance with the provisions of the applicablesecretarial standards issued by The Institute of theCompany Secretaries of India and such systems areadequate and operating effectively.
(a) There has been no change in the nature of businessof the Company as on the date of this Report.
(b) There were no material changes and commitmentsaffecting the financial position of the Companybetween the end of the financial year and the dateof this Report.
(c) There was no application made or proceedingpending against the Company under the Insolvencyand Bankruptcy Code, 2016 during the yearunder review.
The Board thanks the customers, vendors, dealers,investors, business associates, bankers and communitiesfor their continued support during the year. The Boardplaces on record its appreciation of the contributionmade by employees at all levels (including Unions). TheCompany's resilience to meet challenges was madepossible by their hard work, solidarity, co-operationand support.
The Board thanks the Government of India, the StateGovernments and the Governments in the countrieswhere Tata Steel has its operations and other regulatoryauthorities and government agencies for their supportand look forward to their continued support in the future.
On behalf of the Board of Directors
sd/-
Mumbai Chairman
May 12, 2025 DIN: 00121863