Tata Motors : Jaguar Land Rover Limited - Annual Report and Financial Statements for the year ended 31 March 2024 (2024)

ANNUAL REPORT AND FINANCIAL STATEMENTS

Registered number: 01672070

For the year ended 31 March 2024

Jaguar Land Rover Limited

Annual report and financial statements

For the year ended 31 March 2024

COMPANY INFORMATION

Directors

B. R. Bergmeier

1. Blenkinsop F. A. Dossa L. P. J. Hoornik A. J. Mardell
   Professor G. G. McGovern R. J. Molyneux
   T. Müller Q. Pan
   H. B. B. Sorensen D. M. Williams

Company secretaries

A. J. Beaton

D. A. R. Berry

A. L. Rees-Browne

Registered office

Abbey Road

Whitley

Coventry

CV3 4LF

United Kingdom

Auditor

KPMG LLP

One Snowhill

Snow Hill Queensway

Birmingham

B4 6GH

United Kingdom

Jaguar Land Rover Limited

Annual report and financial statements

For the year ended 31 March 2024

CONTENTS

Jaguar Land Rover Limited

Annual report and financial statements

For the year ended 31 March 2024

STRATEGIC REPORT

The directors present their Strategic Report for Jaguar Land Rover Limited ('the Company') for the year ended 31 March 2024.

Principal activity

The Company's principal activity during the year was the design, development, manufacture and marketing of modern luxury vehicles and services for a variety of global sectors. The product range is constantly being evolved as part of the Company's commitment to provide desirable, technically advanced and highly profitable vehicles.

Review of business and future developments

This year, the Company has delivered a resilient performance to achieve robust financial results and strong operational progress against a backdrop of a challenging global economic environment and escalating geopolitical tensions.

The improving trend of wholesales across all markets resulted in full year revenues for the Company of £25,726 million (2023: £20,212 million), up 27 per cent year on year.

External challenges have had varying levels of impact on the Company throughout the financial year. The ongoing supply chain challenges initially continued to limit the Company's ability to build cars in line with client demand, but these challenges eased as the year progressed. The Company has been working towards its vision of having a state-of-the-art industrial operation which will continue to minimise the impacts on volumes and allow the Company to be more resilient to future supply chain challenges.

The order book continues to reduce as expected, as increased production has allowed more client orders to be fulfilled. Range Rover and Defender have proved to have strong demand with minimal levels of variable marketing expense, however, there is increased focus on stimulating demand to maintain the order book at natural levels.

Key milestones driving transformation this year were the launch of the most powerful and dynamic Range Rover Sport ever, the new Range Rover Sport SV, and opening the order books for the first all-electric Range Rover. The Company also continued to refresh its existing collections with model year updates.

In April the Company launched a new look corporate identity, announcing the House of Brands organisation. The House of Brands approach aspires to remove ambiguity and bring to the fore the unique DNA of each of JLR's brands - Range Rover, Defender, Discovery and Jaguar - as well as accelerate the delivery of the Company's vision to be proud creators of modern luxury.

Fundamental to the Company's Reimagine journey is the aim to be carbon net zero by 2039 along the full value chain. Electrification is critical to achieving this and progress was further cemented this year with the confirmation from Agratas of its plans for a £4 billion gigafactory in Somerset, UK, for which the Company will be an anchor customer. All brands will be electrified by 2030, enabled by the new Electrified Modular Architecture and Jaguar Electrified Architecture, to be introduced from 2025.

People are the heart and soul of the Company as it delivers its Reimagine strategy and it is vital that employees are equipped with the skills necessary to keep pace with the technological change. This year, as part of the Future Skills Programme, the Company delivered the largest data upskilling apprenticeship programme in the UK, to make better decisions, innovate faster and deliver for clients. The Company also upskilled a further 2,000 engineers in electrification and related fields.

The Company ends this financial year in a strong position, with a portfolio of desirable products, a healthy bank of future orders and a renewed commitment to its strategy, to reimagine its renowned British luxury and creativity for global clients.

Further information on the purpose, strategy and sustainability initiatives of Jaguar Land Rover Automotive plc and its subsidiaries ('the Group'), of which the Company is a part, can be found in the Strategic Report of the Jaguar Land Rover Automotive plc ('JLRA plc') Annual Report for the year ended 31 March 2024. This report can be obtained from the Company's registered office.

Jaguar Land Rover Limited

Annual report and financial statements

For the year ended 31 March 2024

STRATEGIC REPORT (CONTINUED)

Review of business and future developments (continued)

Key performance indicators

The key performance indicators (KPIs) used are set out below:

Headcount (average)

Jaguar Land Rover Limited

Annual report and financial statements

For the year ended 31 March 2024

STRATEGIC REPORT (CONTINUED)

Principal risks and uncertainties

The principal risks and uncertainties of the Group, of which the Company is part, are included in the JLRA plc Annual Report for the year ended 31 March 2024 on pages 52 to 54. The principal risks and uncertainties are considered at a Group level and are considered to be similar to those of the Company.

The risks outlined on pages 52 to 54 of the JLRA plc Annual Report for the year ended 31 March 2024 that are relevant to the Company are as follows:

• Competitive business efficiency;
• Global economic and geopolitical environment;
• Brand positioning;
• Rapid technology change;
• Supply chain disruptions;
• Information security;
• Client service delivery;
• People capability and capacity;
• Data management;
• IT infrastructure;
• Environmental regulations and compliance; and
• Litigation / Regulatory.

Outlined below is further detail regarding the new principal risks introduced during the year ended 31 March 2024:

Failure to implement effective data management practices leaves the Company exposed to the risk of regulatory fines and reputational harm. The Company's ability to meet customer needs, expectations and address future challenges will be hindered, potentially leading to decreased investment, loss of market share and reduced business performance.

Data management provides the foundations for operational excellence that enables the Company to deliver new digital services and sustainable innovations for our customers. The Company is committed to safeguarding data assets through specialist data governance capabilities, ensuring all data assets are owned, controlled and accessible, and employees have the skills, tools and support to enact. Promoting data management through an appropriate data policy, standards and controls demonstrate the Company's dedication to sustainable growth by ensuring we are ready for the future. With appropriate awareness the Company can maximise its ability to exploit new technologies and use AI safely and responsibly.

As the Company's technology requirements grow, a more complex environment may ensue. This could make mission- critical applications and infrastructure systems unsustainable and lead to operational vulnerabilities or business disruptions. Failure of critical infrastructure or applications could cause an outage across the enterprise, hindering the Company's ability to conduct essential business transactions or activities.

Through multiple operational programmes key mitigations are in place to address this risk. For instance, through vulnerability management our systems are kept up to date with the required software releases to maintain stability. A programme focused on technical debt ensures these are removed or mitigated where there may be an exposure to the Company of potential prolonged outages. Additionally, the Company has a critical activity focused on the improvement scalability and control of its global network. These key activities continue to support the infrastructure stability and provide assurance on the Company's ability to deliver the Reimagine strategy.

Jaguar Land Rover Limited

Annual report and financial statements

For the year ended 31 March 2024

STRATEGIC REPORT (CONTINUED)

Statement of Corporate Governance Arrangement

For the year ended 31 March 2024, under the Companies (Miscellaneous Reporting) Regulations 2018, the Company has continued to apply the Wates Corporate Governance Principles for Large Private Companies ('Wates Principles') (published by the Financial Reporting Council ('FRC') in December 2018 and available on the FRC website).

The Company has applied the Wates Principles as an appropriate framework when making a disclosure regarding corporate governance arrangements. The Company's reporting against the Wates Principles has been included below. The Company remains committed to ensuring effective governance is in place to deliver its core values, as this is the foundation on which it manages and controls its business and provides the platform for sustainable profitability.

Section 172 Companies Act 2006

The Wates Principles provide a framework for the Company to not only demonstrate how the board of directors ('the Board') makes decisions for the long-term success of the Company and its stakeholders, but also having regard to how the Board ensures the Company complies with the requirements of Section 172 (1)(a) to (f) of the Companies Act 2006.

The Board provides supervision and guidance to management, particularly with respect to corporate governance, business strategies and growth plans. It also considers the identification of risks and their mitigation strategies, entry into new businesses, product launches, demand fulfilment and capital expenditure requirements, as well as the review of business plans and targets.

Examples of actions taken by the Board are reviewing and making decisions concerning operational planning associated with the latest five-year business plan of JLR and evaluating the performance against budget and forecast. The Board is also responsible for overseeing the implementation of appropriate risk assessment processes and controls to identify, manage and mitigate the principal risks to the Company. This includes the review, approval and communication of the risk management policy and framework.

Reporting against the Wates Principles for JLRA plc has been included below in these financial statements as the Board considers the key decisions made are consistent with those included within the JLRA plc accounts.

The details on how Section 172 of the Companies Act 2006 has been addressed are summarised as follows:

a) The likely consequences of any decision in the long term

The Board annually approve the five-year business plan and monitors its implementation throughout the year. External factors are also considered such as economic, political and ongoing challenges within the market as a part of the five-year plan to ensure both financial and operating strategy is set at sustaining and achieving the long-term success of the Company. To further enhance and support the long-term strategy, the Company continues to review debt funding arrangements during the financial year.

b) The interests of the Company's employees

The Board understand the importance of the Company's employees to the long-term success of the business. The Company regularly communicates to its employees through presentations, internal group-wide emails and newsletters. A pulse survey undertaken annually allows employees to formally provide feedback to further support the long-term plans of the Company in addition to informal feedback sessions held during the year with various members of the Board.

Learning and development continues to be an important area of support to employees through training days and e-learning modules. Internal networks to support wellbeing have been established to provide and create communities to discuss and share support on mental health and general wellbeing. The Company proudly supports the growing number of active diversity and inclusion employee-led networks both in the UK and overseas. These include Pride, REACH, Armed Forces, Gender Equality, Shine, Disability and a number of religious groups.

c) The need to foster the Company's business relationships with suppliers, customers and others

The Board understand the importance of the Company's supply chain in delivering the long-term plans of the Company. The Company's principal risks and uncertainties set out risks that can impact the long-term success of the Company and how these risks interact with stakeholders. The Company's suppliers of production and non-production goods and services play an integral role in the business and help the Company to operate globally. For example, the Company has engaged in strategic discussions with key component suppliers and chip producers to secure long-term supply agreements for future product programmes, to increase the Company's resilience.

Jaguar Land Rover Limited

Annual report and financial statements

For the year ended 31 March 2024

STRATEGIC REPORT (CONTINUED)

Section 172 Companies Act 2006 (continued)

The Company has key objectives and principles which are set out clearly in the Global Supplier Management policy. Ensuring this policy is followed to achieve consistent and best practice in the Company's relationships with suppliers, in addition to ensuring ethical behaviour, sustainability and health and safety is considered critical to the success of business relationships.

The Board monitor the Company's engagement with customers through the use of various Customer Experience Insight tools which helps collate feedback from time of vehicle purchase onwards. This process is run internally and enables both the Company and retailers globally to help improve customer engagement. Other regular customer feedback mechanisms exist through a variety of syndicated surveys to provide and offer external and independent feedback.

The Board actively seek information on the interaction with stakeholders and employees to ensure that they have sufficient information to reach appropriate conclusions about the risks faced by the Company.

d) The impact of the Company's operations on the community and environment

The Board set strategies and as part of their corporate decision making have regard to ensuring dialogue and safeguarding is in place with investors, stakeholders and employees, thereby effecting a positive social and environmental impact. This is demonstrated through the Company's financial and non-financial reporting.

The key governance issues around conflicts of interest, oversight, accountability, transparency and ethics violations are considered to be a critical and core aspect to the Company's environmental, social and governance approach.

e) The desirability of the Company maintaining a reputation for high standards of business conduct

The Company is committed to fostering a more diverse, inclusive and unified culture that is representative of its customers and the society in which it exists; a culture where every employee can bring their authentic self to work and feel empowered to reach their full potential.

The Company has identified three strategic pillars to achieve its goal, which will shape the Company's global diversity and inclusion activity over the next five years:

1. • Shape a culture of unity, belonging, inclusion and respect;
   • Implement progressive policies, practices, benefits and support; and
   • Engage employees and experts to accelerate progress through collaboration with the Company's networks.
2. The need to act fairly between members of the Company

The Group is owned by Tata Motors Limited and collectively are committed to continuing to build future growth through new models and a roadmap that provides a clear direction for the business and the Company's House of Brands.

There is close collaboration and knowledge-sharing with the Tata group of companies to enhance sustainability and reduce emissions as well as sharing best practice in next-generation technology, data and software development leadership.

Wates principle 1 - Purpose and leadership

The Board continues to meticulously develop and promote the purpose of the Company through a diligent review of strategy, performance, responsibility and accountability so that every decision made is of the highest quality. The foundation of these decisions is made by taking in to account the business model and processes in place.

The Board actively ensures through committee meetings and wider input from the relevant stakeholders within the business that there is careful consideration of all economic, geopolitical and environmental factors. This is to ensure that the appropriate strategy and decisions are made. Ongoing and healthy dialogue and discussion with stakeholders continues with trade unions and employee representatives to support the business model and growth of the Company. Providing empowerment to stakeholders to make key and critical decisions to ensure objectives are met successfully is at the core of the Company.

Wates principle 2 - Board composition

The Company regularly evaluate the balance of skills, experience, knowledge and independence of the directors. The size and composition of the Board is considered to be appropriate with all members contributing to a wide variety of experience.

Jaguar Land Rover Limited

Annual report and financial statements

For the year ended 31 March 2024

STRATEGIC REPORT (CONTINUED)

Section 172 Companies Act 2006 (continued)

Wates principle 3 - Director responsibilities

Effective risk management is central to achieving the Company's strategic objectives and is a core responsibility of the Board. The governance structure of the Group, of which the Company is a subsidiary, ensures good governance is achieved through effective committees tackling core areas of focus for the members of the Group on a regular basis.

The work of the Board executes the strategy and ensures the governance principles agreed with the JLRA plc board of directors, with the Board operating under the direction and authority of the Chief Executive Officer to support in the execution of the Group's strategy, including evaluating the Group's performance against budget and forecast.

The Board is also responsible for overseeing the implementation of appropriate risk assessment processes and controls to identify, manage and mitigate the principal risks to the Group, and in doing so, provide support to the boards of directors of other Group companies.

Details of the other committees and governance structures of the Group are contained on pages 61 to 65 in the JLRA plc Annual Report for the year ended 31 March 2024.

Wates principle 4 - Opportunity and risk

The Board have oversight of the identification and mitigation of risks for the Company and in the context of the Company as a subsidiary of JLRA plc. The principal risks of the Company are set out in the JLRA plc Annual Report for the year ended 31 March 2024 on pages 52 to 54. A summary of these risks and details of new risks arising in the year are outlined in the Strategic Report on page 6.

Wates principle 5 - Remuneration

The Nominations and Remuneration Committee of JLRA plc ensures that appropriate senior management is recruited to deliver on the Group's objectives. The Nominations and Remuneration Committee has clearly defined Terms of Reference and is responsible for remuneration strategy, recruitment and long-term incentive plans for senior executives. The composition and role of the Nominations and Remuneration Committee and policies are included in the JLRA plc Annual Report for the year ended 31 March 2024.

Wates principle 6 - Stakeholder relationship and engagement

The JLRA plc board of directors continues to promote accountability and transparency with all stakeholders and shareholders and effectively communicates the Company's strategic direction. Interaction and communication with customers and suppliers are set out in the Strategic Report of the JLRA plc Annual Report for the year ended 31 March 2024.

Maintaining strong relationships with shareholder and bond investors is crucial to achieving the Company's aims.

The Strategic Report has been approved by the Board and signed on its behalf by:

D. A. R. Berry

Company Secretary

4 June 2024

Abbey Road

Whitley

Coventry

CV3 4LF

United Kingdom

Jaguar Land Rover Limited

Annual report and financial statements

For the year ended 31 March 2024

DIRECTORS' REPORT

The directors present their report and the audited financial statements for the Company for the year ended 31 March 2024. The Company is a private company limited by shares.

Results and dividends

The income statement shows a profit after tax for the financial year of £2,331 million (2023: loss of £486 million).

No interim dividends were paid during the year (2023: £nil) and the directors do not recommend payment of

a dividend in respect of the financial results for the year ended 31 March 2024 (2023: £nil).

Directors

The directors who held office during the year and subsequently up to the date of signing this report unless otherwise stated are as follows:

Directors' indemnities

The Company's intermediate parent, JLRA plc, maintained directors' liability insurance for all directors during the financial year and subsequently.

Branches

The Company has two branches which exist and operate outside of the UK based in the United Arab Emirates.

Going concern

The financial statements have been prepared on a going concern basis which the directors consider to be appropriate for the reasons set out below.

The directors have performed a going concern assessment for the Company for a period of at least 12 months from the date of approval of these financial statements which indicate that, taking account of reasonably possible downsides, the Company will have sufficient funds through funding from its intermediate parent company, JLRA plc, to meet its liabilities as they fall due for that period.

The going concern assessment for the Company is dependent on JLRA plc not seeking repayment of the amounts currently due directly or indirectly to the Group, except in instances where the Company has sufficient liquidity to make such payments, and providing additional financial support during that period. See note 26 for the liability positions with fellow Group undertakings at 31 March 2024.

JLRA plc has indicated its intention to continue to make available such funds as are needed by the Company, and that it does not intend to seek repayment of the amounts due at the balance sheet date during the going concern assessment period, except in instances where the Company has sufficient liquidity to make such payments. As with any company placing reliance on other group entities for financial support, the directors acknowledge that there can be no certainty that this support will continue although, at the date of approval of these financial statements, they have no reason to believe that it will not do so.