Annual Secretarial Compliance Report 2025-26

May 29, 2026

The Secretary BSE Limited

Phiroze Jeejeebhoy Towers Dalal Street

Mumbai-400 001

Security Code: 505200

The Secretary

National Stock Exchange of India Ltd

Exchange Plaza, 5th Floor, Plot No.C/1,

G Block, Bandra Kurla Complex, Bandra (E) Mumbai-400 051

Symbol: EICHERMOT

Ref: Annual Secretarial Compliance Report under Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015

Dear Sir/Madam,

Pursuant to Regulation 24A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with the relevant Circular(s) issued by SEBI/ Exchanges from time to time, please find enclosed herewith the Annual Secretarial Compliance Report of Eicher Motors Limited for the financial year ended on March 31, 2026.

This is for your information and records. Thanking you,

For Eicher Motors Limited

Digitally signed by Atul Sharma

Atul Sharma

DN: c=IN, o=Personal, postalCode=110085, l=North West Delhi, st=Delhi, street=H. No. 183, G.F Sector - 24, Rohini, Raja Pur Kalan, Narela Delhi India- 110085-, title=1723, 2.5.4.20=6e9e93a7616b7e8a55e82fd19b9c63d7a0deac80dc d5347980f59c0d067cf795,

serialNumber=b00e7eae3b02e722e86e89c34945e1e778713 7a3a7f91d4757f014ff8e97b0a4, email=atulsharma@royalenfield.com, cn=Atul Sharma

Date: 2026.05.29 14:50:33 +05'30'

Atul Sharma

Company Secretary

Encl: As above

AGSB & Associates

Company Secretaries

8ecretartaJ Cootpllaace Rcpozt of

gtcher 3gotozs ltza1ted (CZN: 634102DI.1982PbC129877)

for tbe flaanctaJ y'ear ended oo tbe 31•• dap of Bazcb, 20D6 (Pursuant to Regulation 24A of the Securities and Exchange Board of India

(Listing Obligations and Disclosure Requirements) Regulations, 2015]

To,

The Board of Directors Eicher Motors Limited

CIN: L34102DL1982PLC 129877

Office No. 1 11 1, 11th Floor, Ashoka Estate,

Plot No. 24, Barakhamba Road, Connaught Place, New Delhi - 110001

We, AGSB R Associates, Company Secretaries in Practice, have been appointed as the Secretarial Auditor of Eicher Motors Limited ('the Company") fora term of five consecutive financial years at the Forty-Third Annual General Meeting ('AGM') held on August 21, 2025, pursuant to an Ordinary Resolution passed by the members. Further, the Board of Directors, at its meeting held on November 13, 2025, resolved to avail our professional services for the issuance of the Secretarial Compliance Report pursuant to Regulation 24A of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, for the financial year ended March 31, 2026.

We have conducted the review of the compliance of the applicable statutory provisions and the adherence to good corporate practices by Eicher Motors Limited (hereinafter referred as the listed entity), having its Registered OtEce at Office No. 1111, 11th filoor, Ashoka Estate, Plot No. 24, Barakhamba Road, Connaught Place, New Delhi - 110001. Secretarial Review was conducted ina manner that provided us a reasonable basis for evaluating the corporate conducts/ statutory compliances and expressing our opinion thereon.

Based on our verification of the listed entity's books, papers, minutes books, forms and returns filed and other records maintained by the listed entity and also the information provided by the listed entity, its officers, agents and authorized representatives during the conduct of Secretarial Review, we hereby report that in our opinion, the listed entity has, during the review period covering the financial year ended on March 31, 2026, complied with the statutory provisions listed hereunder and also that the listed entity has proper Board proceeees and compliance mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:

We, AGSB & Associates, Company Secretaries, have examined:

1. all the documents and records made available to us and explanation provided by the listed entity,

2. the filings/ submissions made by the listed entity to the stock exchanges,

3. website of the listed entity,

4. any other document/ filing, as may be relevant, which has been relied upon to make this report.

for the financial year ended March 31, 2026 ('Review Period"} in respect of compliance with the provisions of:

1. the Securities and Exchange Board of India Act, 1992 ("SEBI Act') and the regulations, circulars, guidelines issued thereunder; and

2. the Securities Contracts (Regulation) Act, 1956 ('SCRA"), rules made thereunder and the regulations, circulars, guidelines issued thereunder by the Securities and Exchange Board of India ('SEBI").

   The specific Regulations, whose provieione and the circulars/ guidelines issued thereunder, have

   
   
   

   J-10, Green Park Plain, New Delhi-110016, India • Tel. : +91-11-26526086, 45123528, zsszgso+ E-mall : agsbassodates8gmalI.com

   been examined, include:

   1. Securities and Exchange Board of India {Listing Obligations and Disclosure

      Requirements} Regulatione, 2015;

   2. Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2018 - There was no reportable event requiring compliance during the Review Period;

   3. Secuxities and Exchange Board of India (Subetantial Acquisition of Shares and Takeovers) Regulations, 2O 11 ;

   (dJ

   Securities and Exchange Board of India (Buy-back of SecuriCes) Regulations, 2018 -There was no reportable event requiring compliance during the Review Period;

   (e) The Securities and Exchange Board of India (Share Based Employee Benefits and Sweat Equity) Regulatione, 202 1;

   (g Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;

   (g) The Securities and Sxchange Board of India (Issue and Listing of Non-Convertible Securities} Regulations, 202 1 - There was no reportable event requiring compliance during the Audit Period; and

   (hj

   The Securities and Exchange Board of India {Registrare to an twue and Share Transfer Agents) Regulations, 1993 regarding the Act and dealing with client;

   and circularsJguidelines issued thereunder;

   and based on the above examination, we hereby report that, during the Review Period:

   |a) The listed entity has complied with the provisions of the above Regulations and circulars/guidelines issued thereunder, except in respect of matters speeiried below:

   Sr bO	Comp1iaoca Requirezneot {Regulatlo / Circulara/ Guidelines including speeiHe Clauae)	|Regu1 ation/ Ctroul ara Xo•)	Deviat loos	Actt ons tak en bp	'Ig'pe of Action	Detat1s of Violation	Pine Anno unt	Obsezwatloce/ Remarks of the Practlclng Company 9ecretarp	Managezneot Response	Remarke
   Nil

   {b) The listed entity has taken the following actions to comply with the observations made in previc.us reports:

   Sr.	Observations/	Observation	CompUance	DctaHa of violatlon/	RemedIaI	Comments of the PCS on the actions taken bp the liated entigy
   	Remarka of the Practicing Company Becretarp in the previoua reporta {PCSJ	s made ie the secretariat compliance report for the year	requirement (Regulationa/ circulars/ guldellnea Including specific clauae}	devlatlons and actiona taken/ penalty tmpoaed, if anp, on the liated entttp	actiona, if nnp, taken by the listed entltg
   		ended
   		March 31,
   		2026
   Not applicable

   
   
   

3. We hereby report that, during the Review Period, the compliance status of the listed entity

   with the following requirements:

   Sr. No

   
   
   

   1.	Secretarial Standards:
   	The compliances of the listed entity are in accordance with the applicable Secretarial Standards (SS) issued by the lnstñute of Company Secretaries of India (ICSI),	Yes
   , 2.	eAadt t on d t on o e
   	Policies:
   		Yes
   	Regulations are adopted with the
   	approval of board of directors of the

   • All applicable policies under SEBI

   listed entities;

   
   
   
   
   

   • All the policies are in conformity with SEBI Regulations and have been reviewed & updated on time, as per the regulations/ circulars/guidelines issued by SEBI.

     Maintenance and diselosuree on Webelte:

     
     
     

   • The listed entitv is maintaining a functional website;

     
     
     

     e Timely dissemination of the documents/infoxmation under a separate section on the website;

     Act, 2013 as confirmed by the listed entity.

     Details related to Subsidiaries of llsted entlties have been examined w.r.t:

     VE Commercial Vehicles

     Limited is

     a material

     4.

     ti u ili cooDne t f

     None of the Director of the listed entity are disqualified under Section 164 of Companies

     Yes

     
     
     
     
     

   • Web-links provided in annual corporate governance reports under Regulation 27(2} are accurate and specific which re- directs to the relevant document(s) / section of the website

     
     
     
     
     
     
     

   • Identi:fication of material Subsidiary

Companies

Colte O e t o Re

Yes

Yes subsidiary company of the

listed entity;

The listed entity has

complied with the

Yes requirements with respect to disclosure of material events relating to material subsidiary.

» Disclosure requirement of material as

weE as other subsidiaries

Preaereatton of Documenta:

The listed entity ie preserving and maintaining records as prescribed under SEB1 Regulations and disposal of records as per Policy of Preservation of Documents and Archival policy prescribed under SEBI LODR Regulations, 2015.

Yes

7.

The listed entity has conducted performance evaluation of the Board, Independent Directors and the Committees at the start of every financial year/during ti« r›nancial year as prescribed in SEBI Regulations.

Yes

Reral

1. The listed entity has obtained prior approval of Audit Committee for all the related party transactions;

2. In case no prior approval obtained, the listed entity shall provide detailed reasone along with confirmation whether the transactions were eubsequenCy approved/ratified/ rejected by the Audit Committee.

   Yes

   Not Applicable

   Since, all Related party traneactions were entered after obtaining prior approval of audit committee, point (bJ is not applicable

   
   
   

   " 9. Dtaclosure of eventa or Information:

   The listed entity has provided all the required disclosure{s} under Regulation 30 along with Schedule III of SEBI LODR Regulatione, 2O15 within the time Umits prescribed thereunder.

   Yes

   10.

   Phh1bttt iofdTedt r

   The listed entity has in placea Structured Di@tal

   11.

   The listed entity is in compliance with Regulations 3(5} and 3(6) of SEBI (Prohibition of Insider Trading) Hegulations, 2015.

   
   
   

   No actions have been taken againet the listed entity/its promoters/directors'/

   Yes

   
   
   

   Database and has complied with the requiremente of Regulations 3(5) aitct 3{6) of SEBI (Prohibition or Insider 2"rading} Regulations, 2015.

   
   
   

   	subsidiaries either by SEBI or by Stock Yes Exchanges (including under the Standard Operating Procedures issued by SEBI through various circulars) under SEBI Regulations and circulars/guidelines issued thereunder (or)
   12.	Resignation of atatutorv auditors from the listed entity or its material subsidiaries: In case of resignation of statutory auditor Not Applicable from the listed entity or any of its material subsidiaries during the financial year, the listed entity and / or its material subsidiary(ies) has / have complied with paragraph 6. l and 6.2 of section V-D of chapter V of the Master Circular on compliance with the provisions of the LODR Regulations by listed entities.	There was no event of resignation of the Statutory Auditors during the review period in the listed entity or its material subsidiary
   13.	Additional non-compliances, if anr: No additional non - compliances observed Not Applicable for any of the SEBI regulation/circular/guidance note etc. except as reported above.	No such noncompliance

   We further report that the listed entity is in compliance with the disclosure requirements of Employee Benefit Scheme Documents in terms of regulation 46(2} (za) of the LODR Regulations.

   Assumptions & Limitation of scope and Review:

   1. Compliance of the applicable laws and ensuring the authenticity of documents and information furnished, are the responsibilities of the management of the listed entity.

   2. Our responsibility is to report based upon our examination or relevant documents and intormation. This is neither an audit nor an expression of opinion.

   3. We have not verified the correctness and appropriateness of' financial Records and Books of Accounts of the listed entity.

   4. This Report is solely for the intended purpose of compliance in terms of Regulation 24A (2) of the SEBI (Listing Obligations and Disclosure Requirements} Regulations, 2015 and is neither an assurance as to the future viability of the listed entity nor of the efficacy or effectiveness with which the management has conducted the affairs of the listed entity.

For AGSB & Associates Company Secretaries

(ICSI Firm Registration No.: P2018DE090300)

Amit Gupta Partner

ACS No.: 574 W3 CP No.: 2 1705

PR No.: 1891/ 2022

UDIN: A057453H000429066

Place: New Delhi Date: May 21, 2026

+91-11-