BOSCHLTD — earnings call

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Prepared remarks

Moderator · Conference Operator

MR. ANNAMALAI JAYARAJ – B&K SECURITIES Bosch Limited April 13, 2026

Annamalai Jayaraj

Welcome for the Bosch Investor Meeting.

The presentation has already been uploaded on the website.

So, management will go through the critical slides, then we will go for a Q&A session.

Over to you, Sir.

Guruprasad Mudlapur

Good morning, everyone.

Thank you for coming in.

It's a pleasure to see so many of you interested in this transaction and other details that we can probably talk about.

Please note that for us, this is a silent period, and we will not be able to talk anything about quarterly results or anything around that.

So, the focus is purely on the transaction and details around it.

Since the slides are already uploaded and you've all probably seen the slides, I'll only connect you back to a couple of slides just to bring the context.

Karin will talk about the transaction and the financials.

Then it's better to open it up for Q&A so that we have as much time as possible for a good discussion.

So, just to highlight what is the transaction we got into.

We got a board approval to make an acquisition of one of the group companies.

This is Bosch Chassis Systems India Private Limited.

It's the default market leader in safety and braking systems for the automotive world in India.

Three state-of-the-art locations, one major manufacturing plant in Chakan, about 2,000 people including all the contract workforce.

So, it's a very well-established, stable operation, top-tier supplier, extremely high PPM quality levels because these are safety-critical products.

So, very critical that we have high levels of quality.

The interesting thing about this is this whole line-up or the whole portfolio is agnostic to powertrain, whether it's EV, whether it's ICE.

This is also, by the way, useful in any vehicle that moves.

So, two-wheeler, four-wheeler, completely agnostic to that.

So, it's an extremely good complementary portfolio.

Has had a very good CAGR growth, high double-digit growth over the last few years, very high margins as well, and overall performance last year has been exceptionally good.

And we expect this trend to continue as we move forward.

Just to give you a quick glimpse of the kind of products we are looking at.

These are all -- the first slide is all about ABS and ESP.

As you know, ABS was the product that was introduced already many years ago.

And that has now more or less been taken over by ESP systems.

There's a very high 85%, near 85% impact rate of ESP systems in cars today.

Two wheelers, of course, are new on ABS systems.

There's a whole range of occupant safety systems, everything that ensures safety of the occupants in a car.

We don't do airbags, but we do a lot of airbag controllers.

Lots of sensors are required for this whole system to work.

So there we have products which help sense things and give inputs to the ECUs to take corrective actions.

For electric vehicles, there is a whole range of different types of ABS, ESP system.

This is because in the electric vehicle, there are two fundamentally different departments.

One is there's no vacuum, so you have to also create vacuums in order to ensure that it happens optimally.

There's also a need to have additional things like regeneration.

So a lot of other things come in.

Bosch Limited April 13, 2026 So new braking systems come into the electric vehicles, which take care of that.

Of course, we have a range of conventional actuation systems, which take care of all the older generation vehicles and non-ABS technology heavy vehicle categories.

So this is the overall range.

We can come back to this during Q&A if required.

I'll now leave it to Karin to just give you a little flavor of the transaction, and then we can open it up.

Karin Gilges

Yes, a warm welcome also from my side.

Thank you very much for joining and for your interest.

And perhaps first of all, regarding the valuation of the target, it was done by PwC.

The report is also uploaded.

We have done a fairness opinion with ICICI Securities.

And of all, of course, all other necessary reports which are applicable from the Indian law.

Overall, of course, most important, we are the key keepers of your investments.

You know, we have a very strong balance sheet and therefore, one rationale, of course, was the business case.

We have a careful look at the target.

And here you can see a pro forma simulation, what would have happened in '25 if this would be consolidated.

And then you see, of course, we would have a significant improvement, not only in the top line, but also in the bottom line.

We looked into the business case.

We looked into the past.

We looked what is the product portfolio, what are the forward figures.

We looked at the due diligence regarding the order books.

So, a full-fledged done.

And important, when we went into the discussions, of course, with the seller side and knowing this is a related party transaction.

We also, as you can see from the evaluation, we were very, very carefully and very conservative, and it is our overall philosophy.

It is the intent that we create value for the future, is bringing these two companies together.

There was one special thing, and I suppose you have recognized it already.

We have in the deal structure an all cash deal.

There is a very small preferential allotment.

And this, I also would like to explain to you, we have a philosophy at Bosch that we have Robert Bosch Netherlands and Robert Bosch US, who are historically the shareholders for a long time.

And what we seek in Bosch is that there should be skill in the game.

And even if it's only a very small preferential allotment in the Bosch Limited, and this is the reason why we have more or less majority of cash, but a very small preferential allotment that is still in the game also from the former shareholders.

Another perspective, which I would like to explain to you, the current situation on Bosch Limited and of the target are that we have a very high utilization, let's say.

So, our lines are full, and therefore we were of course thinking, how can we bring the two things, the game structure together without disturbing the organization, and to make it in a very fast and clean way.

And therefore, we decided also in the end that we would like to have a fast closing instead of going through the long schemes between Maharashtra and Karnataka.

Bosch Limited April 13, 2026 And therefore, all cash deal, even after the close of the ballot and the approval, we would really try to make a fast close, and the target would be a 100% subsidiary under the Bosch Limited.

What brings the future, we will see, but we said these are two strong steps along companies.

We have led a good consolidation, and we would not disturb currently any business what we have and have a high workflow then within the two organizations.

So, this is overall a little bit setting the context about our thoughts, about the deal, about the valuation, deal structure, etcetera.

I would give back to Guru and to know…

Guruprasad Mudlapur

We can present the entire deck.

But I think you've seen it.

It's probably better to have an exchange of thoughts…

Karin Gilges

Some time for questions.

Guruprasad Mudlapur

But if you prefer that we go over, happy to do that as well.

Analyst

Just to this, what led to the change in our process to bring this scheme, and also our thought about the selection of employees, and delay the marketing of all the businesses that are available.

What has this also been part of the Group?

Outside of the super electronics, that is not normal?

Guruprasad Mudlapur

I think it's good.

I'm very sure at the end of the session, we will have covered all slides based on your questions.

That's also a good way to do it.

So thank you for that question.

I think it's a very important way to look at how mobility is evolving.

And I personally talked about this quite a bit in several forums.

And it's good to come back to this picture every now and then, because this is typically how mobility is evolving world over.

And we see more and more OEM requests, especially in the West, in Europe, in North America, in China, all leaning towards solutions based on the text that has been kept out.

What's within the Bosch Limited portfolio is what we call energy.

Some call it powertrain, some call it propulsion.

So, there are different names for it, but that's just naming.

But everything under powertrain propulsion is already within the scope of Bosch Limited.

The next big chunk in the context of volumes, in the context of value is the vehicle motion portfolio.

So, the vehicle motion portfolio carries a very big chunk of solutions, which are nearly always domain agnostic, nearly always agnostic to powertrain.

And they add on to the very important task of safety and braking.

What's also critical, even in the Indian context today, is that safety itself.

And every OEM wants to have as much safety feature as possible.

So, this is becoming more and more prominent.

And even though there is no ESP legislation as such, they want to have almost everybody migrated to ESP in the Indian context.

So, in that sense, it's critical to look at this domain.

So we thought it's a good way to see what's on the cards.

Bosch Limited April 13, 2026 And since RBIC, the target company, has everything connected to braking and safety here, and it's doing quite well, we thought that would be the next logical step to bring it in.

Of course, it encompasses all the things we have to do as we go forward.

There are more complex solution possibilities emerging in the Western markets where they call it vehicle motion management systems which combine the propulsion, braking, safety, steering and suspension kind of systems to give vehicle dynamics which are very, very exceptional.

So those solutions also are multi-domain or cross-domain solutions and this adds quite a lot of value there.

So that's one reason why the rationale of choosing this as a big addition to a growth curve which is complementary and at the same time growing continuously upwards.

The company is also very good with margins right now.

So on day one, it's margin accretive which is a very positive thing, very rarely happens in a transaction like this.

And this trend continues for us for many years.

Analyst

My question was more towards what changed in the parent's thought process to integrate because it could have been an argument you could have made 2 years or 5 years or 10 years ago?

not mentioned. · Mayur Parkeria:

This document is a transcript and may contain transcription errors.

This transcript may not be 100 percent accurate and may contain misspelling and other inaccuracies.

While the transcript has been edited for clarity, the Company takes no responsibility for such errors. “Bosch Limited Business Update Conference Call” April 13, 2026

Moderator · Conference Operator

MR. ANNAMALAI JAYARAJ – B&K SECURITIES Bosch Limited April 13, 2026

Ladies and gentlemen, good day, and welcome to the Bosch Limited -- Conference Call hosted by Batlivala & Karani Securities India Private Limited.

As a reminder, all participant lines will be in the listen-only mode, and there will be an opportunity for you to ask questions after the presentation concludes.

Should you need assistance during this conference call, please signal an operator by pressing star then zero on your touchtone phone.

Please note that this conference is being recorded.

I would now like to hand the conference over to Mr. Annamalai Jayaraj from B&K Securities.

Thank you, and over to you, sir.

Annamalai Jayaraj

Thanks.

Welcome all the participants for Bosch Limited Business Update.

From the management side, we have with us today Mr. Guruprasad Mudlapur, Managing Director and Chief Technology Officer, and Ms. Karin Gilges, Chief Financial Officer.

Bosch management will make a brief presentation followed by a question-and-answer session.

Over to you, sir.

Guruprasad Mudlapur

Thank you, Jayaraj.

Good morning, everyone, and thank you for joining the call today.

By now you have all seen the press release and the accompanying investor presentation filed with the exchanges regarding Bosch Limited's acquisition of Bosch Chassis Systems India Private Limited or RBIC.

The core rationale is to consolidate mobility solutions, strengthen our portfolio and the market position.

We will now walk you through a brief presentation on the transaction followed by a Q&A.

Let me start with an overview of the Bosch Group.

Founded in 1886, the Bosch Group is a leading global supplier of technologies and services with key business sectors in mobility, industrial technology, consumer goods, and energy and building technology.

Bosch Group comprises of Robert Bosch GmbH and approximately 490 subsidiaries and regional companies in more than 60 countries.

According to preliminary figures, Bosch Group generated sales of EUR91 billion as of December 2025.

With roughly 412,000 associates worldwide, of which nearly 87,000 associates dedicated to Research and Development, we are actively shaping future solutions across our diverse portfolio.

Now turning to the Bosch Group in India.

Since beginning manufacturing in 1953, our footprint has grown to 17 manufacturing sites and seven development and application centers.

Critically, India is home to the group's largest R&D center outside of Germany, providing end-to-end capabilities that are vital to Bosch's global technology leadership.

This allows us to localize solutions and respond with agility to market demands.

In FY '24-'25, Bosch India generated a net revenue of INR373 billion and employed more than 38,000 associates as of March 31st, 2025.

Bosch Limited continues to anchor the group's India Bosch Limited April 13, 2026 presence with a sharp focus on next-generation mobility, smart manufacturing, and digital transformation.

Now let's turn our attention to RBIC.

RBIC is a Tier 1 supplier of auto components, specializing in safety and braking systems for both 4-wheeler and 2-wheeler OEMs.

RBIC has held a dominant market presence in India for these products, a leadership built on sustained technology- led differentiation.

This includes pioneering the introduction of breakthrough technologies such as electronic stability program or ESP and anti-lock braking systems or ABS in India during the early 2000s.

RBIC's product portfolio is largely powertrain agnostic, providing flexibility as OEMs transition platforms and diversify their model lineups.

With increasing EV penetration, RBIC is well positioned as it drives significant demand for next-generation braking solutions such as iBooster and integrated power brakes, essential for regenerative braking integration, improved efficiency, and enhanced safety.

RBIC has a strong track record of financial and operational performance.

It operates three state- of-the-art manufacturing facilities in the major automotive hubs of India.

In FY '25, it recorded a revenue of INR4,000 crores and a strong EBITDA margin of 19.3%.

In the nine months in FY '26, RBIC earned a revenue of INR3,500 crores.

Over the period FY '23 to '25, RBIC has achieved a revenue CAGR of 17% with its EBITDA margin expanding significantly from 12.8% to 19.3%.

Regarding the product portfolio, RBIC supplies a comprehensive suite of safety solutions from active systems like ABS and ESP to passive safety and actuation braking systems across passenger cars, utility vehicles, 2-wheelers, and other vehicle segments.

The growth for this portfolio is driven by structural tailwinds.

First, a strong regulatory push.

We are seeing a clear roadmap for enhanced vehicle safety in India with mandates for airbags, ABS, ESP, and adoption of Bharat New Car Assessment Program.

This continued tightening of safety norms provides a sustainable and predictable demand catalyst for RBIC's core products.

Secondly, shifting consumer preferences.

As the market shifts towards premium cars, consumers are increasingly demanding higher safety standards.

This translates directly to greater penetration of advanced safety systems and a higher value of content per vehicle for RBIC.

And third is the OEM strategy.

OEMs are increasingly using safety as a core brand differentiator to build consumer and customer trust.

This is driving the standardization of advanced safety tech across platforms.

Next slide please.

Over the last 33 years, RBIC has built a strong domestic manufacturing footprint with three state-of-the-art facilities in key automotive hubs of Chakan, Manesar, and Sanand.

Crucially, in-house manufacturing for majority of its portfolio gives RBIC tight control over quality, lead times, and cost.

The operational excellence is consistently validated by leading OEMs like Tata Motors, Maruti Suzuki, Toyota, and Bajaj Auto, cementing RBIC's reputation as a trusted partner in the automotive industry.

Bosch Limited April 13, 2026 Next slide.

Coming to the financial performance, RBIC has demonstrated steady profitable growth over the years.

Revenue grew at a 17% CAGR from INR2,900 crores in FY23 to INR4,000 crores in FY25. This was fuelled by strong market demand for safety products, an increasing mix of higher value solutions, and an established first-mover advantage in key technologies.

By strategically localizing production to enhance cost efficiency, its EBITDA margin increased from 12.8% to 19.3% and net profit margin from 8.1% to 13.9% during the same period.

Next slide please.

This brings us to the core rationale for the acquisition.

RBIC presents a compelling acquisition opportunity for Bosch Limited.

This is a strategic move to create a more powerful and enhanced mobility solutions provider.

We see a strong intersection of capabilities between Bosch Limited's mechanical engineering excellence and RBIC's market-leading safety systems.

Our decision is based on key benefits.

Firstly, an enhanced portfolio.

By integrating RBIC's industry-leading portfolio of active safety, passive safety, and actuation systems, we will decisively strengthen our leadership position in the mobility sector.

Second is the financial accretion.

RBIC brings a highly profitable business with strong sustained demand.

This transaction will immediately be accretive to our margins and accelerate our growth trajectory.

And third, stronger operations.

We are combining manufacturing excellence which will fortify our operational competencies and supply chain resilience.

In summary, this acquisition empowers Bosch Limited to lead the future of mobility, delivering superior growth and creating significant long-term value for our shareholders.

Next slide please.

Right now, the mobility businesses at Bosch Limited are housed in separate entities.

While power solutions and mobility aftermarket business is under Bosch Limited, the active, passive safety and actuation businesses are housed under RBIC.

Hence the portfolios are complementary without any overlap, thus enabling Bosch Limited to combine these two offerings.

By bringing RBIC into Bosch Limited, we are not just acquiring a business, we are creating a single unified powerhouse.

We will be able to offer our customers enhanced scalable solutions for every vehicle segment and platform in the market.

As discussed earlier, RBIC continues to witness strong demand from structural tailwinds including regulatory push.

Evolving consumer preferences for premium and safer cars, OEMs focus on vehicle safety and India emerging as an export hub for automobiles.

By acquiring RBIC, we are positioning Bosch Limited to perfectly capture this growing demand and lead the future of mobility safely.

Next slide please.

The proposed transaction is intended to enhance our mobility portfolio by adding the vehicle motion business under Bosch Limited.

In India, we expect the mobility landscape to evolve radically by 2030 and beyond with sustainable, safe, and exciting technologies.

To enable a customer-first mindset and pivot from supplying individual components to delivering future-ready platform solutions, it becomes imperative to unite our forces and adopt an integrated approach.

This transaction empowers Bosch Limited to steer growth with a wider portfolio offering in the complete mobility tech stack.

Bosch Limited April 13, 2026 Next slide please.

Bosch Limited continues to remain committed to create value for our shareholders in the future.

In the recent times, Bosch Limited has taken deliberate steps at enhancing shareholder returns such as establishing a 50-50 joint venture to provide e-axles and electric motors for electric vehicles, committing to dividend distribution of 55% to 85% of PAT.

RBIC acquisition immediately strengthens our financial profile with an expected pro forma EPS accretion of approximately 5% based on FY25 numbers.

By uniting two strong cash-generating businesses, we are not only enhancing our current portfolio, but also building the financial capability to seize new growth opportunities in the future.

Next slide please.

Bosch Limited's consolidated revenue from operations will increase by 22% from INR18,000 crores to INR22,000 crores on a pro forma basis for FY25. Looking at the historical trend on a comparable pro forma basis, the revenue from operations CAGR would have been 11.2% compared with 10.1% over FY23-'25.

The FY25 EBITDA margins will improve from 12.8% to 13.9% on a pro forma basis led by higher margins of RBIC.

Next slide please.

The purchase consideration for the transaction is INR9,068.70 crores.

RBIC's valuation is at an implied 10.6x EV over FY25 EBITDA.

We intend to fund the transaction through existing funds and internal accruals.

The boards of Bosch Group, the Bosch Limited and RBIC have approved the transaction and we target to complete the acquisition by the end of first quarter of FY27, subject to shareholders' approval.

The voting for the transaction and issue of equity shares on preferential basis has commenced on 9th of April and will continue up to 8th of May 2026.

Next slide please.

Thank you all for your contribution and listening patiently through the call.

We will now address your queries.

Thank you and open for questions.

Mayur Parkeria:

I will tell you the reason before the Company Secretary answer this.

I will tell you the reason.

I am coming to this.

Firstly, the equity share issuance is the nature of the reference given in the intimation.

Out of INR9,000 crores we are issuing only INR8.8 crores of equity shares by way

of preferential issue firstly. · Secondly, there is no mention whatsoever of any indication about such a large capital in terms

Secondly, there is no mention whatsoever of any indication about such a large capital in terms of the acquisition proposal which is there.

I understand because of confidentiality, but to mention the intimation as issuance of equity share at a proportion of some INR9 crores versus INR9,000

crores firstly. · Secondly this was an issuance of equity shares to the promoter company and that is also other

Secondly this was an issuance of equity shares to the promoter company and that is also other than by way of cash because it is against the exchange of their shareholding.

There was no mention of any of these aspects into the intimation which would have given us an understanding that there is something on the cards.

It was simply issuance of equity share.

I am sure there would be other explanation and if I missed any please clarify on side because it is a 20% acquisition to the revenue models and there was absolutely zero understanding of whatsoever came in a manner and especially the intimation -- reading in the light of intimation

Mayur Parkeria:

Hello.

Moderator · Conference Operator

Sorry to interrupt sir your voice is not audible.

Sir if you are speaking right now we are unable

to hear you. · Management

Bosch Limited April 13, 2026

Moderator · Conference Operator

Yes you are audible sir.

Mayur Parkeria:

But sir sorry just clarification even equity issuance of equity shares we could have at least given the understanding that it is other than by issue of cash and it is to the promoters.

Even that would not have fallen under the disclosure requirements?

Because this is a preferential issue to the promoters.

Fine sir.

I hope this falls under the right governance practice.

Thank you.

Moderator · Conference Operator

Thank you.

We will take the next question from the line of Aniket Mhatre from Motilal Oswal

Aniket Mhatre

Hi sir.

Thank you for the opportunity.

A few questions.

One was you indicated to us that there were step jumps in terms of growth drivers for Bosch Chassis Systems the acquired entity.

Could you help us understand what are the kind of growth drivers that we envisage going forward from here in terms of regulatory changes that will come up?

I mean if you could help us understand which are the upcoming regulation changes that this company will play a critical role in the next say three to four years that will help us understand what kind of growth we can expect this company to deliver?

That would be my first question.

categories. · Of course, CV is an area where we see some opportunities so that's another area to look forward

Of course, CV is an area where we see some opportunities so that's another area to look forward to.

So these would be the broad areas in addition to continued growth in safety systems across Bosch Limited April 13, 2026 all categories and of course volume increases.

EV as I said is another opportunity where new braking systems get used and that would also propel further growth.

Aniket Mhatre

Sure.

Sir any update you would have on this ABS mandate on 2-wheelers that was supposed to come for up to 125 cc 2-wheelers?

Moderator · Conference Operator

Sorry to interrupt, ma'am.

Your voice is not audible.

Karin Gilges

Therefore, we have the advantage within the international production network.

We stopped with the capex.

So -- and I said we have a modular product partially because we are coming from one platform, which means that we partially can transfer it also into the production to have a modular setup also in the production.

In addition, within the Bosch Group, we have the possibility if there are idle lines somewhere in the international production network, we can also relocate them to India, which has two advantages.

One advantage is that of course it is a second hand line and we have an effect in the -- or as a base effect in the capex.

And the second advantage is these lines were run already and ramped up and we have all the technical KPIs, we know the overall efficiency, we know the maintenance schedules.

So we are very familiar with these lines which gives us the chance if we relocate them to have a very fast ramp up.

So if you look at the capex overall and you can see it also in the report we have uploaded.

And then we are for sure at a reasonable percentage of TNS in the capex.

And we see this going Bosch Limited April 13, 2026 forward, whenever we have a change in the generation for example in the ESP or the new braking systems we are going ahead with the localization, then this is reflected of course in the capex of the upcoming years.

Aniket Mhatre

Sure.

Understood ma'am.

Thank you so much for the opportunity.

Moderator · Conference Operator

Thank you.

We will take the next question from the line of Chetan Falke from Trithan Capital.

Please go ahead.

Chetan Falke

Yes hi.

Good afternoon and thank you for the opportunity.

My question is for Ms. Karin.

You just mentioned one third of our revenue is from 2-wheelers and rest is from passenger and commercial vehicles.

So can you just clarify please if that was for Bosch India or for Bosch Chassis?

Karin Gilges

This was for Bosch Chassis Systems.

It's an estimation roughly please.

Chetan Falke

Okay got it.

And can you please talk about our market share in new braking systems or ABS or other key products that we have?

Karin Gilges

Let's say we have in the products.

Overall in this company we have a very good market share.

We are competitive but please understand that we in general do not disclose KPIs on a segmental base.

But we are well prepared and well placed in the market.

Chetan Falke

Okay.

And ma'am, we have a lot of other entities which are in automotive segment as well.

Let's say for example we have Bosch Rexroth and other entities.

So is there any possibility that these entities might be clubbed under the group structure eventually going forward?

Or what's the probability that you see or any potential synergies that you see?

Guruprasad Mudlapur

Bosch Rexroth is not an automotive company.

It's a more heavy hydraulics and pneumatics company.

No we do not see synergies of bringing Rexroth into the mobility fold right now.

Even globally they operate completely independent.

Chetan Falke

Okay.

Any other entities that can let's say automotive steering systems or any other products or any other things?

Guruprasad Mudlapur

I mean, at this point of time, see the thing is this is a constant look into our portfolio on how we should rearrange and make the best for a very strong mobility company in India.

That's an endeavour.

We will continue.

We are not ruling out anything at this point of time.

Chetan Falke

Okay.

That's it from my end.

Thank you very much.

Moderator · Conference Operator

Thank you.

We will take the next question from the line of Divyansh Gupta from Latent PMS.

Please go ahead.

Questions and answers

“Bosch Limited Group Meeting ” April 13, 2026

Moderator · Conference Operator

Thank you very much.

We will now begin the question-and-answer session.

We have the first question from the line of Pramod Amthe from InCred.

Please go ahead.

Pramod Amthe

Hi.

Thanks for taking my question and congrats to management for taking this bold step of acquiring the interesting business in the portfolio.

I wanted to get your top-down thought process in terms of why this business was chosen when you also have Bosch Automotive Electronics which is also related and with this acquisition of chassis, the related party transactions will further go up with the Bosch Automotive Electronics.

So how are you looking at the restructuring exercise?

Will it be a step-by-step or the best is behind if you can explain your top- down thought process?

Guruprasad Mudlapur

Thank you, Pramod, for the question.

I think the answer is as follows.

Over the years we've been carefully looking at the product portfolio, what makes sense and how should we integrate it best in line with building a great mobility company as Bosch Limited.

So that's been the focus and that's how we've looked at.

And RBIC portfolio perfectly suits that and as you've seen through the slides and the presentation earlier, it's powertrain agnostic, it adds a lot of complementarity to the business and is margin accretive from day one.

So everything ticks off and it's a good business case for us.

Bosch Limited April 13, 2026 The specific question on RBAI or the automotive electronics business that you brought up.

Look, we have always looked at what value can be created for shareholders and RBAI as you also just said is a completely captive internal contract manufacturer for Bosch Limited and the target companies.

So, all their supplies come to these companies at very low margin RBAI operates.

But at the same time, RBAI has quite some requirements on capex and high investments over the next years.

So, at this point of time, we did not find a good commercial logic to bring this business in when it does not add turnover, doesn't contribute much to the margins, and there is very heavy intensity on investments.

So, we thought it's good to leave it out for now.

You want to add something, Karin?

Karin Gilges

Of course, going forward we all the time look at all opportunities and what makes sense from Bosch Limited point of view but also of course the Bosch Group is looking at the overall India view.

So, therefore this is an ongoing process and review in the upcoming time and years.

Pramod Amthe

Sure, interesting.

And going forward for chassis business because it's going to be a new learning for all the shareholders even though you have made a detailed presentation, if you could disclose revenue mix or in terms of 2-wheeler, cars at any time either now or later, it will be helpful first.

Secondly, with regards to outlook, can you talk about what are the synergy benefits we can expect from both these businesses coming through one either in terms of cost or sales team rationalization and how to build that into the model and also in terms of what is this entity's chassis localization and what's the capex requirement and intensity?

Thanks.

Guruprasad Mudlapur

So, we generally do not disclose product segment wise details, that's one.

And everything we can disclose pre-approval of a transaction we have disclosed and we have also uploaded in the portal so you have full access.

But I am quite sure once the transaction is complete, we can invite you over to RBIC and show you a lot more about this and discuss this much more in detail.

And your second part of the question was synergies.

You want to talk a little bit?

Karin Gilges

Yes.

So, synergies, you have to see that Bosch Limited and also the chassis systems are all part of the Bosch Group.

That means our processes, our frameworks are very much harmonized already.

We have sales customer teams which we have intensive exchange, same on the vendor side.

So, therefore for the time being and also for the business case we did not count any synergies.

Nevertheless, after the approval of the transaction in the post-merger integration period, we will have a look if we bring these two companies as a mother company Bosch Limited and a subsidiary for the chassis systems under one roof let's say, are there further synergies, if we dig deeper into the process landscape etcetera.

But for the time being and for the business case we were very conservative and did not count synergies.

Pramod Amthe

Sure.

Thanks, and all the best.

Moderator · Conference Operator

Thank you.

We will take the next question from the line of Mumuksh Mandlesha from Anand Rathi Iquities.

Please go ahead.

Bosch Limited April 13, 2026

Mumuksh Mandlesha

Thank you sir for the opportunity.

Sir just want to understand you have seen the number which you've shared in the PPD.

Seen more than 25% growth.

Just want to understand what are the factors driving the growth for this entity in near term sir?

Guruprasad Mudlapur

Your question is why did we have such a growth and what are factors driving growth right?

Mumuksh Mandlesha

Right sir.

Guruprasad Mudlapur

Okay.

As I briefly touched during one of the slides, the safety and braking business is quite closely coupled with legislation.

And that's how things started when the ABS mandate kicked in for passenger cars and 2-wheelers, there were two step jumps.

We had the ABS introduction in cars and then came ABS introduction in 2-wheelers.

And in the meanwhile, thanks to the safety norms getting tightened or appreciated by customers, we also start to see bigger introduction or heavy shift towards ESP systems.

So now the largest part of our activity here is ESP systems.

And Of course all this always couples with a lot of sensors so there is a huge amount of sensors getting introduced whenever there is a system upgrade and so more sensors brought in additional revenue and turnover.

Then we have the new braking systems because EVs started to come in and new braking systems are a whole different generation of products and they have also added additional step jump on the turnover.

What continues steady is the conventional actuation systems which have always been there and for products which do not fall under the general categories which are covered by legislation, ABS, ESP or other norms, conventional actuation systems still are there and of course also for the aftermarket.

So this is the broad base on which multiple step jumps have happened.

Of course there are potential growth opportunities with regard to higher penetration of these systems in vehicles as we go by.

Volume increase of every category will yield more business opportunities.

We will also potentially see some huge growth opportunities when the 2-wheeler ABS mandate come in additional categories so that could be another growth opportunity.

We also see some new technologies getting introduced on safety and that could be another opportunity.

So overall we are very positive that multiple new revenue growth opportunities exist as we go forward.

Mumuksh Mandlesha

Thank you sir for the answer.

Just on this front for CVs also sir I just want to understand the upcoming regulation around the ADAS where the ESC, ABS systems can see implementation for more than 5 tonner trucks and buses.

I just want to understand how we are placed to take that opportunity and how do you see the ability to capture those market share for that product?

Guruprasad Mudlapur

Yes, just want to reassure that we are placed very well and we are working on this opportunity as well.

Mumuksh Mandlesha

Got it sir.

Thank you for this.

Just on the margin side we have seen a notable jump over last two years.

I just want to understand obviously with the driven by strong growth on revenue.

On a Bosch Limited April 13, 2026 sustainable basis do you see the current kind of a margin FY '25 kind of margin should be sustainable and maybe even see further increase sir?

Karin Gilges

If you look over the last couple of years and of course the scaling, new legislation, new products, additional safety features supported not only the growth in the top line but also the growth in the bottom line.

In addition, the management of the chassis system did a very good job in the capex part.

That means that we have carefully and cleverly put the capex and the lines in a modular way, used idle lines from the international production network within the Bosch Group to set up the capacities here in India.

So and that leads overall not only to a growth in the top line but also to a growth and significant improve in the bottom line.

And we see the margins as stable.

Mumuksh Mandlesha

Thank you so much for this answer.

Just on this RBIC is it possible to share broadly how would be the revenue mix between the CV, PV, 2-wheeler if possible to share?

Karin Gilges

We can say roughly one-third is 2-wheeler and the other one is 4-wheeler.

So this is more or less the share in the revenues.

Mumuksh Mandlesha

Okay.

Thank you.

Thank you so much for the opportunity.

Moderator · Conference Operator

Thank you.

We will take the next question from the line of Mayur Parkeria from Wealth Managers (India) Pvt Ltd. Please go ahead.

Mayur Parkeria:

Good morning.

Thank you for taking my questions.

Am I audible?

Moderator · Conference Operator

Yes you are.

Mayur Parkeria:

So sir first actually I had a slightly clarification question and sorry if I got this wrong and if I missed this.

The issue of shares which we are doing is only 2,460 shares at a total valuation of sub INR9 crores.

Is it right out of the INR9,000 crores?

Karin Gilges

Yes, out of the INR9,000 crores roughly INR8 crores are in preferential allotment.

I would like to give you the background.

This is majorly a cash deal.

Nevertheless, in the private group we have a philosophy.

The former shareholders of the company Robert Bosch Netherlands and Robert Bosch US should still have a little bit skin in the game.

And therefore because they were long-term shareholders of the company and supported them of course and therefore to make sure that there is a skin in the game also within the Bosch Group we went this way to have a very small preferential allotment for both of the companies in Bosch Limited.

This is the background.

Mayur Parkeria:

Right.

So I just wanted to clarify because the issue of shares was only INR8.8 crores and I just wanted to clarify that.

So it's majorly a cash deal.

Sir secondly so before I actually wanted to comment congratulations on consummating this.

We had been had some, I mean the management had mentioned that we were looking at other options for increasing value from the perspective of shareholders and how we can get more and more companies under the Indian entity?

Bosch Limited April 13, 2026 So congratulations after a long time and valuation is also accretive so thank you for this.

However I have a slightly different question from I am referring to the 1st April 2026 intimation to the stock exchanges which is where we mentioned under the caption about the issuance of equity shares on preferential basis.

That was the -- and the board meeting on 8th of April referring to the board meeting to be held on 8th April and to consider a couple of matters one of which is a proposal for issuance of equity shares by the company by way of preferential issue.

I am referring to that intimation which was given to the stock exchanges.

I am sure I must have missed if any other there was no other intimation with respect to this transaction or organization which we had right?

V Srinivasan · Research Analyst

Hi.

I joined the call a bit late.

So a couple of questions.

As per September balance sheet we have about INR10,000 crores of cash and investments and INR9,000 is being paid to complete this transaction which leaves about INR1,000 crores of cash balance.

So the first question is does the Bosch Limited April 13, 2026 acquired entity brings any cash to the now consolidated entity?

And how should we think about funding of any capex going forward by the company?

Karin Gilges

Okay.

So I would like to give you the following perspective.

Out of the INR9,000 crores it's the equity value that means we have the enterprise value plus a certain cash consideration because you have of course a basis cash in the company left.

So this is first of all, and this is we checked also the cash conversion cycle.

This is sufficient for this company.

The INR10,000 crores you seen in our balance sheet is of course at cost.

If I look at this our funds at market value it is much better.

That is the second thing.

And the third thing is we are even after the deal well equipped with cash and both companies are highly cash generative.

So Bosch Limited plus the new one have a very positive cash flow of course.

So overall we made sure that we have afterwards both companies’ debt free and sufficient funds going forward for capex and other activities.

V Srinivasan · Research Analyst

Got it.

And what would be the cash flow generated by the acquired entity in H1?

Karin Gilges

The cash we would at this point of time not disclosed.

V Srinivasan · Research Analyst

Got it.

Understood.

Thank you.

That's it.

Karin Gilges

But one hint please have a look at there is a comprehensive PWC report for the valuation which we have uploaded.

I don't know whether you had the chance already to have a look.

This is really comprehensive and very transparent.

Moderator · Conference Operator

Thank you.

We have the next question from the line of Ajit from Nirzar Securities.

Please go ahead.

Ajit

Hello.

Thank you for the opportunity.

Ma'am what is the current order book in Bosch Chassis?

Karin Gilges

Yes, see the current order book is very full.

It's the market leader, very good market share across all categories and very good project pipeline for the next four to five years.

So we are very comfortable with the order book situation.

Ajit

Okay thank you.

Moderator · Conference Operator

Thank you very much.

Ladies and gentlemen due to the lack of time we will take that as a last question for today.

I now hand the conference back to the management for closing comments.

Guruprasad Mudlapur

Okay thank you everyone for participating, sharing your perspectives.

We believe at Bosch Limited this is a great synergy of integrating this company.

Adds a very good future proof portfolio to Bosch Limited which is quite agnostic to the powertrain choices the industry will make moving forward.

And safety and braking are very critical as we go forward.

So this adds a lot of complementarity while bringing in significant cash and margin accretion effect right from day one of the transaction.

So we are very positive that this will do well for Bosch Limited and thank you for your interest and good questions today.

Bosch Limited April 13, 2026

Karin Gilges

Thank you.

Moderator · Conference Operator

Thank you members of the management.

On behalf of Bosch Limited that concludes this conference.

Thank you all for joining with us today and you may now disconnect your lines.

not mentioned. · Mayur Parkeria:

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