NRB Bearings Ltd Management Discussions

ANNEXURE A

Industry Structure and Development

The Company operates in the ball and roller bearings segment, primarily serving the mobility industry. Indian Original Equipment Manufacturers (OEMs) and Tier I customers account for approximately 65% to 70% of the demand, while the remaining supply is distributed between the Aftermarket (12% to 15%) and Exports (20% to 25%). Exports is predominantly to OEMs and Tier I customers. Other than the Aftermarket, vehicle manufacturers comprise of the following broad segments:

• 2/3 wheelers comprising motorcycles, scooters, mopeds, auto rickshaws (passengers and goods) and industrial 4 stroke engines.

• Passenger cars from small cars hatchbacks to luxury models and utility vehicles

• Commercial vehicles from LCVs, MCV/HCV to buses

• Farm equipment and off highway vehicles including forklifts, trucks and construction equipment

• Railway locomotives

• Defense vehicles including gun carriers and tanks

• Aircraft and aerospace applications

The Indian mobility industry presents significant growth potential, driven by the countrys vast geographic reach, large population, and comparatively low market penetration. Indias robust economic performance in recent years, characterized by a growth rate exceeding 7%, reinforces its status as the fastest-growing major economy. The Reserve Bank of India (RBI) has pegged the annual growth rate of the Indian economy at 6.4% for FY25. The strength in domestic demand is driven by private consumption and investment, supported by government reforms and initiatives implemented over the past decade. Investments in both physical and digital infrastructure, along with measures to boost manufacturing, have bolstered the supply side, providing a significant boost to economic activity in the country. India is poised to become the worlds fourth-largest economy this year. This growth is supported by several key factors, including record GST collections, sustained GDP growth exceeding 8% over the past three quarters, stable inflation levels, and double-digit expansion in sectors such as steel, cement, and automobile manufacturing. Additionally, the adoption of the Indian Rupee for trade with 27 countries further highlights the countrys growing economic influence. India is also a global leader in digital public infrastructure, with e-transactions accounting for 46% of all global digital payments. Strong domestic demand for consumption and investment, along with the Governments continued emphasis on capital expenditure were among the key drivers of the GDP during FY 2024-25.

The Indian automobile industry has historically been a good indicator of how well the economy is doing, as the automobile sector plays a key role in both macroeconomic expansion and technological advancement. The two-wheelers segment dominates the market in terms of volume, owing to a growing middle class and a huge percentage of Indias population being young. Moreover, the growing interest of companies in exploring the rural markets has further aided the growth of the sector. The rising logistics and passenger transportation industries are driving up demand for commercial vehicles. Future market growth is anticipated to be fueled by new trends including the electrification of vehicles, particularly three-wheelers and small passenger automobiles. India enjoys a strong position in the global heavy vehicles market as it is the largest tractor producer, second-largest bus manufacturer, and third-largest heavy truck manufacturer in the world. This sectors share of the national GDP increased from 2.77% in 1992-1993 to around 7% presently. It employs about 19 million people directly and indirectly.

Vehicle Production (Nos.) during FY23-24 & 24-25

Category	2023-24	2024-25	Growth %
Passenger Vehicles	49,01,840	50,61,164	3.3%
Commercial Vehicles	10,67,504	10,32,645	-3.3%
Three Wheelers	9,96,159	10,50,020	5.4%
Two Wheelers	2,14,68,527	2,38,83,857	11.3%
Quadricycle	5,006	6,488	29.6%
Grand Total	2,84,34,742	3,10,34,174	9.1%
Source : ACMA

The Indian auto component industry, being a critical part of the OEM value chain, has grown at a healthy pace over the past few years. The production and demand of the auto component industry is directly proportional to that of the automobile industry. Historically, the automobile OEMs were concentrated in the developed nations and so were the ancillaries. However, in recent years, manufacturing of auto components is gradually gaining traction towards Asian countries such as China, India, and others due to the presence of higher market potential and low-cost manufacturing. Strong international demand and resurgence in the local original equipment and aftermarket segments are the growth drivers:

• Robust Demand

Growing working population and expanding middle class are expected to remain key demand drivers

• Export Opportunities

India is emerging as a global hub for auto component sourcing and the industry exports over 25 per cent of its production annually. Proximity to markets such as Middle East and Europe.

• Policy Support

100 per cent FDI allowed and no restrictions on import-export. Government support under the PLI Scheme in automobile and auto components has an approved financial outlay over a five years period of Rs. 57,042 crores

• Competitive Advantage

A cost effective manufacturing base which keeps cost lower by 10 -25 per cent relative to operations in Europe and Latin America. Its proximity to key automotive markets such as ASEAN, Europe, Japan and Korea is also an enabling factor. GST rates are being adjusted from to time to spur demand.

Your Company is uniquely positioned in the high precision friction solutions industry ,with its enviable position based on technology leadership, quality and innovative design, lower cost of production, low leverage and strong de-risked customer relationships. In addition to the geographical and locational advantage, the cultural advantage of a less hierarchical, flatter organization with a collaborative working style is an additional distinct advantage which can be leveraged for global expansion as a strategy.

As the industry dynamics and the new product lines get redefined, the Company is preparing to:

• Focus on precision component categories, like new generation of light weight bearings that could provide higher margins,

• Potential Growth Market - expansion of product range and penetration at Companys large Key Global Customers, that span ICE/Hybrid EV and Agnostic (technology - driven common platforms that would not change in this transition

• Expansion of portfolio to serve adjacent industries.

• Use its low leverage -D/E of under 0.20- to drive into the future

• Re-focusing capabilities and resources into market opportunities where the Company has low penetration (Aftermarket, Industrial Mobility, Defence, etc)

• Thrust into OEM-driven Industrial Mobility Segments,

• Cost optimization strategy including focus on solar, logistics, process and material optimization

The Company is working with Europes largest application oriented research organization in order to become the industry leader on cutting edge laser and additive technologies

Financials

During the year under review Revenue from operations, net of levies, has increased by 5.36 per cent to Rs. 1,07,752 lakhs from Rs. 1,02,272 lakhs in 2024-25. Domestic sales increased by 6.19 per cent to Rs. 82,362 lakhs from Rs. 77,560 lakhs and exports have increased by 2.74 per cent to Rs. 25,390 lakhs from Rs. 24,712 lakhs in 2024-25

The table below sets forth the key expense items as a percentage of income for 2024-25 and 2023-24.

(Rs. in Lakhs)

	% of Turnover
	March 31, 2025		March 31, 2024
	Rs. in lakhs	%	Rs. in lakhs	%
Revenue from operations	1,07,752	100.00	1,02,272	100.00
Other income	2,739	-	2,439	-
Expenditure:
- Material (Including change in stock)	49,377	45.82	47,982	46.92
- Employee Cost	13,616	12.64	12,380	12.10
- Manufacturing and Other expenses (Net)	29,470	27.35	27,754	27.14
Total Expenditure	92,462	85.81	88,116	86.16
Profit before Depreciation, Interest and Tax	18,030	16.73	16,595	16.23
Depreciation	4,011	3.72	3,747	3.66
Finance costs	846	0.79	2,064	2.02
Profit before Exceptional Items and Tax	13,172	12.22	10,784	10.54
Exceptional Item	(5,189)	(4.82)	21,038	20.57

The details of significant changes in key financial ratios, along with detailed explanations thereof, including:

Ratio	FY 24-25	FY 23-24	Change (%)	Explanation where change is more than 25%
Debtors Turnover Ratio	4.07	3.72	10%	-
Inventory Turnover Ratio	2.29	2.13	7%	-
Current Ratio (in times)	3.31	3.00	10%	-
Debt equity Ratio (in times)	0.08	0.15	(46%)	The Company has repaid its debt.
Debt service coverage ratio (in times)	14.78	4.56	224%	Lower overall debt and financial charges.
Net Profit Margin %	5.45%	24.49%	(78%)	The Company has incurred one time exceptional exp.
Return on equity ratio (%)	6.80%	33.66%	(80%)	The Company has incurred one- time exceptional expense
Net capital turnover ratio (in times)	2.25	2.12	6%	-
Net Profit ratio (in %)	5.45%	24.49%	(78%)	The Company has incurred exceptional loss
Return on investment (before exceptional item) (in %)	11.94%	9.50%	26%	The Company has incurred one time exceptional expense in FY24-25 and one time exceptional gain in FY23-24 which skews the ratio. The ROI ,based on operational results excl. exceptional items in both years has improved.

Economic Value Addition (EVA) is residual income after charging the Company for the cost of capital provided by the lenders and shareholders. It represents the value added to the shareholder by generating operating profits in excess of the cost of capital employed in the business.

(Rs. In Lakhs)

	2024-25	2023-24
EBIT	14,018	12,848
Less: Adjusted Tax	2,144	2,882
NOPAT (Net Operating Profit less tax)	11,874	9,966
Equity	87,898	84,651
Debt	7,081	12,675
Total Invested Capital	94,979	97,326
Post Tax Cost of Debt %	6.25	7.29
Cost of Equity %	11.01	9.91
Weighted Average Cost of Capital % (WACC)	8.63	8.63
Weighted Average Cost of Capital (WACC)	8,198	8,402
EVA (NOPAT - WACC)	3,677	1,564

Notes: Tax calculation excludes deferred tax and is adjusted for tax shield on interest.

Cost of equity is based on cost of risk free return equivalent to yield on 10-year G-secs @ 6.65 % p.a. plus equity premium adjusted for Companys beta variant at 1.

Segment wise Performance

The Company has a single reportable segment of ball and roller bearings as the primary business segment for the purpose of IND AS 108. The assets and liabilities of the Company are all expended towards this business segment.

Outlook

The global economic outlook anticipates a slowdown in growth, with projections indicating a decline from 3.2% in 2024 to 2.9% in 2025. This deceleration is attributed to factors such as uncertainties in trade policies and potential disruptions arising from geopolitical tensions. Despite persistent headwinds, including ongoing conflicts in Europe and the Middle East, the global economy is implementing measures aimed at mitigating recessionary risks. As inflation moderated, major central banks, including those in the US and Europe, began calibrated rate cuts while maintaining prudent oversight. The path ahead could still be turbulent shaped by these factors and slowing demand. Regionally, the tectonic shift has already started. China has risen as a disruptive force, challenging traditional auto leaders, Europe and the US, who wary of their dependence on Chinese components and the impact on local industries, have responded with increased trade barriers and scrutiny.

Indias economic growth rate is projected stronger than many peer economies and reflects relatively robust domestic consumption and lesser dependence on global demand. The governments strong infrastructure push, logistics development, and industrial corridor development will contribute significantly to raising industrial competitiveness and boosting future growth. Improving labor market conditions and consumer confidence will drive growth in private consumption. The recent deceleration in EV demand could complicate the industrys near -term trajectory. However, several initiatives by the Government of India such as the Automotive Mission Plan 2026, scrappage policy, and production-linked incentive scheme in the Indian market are expected to make India one of the global leaders in the two-wheeler and four-wheeler market. Indian automobile industry is expected to achieve a turnover of USD 300 billion during FY 2026, contributing nearly 6% of Indias GDP and 35% of the manufacturing GDP. The EV market is expected to grow at CAGR of 49 per cent between 2022-2030 and is expected to hit 10 mn annual sales by 2030, creating additional 50 mn direct and indirect jobs during these years.

The Company and its subsidiaries with agility have consistently invested in innovative process technologies and customized machinery to support both low-volume, specialized products and high-volume production. This strategic approach has established NRB as a preferred global supplier of electric vehicle components and EV-agnostic friction solutions. NRB is leading the way by supplying its global customers in 45 counties and is now a key supplier in advanced mobility applications that will revolutionize and propel the Indian auto component industry forward both domestically and internationally. NRBs focus and embracing of future technologies along with re-inventing and altering its capabilities has led to supplying the worlds foremost EVs, in Europe, America and Japan and Korea.

For the automotive and industrial sectors, the Budget included several policy measures aimed at fostering growth, boosting competitiveness and addressing sector-specific challenges.

• Incentives for Electric Vehicles: Continued push towards EV adoption through incentives such as tax rebates, subsidies and lower GST rates on electric vehicles. Additionally, investments in EV infrastructure like charging stations are taking shape.

• Personal Income Tax: In a significant effort to ease the tax burden on the middle class, substantial tax cuts have been proposed for personal income tax in FY26. This change could result in an increase in disposable income for each taxpayer and could play a crucial role in driving demand for two-wheelers, three-wheelers and entry level cars in the near future.

• Focus on manufacturing sector and infrastructure investments: The budget emphasises the development of high- employment industries to promote growth and boost domestic production. Substantial investments in infrastructure support industrial growth including the development of transportation networks and energy supply systems, all expected to enhance the efficiency and competitiveness of Indias manufacturing.

Indias growth trajectory, though slightly moderated from FY24, remains on a steady growth path. India is expected to have grown 6.4% in FY25 and for FY26, the RBI expects the country to grow between 6.3% to 6.8% following expansion in private capital expenditure. As the worlds third-largest vehicle market, Indias automotive sector continues to be a crucial economic driver. While India witnessed strong growth in two-wheeler sales, particularly in the EV segment, other sectors faced varying challenges - from high inventory in passenger vehicles to declining commercial vehicle sales and regional variations in the tractor segment. However, your company was able to achieve growth through its focus on winning new businesses.

The industrial landscape in India is expanding rapidly propelled by rising infrastructure development and industrialization. The need for high- performance, precisely built bearings is increasing as a result of Industry 4.0 and smart manufacturing. The industry is also witnessing a shift towards environmentally sustainable solutions. Favorable government regulations and a drive to lower carbon emissions are helping the renewable energy sector grow. All these developments are transforming India into a pivotal hub for manufacturing and industrial development.

The Companys revenue growth and the net operational profit (without exceptional items) were comparable with the growth of other major industry players. Considering the long term growth story of the Indian economy, your Company is confident of improved performance both on revenue and net profits fronts, in the current year.

Opportunities and Threats

Opportunities

• Pursue export opportunities proactively and strategically..

• Enhance import substitution.

• Offer premium features at lower costs at a rapid pace.

• Focus on component categories that could contribute more to vehicle costs.

• Enter new segments of aftermarket like aggregator of mechanics, small OEM for aftermarket, fleet owners.

• Offer components which could take off due to an increase in EV sales.

• Actively broaden the portfolio to capture opportunities in adjacent industries.

Identifying which opportunity fits best, and working strategically to seize it could create a successful future for the Company.

To complement the companys strong presence across current-generation models and reinforce its position as a key supplier of high-precision bearing solutions for leading global European automotive manufacturers, the Board of Directors at its meeting held on April 25, 2025, approved capital investments of INR 200 crores for upgradation and enhancement of capacities across the manufacturing facilities and at R & D centre. This capacity addition is to our existing product lines including Taper Roller Bearings, Ball Bearings, Wide Inner Ring Bearings, Spherical roller Bearings, Cylindrical roller bearings, Needle roller bearings and Thrust Bearings and would lead to capacity enhancement of 15% to 25% higher volumes

Challenges/Threats

Despite the positive momentum, the EV market in India faces several challenges. High initial cost of EVs, limited range and concerns about battery life and recyclability are barriers to widespread adoption. Additionally, the charging infrastructure, though expanding, still requires significant investment to meet the demands of a growing EV fleet. On the supply side, domestic manufacturing of batteries and EV components is crucial for reducing costs and enhancing supply chain resilience. In the coming years, as technology matures and economies of scale are achieved, the EV market in India is likely to see accelerated growth, playing a pivotal role in the countrys energy transition and environmental goals.

Despite the growth, the sector faces challenges related to counterfeit parts, vehicle scrapping policy, intense Competition from low-cost imported bearings, fluctuating raw material prices and the need for skilled labour. Addressing these issues is vital for sustainable growth and consumer trust. But overall, the automotive aftermarket in India is poised for growth, driven by a dynamic mix of technology, consumer preferences and economic factors.

The number of vehicle recalls has significantly increased in recent years, leading to a growing trend of quality consciousness and renewed focus on manufacturing excellence. The global supply chain is more connected than ever before. This amplifies the impact of any unexpected changes—from exchange rate fluctuations and price volatility to geopolitical tensions, natural disasters or pandemic adding uncertainty to an already dynamic situation of rapidly changing customer preferences and the constant need to upgrade.

• Changing OEM needs

The industry needs to keep pace with the changing needs of automotive OEMs, who in turn are coping with the dynamic expectations of the end customer, consolidation of platforms to reduce complexity and alterations in vehicle cost composition. The automotive manufacturers require simpler, more versatile components that are usable across multiple platforms.

• Evolving regulatory and trade environment

Rapidly evolving emissions and safety regulations as well as technological disruptions such as connectivity and e-mobility could underpin the demand for electronics at an OEM and customer level. With the implementation of BS- VI standards, there has already been is a spike in demand for components like catalytic convertors, electronic fuel injection systems, oxygen sensors and intelligent battery sensors, with supply issues.

• Spurious/Counterfeit Products

Spurious / Counterfeit products continue to attract price sensitive Replacement Market which accounts for 20-25 per cent of total demand of bearing industry. These supplies, being of inferior quality, are unsafe in use and pose a risk to people, industry and to the economy by way of unexpected downtime and are safety hazards. In spite of industry wide efforts in educating customers and increasing awareness about the need to use safe sources of procurement, the problem continues owing to the slow legal process in punishing unscrupulous suppliers.

Your Company is working continuously to mitigate these threats - leveraging its wide range of products and its engineering capabilities and priming its sourcing and purchasing capabilities. The Company remains committed towards implementing TPM and investing in sophisticated technology to offer enduring and efficient solutions.

Risks and concerns

Risk management practices seek to sustain and enhance long term competitive advantage of the Company.

The Board of Directors along with the Risk Management Committee looks at risks which are mainly reputational and where the risk grid shows criticality. For the risk grid, the risks have been listed, then prioritised and ranked in terms of probability and impact- high/moderate/low. Wherever possible, triggers are being identified, even multiple triggers, which would help to decide when a risk has become critical - eg. Euro Dollar rate or USD INR rate exceeding a specified risk point.

The Board/Committee also approves the risk policies and associated practices of the Company, and also reviews and approves risk related disclosures. Otherwise in a normal situation, the operating team is responsible for all operational risks, and the Executive Management team comprising the Managing Director and the functional heads review enterprise risks from time to time, initiate mitigation actions and identify owners for the action to be taken.

The following broad categories of risks have been considered:

• Strategy: Choices and decisions we make to enhance long term competitive advantage of the Company and value to the stakeholders e.g. the Companys shift from bearing related products to becoming a friction solutions provider.

• Industry: Relates to the inherent characteristics of our industry including competitive structure, nature of market and regulatory environment e.g. adding to existing segments, the emerging segments of defense, aerospace and railways and improving its presence in the ASEAN region, thus spreading the risk in terms of geographies.

• Technology: Rapid strides in technology like EVs and autonomous driving.

• Counterparty: Risks arising from our association with entities for conducting business. These include customers, vendors and their respective industries.

• Resources: Risks arising from sub-optimal utilization of key organization resources such as capital and infrastructure e.g. risks further broken up into equipment risk and people risk. With insurance covers in place for the equipment, the management of people risks is by way of a cordial relationship with the employees and keeping motivation in the plants at a high level.

• Operations: Risks inherent to our business operations includes service and delivery to customers, business support activities like NPD, TPM, Quality management, IT, Legal, Taxation e.g. plants having detailed plant maintenance and tool manufacturing programs, dedicated teams for managing risks relating to information security (data leakage) and technology disruption risks and constantly researching how new technologies are changing the applications and products. Disruption in operations due to a natural calamity or a pandemic.

• Regulations and compliance: Risks due to inadequate compliance to regulations and contractual obligations violations leading to litigation and loss of reputation.

• Management of financial risks such as interest rates risk, currency risk and liquidity risk, have come in for increased focus.

During the year under review, the Risk Management Committee has been driving the effectiveness of the Enterprise Wide Risk Management framework by early identification and risk assessment, formation of cross functional teams working in close collaboration and converting the crises into opportunities so that valuable resources are conserved and the Companys profitability kept on track.

Internal Control Systems and Adequacy

Based on the nature of the business and size of operations the Company has in place adequate systems of internal control and documented procedures covering all financial and operating functions. These controls have been designed to provide for:

- Accurate recording of transactions with internal checks and prompt reporting

- Safeguarding assets from unauthorized use or losses

- Compliance with applicable statutes, and adherence to management instructions and policies

- Effective management of working capital

- Monitoring economy and efficiency of operations

Processes are also in place for formulating and reviewing annual and long term business plans; for preparation and monitoring of annual budgets for all operating plants and the service functions.

A reputed external audit firm carries out periodical audits at all plants and of all functions and brings out deviations from laid down procedures. The audit firm independently tests the design, adequacy and operating effectiveness of the internal control system to provide a credible assurance to the Audit Committee. The observations arising out of audit are reviewed, in the first instance by the respective HODs and plant/functional heads and compliance is ensured. Further corrective action plans are drawn up to build business processes which will eliminate repetition of deviations.

The Audit Committee reviews the recommendations for improvement of the business processes and the status of implementation of the agreed action plan.

Human Resource and Industrial Relations

The Company continues to foster constructive and collaborative relationships with the workmens unions across all plants. During the year, successful wage settlements following the fire incident were concluded with the unions at the Waluj and Chikalthane facilities, covering three-year periods until 2027 and 2028, respectively. These agreements incorporate productivity-linked wage increments tied to higher production volumes, adjusted for rework. This performance-driven approach, combined with focused initiatives to reduce rejection rates, is expected to significantly enhance capacity utilization at the existing plants.

The primary focus of IR during the current year will continue to be on engaging, motivating and improving the productivity while ensuring improved productivity and product quality at the plants without any interim work disruptions, so that overall workforce requirements are controlled to an optimal level. Our people approach encourages teamwork by way of Cross Functional Teams (CFTs) as it helps build managerial and technical capabilities to align with career aspirations, and encourages interaction with peers from diverse backgrounds and helps spread the values of togetherness, positive thinking and mutual respect.

Process reengineering, automation and digitization are a big focus area for your Company. Many activities have been digitized especially in processes like sales, purchases, production, inventory/stores, assets, payroll etc. The main intention behind automation is to enhance efficiency, safety and better impression on global customers about capabilities so new business possibilities arise while re-assuring workmen that the outcome will not result in job losses, while process reengineering helps in continuing improvement in operations.

System of Performance Evaluation and Employee Development (SPEED), the framework for Individual Development Planning, Career and Succession Planning maps employee competence with current and future needs of the organization and forms the basis for developmental interventions. As part of its plan to build a bench strength of talented future leaders of tomorrow, the Company has campus recruited engineering trainees from reputed engineering colleges and Indo German Toolroom, and other interns from Ashoka University, IIT, Mumbai, etc. who are deployed on efficiency improvements and cost control exercises throughout the company.

Permanent employees directly employed by the Company currently total 1,316 nos.

Cautionary Statement

Statements in this Management Discussion and Analysis describing the Companys objectives, projections, estimates and expectations may constitute forward looking statements within the meaning of applicable laws and regulations.

Actual results may differ materially from those either expressed or implied.

	For and on behalf of the Board of Directors
	NRB Bearings Limited
	Harshbeena Zaveri	Satish Rangani
	Vice Chairman & Managing Director	Non-Executive Director
	(DIN: 00003948)	(DIN: 00209069)
Place: Mumbai
Date: August 09, 2025