General information about company
Scrip code	950104
NSE Symbol
MSEI Symbol
ISIN	INE146O01014
Name of the entity	HINDUJA LEYLAND FINANCE LIMITED
Date of start of financial year	01-04-2022
Date of end of financial year	31-03-2023
Reporting Quarter	Half Yearly
Date of Report	30-09-2022
Risk management committee	Applicable
Market Capitalisation as per immediate previous Financial Year	Any other

Annexure I

Annexure I to be submitted by listed entity on quarterly basis

I. Composition of Board of Directors

Disclosure of notes on composition of board of directors explanatory

Whether the listed entity has a Regular Chairperson

Yes

Whether Chairperson related to Promoter

Disqualification of Directors under section 164 of the Companies Act, 2013

SrTitle (Mr / Ms)Name of the DirectorPANDINCategory 1 of directorsCategory 2 of directorsCategory 3 of directors Date of BirthWhether the director is disqualified?Start Date of disqualificationEnd Date of disqualificationDetails of disqualificationCurrent statusWhether special resolution passed?
[Refer Reg. 17(1A) of Listing Regulations]Date of passing special resolutionInitial Date of appointmentDate of Re-appointmentDate of 
cessationTenure of director (in months)No of Directorship in listed entities including this listed entity (Refer Regulation 17A of Listing Regulations)No of Independent Directorship in listed entities including this listed entity (Refer Regulation 17A(1) of Listing RegulationsNumber of memberships in Audit/ Stakeholder Committee(s) including this listed entity (Refer Regulation 26(1) of Listing Regulations)No of post of Chairperson in Audit/ Stakeholder Committee held in listed entities including this listed entity (Refer Regulation 26(1) of Listing  Regulations)Notes for not providing PANNotes for not providing DIN

Dheeraj G Hinduja

ABKPH6165Q

00133410

Non-Executive - Non Independent Director

Chairperson

27-07-1971

Active

30-08-2011

14-08-2020

S Nagarajan

ADJPN4408P

00009236

Executive Director

Not Applicable

10-06-1948

Active

12-11-2008

01-04-2022

Sachin Pillai

ACKPP8384L

06400793

Executive Director

Not Applicable

CEO-MD

06-06-1972

Active

11-02-2020

Gopal Mahadevan

AACPG7248J

01746102

Non-Executive - Non Independent Director

Not Applicable

20-05-1966

Active

16-03-2015

20-09-2021

I. Composition of Board of Directors

Disclosure of notes on composition of board of directors explanatory

Whether the listed entity has a Regular Chairperson

SrTitle (Mr / Ms)Name of the DirectorPANDINCategory 1 of directorsCategory 2 of directorsCategory 3 of directors Date of BirthWhether the director is disqualified?Start Date of disqualificationEnd Date of disqualificationDetails of disqualificationCurrent statusWhether special resolution passed?
[Refer Reg. 17(1A) of Listing Regulations]Date of passing special resolutionInitial Date of appointmentDate of Re-appointmentDate of 
cessationTenure of director (in months)No of Directorship in listed entities including this listed entity (Refer Regulation 17A of Listing Regulations)No of Independent Directorship in listed entities including this listed entity (Refer Regulation 17A(1) of Listing RegulationsNumber of memberships in Audit/ Stakeholder Committee(s) including this listed entity (Refer Regulation 26(1) of Listing Regulations)No of post of Chairperson in Audit/ Stakeholder Committee held in listed entities including this listed entity (Refer Regulation 26(1) of Listing  Regulations)Notes for not providing PANNotes for not providing DIN

Sudhanshu Tripathi

AAYPT9685J

06431686

Non-Executive - Non Independent Director

Not Applicable

07-06-1959

Active

13-08-2015

04-07-2019

G S Sundararajan

AASPS1807M

00361030

Non-Executive - Independent Director

Not Applicable

29-05-1960

Active

21-05-2019

R S Sharma

AGLPS9067Q

00013208

Non-Executive - Independent Director

Not Applicable

01-02-1951

Active

23-07-2014

23-07-2019

Manju Agarwal

AAGPA1392M

06921105

Non-Executive - Independent Director

Not Applicable

30-12-1957

Active

05-06-2018

I. Composition of Board of Directors

Disclosure of notes on composition of board of directors explanatory

Whether the listed entity has a Regular Chairperson

SrTitle (Mr / Ms)Name of the DirectorPANDINCategory 1 of directorsCategory 2 of directorsCategory 3 of directors Date of BirthWhether the director is disqualified?Start Date of disqualificationEnd Date of disqualificationDetails of disqualificationCurrent statusWhether special resolution passed?
[Refer Reg. 17(1A) of Listing Regulations]Date of passing special resolutionInitial Date of appointmentDate of Re-appointmentDate of 
cessationTenure of director (in months)No of Directorship in listed entities including this listed entity (Refer Regulation 17A of Listing Regulations)No of Independent Directorship in listed entities including this listed entity (Refer Regulation 17A(1) of Listing RegulationsNumber of memberships in Audit/ Stakeholder Committee(s) including this listed entity (Refer Regulation 26(1) of Listing Regulations)No of post of Chairperson in Audit/ Stakeholder Committee held in listed entities including this listed entity (Refer Regulation 26(1) of Listing  Regulations)Notes for not providing PANNotes for not providing DIN

D Sarkar

AISPS8116R

02502618

Non-Executive - Independent Director

Not Applicable

03-11-1953

Active

Yes

13-08-2015

13-08-2020

Bhumika Batra

AKVPB1516H

03502004

Non-Executive - Independent Director

Not Applicable

11-08-1981

Active

04-11-2020

Jean Brunol

DYFPB3063N

03044965

Non-Executive - Independent Director

Not Applicable

23-03-1952

Active

22-03-2022

Audit Committee Details
Whether the Audit Committee has a Regular Chairperson					Yes
Sr	DIN Number	Name of Committee members	Category 1 of directors	Category 2 of directors	Date of Appointment	Date of Cessation	Remarks
1	00361030	G S Sundararajan	Non-Executive - Independent Director	Chairperson	21-05-2019
2	02502618	D Sarkar	Non-Executive - Independent Director	Member	30-03-2015
3	03502004	Bhumika Batra	Non-Executive - Independent Director	Member	17-05-2022
4	01746102	Gopal Mahadevan	Non-Executive - Non Independent Director	Member	15-04-2015
5	00013208	R S Sharma	Non-Executive - Independent Director	Member	14-03-2018

Nomination and remuneration committee
Whether the Nomination and remuneration committee has a Regular Chairperson					Yes
Sr	DIN Number	Name of Committee members	Category 1 of directors	Category 2 of directors	Date of Appointment	Date of Cessation	Remarks
1	00013208	R S Sharma	Non-Executive - Independent Director	Chairperson	30-03-2015
2	00133410	Dheeraj G Hinduja	Non-Executive - Non Independent Director	Member	13-07-2012
3	02502618	D Sarkar	Non-Executive - Independent Director	Member	30-03-2015
4	06431686	Sudhanshu Tripathi	Non-Executive - Non Independent Director	Member	26-09-2015
5	03502004	Bhumika Batra	Non-Executive - Independent Director	Member	03-06-2021

Stakeholders Relationship Committee
Whether the Stakeholders Relationship Committee has a Regular Chairperson					Yes
Sr	DIN Number	Name of Committee members	Category 1 of directors	Category 2 of directors	Date of Appointment	Date of Cessation	Remarks
1	06921105	Manju Agarwal	Non-Executive - Independent Director	Chairperson	05-06-2018
2	06400793	Sachin Pillai	Executive Director	Member	03-06-2021
3	06431686	Sudhanshu Tripathi	Non-Executive - Non Independent Director	Member	02-01-2016

Risk Management Committee
Whether the Risk Management Committee has a Regular Chairperson					Yes
Sr	DIN Number	Name of Committee members	Category 1 of directors	Category 2 of directors	Date of Appointment	Date of Cessation	Remarks
1	02502618	D Sarkar	Non-Executive - Independent Director	Chairperson	02-11-2015
2	00009236	S Nagarajan	Executive Director	Member	02-11-2015
3	00013208	R S Sharma	Non-Executive - Independent Director	Member	30-03-2015
4	01746102	Gopal Mahadevan	Non-Executive - Non Independent Director	Member	20-06-2020
5	00133410	Dheeraj G Hinduja	Non-Executive - Non Independent Director	Member	03-06-2021

Corporate Social Responsibility Committee
Whether the Corporate Social Responsibility Committee has a Regular Chairperson					Yes
Sr	DIN Number	Name of Committee members	Category 1 of directors	Category 2 of directors	Date of Appointment	Date of Cessation	Remarks
1	00133410	Dheeraj G Hinduja	Non-Executive - Non Independent Director	Chairperson	15-04-2015
2	00009236	S Nagarajan	Executive Director	Member	09-05-2014
3	06431686	Sudhanshu Tripathi	Non-Executive - Non Independent Director	Member	12-02-2016
4	03502004	Bhumika Batra	Non-Executive - Independent Director	Member	03-06-2021

Other Committee
Sr	DIN Number	Name of Committee members	Name of other committee	Category 1 of directors	Category 2 of directors	Remarks

Annexure 1
Annexure 1
III. Meeting of Board of Directors
Disclosure of notes on meeting of board of directors explanatory
Sr	Date(s) of meeting (if any) in the previous quarter	Date(s) of meeting (if any) in the current quarter	Maximum gap between any two consecutive (in number of days)	Notes for not providing Date	Whether requirement of Quorum met (Yes/No)	Total Number of Directors as on date of the meeting	Number of Directors present* (All directors including Independent Director)	No. of Independent Directors attending the meeting*
1	17-05-2022				Yes	11	11	6
2	15-06-2022		28		Yes	11	11	6
3		22-07-2022	36		Yes	11	10	6
4		05-08-2022	13		Yes	11	10	6
5		08-08-2022	2		Yes	11	10	6
6		16-08-2022	7		Yes	11	11	6
7		19-09-2022	33		Yes	11	11	6

Annexure 1
IV. Meeting of Committees
Disclosure of notes on meeting of committees explanatory
Sr	Name of Committee	Date(s) of meeting (Enter dates of Previous quarter and Current quarter in chronological order)	Maximum gap between any two consecutive (in number of days)	Name of other committee	Reson for not providing date	Whether requirement of Quorum met (Yes/No)	Total Number of Directors as on date of the meeting	Number of Directors (All directors including Independent director)	No. of Independent Directors attending the meeting*	No. of members attending the meeting (other than Board of Directors)
1	Audit Committee	16-05-2022				Yes	5	5	4	0
2	Audit Committee	22-07-2022	66			Yes	5	5	4	0
3	Audit Committee	05-08-2022	13			Yes	5	5	4	0
4	Audit Committee	08-08-2022	2			Yes	5	5	4	0
5	Audit Committee	16-08-2022	7			Yes	5	5	4	0
6	Audit Committee	19-09-2022	33			Yes	5	5	4	0

Annexure 1
IV. Meeting of Committees
Sr	Name of Committee	Date(s) of meeting (Enter dates of Previous quarter and Current quarter in chronological order)	Maximum gap between any two consecutive (in number of days)	Name of other committee	Reson for not providing date	Whether requirement of Quorum met (Yes/No)	Total Number of Directors as on date of the meeting	Number of Directors (All directors including Independent director)	No. of Independent Directors attending the meeting*	No. of members attending the meeting (other than Board of Directors)
7	Nomination and remuneration committee	13-05-2022				Yes	5	5	3	0
8	Nomination and remuneration committee	25-08-2022	103			Yes	5	5	3	0
9	Stakeholders Relationship Committee	14-05-2022				Yes	3	3	1	0
10	Risk Management Committee	17-05-2022	2			Yes	5	3	2	0
11	Risk Management Committee	21-07-2022	64			Yes	5	4	2	0
12	Corporate Social Responsibility Committee	13-05-2022				Yes	4	4	1	0

Annexure 1
V. Related Party Transactions
Sr	Subject	Compliance status (Yes/No/NA)	If status is �No� details of non-compliance may be given here.
1	Whether prior approval of audit committee obtained	Yes
2	Whether shareholder approval obtained for material RPT	NA
3	Whether details of RPT entered into pursuant to omnibus approval have been reviewed by Audit Committee	Yes
Disclosure of notes on related party transactions			Textual Information(1)

Text Block
Textual Information(1)	For the quarter ended 30th September, 2022, Related Party Transactions will be reviewed in the ensuing Audit Committee Meeting while reviewing the Unaudited Financials for the quarter ended 30th September, 2022

Annexure 1
VI. Affirmations
Sr	Subject	Compliance status (Yes/No)
1	The composition of Board of Directors is in terms of SEBI (Listing obligations and disclosure requirements) Regulations, 2015	Yes
2	The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015 a. Audit Committee	Yes
3	The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. b. Nomination & remuneration committee	Yes
4	The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. c. Stakeholders relationship committee	Yes
5	The composition of the following committees is in terms of SEBI(Listing obligations and disclosure requirements) Regulations, 2015. d. Risk management committee (applicable to the top 1000 listed entities)	Yes
6	The committee members have been made aware of their powers, role and responsibilities as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015.	Yes
7	The meetings of the board of directors and the above committees have been conducted in the manner as specified in SEBI (Listing obligations and disclosure requirements) Regulations, 2015.	Yes
8	This report and/or the report submitted in the previous quarter has been placed before Board of Directors.	Yes
9	Any comments/observations/advice of Board of Directors may be mentioned here:	Textual Information(1)

Annexure 1
Sr	Subject	Compliance status
1	Name of signatory	B Shanmugasundaram
2	Designation	Company Secretary and Compliance Officer

Text Block
Textual Information(1)	With reference to Market Capitalisation as per immediate previous Financial Year we have chosen Any other since we are a debt listed Company and not equity listed.

Annexure III
III. Affirmations
Sr	Particulars	Regulation Number	Compliance status (Yes/No/NA)	If status is �No� details of non-compliance may be given here.
1	Copy of the annual report including balance sheet, profit and loss account, directors report, corporate governance report, business responsibility report displayed on website	46(2)	Yes
2	Presence of Chairperson of Audit Committee at the Annual General Meeting	18(1)(d)	Yes
3	Presence of Chairperson of the nomination and remuneration committee at the annual general meeting	19(3)	Yes
4	Presence of Chairperson of the Stakeholder Relationship committee at the annual general meeting	20(3)	Yes
5	Whether �Corporate Governance Report� disclosed in Annual Report	34(3) read with para C of Schedule V	Yes
Any other information to be provided

Annexure III
1	Name of signatory	B Shanmugasundaram
2	Designation	Company Secretary and Compliance Officer

Additional Half yearly Disclosure
Applicability of disclosure	Applicable
Reason for Non Applicability	Textual Information(1)
I. Disclosure of Loans/ guarantees/comfort letters /securities etc.refer note below
(A)Any loan or any other form of debt advanced by the listed entity directly or indirectly to
Entity	Aggregate amount advanced during six months		Balance outstanding at the end of six months
Promoter or any other entity controlled by them	80000000		55955342.17
Promoter Group or any other entity controlled by them	0		0
Directors (including relatives) or any other entity controlled by them	0		0
KMPs or any other entity controlled by them	0		0
(B) Any guarantee / comfort letter (by whatever name called) provided by the listed entity directly or indirectly, in connection with any loan(s) or any other form of debt availed By
Entity	Type (guarantee, comfort letter etc.)		Aggregate amount of issuance during six months	Balance outstanding at the end of six months(taking into account any invocation)
Promoter or any other entity controlled by them	NIL		0	0
Promoter Group or any other entity controlled by them	NIL		0	0
Directors (including relatives) or any other entity controlled by them	NIL		0	0
KMPs or any other entity controlled by them	NIL		0	0
(C) Any security provided by the listed entity directly or indirectly, in connection with any loan(s) or any other form of debt availed by
Entity	Type of security (cash, shares etc.)		Aggregate value of security provided during six months	Balance outstanding at the end of six months
Promoter or any other entity controlled by them	NIL		0	0
Promoter Group or any other entity controlled by them	NIL		0	0
Directors (including relatives) or any other entity controlled by them	NIL		0	0
KMPs or any other entity controlled by them	NIL		0	0
(D) Additional Information				Textual Information(2)
II. Affirmations
Affirmations		Compliance Status		Company Remarks
All loans (or other form of debt), guarantees, comfort letters (by whatever name called) or securities in connection with any loan(s) (or other form of debt) given directly or indirectly by the listed entity to promoter(s), promoter group, director(s) (including their relatives), key managerial personnel (including their relatives) or any entity controlled by them are in the economic interest of the company.		Yes		Textual Information(3)
Name	VIKAS JAIN
Designation	CFO
Place	CHENNAI
Date	14-10-2022

Signatory Details
Name of signatory	B Shanmugasundaram
Designation of person	Company Secretary and Compliance Officer
Place	CHENNAI
Date	14-10-2022

General information about company

Annexure I

Annexure I to be submitted by listed entity on quarterly basis

I. Composition of Board of Directors

I. Composition of Board of Directors

Disclosure of notes on composition of board of directors explanatory

Whether the listed entity has a Regular Chairperson

I. Composition of Board of Directors

Disclosure of notes on composition of board of directors explanatory

Whether the listed entity has a Regular Chairperson

Audit Committee Details

Nomination and remuneration committee

Stakeholders Relationship Committee

Risk Management Committee

Corporate Social Responsibility Committee

Other Committee

Annexure 1

Annexure 1

III. Meeting of Board of Directors

Annexure 1

IV. Meeting of Committees

Annexure 1

IV. Meeting of Committees

Annexure 1

V. Related Party Transactions

Text Block

Annexure 1

VI. Affirmations

Annexure 1

Text Block

Annexure III

III. Affirmations

Annexure III

Additional Half yearly Disclosure

I. Disclosure of Loans/ guarantees/comfort letters /securities etc.refer note below

(B) Any guarantee / comfort letter (by whatever name called) provided by the listed entity directly or indirectly, in connection with any loan(s) or any other form of debt availed By

(C) Any security provided by the listed entity directly or indirectly, in connection with any loan(s) or any other form of debt availed by

II. Affirmations

Signatory Details