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Company Information

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TUBE INVESTMENTS OF INDIA LTD.

21 July 2026 | 12:00

Industry >> Cycles & Accessories

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ISIN No INE974X01010 BSE Code / NSE Code 540762 / TIINDIA Book Value (Rs.) 400.45 Face Value 1.00
Bookclosure 07/08/2026 52Week High 3420 EPS 32.90 P/E 88.43
Market Cap. 56314.83 Cr. 52Week Low 2165 P/BV / Div Yield (%) 7.27 / 0.12 Market Lot 1.00
Security Type Other

NOTES TO ACCOUNTS

You can view the entire text of Notes to accounts of the company for the latest year
Year End :2026-03 

3.22.Provisions and Contingencies

A provision is recognized when a Company has
a present obligation (legal or constructive) as a
result of past event; it is probable that an outflow
of resources embodying economic benefits will
be required to settle the obligation, in respect of
which a reliable estimate can be made. Provisions
are determined based on best estimate required
to settle the obligation at the balance sheet
date. These are reviewed at each balance sheet
date and adjusted to reflect the current best
estimates.

If the effect of the time value of money is material,
provisions are discounted using a current pre-tax
rate that reflects, when appropriate, the risks
specific to the liability. When discounting is used,
the increase in the provision due to the passage
of time is recognised as a finance cost.

Provisions for warranty-related costs are
recognized when the product is sold or service
provided. Provision is estimated based on

historical experience and technical estimates.
The estimate of such warranty-related costs is
reviewed annually.

A contingent liability is a possible obligation that
arises from past events whose existence will be
confirmed by the occurrence or non-occurrence
of one or more uncertain future events not wholly
within the control of the Company or a present
obligation that arises from past events but is
not recognized because it is not probable that
an outflow of resources embodying economic
benefits will be required to settle the obligation or
the amount of the obligation cannot be measured
with sufficient reliability. The Company does not
recognize a contingent liability but discloses its
existence in the standalone financial statements.

3.23. Borrowing Costs

Borrowing costs consist of interest and other
costs that an entity incurs in connection with
the borrowing of funds. Borrowing cost also
includes exchange differences to the extent
regarded as an adjustment to the borrowing
costs. Borrowing costs directly attributable to
the acquisition, construction or production of
an asset that necessarily takes a substantial
period of time to get ready for its intended
use or sale are capitalised as part of the cost of
the asset. Capitalisation of Borrowing Costs
is suspended and charged to the statement of
profit and loss during extended periods when
active development activity on the qualifying
assets is interrupted. All other borrowing costs
are expensed in the period they occur.

3.24. Earnings Per Share

Basic Earnings Per Share is calculated by dividing
the net profit or loss for the period attributable
to equity shareholders by the weighted average
number of equity shares outstanding during the
period.

The weighted average number of equity shares
outstanding during the period and for all
periods presented is adjusted for events, such

as bonus shares, other than the conversion of
potential equity shares, that have changed the
number of equity shares outstanding, without
a corresponding change in resources. For the
purpose of calculating diluted earnings per share,
the net profit or loss for the period attributable
to equity shareholders and the weighted average
number of shares outstanding during the period
is adjusted for the effects of all dilutive potential
equity shares.

3.25.Share Based Payments (Employees Stock
Option Scheme)

Stock options are granted to the employees
under the stock option scheme. The costs of
stock options granted to the employees (equity-
settled awards) of the Company are measured at
the fair value of the equity instruments granted.
For each stock option, the measurement of fair
value is performed on the grant date. The grant
date is the date on which the Company and the
employees agree to the stock option scheme.
The fair value so determined is revised only if the
stock option scheme is modified in a manner that
is beneficial to the employees.

This cost is recognised, together with a
corresponding increase in share-based payment
(SBP) reserves / stock options outstanding
account in equity, over the period in which the
performance and / or service conditions are
fulfilled in employee benefits expense. The
cumulative expense recognised for equity-
settled transactions at each reporting date
until the vesting date reflects the extent to
which the vesting period has expired and the
Company's best estimate of the number of
equity instruments that will ultimately vest. The
statement of profit and loss expense or Credit for
a period represents the movement in cumulative
expense recognised as at the beginning and end
of that period and is reported under employee
benefits expense.

The dilutive effect of outstanding options is
reflected as additional share dilution in the
computation of diluted earnings per share.

If the options vest in instalments (i.e. the options
vest pro rata over the service period), then each
instalment is treated as a separate share option
grant because each instalment has a different
vesting period.

In certain circumstances, the Company may
cancel outstanding stock options and issue fresh
options in substitution thereof. Such cancellation
and re-issue are accounted for as a modification
of the original share-based payment arrangement
in accordance with Ind AS 102 - Share-based
Payment.

3.26. Financial Instruments

A financial instrument is any contract that gives
rise to a financial asset of one Company and a
financial liability or equity instrument of another
Company.

A. Financial Assetsi. Initial Recognition and Measurement

Financial assets are classified, at initial
recognition, as subsequently measured at
amortised cost, fair value through other
comprehensive income (OCI), and fair value
through profit or loss.

The classification of financial assets at
initial recognition depends on the financial
asset's contractual cash flow characteristics
and the Company's business model for
managing them. The Company initially
measures a financial asset at its fair value
plus, in the case of a financial asset not at
fair value through profit or loss, transaction
costs.

Trade receivables that do not contain
a significant financing component are
measured at transaction price.

ii. Subsequent Measurement

For purposes of subsequent measurement,
financial assets are classified in three
categories:

a. Debt instruments at amortised cost

b. Debt instruments, derivatives and
equity instruments at fair value
through profit or loss (FVTPL)

c. Debt instruments, derivatives and
equity instruments measured at fair
value through other comprehensive
income (FVTOCI)

Debt instruments At Amortised Cost

A 'debt instrument' is measured at the
amortised cost if both the following
conditions are met:

• The asset is held within a business
model whose objective is to hold
assets for collecting contractual cash
flows, and

• Contractual terms of the asset give
rise on specified dates to cash flows
that are solely payments of principal
and interest (SPPI) on the principal
amount outstanding.

After initial measurement, such financial
assets are subsequently measured at
amortised cost using the effective interest
rate (EIR) method. Amortised cost is
calculated by taking into account any
discount or premium on acquisition and fees
or costs that are an integral part of the EIR.
The EIR amortisation is included in finance
income in the profit or loss. The losses
arising from impairment are recognised in
the profit or loss. This category generally
applies to trade and other receivables.

Debt Instruments at FVTPL

FVTPL is a residual category for debt
instruments. Any debt instrument, which
does not meet the criteria for categorization
as at amortised cost or as FVTOCI, is
classified as at FVTPL.

Debt instruments included within the
FVTPL category are measured at fair value
with all changes recognized in the P&L.

Debt instruments at FVOCI

The Company subsequently classifies its
financial assets as FVOCI, only if both of the
following criteria are met:

• The objective of the business model
is achieved both by collecting
contractual cash flows and selling the
financial assets; and

• Contractual terms of the asset give
rise on specified dates to cash flows
that are Solely Payments of Principal
and Interest (SPPI) on the principal
amount outstanding.

Debt instruments included within the FVOCI
category are measured at each reporting
date at fair value with such changes being
recognised in other comprehensive income
(OCI). The interest income on these assets
is recognised in profit or loss.

On derecognition of the asset, cumulative
gain or loss previously recognised in OCI is
reclassified to profit or loss.

Equity Investments

All equity investments in scope of Ind-AS
109 are measured at fair value. Equity
instruments which are held for trading are
classified as at FVTPL. For all other equity
instruments, the Company decides to
classify the same either as at FVTOCI or
FVTPL. The Company makes such election
on an instrument-by-instrument basis. The
classification is made on initial recognition
and is irrevocable.

If the Company decides to classify an equity
instrument as at FVTOCI, then all fair
value changes on the instrument, excluding
dividends, are recognized in the OCI. There
is no recycling of the amounts from OCI to
P&L, even on sale of investment. However,
the Company may transfer the cumulative
gain or loss within equity.

iii. De-recognition

A financial asset (or, where applicable, a part
of a financial asset or part of a Company of
similar financial assets) is de-recognised
primarily when:

• The rights to receive cash flows from
the asset have expired, or

• the Company has transferred
substantially all the risks and rewards
of the asset or has transferred control
of the asset

iv. Impairment of Financial Assets

In accordance with Ind-AS 109, the Company
applies Expected Credit Loss (ECL) model
for measurement and recognition of
impairment loss on the following financial
assets and Credit risk exposure:

• Financial assets that are debt
instruments, and are measured
at amortised cost e.g., loans, debt
securities, deposits, trade receivables
and bank balance

The Company follows 'simplified approach'
for recognition of impairment loss
allowance on Trade receivables.

The application of simplified approach
does not require the Company to track
changes in Credit risk. Rather, it recognises
impairment loss allowance based on
lifetime ECLs at each reporting date, right
from its initial recognition. For recognition
of impairment loss on other financial assets,
the Company determines that whether
there has been a significant increase in
the Credit risk since initial recognition. If
Credit risk has not increased significantly,
12-month ECL is used to provide for
impairment loss. However, if Credit risk has
increased significantly, lifetime ECL is used.
If, in a subsequent period, Credit quality of
the instrument improves such that there

is no longer a significant increase in Credit
risk since initial recognition, then the entity
reverts to recognising impairment loss
allowance based on 12-month ECL.

Lifetime ECL are the expected Credit
losses resulting from all possible default
events over the expected life of a financial
instrument. ECL is the difference between
all contractual cash flows that are due
to the Company in accordance with the
contract and all the cash flows that the
Company expects to receive, discounted at
the original EIR. When estimating the cash
flows, the Company is required to consider:

• All contractual terms of the financial
instrument (including prepayment,
extension, call and similar options)
over the expected life of the financial
instrument. However, in rare cases
when the expected life of the financial
instrument cannot be estimated
reliably, then the Company is required
to use the remaining contractual term
of the financial instrument

• Cash flows from the sale of collateral
held or other Credit enhancements
that are integral to the contractual
terms

ECL impairment loss allowance (or reversal)
recognized during the period is recognized
as income/ expense in the statement
of profit and loss (P&L). This amount is
reported under the head 'other expenses' in
the P&L. The balance sheet presentation for
various financial instruments is described
below:

• Financial assets measured as at
amortised cost: ECL is presented
as an allowance, i.e., as an integral
part of the measurement of those
assets in the balance sheet. The
allowance reduces the net carrying
amount. Until the asset meets write¬
off Criteria, the Company does not
reduce impairment allowance from
the gross carrying amount.

For assessing increase in Credit risk and
impairment loss, the Company combines
financial instruments on the basis of shared
Credit risk characteristics with the objective
of facilitating an analysis that is designed to
enable significant increases in Credit risk to
be identified on a timely basis.

B. Financial Liabilitiesi. Initial Recognition and Measurement

All financial liabilities are recognised
initially at fair value and, in the case of loans
and borrowings and payables, net of directly
attributable transaction costs.

The Company's financial liabilities include
trade and other payables, loans and
borrowings including bank overdrafts and
derivative financial instruments.

ii. Subsequent Measurement

The measurement of financial liabilities
depends on their classification, as described
below:

Financial Liabilities At Fair Value Through
Profit and Loss

Financial liabilities at fair value through
profit or loss include derivatives.
Financial liabilities are classified as held
for trading if they are incurred for the
purpose of repurchasing in the near term.
This category also includes derivative
financial instruments entered into by
the Company that are not designated as
hedging instruments in hedge relationships
as defined by Ind AS 109. Separated
embedded derivatives are also classified as
held for trading unless they are designated
as effective hedging instruments.

Gains or losses on liabilities held for trading
are recognised in the profit or loss.

Financial liabilities designated upon initial
recognition at fair value through profit or
loss are designated as such at the initial
date of recognition, and only if the Criteria
in Ind AS 109 are satisfied. For liabilities
designated as FVTPL, fair value gains /
losses attributable to changes in own Credit
risks are recognized in OCI. These gains /
loss are not subsequently transferred to
P&L. However, the Company may transfer
the cumulative gain or loss within equity. All
other changes in fair value of such liability
are recognised in the statement of profit
and loss.

Loans and Borrowings

After initial recognition, interest-bearing
loans and borrowings are subsequently
measured at amortised cost using the EIR
method. Gains and losses are recognised
in profit or loss when the liabilities are
derecognised as well as through the EIR
amortisation process.

Amortised cost is calculated by taking
into account any discount or premium on
acquisition and fees or costs that are an
integral part of the EIR. The EIR amortisation
is included as finance costs in the statement
of profit and loss.

Financial guarantee contracts

Financial guarantee contracts issued by the
Company are initially measured at their
fair values and are subsequently measured
at the higher of, the amount of loss
allowance determined as per impairment
requirements of Ind AS 109 and the amount
initially recognised less cumulative amount
of income recognised.

De-recognition

A financial liability is derecognised when the
obligation under the liability is discharged

or cancelled or expires. When an existing
financial liability is replaced by another
from the same lender on substantially
different terms, or the terms of an existing
liability are substantially modified, such
an exchange or modification is treated as
the de-recognition of the original liability
and the recognition of a new liability.
The difference in the respective carrying
amounts is recognised in the statement of
profit and loss.

Offsetting of Financial Instruments

Financial assets and financial liabilities
are offset and the net amount is reported
in the balance sheet if there is a currently
enforceable legal right to offset the
recognised amounts and there is an intention
to settle on a net basis, to realise the assets
and settle the liabilities simultaneously.

3.27. Cash Dividend

The Company recognises a liability to
make cash distributions to equity holders,
when the distribution is authorised and the
distribution is no longer at the discretion of the
Company. As per the corporate laws in India, a
distribution is authorised when it is approved
by the shareholders. A corresponding amount is
recognised directly in equity.

3.28. New and amended standards

The Company applied for the first-time certain
standards and amendments, which are effective
for annual periods beginning on or after 1st April
2025. The Company has not early adopted any
standard, interpretation or amendment that has
been issued but is not yet effective.

(i) Amendments to Ind AS 21 - Lack of
exchangeability

The Ministry of Corporate Affairs (MCA)
notified the Companies (Indian Accounting
Standards) Amendment Rules, 2025, which
amend Ind AS 21, The Effects of Changes in
Foreign Exchange Rates to specify how an

entity should assess whether a currency is
exchangeable and how it should determine
a spot exchange rate when exchangeability
is lacking. The amendments also require
disclosure of information that enables
users of its standalone financial statements
to understand how the currency not being
exchangeable into the other currency
affects, or is expected to affect, the entity's
financial performance, financial position
and cash flows.

The amendments are effective for annual
reporting periods beginning on or after 1st
April 2025. When applying the amendments,
an entity cannot restate comparative
information. The amendments do not
have a material impact on the Company's
standalone financial statements.

(ii) Amendments to Ind AS 1 - Classification of
Liabilities as Current or Non-current and
Non-current Liabilities with Covenants

In August 2025, the MCA notified
amendments to paragraphs 69 to 76 of
Ind AS 1 to specify the requirements for
classifying liabilities as current or non¬
current. The amendments clarify:

• What is meant by a right to defer
settlement

• That a right to defer must exist at the
end of the reporting period

• That classification is unaffected
by the likelihood that an entity will
exercise its deferral right

• That only if an embedded derivative
in a convertible liability is itself an
equity instrument would the terms of
a liability not impact its classification

In addition, a requirement has been
introduced to require disclosure when a
liability arising from a loan agreement is

classified as non-current and the entity's
right to defer settlement is contingent
on compliance with future covenants
within twelve months. If there is a breach
of a material covenant of a long term
loan arrangement on or before the end
of the reporting period, resulting in the
liability becoming payable on demand
as at the reporting date, and the lender
agrees—after the reporting period but
before the standalone financial statements
are approved for issue—not to demand
repayment for at least 12 months as a
consequence of the breach, this shall be
treated as an adjusting event. Accordingly,
the entity is not required to classify the
liability as current.

The amendments are effective for annual
reporting periods beginning on or after 1st
April 2025 retrospectively in accordance
with Ind AS 8. The amendments do not have
any impact on the Company's standalone
financial statements.

(iii) Amendments to Ind AS 7 and Ind AS 107 -
Supplier Finance Arrangements

In August 2025, the MCA notified
amendments to Ind AS 7 Statement of Cash
Flows and Ind AS 107 Financial Instruments:
Disclosures to clarify the characteristics
of supplier finance arrangements and
require additional disclosure of such
arrangements. The disclosure requirements
in the amendments are intended to assist
users of standalone financial statements
in understanding the effects of supplier
finance arrangements on an entity's
liabilities, cash flows and exposure to
liquidity risk.

The Company has evaluated the amendment
and has determined that it does not have
any impact in its standalone financial
statements.

(iv) Amendment to Ind AS 12- International
Taxation

In August 2025, the MCA notified
amendments to Ind AS 12 Income Taxes in
response to the OECD's BEPS Pillar Two
rules and include

• A mandatory temporary exception
to the recognition and disclosure
of deferred taxes arising from the
jurisdictional implementation of the
Pillar Two model rules; and

• Disclosure requirements for affected
entities to help users of the financial

statements better understand an
entity's exposure to Pillar Two income
taxes arising from that legislation,
particularly before its effective date

The mandatory temporary exception - the
use of which is required to be disclosed
- applies immediately. The remaining
disclosure requirements apply for annual
reporting periods beginning on or after 1st
April 2025, but not for any interim periods
ending on or before 31st March 2026. The
amendments do not have any impact on the
Company's standalone financial statements.

The Company's Investment Property consists of two properties in Mumbai lying vacant and two properties in
Chennai let out on rent with a lease term of less than 12 months.

On transition to Ind AS (i.e. 1st April 2016), the Company has elected to continue with the carrying value of all
Investment Properties measured as per the previous GAAP and use that carrying value as the deemed cost of
Investment Property.

The fair value of the investment properties is determined by an accredited Independent valuer, who is a specialist
in valuing these types of investment properties and is a registered valuer as defined under Rule 2 of Companies
(Registered Valuers and Valuation) Rules, 2017. The valuation model in accordance with that recommended
by the International Valuation Standards Committee has been applied. The resulting Fair Value Estimates are
classified under Level 3 of the Fair Value Hierarchy (Refer Note 41.2).

The Company has no restrictions on the disposal of its Investment Property and no contractual obligations to
purchase, construct or develop Investment Property or for Repairs, Maintenance and Enhancements.

Notes:

i) During the year, the Company invested an amount of '20.06 Cr. in TI Medical Private Limited towards
subscription to 2,86,566 equity shares.

ii) During the year, the Company invested '100 Cr. towards subscription to Series A1 Compulsorily Convertible
Preference Shares of 3xper Innoventure Private Limited.

iii) TII along with its subsidiary TI Clean Mobility Private Limited (“TICMPL") have entered into Shareholders
Agreement in February 2023 (amended from time to time) with certain third party investors. Pursuant to the
agreement, the Company has subscribed to Series B Compulsorily Convertible Preference Shares (“CCPS")
CCPS amounting to '500 Cr. between March 2023 and June 2023. Series A was subscribed to by other
investors in multiple tranches between March 2023 and June 2024. As per the terms of the agreement,
each series of the CCPS was convertible into equity shares where the number of equity shares to be issued
were determined using a pre-determined formula at the conversion date / liquidation date. Accordingly,
the Company has accounted for its investment in CCPS as Fair Value Through Profit and Loss (“FVTPL”),
resulting in recognition of fair value gain/ (loss) of '6.80 Cr. during the current year ('569.00 Cr. during the
year ended 31st March 2025).

During the quarter and year ended 31st March 2026, the Company alongwith TICMPL entered into
Amended and Restated Shareholders Agreement (“Restated SHA") with the investors, in terms of which, it
was brought out that the total number of equity shares to be issued by TICMPL upon conversion is fixed. In
view of the foregoing, and economic substance of the Revised SHA between the parties, the management
has assessed that the investment in CCPS is in the nature of equity, measured at cost less impairment, if
any. Accordingly, the Company has derecognised the FVTPL Investments as at 30th March, 2026 (date of
Restated SHA) of '1,075.80 Cr. (representing the carrying value of the CCPS) and has presented such
amount as Investment in the CCPS of subsidiary measured at cost, less impairment if any.

iv) Based on the Restated SHA as mentioned above, on 30th March 2026, the Company has invested '250 Cr.
in Series C CCPS of TICMPL, which is accounted for at cost less impairment if any (convertible into fixed
number of shares), having regard to the terms of such investment.

v) Moshine Electronics Private Limited sought for a conversion of all the Inter-corporate deposits including
Interest accrued and not due to Equity on 2nd January, 2025 and the conversion was completed on 30th
March 2025. The said loans of '7.65 Cr. along with Interest accrued but not due of '0.64 Cr. were converted
into equity on 30th March 2025 and the loan balances was Nil as on 31st March 2025.

Investments at fair value through OCI (fully paid) reflect investment in unquoted equity securities. The Company
has irrevocably designated the unquoted equity securities as FVTOCI on the basis that these are not held for
trading and considers these as strategic investments. Refer Note 41.1 for determination of their fair value.

*Represents amount less than '0.01 Cr.

Notes:

i) During the year, the Company additionally purchased 1,20,000 equity shares of face value of '10 each of
Watsun InfraBuild Private Limited at face value, amounting to '0.12 Cr.

Note on New Labour Code: The Government of India notified the New Labour Codes, effective 21st November
2025. Based on the best information available at the time, management assessed the impact of these changes
in respect of the period up to 21st November 2025, and has recognised additional gratuity and compensated
absences related liabilities during the year amounting to '22.75 Cr. (of '22.55 Cr. and '0.20 Cr. respectively),
which are presented as exceptional items. The Company will continue to monitor the clarifications in this regard
and provide necessary accounting effect as and when such clarifications are issued.

Note 32. Significant Accounting Judgements, Estimates and Assumptions

The preparation of the Company's Standalone Financial Statements requires management to make judgements,
estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and
the accompanying disclosures, and the disclosure of contingent liabilities. Uncertainty about these assumptions
and estimates could result in outcomes that require a material adjustment to the carrying amount of assets or
liabilities affected in future periods.

a. Judgements

In the process of applying the Company's accounting policies, management has made the following
judgement, which has significant effect on the amounts recognised in the Standalone Financial Statements.

i. LeasesDetermining the lease term of contracts with renewal and termination options - Company as lessee

The Company determines the lease term as the non-cancellable term of the lease, together with any
periods covered by an option to extend the lease if it is reasonably certain to be exercised, or any
periods covered by an option to terminate the lease, if it is reasonably certain not to be exercised.

The Company applies judgement in evaluating whether it is reasonably certain whether or not to
exercise the option to renew or terminate the lease. That is, it considers all relevant factors that create
an economic incentive for it to exercise either the renewal or termination.

The Company cannot readily determine the interest rate implicit in the lease, therefore, it uses its
incremental borrowing rate (IBR) to measure lease liabilities. The IBR is the rate of interest that the
Company would have to pay to borrow.

Refer Note 39 for information on potential future rental payments relating to periods following the
exercise date of extension and termination options that are not included in the lease term.

b. Estimates and Assumptions

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting
date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and
liabilities within the next financial year, are described below. The Company based its assumptions and
estimates on parameters available when the Standalone Financial Statements were prepared. Existing
circumstances and assumptions about future developments, however, may change due to market changes
or circumstances arising that are beyond the control of the Company. Such changes are reflected in the
assumptions when they occur.

i. Impairment of Non-Financial assets including Investment in Subsidiaries

Impairment exists when the carrying value of an asset or cash generating unit, exceeds its recoverable
amount, which is the higher of its fair value less costs of disposal and its value in use. The fair value less
costs of disposal calculation is based on available data from binding sales transactions, conducted at
arm's length, for similar assets or observable market prices less incremental costs for disposing of the
asset. The value in use calculation is based on a DCF model.

ii. Taxes

Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable
profit will be available against which the losses can be utilised. Significant management judgement is
required to determine the amount of deferred tax assets that can be recognised, based upon the likely
timing and the level of future taxable profits together with future tax planning strategies.

iii. Revenue from Contract with Customers

The Company estimates variable considerations to be included in the transaction price for the sale of
goods with rights of return and volume rebates. The Company's expected volume rebates are analysed
on a per customer basis for contracts that are subject to volume threshold. Determining whether
a customer will be likely entitled to rebate will depend on the customer's rebates entitlement and
accumulated purchases to date.

iv. Allowances for Slow / Non moving Inventory and Obsolescence

An allowance for Inventory is recognised for cases where the realisable value is estimated to be lower
than the inventory carrying value. The inventory allowance is estimated taking into account various
factors, including prevailing sales prices of inventory item and losses associated with obsolete /
slow-moving / redundant inventory items. The Company has, based on these assessments, made
adequate provision in the books.

v. Employee Benefits

The cost of the defined benefit gratuity plan and other post-employment leave encashment benefit
and the present value of the gratuity obligation are determined using actuarial valuations. An actuarial
valuation involves making various assumptions that may differ from actual developments in the
future. These include the determination of the discount rate, future salary increases and mortality
rates. In determining the appropriate discount rate, the management considers the interest rates of
government bonds where remaining maturity of such bond correspond to expected term of defined

benefit obligation. Due to the complexities involved in the valuation and its long-term nature, a defined
benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at
each reporting date. Further details about defined benefit obligations are given in Note 35.

vi. Fair Value Measurement of Financial Instruments

Some of the Company's assets and liabilities are measured at fair value for financial reporting purposes.
The Company determines the appropriate valuation techniques (like Monte Carlo, DCF model as
applicable) and inputs for fair value measurements. In estimating the fair value of an asset or a liability,
the Company uses market-observable data to the extent it is available. Where Level 1 inputs are not
available, the Company exercises certain degree of judgements / engages third party qualified valuers
to perform the valuation and fair value is measured using valuation techniques including the Monte
Carlo, DCF model, as applicable. Judgements include considerations of inputs such as liquidity and
credit risk and volatility. Further, the judgements with regard to CCPS include those relating to inputs
for valuation (like conversion, liquidation events, valuation model, expected volatility, risk free rate,
time interval, etc,) considering the complex terms attached to the instrument. Changes in assumptions
about these factors could affect the reported fair value of financial instruments. See Note for further
disclosures.

vii. Useful Lives of Property, Plant and Equipment

Property, plant and equipment are depreciated over the estimated useful lives, after taking into
consideration the estimated residual value. The Company reviews the estimated useful lives of
property, plant and equipment at the end of each reporting period.

viii. Impairment Allowance (allowance for bad and doubtful debts)

The Company makes provision for doubtful receivables based on a provision matrix which takes
into account external and internal credit risk factors and historical data of credit losses from various
customers adjusted for forward looking estimate.

Note 33. Standards issued but not yet effective

The amendments to the standards that are notified by the Ministry of Corporate Affairs (MCA), but not yet
effective, up to the date of issuance of the Company's standalone financial statements are disclosed below. The
Company will adopt these amendments to the standards, when they become effective.

Amendments to Ind AS 1 - Classification of Liabilities as Current or Non-current and Non-current Liabilities with
Covenants

In accordance with Ind AS 1 currently applicable, breach of an immaterial covenant is ignored in deciding current
vs. non-current classification of liabilities. Also, in case of breach of a material covenant of a non-current loan on
or before the reporting date, the entity can obtain waiver from the lender after the reporting date and continue
to classify the loan as non-current liability. In accordance with changes to Ind AS 1 already notified by the MCA,
the above relaxations to classify loan as non-current liability will not be available from FY 2026-27 onward and
need to be applied retrospectively. Consequently

- A breach of either material or immaterial covenant will trigger current classification of liability.

- To continue classifying loan as non-current liability, entities will need to obtain waiver from the breach on or
before the reporting date.

The amendment is not expected to have any significant impact on the Company's standalone financial statements.

Note 34. Stock Options

During the year fresh grant of 6,68,920 options under ESOP 2017 scheme was approved by the Nomination and
Remuneration Committee of the Board of Directors of the Company.

With reference to the grants approved by the Nomination and Remuneration Committee of the Board of
Directors of the Company, the Company has recognised expense amounting to '8.63 Cr. (Previous Year -
'5.71 Cr.) for employees services received during the year which is shown under Share based payments
(Refer Note 23).

Note 35. Employee Benefits Obligation
Defined Benefit Plan
a. Gratuity

In accordance with Indian law, the Company operate a scheme of gratuity which is a defined benefit plan.
The gratuity plan provides for a lump sum payment to vested employees at retirement, death while in
employment or on termination of employment in accordance with the provisions under the Code on Social
Security, 2020 or as per the Company Scheme, as applicable. Vesting occurs upon completion of contractual
period of continuous years of service as defined in the Code on Social Security, 2020. The scheme is funded
with an Insurance Company in the form of qualifying insurance policy. The following table summarizes the
components of net benefit expense recognised in the Statement of profit and loss and the funded status and
amounts recognised in the Balance Sheet.

Notes:

i The entire Plan Assets are invested in insurer managed funds with Life Insurance Corporation of India (LIC).

ii The expected/actual return on Plan Assets is as furnished by LIC.

iii The estimate of future salary increase takes into account inflation, likely increments, promotions and other
relevant factors.

iv The above disclosure excludes provision for Fixed Term Employees of '1.57 Cr.

Risk analysis:

Interest rate risk: A fall in the discount rate which is linked to the G.Sec. Rate will increase the present value of
the liability requiring higher provision. A fall in the discount rate generally increases the mark to market value of
the assets depending on the duration of asset.

Salary risk:

The present value of the defined benefit plan liability is calculated by reference to the future salaries of members.
As such, an increase in the salary of the members more than assumed level will increase the plan's liability.

Investment risk:

The present value of the defined benefit plan liability is calculated using a discount rate which is determined by
reference to market yields at the end of the reporting period on government bonds. If the return on plan asset
is below this rate, it will create a plan deficit. Currently, for the plan in India, it has a relatively balanced mix of
investments in government securities, and other debt instruments.

Mortality risk:

Since the benefits under the plan is not payable for life time and payable till retirement age only, plan does not
have any longevity risk.

b. Provident Fund

The Company's Provident Fund is exempted under the Code on Social Security, 2020. The plan guarantees
interest at the rate notified by the Provident Fund Authorities. The contribution by the employer and
employee together with the interest accumulated thereon are payable to employees at the time of separation
from the Company or retirement, whichever is earlier. The benefits vests immediately on rendering of the
services by the employee. The Company has an obligation to make good the shortfall, if any, between the
return from the investments of the trust (including any decrease in value of investments) and the notified
interest rate. The exempt provident fund set up by the company is a defined benefit plan under Ind AS 19 -
Employee Benefits.

d. Contributions to Defined Contribution Plans

During the year, the Company recognised '7.80 Cr. (Previous year - '7.85 Cr.) to Provident Fund under
Defined Contribution Plan, '11.55 Cr. (Previous year - '11.28 Cr.) for Contributions to Superannuation
Fund, '0.47 Cr. (Previous year - '0.60 Cr.) for Contributions to Employee State Insurance Scheme and
'0.81 Cr. (Previous year - '0.54 Cr.) for Contribution to National Pension Scheme in the Statement of Profit
and Loss.

Note 36a. Contingent LiabilitiesNote i

a) Matters wherein management has concluded the Company's liability to be probable have accordingly been
provided for in the books. Also Refer note 17.

b) Matters wherein management has concluded the Company's liability to be possible have accordingly been
disclosed under Note 36a ii Contingent liabilities below.

c) Matters wherein management is confident of succeeding in these litigations and have concluded the
Company's liability to be remote. This is based on the relevant facts of judicial precedents and as advised by
legal counsel which involves various legal proceedings and claims, in different stages of process.

Notes:

(a) Draft Assessment Orders received from Taxation Authorities and Show Cause Notices received from
various other government authorities, pending adjudication, have been assessed by the management and
considered appropriately in the standalone financial statements.

(b) The uncertainties and possible reimbursement in respect of the above mentioned contingent liabilities are
dependent on the outcome of various legal proceedings and therefore, cannot be predicted accurately.

(c) The Company considers the Cash flow in each of the cases to be uncertain and hence considered as
Contingent Liabilities.

Terms and Conditions of transaction with Related Parties

The transactions with Related Parties are made on terms equivalent to those that prevail in arm's length
transactions and in ordinary course of business. The Company mutually negotiates and agrees transaction value
and payment terms with the Related parties by benchmarking the same to transactions with non-related parties.
Outstanding balances at the year-end are unsecured and interest free (excluding inter-corporate deposits) and
settlement occurs in Cash. For the year ended 31st March 2026, the Company has not recorded any impairment
of receivables relating to amounts owed by Related Parties. Refer Note 6a(v) for details of Investments/
Inter-corporate deposits.

As the liabilities for gratuity and leave encashment are provided on actuarial basis for the Company as a whole,
the amounts pertaining to the key management personnel are not included above.

Note 38. Segment Information

The Chief Operating Decision Maker (CODM) reviews the business as three primary segments - “Engineering",
“Metal Formed Products" and “Mobility", and in accordance with the core principles of IND AS 108 - 'Operating
Segments', these have been considered as the reportable segments of the Company.

The Management Committee headed by Executive Chairman and Vice-Chairman (CODM) consisting of
Managing Director, Chief financial officer, Leaders of Strategic Business Units and Human resources have
identified the above three reportable operating segments. It reviews and monitors the operating results of the
operating segments for the purpose of making decisions about resource allocation and performance assessment
using profit or loss of reportable segments and is measured consistently.

The Engineering segment comprises of cold rolled steel strips and precision steel tube viz., Cold Drawn Welded
tubes (CDW) and Electric Resistance Welded tubes (ERW). The Metal Formed Products segment comprises of
Automotive chains, fine blanked products, stamped products, roll-formed car door frames and cold rolled formed
sections for railway wagons and passenger coaches.The Mobility segment comprises of Standard bi-cycles,
Special bi-cycles including alloy bikes and Speciality performance bikes and fitness equipment. The Industrial
chains and new business namely, Optic Lens, TMT Bars and TI Machine building are reported as Others for the
purpose of segment reporting.

Segment assets and liabilities include those directly identifiable with the respective segments. Unallocated
corporate assets and liabilities represent the assets and liabilities that relate to the Company as a whole and are
not allocable to any segment. Expenses that are directly identifiable to segments are considered for determining
the segment results. Expenses which relate to the Company as a whole and are not allocable to segments are
included under unallocated corporate expenses.

Note 39. Leases

The Company has lease contracts for Land and Building used for the purpose of Warehouses and Factories.
Leases of such assets generally have lease terms between 2 and 95 years. The Company's obligations under its
leases are secured by the lessor's title to the leased assets. Generally, the Company is restricted from assigning
and subleasing the leased assets and some contracts require the Company to maintain certain financial ratios.
There are several lease contracts that include extension and termination options and variable lease payments,
which are further discussed below.

The Company also has certain leases of machinery with lease terms of 12 months or less. The Company applies
the 'short-term lease' recognition exemptions for these leases.

The carrying amounts of right-of-use assets recognised and the movements during the period is explained in
Note No.4b.

The Company had total cash outflows for leases (including short term leases) of '16.50 Cr. in 31st March 2026
('15.95 Cr. during the year ended 31st March 2025). The Company also had non-cash additions to right-of-use
assets and lease liabilities of '1.65 Cr. during the year ('6.20 Cr. during the year ended 31st March 2025). There
are no future cash outflows relating to leases that have not yet commenced.

The Company has several lease contracts that include extension and termination options. These options are
negotiated by management to provide flexibility in managing the leased-asset portfolio and align with the
Company's business needs. Management exercises some or certain judgements in determining whether these
extension and termination options are reasonably certain to be exercised (see Note 32).

The company does not expect undiscounted potential future rental payments relating to periods following the
exercise date of extension and termination options that are not included in the lease term.

The management assessed that cash and cash equivalents, trade receivables, loans, current investments, other
financial assets, short term borrowings, trade payables and other current financial liabilities approximate their
carrying amounts largely due to the short-term maturities of these instruments.

The fair value of the financial assets and liabilities are included at the amount at which the instrument could
be exchanged in a current transaction between willing parties, other than in a forced or liquidation sale. The
following methods and assumptions were used to estimate the fair values:

i. The fair values of quoted equity investments are derived from quoted market prices in active markets.

ii. The fair values of certain unquoted equity investments have been estimated using Discounted Cash-flow
Model (DCF). The valuation is based on certain assumptions like forecast cash-flows, discount rate, etc.

iii. The valuation of Compulsorily Convertible Preference Share (CCPS) is carried out by the management
using Monte Carlo simulation approach which is a statistical technique that is used to simulate equity value
of the Company. Further, the judgements with regard to CCPS include those relating to inputs for valuation
(like conversion, liquidation events, valuation model, expected volatility, risk free rate, time interval, etc,)
considering the terms attached to the instrument.

iv. Derivatives are fair valued using market observable rates and published prices.

Note 42. Financial Risk Management Objectives and Policies

The Company's principal financial liabilities comprise of borrowings and trade payables. The main purpose of
these financial liabilities is to raise finance for the Company's operations. The Company has various financial
assets such as trade receivables, cash and short-term deposits, which arise directly from its operations. The
Company also holds FVTOCI investments, FVTPL investments and enters into derivative transactions.

The Company is exposed to market risk, credit risk and liquidity risk. The Company's senior management
oversees the management of these risks. The Company's senior management is supported by a Risk Management
Committee that advises on financial risks and the appropriate financial risk governance framework for the
Company. The Risk Management Committee provides assurance to the Company's senior management that the
Company's financial risk activities are governed by appropriate policies and procedures and that the financial
risks are identified, measured and managed in accordance with the Company's policies and risk objectives. All
derivative activities for risk management purposes are carried out by specialist teams that have the appropriate
skills, experience and supervision. It is the Company's policy that no trading in derivatives for speculative
purposes may be undertaken.

A. Market Risk

Market risk is the risk of any loss in future earnings, in realizable fair values or in future cash flows that may
result from a change in the price of a financial instrument. The value of a financial instrument may change
as a result of changes in the interest rates, foreign currency exchange rates, equity price fluctuations,
liquidity and other market changes. Future specific market movements cannot be normally predicted with
reasonable accuracy.

Foreign Currency Exchange Rate Risk

The fluctuation in foreign currency exchange rates may have potential impact on the statement of
profit & loss and changes in equity, where any transaction references more than one currency or where
assets/liabilities are denominated in a currency other than the functional currency of the respective
Company.

The Company, as per its forex policy, uses foreign exchange and other derivative instruments primarily
to hedge foreign exchange and interest rate exposure.

The Company evaluates the impact of foreign exchange rate fluctuations by assessing its exposure
to exchange rate risks. It hedges a part of these risks by using derivative financial instruments in
accordance with its forex policy.

The foreign exchange rate sensitivity is calculated for each currency by aggregation of the net foreign
exchange rate exposure of a currency and a simultaneous parallel foreign exchange rates shift in the
foreign exchange rates of each currency by 5%.

Foreign Currency Sensitivity

The following tables demonstrate the sensitivity to 5% appreciation in USD, EURO, JPY and KRW
exchange rates on foreign currency exposures as at the year end, with all other variables held constant.
The impact on the Company's profit before tax is due to changes in the fair value of monetary assets
and liabilities. The Company's exposure to foreign currency changes for all other currencies is not
material.

Conversely, 5% depreciation in the USD and Euro rates against the significant foreign currencies as at
31st March 2026 and 31st March 2025 would have had the same but opposite effect, again holding all
other variables constant.

Equity Price Risk

Equity Price Risk is related to the change in market reference price of the investments in equity
securities.

The majority of the Company's investments are in the shares of group companies, which are carried at
cost. The Company has investments in other equity investments for '7.15 Cr. as at 31st March 2026.
(As at 31st March 2025 - '6.44 Cr.). The Company's exposure to price risks from Equity investments
at FVOCI is considered immaterial.

B. Credit Risk

Credit risk is the risk of financial loss arising from counterparty failure to repay or service debt according to
the contractual terms or obligations. Credit risk encompasses both the direct risk of default and the risk of
deterioration of creditworthiness as well as concentration risks.

Financial instruments that are subject to concentrations of credit risk principally consist of trade receivables,
loans and advances and derivative financial instruments. None of the financial instruments of the Company
result in material concentrations of credit risks. To manage this, the Company periodically assesses the
credit worthiness of customers and sets credit limit, taking into account the financial condition, current
economic trends (for exports) and overdue receivables. General payment terms include credit period
ranging upto 120 days and advances where applicable. Where the loans or receivables are impaired, the
Company continues to engage to recover the receivable due.

Credit risk from balances with banks and investment of surplus funds in mutual funds is managed by the
Company's treasury department. The objective is to minimise the concentration of risks and therefore
mitigate financial loss.

C. Liquidity Risk

Liquidity risk refers to the risk that the Company cannot meet its financial obligations. The objective of
liquidity risk management is to maintain sufficient liquidity and ensure that funds are available for use as
per requirements.

The Company has obtained fund and non-fund based working capital lines from various banks. Furthermore,
the Company has access to funds from debt markets through commercial paper, non-convertible debentures,
and other debt instruments. The Company invests its surplus funds in bank fixed deposit and liquid and
liquid plus schemes of mutual funds, which carry no/low mark to market risks.

The Company also constantly monitors funding options available in the debt and capital markets with a
view to maintaining financial flexibility.

As at 31st March 2026, the Company has undrawn committed lines of '750 Cr. (As at 31st March 2025 -
'650 Cr.)

D. Interest Rate Risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate
because of changes in market interest rates. The Company's exposure to the risk of changes in market
interest rates relates primarily to the Company's debt obligations with floating interest rates.

The effect on Profit before tax on increase (or) decrease of 50 basis points will be Nil as the company do not
have borrowing (Previous year : '0.13 Cr.).

Note 43. Capital Management

The Company's capital management is intended to create value for shareholders by facilitating the meeting of
long-term and short-term goals of the Company.

The Company determines the amount of capital required on the basis of annual operating plans and long-term
product and other strategic investment plans. The funding requirements are met through internal accruals,
nonconvertible debentures, external commercial borrowings and other long-term/short-term borrowings. The
Company's policy is aimed at combination of short-term and long-term borrowings.

The Company monitors capital employed using a Debt equity ratio, which is total debt divided by total equity and
maturity profile of the overall debt portfolio of the Company.

There have been no breaches in the financial covenants of any interest-bearing loans and borrowings in the
current period.

Note 46. Other Statutory Information

(i) The Company does not have any Benami property, where any proceeding has been initiated or pending
against the Company for holding any Benami property.

(ii) The Company does not have any charges or satisfaction which is yet to be registered with ROC beyond the
statutory period.

(iii) The Company has not traded or invested in Crypto Currency or Virtual Currency during the financial year.

(iv) The Company has not advanced or loaned or invested funds to any persons or entities, including foreign
entities (intermediaries) with the understanding that the Intermediary shall:

a) directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever by
or on behalf of the Company (Ultimate Beneficiaries) or

b) provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

(v) The Company has not received any fund from any persons or entities, including foreign entities (Funding
Parties) with the understanding (whether recorded in writing or otherwise) that the Company shall -:

(a) Directly or indirectly lend or invest in other persons or entities identified in any manner whatsoever
by or on behalf of the Funding Party (Ultimate Beneficiaries) or

(b) Provide any guarantee, security or the like to or on behalf of the Ultimate Beneficiaries.

(vi) The Company has not made any such transaction which is not recorded in the books of accounts that has
been surrendered or disclosed as income during the year in the tax assessments under the Income Tax
Act,1961 (such as search or survey or any other relavant provision of the Income Tax Act, 1961).

(vii) The Company has not been declared as wilful defaulter by any bank or financial institution or other lender.

(viii) During the current year, the Company does not have any transactions with companies which has been
struck off by ROC under section 248 of the Companies Act, 2013. The details for the year ended 31st March
2025 are given below:

Note 47. Information relating to Proviso to Rule 3(1) of Companies (Accounts) Rules, 2014 on Audit Trail

The Company has used accounting software for maintaining its books of account which has a feature of recording
audit trail (edit log) facility and the same has operated throughout the period except that:

a) with respect to an application used for payroll processing which is operated by a third-party software
service provider, the management is not in possession of a detailed Service Organisation Controls Report,
to determine whether audit trail feature of the said application was enabled and operated throughout the
year for all relevant transactions recorded in the application or whether there were any instances of the
audit trail feature being tampered with.

Further, for the applications and periods for which audit trail feature is enabled and operated there have
vbeen no instance of audit trail feature being tampered with.

b) Additionally, the audit trail of relevant prior years has been preserved by the Company as per the statutory
requirements for record retention, to the extent it was enabled and recorded in those respective years,
except that, with respect to an application operated by a third-party software service provider as referred
to in (a) above, in the absence of coverage of this attribute for the period enabled in the related Service
Organisation Controls report, we are unable to assess whether the audit trail has been preserved as per the
statutory requirements for record retention.

Note 48. Events after reporting period

The company has entered into a Securities Subscription and Purchase Agreement & Shareholders' Agreement
(“Definitive Agreements") on 6th February 2026 for staggered acquisition of up to 87% of the equity share capital
of M/s. Orange Koi Private Limited (“Orange Koi") through a combination of purchase of equity shares from the
existing shareholders and by way of subscription to fresh equity shares. Subsequently, in April 2026, TII acquired
76.24% of the paid-up equity share capital of Orange Koi for a total consideration of '35 Cr. Consequently,
Orange Koi has become a subsidiary of the Company in April 2026.