MAHINDRA & MAHINDRA LIMITED 28 2. The listed entity may confirm whether the parent company charges royalty at a uniform rate from all group companies in other jurisdiction. Not applicable 3. Sunset Clause for Royalty payment, if any. There is no explicit sunset clause in relevant agreement, relevant agreement which is valid till 31st December 2030 and further extendable for a period of 7 years. 4. Gross amount of royalty paid by the listed entity or subsidiary to the related party during each of the last three financial years Financial Year 2025-26 : Rs. 6 crore Financial Year 2024-25 : Nil Financial Year 2023-24 : Nil 5. Purpose for which royalty was paid to the related party during the last three financial years: a. For use of brand name / trademark For usage of technology licensing/ intellectual property rights. b. For transfer of technology know-how c. For professional fee, corporate management fee or any other fee d. Any other use (specify) 6. Royalty paid in last 3 Financial Years as % of Net Profits of previous Financial Years Financial Year 2025-26 : 0.04% Financial Year 2024-25 : Nil Financial Year 2023-24 : Nil 7. Percentage or Rate at which royalty has increased in the past 3 years, if any, vis-à-vis rate at which the turnover and profits after tax have increased during the same period. The company has paid royalty to MEAL during FY 2025–26 only, and accordingly, the rate of increase in royalty is not applicable. 8. Peer Comparison: Listed entity or its subsidiary paying royalty for any purpose shall also disclose whether any relevant Industry Peer pays royalties for the same purpose, which is disclosed in its audited annual financial statements for the relevant period. Not Applicable, since no information is available in public domain for payment of royalty for the same purpose by relevant industry peers. 2) For Item No. 9: The Members at the Seventy Sixth Annual General Meeting of the Company held on 5th August 2022 (“76th AGM”) had approved Material Related Party Transactions pertaining to subsidiary of the Company i.e. transactions between Mahindra USA, Inc. (MUSA) a wholly owned subsidiary of the Company and Mahindra Finance USA LLC (MFUSA) an Associate of Mahindra and Mahindra Financial Services Limited, a subsidiary of the Company with a monetary limit of Rs. 8,000 crore per annum for a period of five Financial Years commencing from FY 2022-23 to FY 2026-27 i.e. upto 31st March 2027. In order to align with the amended SEBI LODR Regulations and for ensuring the continuity of transactions between MUSA and MFUSA, the Company is seeking an omnibus approval from the Members for Material Related Party Transactions pertaining to subsidiary of the Company as set out in Item No. 9 of the Notice of AGM. The omnibus approval granted by the Members of the Company shall be valid for a period commencing from the date of Eightieth Annual General Meeting up to the date of Eighty First Annual General Meeting of the Company. Details of the Material Related Party Transactions entered/to be entered into between Mahindra USA Inc. (MUSA) a wholly owned subsidiary of the Company and Mahindra Finance USA LLC (MFUSA) an associate of Mahindra & Mahindra Financial Services Limited, a subsidiary of the Company Sr. No. Particulars of the Information Disclosures Part A: Minimum information of the proposed Related Party Transactions (“RPTs”) A(1) Basic details of the Related Party 1. Name of the Subsidiary Mahindra USA, Inc. (“MUSA”) 2. Name of the Related Party and country of incorporation Mahindra Finance USA LLC (“MFUSA”) incorporated under the laws of United States of America (USA) is a Related Party of Mahindra and Mahindra Financial Services Limited (“MMFSL”) which is a subsidiary of the Company.
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