TVS Holdings Limited has filed its Business Responsibility and Sustainability Report (BRSR) for the financial year 2025-26 with the stock exchanges. The report, prepared on a standalone basis, outlines the company's performance against the nine principles of the National Guidelines on Responsible Business Conduct (NGRBC). N.C. Rajagopal & Co, Chartered Accountants, provided reasonable assurance for the BRSR Core parameters.

The company reported a turnover of ₹516.34 crore and a net worth of ₹1,750.83 crore for the period. As a Core Investment Company registered with the RBI, TVS Holdings operates primarily as an investment entity making long-term strategic investments in group companies. Consequently, 100% of its turnover is derived from investments, and 99.93% of its total investments were made in related parties during FY26.

Governance and Leadership

The Board of Directors, led by the Chairman, holds primary responsibility for business responsibility performance. The Chairman, Managing Director, and Director & Group Chief Financial Officer are specifically responsible for decision-making on sustainability-related issues. The company has policies covering eight of the nine NGRBC principles, with no specific policy for Principle 7 regarding public and regulatory policy influence, as it engages through industry forums.

Employee Statistics

The company employed 60 permanent employees as of March 31, 2026, comprising 45 males and 15 females. There were no workers on the rolls. The gender diversity on the Board stood at 12.5%, with one female director out of eight members. The turnover rate for permanent employees decreased significantly to 6.90% in FY26 from 35.48% in the previous year.

Financial and Operational Metrics

TVS Holdings disclosed that gross wages paid to females constituted 20.81% of the total wages in FY26, up from 15.42% in FY25. The median remuneration for the Board of Directors was ₹0.25 crore for male members and ₹0.30 crore for the female member. The company spent 0.47% of its total revenue on employee well-being measures during the year.

CSR and Stakeholder Engagement

The company’s CSR initiatives, implemented through Srinivasan Services Trust, benefited over 610,000 persons. Projects included holistic rural development, renovation of community infrastructure, and medical camps. The report confirmed that the company received four shareholder grievances during the year, all of which were resolved. There were no reported instances of fines, penalties, or corruption cases involving the company or its personnel.

TVS Holdings Limited (formerly known as Sundaram-Clayton Limited), registered as a Core Investment Company (CIC) under Certificate of Registration No. N-07-00904 dated 14th March 2024 issued by the Reserve Bank of India, has released its 64th Annual Report for the financial year ended 31st March 2026. The company, classified as a Middle Layer NBFC under the RBI's Scale Based Regulation framework, operates primarily as an investment holding entity with its revenue principally comprising dividend income from group companies.

Financial Performance

The following table presents the standalone and consolidated financial highlights for FY 2025-26 compared to FY 2024-25:

The standalone basic and diluted earnings per share (face value of ₹5/- each) for FY 2025-26 stood at ₹159.30, compared to ₹174.06 in the previous year. On a consolidated basis, basic and diluted EPS for continuing operations was ₹838.12 (previous year: ₹560.63).

Dividend and Reserves

The Board of Directors declared an interim dividend of ₹86/- per share (1,720%) on 2,02,32,104 equity shares of ₹5/- each for FY 2025-26, absorbing a sum of ₹174 Cr, paid on 22nd April 2026. No further dividend was recommended for the year. For the financial year ended 31st March 2026, an amount of ₹64.46 Cr was transferred to Statutory Reserve in terms of Section 45-IC of the Reserve Bank of India Act, 1934.

Key Financial Ratios

The following key financial ratios were reported on a standalone basis:

The increase in the Debt Equity Ratio is primarily attributable to the issuance of additional Non-Convertible Debentures (NCDs) during the year, which were invested in a wholly owned subsidiary. The decrease in Return on Networth is primarily due to the increase in shareholders' equity from accumulated retained earnings, while profit for the year remained broadly stable.

Non-Convertible Debentures and Resource Mobilisation

During FY 2025-26, the company issued and allotted 65,000 Senior, Rated, Unsecured, Listed, Redeemable and Non-Convertible Debentures of face value of ₹1 Lakh each, aggregating to ₹650 Crores at a coupon rate of 8.10% p.a. on a private placement basis on 24th March 2026. The NCDs were listed with NSE on 27th March 2026 and will mature on 24th June 2029. Total resource mobilisation during the year through Listed Non-Convertible Debentures amounted to ₹650 Crores.

Subsidiary Performance Highlights

Key subsidiary performances during FY 2025-26 are summarised below:

TVS Motor Company declared and paid an interim dividend of ₹12 per share (1200%) absorbing a sum of ₹570 Cr on 47,50,87,114 equity shares of ₹1 each. TVSM also allotted 4 Listed Non-Convertible Redeemable Preference Shares (NCRPS) of face value of ₹10 each for every 1 equity share held, amounting to ₹1,900.35 Crores.

Corporate Developments and Acquisitions

During the year, the company acquired 38,18,21,375 equity shares of ₹10/- each in Home Credit India Finance Private Limited (HCIFPL) in multiple tranches, with the company holding 80.39% in HCIFPL as on 31st March 2026. The company also infused further capital of ₹737.50 Cr into HCIFPL during the year. Engines Engineering S.p.A, Italy was acquired (100%) by TVS Motor (Singapore) Pte Limited on 3rd October 2025. Norton Motorcycle Private Limited, Chennai and Norton USA LLC, Delaware were incorporated on 19th August 2025 and 6th November 2025, respectively. Sundaram Auto Components Limited (SACL) was amalgamated with TVSM through a Scheme of Amalgamation approved by the Hon'ble NCLT, Chennai Bench on 6th May 2026, effective from 12th May 2026.

The Board, at its meeting held on 22nd September 2025, approved a Scheme of Arrangement for issuance of 46 Cumulative Non-Convertible Redeemable Preference Shares (NCRPS) of face value of ₹10 each fully paid up for every 1 equity share of ₹5 each held, by way of bonus, subject to approval of the Hon'ble NCLT. The Scheme is presently subject to receipt of further approvals.

CSR Activities

The company's CSR arm, Srinivasan Services Trust (SST), has been implementing socio-economic development programmes across Tamil Nadu, Karnataka, Andhra Pradesh, Maharashtra and Himachal Pradesh. The average net profit of the company as per Section 135(5) was ₹147.40 Cr, with a CSR obligation of ₹2.95 Cr for FY 2025-26. The company spent ₹3.00 Cr on CSR activities during the year, resulting in an excess spend of ₹0.05 Cr available for set-off in succeeding financial years.

Board and Governance

During FY 2025-26, the Board met seven times. There were no changes in the constitution of the Board of Directors during the year. Mr Venu Srinivasan, Non-Executive Director and Chairman, is liable to retire by rotation at the ensuing 64th Annual General Meeting scheduled on 22nd July 2026. The Board has also sought shareholder approval for continuation of his directorship as a Non-Executive Director notwithstanding that he will attain the age of 75 years, with effect from 11th December 2027. The company had 60 permanent employees as on 31st March 2026.