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Form 6-K TATA MOTORS LTD/FI For: Jun 21

June 21, 2022 6:22 AM EDT

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SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 6-K

 

 

Report of Foreign Issuer

Pursuant to Rule 13a-16 or 15d-16

of the Securities Exchange Act of 1934

For the Month of June 2022

Commission File Number: 001-32294

 

 

 

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TATA MOTORS LIMITED

(Translation of registrant’s name into English)

 

 

BOMBAY HOUSE

24, HOMI MODY STREET,

MUMBAI 400 001, MAHARASHTRA, INDIA

Telephone # 91 22 6665 8282 Fax # 91 22 6665 7799

(Address of principal executive office)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F  ☒ Form 40-F  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Yes  ☐ No  ☒

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Yes  ☐ No  ☒

Indicate by check mark whether by furnishing the information contained in this Form, the Registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934:

Yes  ☐ No  ☒

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g 3-2(b): Not Applicable

 

 

 


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   Jaguar Land Rover Automotive plc Annual Report 2021/22: Form 6-K dated June 21, 2022.


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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorised.

 

Tata Motors Limited
By:   /s/ Mr Maloy Kumar Gupta
Name:   Mr Maloy Kumar Gupta
Title:   Company Secretary

Dated: June 21, 2022


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J A G U A R L A N D R O V E R A U T O M O T I V E P L C ANNUAL REPORT 2021/22    


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CONTENTS S T R AT E G I C R E P O R T 5 F i s c a l y e a r a t a g l a n c e 6 C h a i r m a n ’s s t a t e m e n t 8 C h i e f E x e c u t i v e O f f i c e r ’s s t a t e m e n t 10 O u r s t r a t e g y 14 R e f o c u s 16 O u r b u s i n e s s m o d e l 18 O u r p r o d u c t a n d i n n o v a t i o n a c h i e v e m e n t s 20 O u r e n v i r o n m e n t a l a n d s o c i a l g o v e r n a n c e 26 O p e r a t i n g e n v i r o n m e n t 28 G l o b a l r e t a i l s a l e s 30 C h i e f F i n a n c i a l O f f i c e r ’s s t a t e m e n t 36 O u r a p p r o a c h t o r i s k 40 I n t r o d u c t i o n t o g o v e r n a n c e 44 L e a d e r s h i p 48 E f f e c t i v e n e s s 50 A c c o u n t a b i l i t y 52 I n v e s t o r r e l a t i o n s e n g a g e m e n t 52 A p p r o a c h t o Ta x DIRECT ORS ’ R E P O R T 54 D i r e c t o r s ’ r e p o r t F I N A N C I A L S TAT E M E N T S 58 I n d e p e n d e n t a u d i t o r ’s r e p o r t 68 C o n s o l i d a t e d i n c o m e s t a t e m e n t 68 c Co om n s porlei h d e a n t e s d i v e s t iantceo m m ee n ta n od f e x p e n s e 69 C o n s o l i d a t e d b a l a n c e s h e e t 70 C c h oa nn sg oe l isd a i n t eedq u s t i t ayt e m e n t o f 71 C o n s o l i d a t e d c a s h f l o w s t a t e m e n t 72 f Ni o n t ae nsc i(a f lo r sm t ai n t e gm pean rt ts o ) f t h e c o n s o l i d a t e d 140 P a r e n t c o m p a n y f i n a n c i a l s t a t e m e n t s


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Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 3    


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FISCAL YEAR AT A GLANCE WE ARE A GLOBAL AUTOMOTIVE MANUFACTURER OF DISTINCT BRITISH BRANDS, JAGUAR AND LAND ROVER. WE ARE REIMAGINING THESE BRANDS IN A WORLD OF MODERN LUXURY BY DESIGN, WITH SUSTAINABILITY AND QUALITY AT THEIR HEART.    THROUGH THIS STRATEGY, WE WILL BECOME THE CREATOR OF THE WORLD’S MOST DESIRABLE LUXURY VEHICLES AND SERVICES, FOR THE MOST DISCERNING OF CUSTOMERS. RETA I L S A L E S 1 R E V E N U E 3 376,381 UNITS Ł18.3bn FY2021/22: 376,381 FY2021/22: Ł18.3bn FY2020/21: 439,588 FY2020/21: Ł19.7bn FY2019/20: 508,659 FY2019/20: Ł23.0bn F R E E C A S H F L O W 1 N E T D E B T 4 Ł(1.2)bn Ł3.2bn FY2021/22: Ł(1.2)bn FY2021/22: Ł3.2bn FY2020/21: Ł0.2bn FY2020/21: Ł1.9bn FY2019/20: Ł(0.8)bn FY2019/20: Ł2.2bn P R O F I T/ ( L O S S ) B E F O R E TA X A N D E X C E P T I O N A L C H A R G E S 12 Ł(0.4)bn FY2021/22: Ł(0.4)bn FY2020/21: Ł0.7bn FY2019/20: Ł(0.4)bn 1 Please see note 3 of the financial statements on page 76 for alternative performance measures. 2 Please see note 4 of the financial statements on page 78 for more information relating to exceptional items. The Ł43 million of exceptional charges in FY22 relates to customer liabilities arising from sanctions imposed against Russia by many countries, preventing the shipment of vehicles and certain parts to the market. 3 Please see note 5 of the financial statements on page 80. 4 Net debt is defined as total cash and cash equivalents, deposits and investments per the alternative performance measures on page 76 less total interest-bearing loans and borrowings per note 25 on page 104. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 5


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Recent history has been relentless with the global pandemic, military conflict, growing inequality, supply chain shortages and more. Decades of experience have been squeezed into two dizzying years. Businesses have had to cope with this unprecedented sequence of events with speed and agility. While these changes have had a serious impact on businesses and communities, they have also accelerated some important trends for the future viz. i) Energy transition – irreversible move to green mobility, ii) Supply Chain transition – rebalancing of supply chains to become resilient, iii) Digital transition – Artificial Intelligence and Machine Learning becoming mainstream and iv) Talent transition – Coming of age of the Talent Cloud – a diverse, inclusive, global talent pool that can be accessed remotely. In the midst of these changes, Jaguar Land Rover embarked on CHAIRMAN’S the Reimagine journey to embrace an electric future and transform into a digitally savvy modern luxury business delivering strong STATEMENT financial results. During the year, we saw the successful global launch of the award“Jaguar Land Rover is in a strong position winning New Range Rover, while customer deliveries of Defender with a striking portfolio of attractive premium continued across 94 markets, with 107,208 units sold by the end of luxury products, a healthy bank of customer FY2021/22. orders, low break-evens and the right strategy to support its unique and renowned The global shortage of semiconductors had a disproportionately British brands in a rapidly changing legislative adverse impact on Jaguar Land Rover’s production and sales and commercial landscape.” compared to our competitors. Even though we took various steps    


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to address the issue, the situation continues to remain challenging. attractive premium luxury products, a healthy bank of customer This is a key issue facing Jaguar Land Rover and we are working orders, low break-evens and the right strategy to support its assiduously to address the same during FY2021/22. This should aid unique and renowned British brands in a rapidly changing legislative a gradual recovery in performance through the coming year. and commercial landscape. Additionally, Jaguar Land Rover is an important player in the automotive vertical of the Tata Group where The company delivered a resilient performance during the year we are driving collaboration, knowledge sharing and synergies across despite a fall in revenues by reducing their breakeven levels to our group companies. 320,000 units. While production and sales remained significantly constrained, the business continued to see strong demand for its I am confident that in the coming years we will be able to realise products, with global retail orders at record levels thanks to strong the full potential of Jaguar Land Rover as it executes its strategy to demand for Defender and New Range Rover. seize the mega trends described above. I would like to thank all our colleagues and partners for their passion and commitment, as we Revenue fell 7 per cent to Ł18.3 billion, whilst the company’s EBIT accelerate, together, towards a successful and peaceful future. margins fell to negative 0.4 per cent, with lower volumes on working capital in the first half of the financial year resulting in a free cash outflow of Ł1.2 billion. Retail sales declined 14 per cent for the year. Recently, the people of Jaguar Land Rover provided timely support to alleviate the humanitarian crisis in the aftermath of the Ukraine/ Russia conflict by mobilising vehicles to support the International Federation of Red Cross and Red Crescent refugee programmes; in raising tens of thousands of pounds through individual donations to aid agencies; and in offering direct support to reunite families. NATARAJAN CHANDRASEKARAN CHAIRMAN Looking beyond these near-term challenges outlined above, Jaguar Land Rover Automotive plc Jaguar Land Rover is in a strong position with a striking portfolio of 13 June 2022 Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 7


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Fiscal year 2021/22 has been a year of foundational delivery against our ‘Reimagine’ strategy—our roadmap to accelerate our transformation into a modern luxury business, with its supporting transformation plan, ‘Refocus’. We are ready to do more and go faster. This progress has been achieved in extraordinary circumstances, with our operations disrupted by the ongoing effects of Covid-19 restrictions as well as the industry-wide global semiconductor supply shortage.    While the situation is gradually improving, and we can build more of the cars our customers are waiting for, the repercussions on our results in FY2021/22 are clear. CHIEF EXECUTIVE We are monitoring the Ukraine/Russia conflict very closely. We have witnessed a rapidly developing humanitarian crisis in Ukraine OFFICER’S STATEMENT and its neighbouring countries. Our primary concern remains for the wellbeing of our workforce, as well as those within our extended network. I have been profoundly humbled by the compassionate response of colleagues across our business, both directly helping “As we transform our business, at pace and amid individual families and supporting the ongoing work of the intense external pressures, I am deeply proud of the International Federation of Red Cross and Red Crescent Societies. resilience, energy and unity of our people.” Despite the uncertain environment, I have been tremendously encouraged by our achievements of the past 12 months. We revealed two exceptional new models: New Range Rover and most recently, the New Range Rover Sport. Both embody modern luxury and have been loved by our customers around the world.    


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By the end of March 2022, we had received more than 45,500 Lennard Hoornik joined as Chief Commercial Officer, to head all our customer orders for the New Range Rover. Alongside sustained, brand and product marketing and go-to-market strategy.    significant demand for the Land Rover Defender, this made a record order book during the year, and of course we expect demand to Thomas Müller, our new Executive Director of Product Engineering, remain very strong. brings invaluable insight in agile principles, advanced driver assistance systems and autonomous driving.    And as we work relentlessly on Jaguar’s renaissance as an all-electric modern luxury brand from 2025, I can assure you that we Reimagine also sees us collaborating with leaders in their fields. are absolutely on track. I was delighted to announce a partnership with NVIDIA—the world leader in artificial intelligence, computing, connected car services, Throughout 2021, we increased our capability as an agile, fully data- and automated and autonomous driving systems. Together, we can driven, digital business with the creation of InDigital, a key pillar of accelerate our in-vehicle software strategy, delivering modern luxury our Refocus transformation programme. Our 250 specialists focusing experiences and enabling a true leapfrog in automotive technology. on analytics, data science, data engineering and automation have already supported initiatives that have delivered a return of over As we transform our business, at pace and amid intense external Ł300 million value to our business this fiscal year. pressures, I am deeply proud of the resilience, energy and unity of our people.    Refocus also drives our quality transformation to realise benchmark levels of customer satisfaction. We have seen positive impacts Thanks to their commitment, as well as to our growing ecosystem across all our key quality metrics, reflected in improving positions for both within and beyond the Tata Group, we have the ingredients to our brands and products in key customer surveys. reimagine Jaguar Land Rover and realise its unique potential. New leadership appointments have strengthened our executive team as we push to bring to life more of our vision, sooner. François Dossa, appointed to the role of Executive Director, Strategy & Sustainability, will build our capabilities in sustainability, new mobility THIERRY BOLLORÉ services and digitalisation, creating new opportunities in connectivity CHIEF EXECUTIVE OFFICER and clean mobility, establishing control points on the new value chain Jaguar Land Rover Automotive plc and driving our strategy towards technology leadership. 13 June 2022 Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 9    


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OUR STRATEGY As we accelerate Land Rover’s electrification, the renaissance of Jaguar has also been moving at pace. OUR REIMAGINE STRATEGY DRIVES OUR SINGLE Over the past 12 months, our Future Jaguar team have AND CLEAR VISION: TO BECOME THE CREATOR OF determined to develop our own bespoke pure-electric THE WORLD’S MOST DESIRABLE LUXURY VEHICLES architecture for Jaguar. AND SERVICES, FOR THE MOST DISCERNING OF CUSTOMERS. Alongside its product transformation, Jaguar is also creating a strong digital culture, efficiently integrating technologies and analytics, to allow the team to design a more rewarding emotional engagement between the brand and the customer. This roadmap for the future of Jaguar Land Rover puts quality We are truly excited about the renaissance of Jaguar. and sustainability at the centre of everything we do, directed by the simplification of our processes and the rapid electrification of Our ambition to become net zero carbon by 2039 throughout our vehicles, while creating unique customer experiences and a our entire value chain requires a transformation in the way positive societal impact. we design, engineer, supply and manufacture our products. To secure our pathway towards this ambition, we have defined and As we redefine modern luxury, and with the worldwide customer committed to CO e reduction targets by 2030, which have been 2 appetite for electric vehicles, we are accelerating our Reimagine validated by the Science Based Targets initiative (SBTi), aligning transformation into a business that will deliver double-digit EBIT the business to a 1.5-degree celsius emissions reduction set out margins within five years and achieve net zero carbon through by the Paris Agreement. our entire value chain, including our products, supply chain and operations, by 2039. TRUE DIGITAL LEADER MODERN LUXURY Connectivity is a key attribute of modern luxury. Through our Reimagine strategy and Refocus programme, we are creating In 2021, we introduced the New Range Rover, as the embodiment a step-change in connected experiences for customers and of modern luxury, with breath-taking modernity to its exterior accelerating our transformation into a digital leader in the and a highly sophisticated, reductive interior with an intuitive automotive industry. approach to relevant technology. We will continue to drive forward connectivity in and with our The New Range Rover embodies a philosophy that will be vehicles, based on our truly market-leading capability today.    embedded across our products and our customer experiences, acting as a key differentiator for Jaguar and Land Rover, as part Through remote diagnostics and software-over-the-air updates, of their transformation into modern luxury brands. we can already predict, diagnose and update all major vehicle systems.    At the centre of this is sustainability, in our vehicles and across the value chain, which we will achieve through electrification; To date, we have completed more than 3 million updates on decarbonising our supply chain, manufacturing and non- customer vehicles and through our Electric Vehicle Architecture, manufacturing operations; closed-loop circularity; and in close we can monitor nearly 17,000 data points to continually enhance attention to the provenance of materials we select. our customer experiences. AN ELECTRIFYING, SUSTAINABLE FUTURE For example, in early 2022, we provided 200,000 customer vehicles, fitted with our advanced Pivi Pro infotainment system, We believe in the modern luxury of pure-electric propulsion that an over-the-air upgrade featuring Amazon Alexa voice AI is near-silent, efficient and sustainable. capability and Wireless Apple Car Play. The New Range Rover introduces plug-in hybrid electric We believe this ability for owners to add services and experiences propulsion with a segment-leading official electric-only range of to their connected vehicles will create entirely new value for our over 100km. business. From 2024, a pure-electric New Range Rover will join the family. COLLABORATING FOR A CONNECTED FUTURE Over the next four years, Land Rover will welcome six all- Such a strong platform for connected services also allows us to electric variants across two architectures – our flexible reimagine new vehicle features. Collaboration and knowledge-Modular Longitudinal Architecture (MLA) and Electric Modular sharing with industry leaders in connected services, data and Architecture (EMA). This will help us to meet unprecedented software development is a cornerstone of our strategy. policy shifts and an exponential rise in customer demand towards electric vehicles across our key markets. We have formed a multi-year strategic partnership with NVIDIA, As adoption increases, we expect 60 per cent of global Land the leader in artificial intelligence and computing, to jointly Rover sales to be pure-electric by 2030.    develop and deliver next-generation automated driving systems, plus AI-enabled services and experiences for our customers.


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Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 11    


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From 2025, new Jaguar and Land Rover vehicles will be built on the NVIDIA DRIVE™ software-defined platform – delivering a wide spectrum of active safety, automated driving and parking systems, as well as AI features inside the vehicle. Together, we will redefine how our customers connect to, and enjoy their vehicles, throughout their ownership, driving new opportunities and business models for us and our partners. We will continue to strive for strategic partnerships to drive innovation and sustainability in line with our Reimagine strategy. REIMAGINING FINANCE FOR CUSTOMERS Through our transformation programme, Refocus, we are also forging strategic partnerships to enhance our purchase experience.    We have partnered exclusively with BNP Paribas, to broaden competitive automotive financing with new, innovative services across nine European markets.    Our ambition is to provide our retail partner network and our customers with an expanded range of financing solutions and insurance products by early 2023. REDEFINING OUR PURPOSE Our company purpose sets why we want and choose to exist: ‘live the exceptional with soul’. Through our Reimagine strategy, we are changing to become the ‘proud creators of modern luxury’, guided by a creator’s code—a set of co-created behaviours: customer love, unity, integrity, growth and impact.    Along the way, the positive impact of sustainability and diversity and inclusion will enable us to better understand and serve our customers, fuel our innovation, and engage and inspire our people.    Together, we are shaping a culture of unity, belonging, inclusion and respect, while implementing progressive policies, benefits and support, and engaging with our people to accelerate our progress. FOCUSED ON THE FUTURE With Reimagine, we are transforming our business and our two unique brands, with a value-creation approach; delivering modern luxury experiences, quality and profit. We will deliver a new benchmark in environmental, societal and community impact for a luxury business, creating the world’s most desirable luxury vehicles, against a canvas of true sustainability.    We are transforming into an agile, fully data-driven, digital company, through our Refocus plan. Our commitment to agile ways of working is streamlining our operations and returning value to our business.    Together, we are realising our goals, steadfast in our ambition to be one of the most profitable luxury manufacturers in the world.    Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 13    


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REFOCUS Refocus will drive further profitability in our business, as we aim to realise Ł2.5 billion of value within three years. OUR REFOCUS TRANSFORMATION PROGRAMME IS THE ENGINE ROOM POWERING OUR REIMAGINE The programme contains five priorities focused on improving our STRATEGY. operations and transforming our business. These are: improved customer satisfaction, time to market, workforce experience, CO e reduction and profitable growth.    Refocus has created significant change within our business and 2 culture over the past year, improving key quality metrics, laying These priorities are established in ten separate pillars—six the foundations of an agile, data-driven, digital business, and operational pillars and four enabling pillars. During this fiscal year, delivering over Ł1.5 billion of value during FY2021/22. we added our tenth pillar, Sustainability.    1 2 3 4 5 6 PROGRAMME CUSTOMER & DELIVERED END-TO-END QUALITY DELIVERY & MARKET CHINA COST PER CAR SUPPLY CHAIN PERFORMANCE PERFORMANCE Efficient Reduced warranty Reduction in Faster vehicle Increased profitable Increased profitable programme spend vehicle cost delivery times market share market share delivery AGILE ORGANISATION & CULTURE 7 Agile Organisation, Leadership, Capability, Culture DIGITAL 8 Using data & technology to power the transformation RESPONSIBLE SPEND 9 Sustaining the cost improvements SUSTAINABILITY 10 Building a regenerative ecosystem    


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DRIVING PROFITABLE CHANGE Through a digital revolution in smart tools and processes we supported initiatives that have delivered over Ł300 million value Our Quality pillar has implemented new processes and to our business in FY2021/22, supporting and providing solutions governance to improve quality issues and warranty spend, as diverse as supply chain visibility to mitigate the semiconductor resulting in an improvement to our customer satisfaction, and crisis; databased failure mode prediction; new and improved reducing warranty spend to Ł608 per vehicle. customer offerings and customer journey digitisation; and automation across the business for greater efficiency. In Programme Delivery & Performance, we have trained more than 4,000 of our people in agile ways of working, reducing RESPONSIBLE SPEND product delivery times and time to market. An Agile Hub has been established, facilitating team training and coaching, as well Responsible Spend continues from the successful Charge+ as redefining the company purpose in the mindset of modern programme. We have remodelled our approach to spend and luxury. investment, updating our purchasing processes, improving cost and time saving allowing our teams to focus on adding value. In Delivered Cost Per Car, we have continued to build on the successful cost reduction initiatives of our Ignite programme SUSTAINABILITY AT OUR HEART – now extended to 2025 – achieving Ł1,600 average per car saving, without compromising quality. Through FY2021/22, we brought into Refocus a dedicated Sustainability pillar to execute our environmental sustainability We have also created a new Supply Chain function within our strategy—Regenerate. business, focusing on digitisation as well as building resilience and sustainability within our operations. This work has included Regenerate comprises eight distinct focus areas, redefining the our semiconductor crisis response. way we design, engineer, manufacture and even sell products and services.    Together, Customer & Market Performance (Pillar 5), which revolutionises our customer journey, and China (Pillar 6) have Pillar 10 acts as the operational engine to implement this contributed over Ł800 million of value through measures sustainability transformation through climate and circular including newly digitised ordering for retailers, renewal services actions across the company, powered by the adoption of agile for customers and profit and mix optimisations. methodology. DIGITAL TRANSFORMATION The transformation of our business through Sustainability is supported by key executive appointments. InDigital was launched in April in 2021 as part of our Refocus plan. In just the past year, it has developed into a digital centre of François Dossa was appointed to the role of Executive Director, excellence, at the heart of Refocus, with 250 specialists focusing Strategy & Sustainability, in June 2021 and Rossella Cardone on analytics, data science, data engineering and intelligent became Director, Sustainability in January 2022.    automation.    Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 15


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OUR BUSINESS MODEL HOW OUR BUSINESS MODEL CREATES VALUE Our new strategy will evolve our business model, to ensure we redefine Jaguar Land Rover, as a value-led business and realise its potential to generate sustainable, long-term value through operational excellence. Raw Supply Customer Skills and Investment materials chain insights people INPUTS INNOVATION, DIGITAL AND TECHNOLOGY MOBILITY DESIGN, VEHICLE AND OTHER PROGRAMMES AND NEW SERVICES ENGINEERING CUSTOMER SERVICE STRATEGIC NETWORK SOURCING SUPPLY CHAIN, GLOBAL SALES LOGISTICS AND NETWORK MANUFACTURING OPERATIONS FINANCIAL SERVICES PARTNERS OUTPUTS Modern Sustainable Reduced Stronger Quality Technological luxury growth environmental communities products innovation impact    


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Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 17    


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OUR PRODUCT Innovations and technologies that ensure New Range Rover leads by example are protected by 200 new patents filed up to AND INNOVATION the end of FY2021/22. ACHIEVEMENTS SEGMENT-FIRST TECHNOLOGY OUR JOURNEY OF TRANSFORMATION HAS SEEN Amongst its innovations, our New Range Rover debuted new US LAUNCH BREATH-TAKING NEW PRODUCTS digital LED lighting technology, with Dynamic Light Projection. AND ANNOUNCE EXCITING STRATEGIC Within each headlight, a core module of 1.3 million individually-PARTNERSHIPS, WHILE RISING TO MEET THE variable digital micromirrors breaks the light into tiny pixels, to CHALLENGES OF AN UNCERTAIN GLOBAL precisely shadow other road users and maximise the amount of ENVIRONMENT. light on the road at all times. At the rear, New Range Rover’s world-first, hidden-until-lit taillights have been specially developed to meet our modernist THE NEW RANGE ROVER – MODERN LUXURY design philosophy and use vivid red LEDs in operation, yet form a distinctive Gloss Black graphic at the rear when not in use. In October 2021, we revealed the New Range Rover, a vehicle of breath-taking modernity, peerless refinement and unmatched POWERFUL CONNECTIVITY capability.    Collaborating and sharing knowledge with industry leaders Launched with a choice of two wheelbases, four, five, or, for in connected services, data and software development is a the first time, seven seats and a flagship SV range offering cornerstone of our Reimagine strategy and we announced key an exquisite interpretation of Range Rover luxury and hand- strategic partnerships in this area in FY2021/22. crafted personalisation, New Range Rover is a fully formed family of vehicles, providing more customer choice and scope NVIDIA is the world leader in automated and autonomous for personalisation than ever before, with more than 1.6 million driving systems and connected car services. Our new, long-term different configurations available. partnership with NVIDIA will accelerate our in-vehicle software strategy, delivering modern luxury experiences. Within six months of its reveal, we had received more than 45,500 advance customer orders for the New Range Rover, and Utilising our own world-leading Electric Vehicle Architecture, production began earlier this year at our factory in Solihull, UK. from 2025 new Jaguar and Land Rover vehicles will be    integrated with the NVIDIA DRIVETM Hyperion computing and


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sensing platform, powering advanced technology features and and allergens, including SARS and Covid-19 viruses. connected experiences, able to be automatically refined and upgraded throughout their lifetime, “over the air”. Enhancing our research in this area, in 2021 we partnered with Google to deliver the first all-electric Google Street View vehicle, This year also saw us deliver the integration of Amazon Alexa with the added ability to record air quality. A Jaguar I-PACE, fitted voice AI into Jaguar and Land Rover vehicles, contained in the with Cabin Air Purification Pro and an additional sensor array, latest upgrades to our award-winning Pivi Pro infotainment measured street-by-street air quality in Dublin, using Street View technology. mapping technology. The combined abilities of Alexa and Pivi Pro make our vehicles It recorded levels of nitrogen dioxide (NO ), carbon dioxide (CO ), more intelligent than ever, and into powerful connected devices and fine particles (PM2.5) and also helped 2 to update Google 2 supporting our customers lives. Maps. Our strategic alliance with Amazon Alexa allows natural voice Google’s scientific research partners will also analyse the data control of in-car media, navigation and phone services, supported and develop maps of street-level air pollution. by a rich media display, and connection to other Alexa-enabled devices in smart homes. ON TRACK SUCCESS This upgrade also demonstrated the connected power of Pivi Pro, Jaguar Racing finished a close second in season seven of the ABB in being made available to 200,000 existing customers directly FIA Formula E World Championship, the most successful season through a software-over-the-air update. so far in its five-year Formula E campaign, with eight podiums, two wins, one pole position and 177 points scored.    As part of our Reimagine strategy, Pivi Pro represents a step-change in connected services capability and will deliver a Formula E remains a key priority for Jaguar Land Rover, allowing modern luxury experience for all our customers.    us to test and develop new electric vehicle technologies in a high-performance environment, and help shape our electric CLEANER CABIN AIR FOR ENHANCED WELLBEING future.    Cabin air purification research is helping us to reimagine wellbeing Our partnership with Tata Consultancy Services will see for our customers, and to help make a positive societal impact. Jaguar TCS Racing continue to be a global showcase for our electrification technology and will support Jaguar’s renaissance Our Cabin Air Purification Pro System, with PM2.5 Filtration, CO as an all-electric brand from 2025. Management and nanoe™ X air ionisation technology, controls 2 the cabin air quality and significantly reduces odours, bacteria Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 19


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OUR ENVIRONMENTAL AND more recycled content, considering vehicle end-of-life from the SOCIAL GOVERNANCE start.    And we are supporting customers to make sustainable choices AS AN OFFICIAL PARTNER OF THE COP26 CLIMATE towards less impactful products across their entire lifecycle, coupled with an increased focus on extending product life, and CONFERENCE IN 2021, WE ANNOUNCED NEW increasing repair, reuse and recycling options.    SCIENCE-BASED EMISSIONS TARGETS AND    RENEWED OUR COMMITMENT TO DELIVER A In Manufacturing Operations and Supply Chain, we are leveraging SUSTAINABILITY-RICH VISION OF MODERN LUXURY. advanced technologies to reduce energy consumption and waste in our plants and offices.    Through our committed environmental and social principles, In addition, our Supplier Environmental and Social Requirements we continue to stitch all the threads of sustainability – web guide sets out our expectations for our supply base. It from reducing vehicle emissions to circular economy; from covers business ethics, environment, human rights and working manufacturing processes to supply chain partners – with one conditions, health and safety, and responsible supply chain team, working globally across the business, the brands and the management. customer experience.    We also engage with our supply base to enhance the level of And through our policies towards our people, we are driving a sustainability data we receive, to collaborate on sustainability positive societal impact in our communities across the world.    goals, to share information and give feedback so that we can build on the maturity of our suppliers’ sustainability journeys. OUR SUSTAINABILITY STRATEGY The execution of our Regenerate strategy will enable us to Since COP26, in line with our global Reimagine strategy, we achieve our approved Science Based Target initiative (SBTi) have established a dedicated Sustainability Office to lead the commitments by 2030, and to achieve our net zero carbon sustainability transformation in Jaguar Land Rover, positioning objective for 2039. sustainability at the heart of our Reimagine vision and purpose. Between 2020 and 2030, we will reduce emissions by 46 per Regenerate, our dedicated sustainability strategy, sets the cent across vehicle manufacturing and logistics, and by 54 per pathway to our ambition to be carbon net zero by 2039.    cent per vehicle, from purchased goods, services, and use of products. The strategy consists of eight distinct focus areas: electrification and battery strategy; Materiality and sustainable products; Having committed to these targets, we are now underway to zero impact manufacturing and operations; responsible supply build a regenerative ecosystem and a sustainability mindset chain management; customers and new business models; throughout the business. This will help to ensure coordination environment in decision-making; digitalisation for sustainability; across departments and allow us to deliver and report on and employees’ cultural shift for sustainability. progress against these new targets going forward. These eight areas will enable us to redefine the way we design, REDUCING OUR VEHICLE EMISSIONS engineer, manufacture and even sell our products and services. We are accelerating the reduction in our tailpipe CO emissions. The transition to an electric future is integral to our sustainability We currently offer electric vehicle technology across 2 our entire strategy. Over the next four years, Land Rover will welcome six Jaguar and Land Rover portfolio, including eight plug-in hybrids all-electric variants, with the first arriving in 2024. In this time, (PHEV), 11 mild hybrids (MHEV) and our all-electric Jaguar Jaguar will have undergone a complete renaissance, emerging as I-PACE. a pure-electric modern luxury brand from 2025. By FY2025/26, we forecast that approximately 27 per cent of Beyond EV transition, our Design and Engineering teams are sales will be pure-electric, rising to above 60 per cent by the end creating new luxury standards using less impactful materials and of the decade.    JAGUAR LAND ROVER EV MIX (wholesales) ICE/MHEV / HEV 30% 63% PHEV 10% 87% BEV 10% 60% 10% 27% 3% FY22 FY26 FY30


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REDUCING OUR ENVIRONMENTAL FOOTPRINT    GLOBAL DATA OP ERAT I O N A L E N E R G Y O P E R AT I O N A L WAT E R O P E R AT I O N A L C O N S U M P T I O N ( M W h ) C O N S U M P T I O N ( m 3 ) WA S T E ( To n n e s ) FY 2021/22: 1,133,506 FY 2021/22: 1,658,929 FY 2021/22: 30,008 FY 2020/21: 1,135,049 FY 2020/21: 1,336,479 FY 2020/21: 27,638 FY 2019/20: 1,358,225 FY 2019/20: 1,720,965 FY 2019/20: 37,043 O P E R AT I O N A L C A R B O N E M I S S I O N S T O N N E S ( L O C AT I O N B A S E D ) 306,069 256,247 157,316 236,442 135,098 117,939 148,753 121,149 118,503 FY20 FY21 FY22 O P E R AT I O N A L C A R B O N E M I S S I O N S T O N N E S ( M A R K E T B A S E D ) 189,451 40,698 147,385 138,393 26,236 19,889 148,753 121,149 118,503 FY20 FY21 FY22 Scope 1 covers direct emissions Scope 2 covers indirect emissions from the from owned or controlled sources. generation of purchased electricity & steam. • Energy data includes purchased gas, electricity & steam • Waste data excludes metal and construction waste • Water data includes mains water & borehole consumption • 50% of China Joint Venture data due to financial control • Sites in scope: Solihull, Halewood, Castle Bromwich, Engine Manufacturing Centre, Gaydon, Whitley, Nitra, Brazil, China Joint Venture (50% data due to financial ownership) • As per the GHG Protocol for Corporate Reporting, a location-based method reflects the average emissions intensity of grids on which energy consumption occurs (using a grid-average emission factor); a market-based method reflects emissions from electricity that the company has purposefully chosen. UK STREAMLINED ENERGY AND CARBON REPORTING PARAMETER 2019-20 2020-21 2021-22 Energy consumption used to calculate emissions: kWh 1,274,988,136 1,032,109,520 1,017,618,240 Emissions from combustion of gas tCO e (Scope 1) 135,999 105,102 99,872 2 Emissions from combustion of fuel, tCO2e, including transport (Scope 1) 10,734 8,770 8,531 Emissions from business travel in rental cars or employee-owned vehicles where company is responsible for purchasing 2,640 369 632 the fuel (Scope 3) Emissions from purchased electricity (Scope 2 location-based) 123,568 96,782 91,264 Total gross CO e based on above 272,941 211,023 200,299 2 Intensity ratio: tCO e/Łm 11.87 10.69 10.93 2 Our data is compiled in accordance with the Greenhouse Gas In the last year, we have continued to focus on reducing non-Protocol for Corporate Accounting and Reporting, SECR CO e essential energy use, as well as further improving transparency is calculated with a location based approach using UK average 2 in usage data and capturing real time consumption information. grid intensity conversion factors (BEIS 2021). Jaguar Land Rover The resulting data are showcasing our progression made on continues to purchase 100% renewable-backed electricity for waste with respect to energy. Changes to air handling units, all core UK operations. shutdown process and equipment replacement has significantly contributed to process efficiency ameliorations. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 21


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MATERIALITY—REDEFINING MODERN LUXURY emission energy storage unit powered by second-life Jaguar I-PACE batteries. Our customers want to understand how their vehicle is made, what it is made from and the provenance of materials used. The mobile Off Grid Battery Energy Storage System (ESS) supplies zero-emission power where access to the mains supply Materiality is our answer to this—an uncompromised vision of is limited or unavailable, with a capacity of up to 125kWh – more innovation in materials, processes and technology that promotes than enough to power a regular family home for a week. social, environmental and economic values. Reusing vehicle batteries will create new circular economy Our Materiality strategy ensures materials used in our vehicles business models for Jaguar Land Rover in energy storage and are sustainable, traceable, respectful and without compromise, beyond. governed by seven guiding principles: Circularity, Health & Wellbeing, Lightweight, Performance, Provenance, Respectful, MAKING A DIFFERENCE THROUGH GLOBAL BRAND and Responsible. PARTNERSHIPS We have already pioneered innovative sustainable materials in Through every partnership, we seek to make a positive Jaguar and Land Rover vehicles. Our Kvadrat interior with natural contribution to people and communities around the world. wool blend utilises 53 recycled plastic bottles and is 58 per cent lighter than a leather equivalent. The Red Cross Ultrafabrics PU, featured in the New Range Rover, is a responsible Our partnership with the International Federation of the Red alternative to leather and represents a progressive approach to Cross and Red Crescent Societies has endured since 1954. luxury materials. It offers all the tactile qualities of leather but is Throughout this time, we have facilitated life-saving work 30 per cent lighter and generates only a quarter of the CO . through funding, vehicles and expertise.    2 Our Colour and Materials team continue to explore new Today, we work together helping people in disaster preparedness, innovations in Materiality for future products, led by an ethos of from reaching remote communities with vaccination ‘aesthetics with ethics’. programmes, to helping distribute tarpaulins for protection against monsoon floods.    HARNESSING BLOCKCHAIN TO TRACE OUR SUPPLY During the Covid-19 pandemic, we supplied 267 vehicles to CHAIN the Red Cross, which covered more than 500,000 miles helping people in crisis.    In understanding the provenance of material through our supply chain, we have partnered with blockchain technology firm In addition, we have a fleet of vehicles supporting the Circulor, leading UK leather manufacturer Bridge of Weir Leather International Federation of Red Cross Societies in their efforts to Company and the University of Nottingham, to prove the use of provide humanitarian aid to at-risk communities. traceability technology in the leather supply chain.    We are also a member of Disaster Relief Alliance, making sure A combination of GPS data, biometrics and QR codes were used that the Red Cross is ready to support people in the immediate to digitally verify the movement of leather at every step of the aftermath of devastating crises around the world. Its Disaster process, from farm to our own facilities. Fund assisted six major responses, between April and September 2021. As well as tracking compliance, the secure digital process can assess the carbon footprint of supplied materials and could be Dream Fund deployed to trace a range of commodities. Circulor is already using blockchain to improve the traceability of minerals used for Cooperating with the China Soong Ching Ling Foundation electric vehicle batteries. (CSCLF), our Dream Fund is the first such activity in China’s automotive industry dedicated to helping children and young This is a key step in our journey to achieving net zero carbon people achieve their potential.    across our supply chain, products and operations by 2039, enabled by leading-edge digital capabilities. Over eight years, we have undertaken a host of initiatives to improve education quality for rural children, guided by the principle of “more equal access”. Our Land Rover Never NEW LIFE FOR BATTERIES IN ENERGY STORAGE Stop Caring—Journey for Vision Programme has provided comprehensive healthcare and medical equipment in remote We are committed to redeploying and reusing batteries from our regions of China. electric vehicles and one significant use is in energy storage and demand management. Volunteering for Education We have partnered with Pramac to develop a portable zero- Our sustained programme of education volunteering supports our position as the largest investor in automotive research Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 23


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and development in the UK, by reaching enthusiastic young In Slovakia, our Nitra facility set up a testing centre for our people with enquiring minds and a commitment to push the employees and contractors, providing more than 40,000 tests boundaries. alone. The Slovakian government acknowledged that Jaguar Land Rover’s mass testing significantly contributed to managing Through virtual work experience, school visits and tailored a critical situation and protected the health of our employees, programmes, we enthuse and inspire a future generation of their families and communities. talent, with the aim of overcoming the STEM skills shortage faced by the automotive industry. Beyond testing, we managed a vaccination programme and supplied masks and respirators for our employees. We also This provides our employees with an opportunity to volunteer created a hub of wellbeing support and information available and share their experiences. to all employees throughout the pandemic, including podcasts, resources, and factsheets to help them easily access reliable Notwithstanding the Covid-19 restrictions in 2021, 213 information at a time of uncertainty. employee volunteers, including a core team of apprentices and graduates, provided 881 hours of time to develop the Hybrid working programme, which has so far reached 148 students. Hybrid working reflects our agile working principles and in May 2021, as our employees returned to work in line with the scaling INVESTING IN OUR PEOPLE AND COMMUNITIES back of Covid-19 restrictions, we formally implemented a hybrid working scheme. Our people are our greatest asset and that is evidenced by their support to their communities, both individually and through our With the trust placed in our people, we have utilised technology collective efforts as a company. to develop a comprehensive scheme that empowers employees with the flexibility to manage their working arrangements and Protecting our people    location. Throughout our response to Covid-19, the health, wellbeing and As well as enabling greater productivity and efficiency, hybrid safety of our people and partners has been our utmost priority working supports wellbeing, by giving employees more control, and this has continued as colleagues have been returning to choice and flexibility over their working day. offices and workplaces around the world. We have committed to support our people both in continued on-As part of our response to the Covid-19 pandemic, we were one site Covid-19 testing and a dedicated workspace booking app, of the first businesses and the largest in the UK, to introduce on- to help them get the most from hybrid working arrangements. site Covid-19 testing.    Activities within the community By April 2022, we had performed 1.68 million temperature tests, 100,000 lateral flow tests, and over 1,000 PCR tests onsite. Our team in Nitra, Slovakia established a partnership with Nitra Volunteering Centre in December 2021 and organised a


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collection for people in need during December. the next five years. How they are implemented around the globe will vary and will be driven by the needs of the countries we Our manufacturing facility in Itatiaia, Rio de Janeiro joined operate in. forces with Instituto Toré for a one-year community partnership supporting and implementing two significant social responsibility 1. Shape a culture of unity, belonging, inclusion and respect projects in their local area, aimed at delivering education and skills on conservation and sustainable food production.    Educate, communicate and measure inclusive behaviours regularly and systematically, improving the employee experience In December 2021, employees from Jaguar Land Rover’s UK for all. sites came together to collect for local foodbanks, with the aim of supporting thousands of families who continued to struggle as 2. Implement progressive policies, practices, benefits and a result of the Covid-19 pandemic. support    The donation drive saw employees across the business support Review and improve practices and policies to remove barriers, their local charities and communities, with more than 10,000 enable inclusion and realise equity. items such as tinned food and cereals donated to help local families in need, while employees also showed their support by 3. Engage our employees and experts to accelerate progress donating just over Ł2,000 to an online collection fund. Collaborate with our networks, colleagues and experts to create Diversity & Inclusion real, positive change. At Jaguar Land Rover we are committed to fostering a more As part of our strategy, by 2026 we aim to have: diverse, inclusive and unified culture that is representative of our employees, our customers and the society in which we • Globally, at least 30 per cent of all senior leadership live; a culture where every one of our colleagues can bring their positions held by females – we will aim to at least mirror authentic self to work and feel empowered to reach their full this representation at all levels of our business. potential.    • In the UK, at least 15 per cent of all senior leadership There are tremendous benefits to an environment where positions held by those from Black, Asian, and minority everyone feels valued and included. Diversity of thought and ethnic backgrounds—we will aim to at least mirror this experience will be a key driver of our future success as a business: representation at all levels of our business. we cannot underestimate the positive impact that diversity and inclusion can have on how we understand our customers, fuel • A score of over 80 per cent in our Inclusion Index, measuring our innovation and, most importantly, engage and inspire our the percentage of people who would recommend Jaguar most important asset, our people. Land Rover as an inclusive employer.    We have identified three strategic pillars to achieve our goal, We will continue to measure progress on a number of other which will shape our global Diversity and Inclusion activity over metrics as part of our regular employee surveys. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 25


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OPERATING ENVIRONMENT Ukraine / Russia conflict WE HAVE FACED A RANGE OF EXTERNAL Our primary focus throughout the unfolding conflict in Ukraine has been the wellbeing of our workforce, as well as those in our CHALLENGES DURING FY2021/22, WHICH HAVE extended network. Colleagues based at our Nitra manufacturing IMPACTED OUR BUSINESS. WHILE THE DISRUPTION facility in Slovakia have provided border transportation and FROM THESE EXTERNAL FACTORS LOOKS SET TO temporary accommodation to the families of our Ukrainian colleagues, as well as helping them integrate into the local CONTINUE INTO FY2022/23, DEMAND FOR OUR community. In addition, we have mobilised a fleet of vehicles PRODUCTS REMAINS STRONG AND WE REMAIN to the International Federation of Red Cross and Red Crescent CONFIDENT THAT OUR REIMAGINE STRATEGY WILL Societies to provide humanitarian aid to at risk communities. POSITION OUR COMPANY FOR FUTURE SUCCESS.    Commercially, sales volumes in the final quarter of FY2021/22 were not materially impacted by the conflict, with Russia and Ukraine historically accounting for less than 2.5 per cent of global sales. While new vehicle sales into Russia have been paused since the end of February, strong demand from customers in other markets can more than offset this volume in the coming CHALLENGES year. Semiconductors & other supply constraints The Ukraine conflict has so far only had a limited impact on Supply constraints, particularly semiconductors, restricted our production volume as a result of active management of our parts ability to produce as many vehicles as we planned in FY2021/22. supply chain. While we have a relatively small number of parts These supply chain challenges limited our capacity to build cars and commodities that are sourced from the affected countries, in line with customer demand and our wholesale volumes for the it is too early to say how future commodity supply and pricing year were 294,182, down 15.4 per cent compared to the prior could be impacted. year. The shortage of semiconductors is likely to continue in the Global inflation coming year with gradual improvement throughout FY2022/23. In response to these challenges, we focused production on Inflationary pressures have been increasing, with aluminium higher margin products and established new processes to prices rising 61 per cent during the fiscal year, while we also closely monitor our supply chain. Looking further ahead, we have saw high volatility in gas prices across Europe in the fourth engaged in strategic discussions with key component suppliers quarter. This will impact our business, as some prices we pay and chip producers to secure long-term supply agreements for our suppliers are directly indexed to market rates, leading to future product programmes, to increase our resilience. increased material costs which could reduce our profit margin. This increasing inflationary pressure could also flow through    


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to consumer inflation expectations and drive a response from The strategy section of this report discusses our approach in more central banks in the coming year, which could impact the pace of detail. These actions to transform our organisation will support us future economic growth. in responding to the external challenges. In the short term, we have a level of protection from immediate Strong demand for great products commodity price increases through our commodity hedging programme. We also monitor the impact of changes in material FY2021/22 saw the full global roll-out of New Defender and the costs on our margins and may look to adjust sales prices if we launch of New Range Rover. Demand for both of these products cannot avoid passing cost increases to our consumers. has led to a record-breaking order book of 168,471 at the end of the year, with Defender making up 24 per cent of the order Covid-19 bank (40,618 orders) and New Range Rover accounting for 27 per cent, (45,584 orders ). The ongoing impacts of Covid-19 vary across the world as new waves take hold and the risk of new variants remains a possibility. The recent reveal of New Range Rover Sport aims to repeat the FY2021/22 saw a continuous easing of restrictions in the UK, success of the previous two product launches, and we have however, across the globe responses vary, with China initiating already seen a positive customer response to this exciting new large-scale lockdowns and testing programmes in some regions model. during the fourth quarter. Collaborations & partnerships Covid-19 poses risks to supply chains and consumer demand where there are large-scale outbreaks or lockdowns. We see Collaborations and partnerships are at the heart of our Reimagine these risks generally reducing in the coming year, though our strategy, and there have been some exciting new partnerships supply chain could be impacted if any of our suppliers were announced in FY2021/22. subject to lockdowns. In February 2022, we announced a new partnership with NVIDIA that will jointly develop AI-powered autonomous driving and connected services for all future vehicles built on NVIDIA DRIVETM. OPPORTUNITIES That same month, we became exclusive partners with BNP Paribas for financial services across nine European markets, and Our strategy revealed the integration of Amazon Alexa on all on all new and existing Jaguar and Land Rover vehicles fitted with its advanced Our Reimagine strategy and Refocus programme have set us on Pivi Pro infotainment system. an exceptional journey of transformation. They have laid out a clear vision and pathway to become proud creators of modern We will continue to build on collaborations such as these to luxury. deliver modern luxury experiences for our customers. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 27    


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GLOBAL RETAIL SALES and overseas (down 2.8 per cent), as production volumes were limited by the semiconductor supply shortage. As the year progressed, the shortage gradually eased, and the third quarter RETAIL SALES1 BY REGION saw an increase in production volumes compared to the second quarter. Our retail sales were 376,381 vehicles in FY2021/22, down 63,207 vehicles (14.4 per cent) year-on-year. The decline was Despite an easing of supply, retail sales in the China region were primarily the result of the semiconductor supply shortage which impacted in the fourth quarter by the reintroduction of Covid-19 impacted production from the second quarter. restrictions in March 2022. Retail sales fell down in all markets year-on-year, including Total retail sales from our China Joint Venture were 54,035 China (down 13.9 per cent), North America (down 17.6 per vehicles for FY2021/22, down by 16.0 per cent from 64,319. cent), Europe (down 9.1 per cent), UK (down 23.6 per cent) NOR T H A M E R I C A U K OV E R S E A S FY 2021/22—91,305 FY 2021/22—63,438 FY 2021/22—53,785 FY 2020/21—110,805 FY 2020/21—82,995 FY 2020/21—55,322 (17.6)% D E C R E A S E (23.6)% D E C R E A S E (2.8)% D E C R E A S E E U R O P E C H I N A FY 2021/22—72,068 FY 2021/22—95,785 FY 2020/21—79,260 FY 2020/21—111,206 (9.1)% D E C R E A S E (13.9)% D E C R E A S E JAG U A R L A N D FY 2021/22—376,381 (14.4)% D E C R E A S E I N Y E A R ROV E R TOTA L FY 2020/21—439,588 1 Please see note 3 of the financial statements on page 76 for Alternative performance measures. “Jaguar Land Rover retail sales represent vehicle sales made by retailers to end customers and include the retail sale of vehicles produce. RETAIL SALES BY POWERTRAIN 34% During FY2021/22, we continued to expand electrification across our 13 nameplates, with PHEVs now available on eight models 49% and MHEVs available on 11 models, as well as the all-electric Jaguar I-PACE. 55% In FY2021/22, electrified vehicles totaled 66 per cent of our retail sales including 3 per cent for the all-electric Jaguar I-PACE, 9 43% per cent PHEV and 55 per cent MHEV, and we expect the sales of electrified vehicles to continue to increase in FY2022/23 and beyond. 4% 8% 4% 3% BEV PHEV MHEV ICE FY21 FY22


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RETAIL SALES BY BRAND AND MODEL FAMILY Against a backdrop of semiconductor supply issues, we prioritised higher margin products. Our Range Rover family continued to Our retail sales declined by 14.4 per cent year-on-year in constitute the majority of our retail sales mix with 174,940 FY2021/22. Jaguar retailed 77,381 vehicles (20.6 per cent vehicles (46.5 per cent mix), followed by the Jaguar family with of total retails, down 20.8 per cent) and Land Rover retailed 77,381 vehicles (20.6 per cent mix); the Discovery family 62,343 299,000 vehicles (79.4 per cent of total retails, down 12.6 per vehicles (16.6 per cent mix); and the award-winning Defender, cent) compared to FY2020/21. which reached 61,717 retails (16.3 per cent mix ).    The semiconductor supply shortage impacted sales of every model apart from the New Defender and New Range Rover introduced in October 2021. FY 2021/22—174,940 FY 2021/22—61,717 FY 2021/22— 62,343 FY 2021/22— 77,381 FY 2020/21—213,006 FY 2020/21—45,244 FY 2020/21—83,669 FY 2020/21—97,669 (17.9)% DE CREA SE 36.4% INCREA SE (25.5)% DE CREA SE (20.8)% DE CREA SE ORDER BANK BY MODEL The order bank for our vehicles reached record highs in FY2021/22, with 168,471 orders at the end of the year. Orders were highest for the New Range Rover (45,584). NEW RANGE ROVER DEFENDER OTHER 250 168 200 155 150 125 81 110 87 100 81 92 41 50 37 33 46 29 31 0 Q1 Q2 Q3 Q4 Numbers in thousands Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 29    


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In FY2021/22, we continued to see strong customer demand for our products with a record order bank, however, our sales were constrained by the industry-wide shortage of semiconductors.    While full year financial results reflect the restricted sales volumes, the continuing reduction in our breakeven point through revenue and cost management under our Refocus transformation programme enabled us to achieve positive margins and cash flow in the second half of the fiscal year.    In light of the rapidly developing Ukraine/Russia conflict, we have suspended vehicle sales in the region, and, while the full commercial effects are not yet known, we remain primarily concerned with the wellbeing of our people and our wider network.    CHIEF FINANCIAL Our retail sales were 376,381 and wholesales1 (excluding sales OFFICER’S STATEMENT from our China joint venture) were 294,182 vehicles, down year-on-year 14.4 per cent and 15.4 per cent respectively as a result of semiconductor supply constraints.    “In FY2021/22, we continued to see strong customer demand for our products with a record order bank.” Of those retail sales, 66 per cent were electrified, compared to 51 per cent in FY2020/21. Our order bank grew through the year to reach 168,471 units as at 31 March 2022 including 45,584 orders for the New Range Rover and 40,618 for Defender. Revenues for the year were Ł18.3 billion down 7 per cent year-on-


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year, but average revenue per unit increased compared to the prior million (GBP equivalent) of new bonds in the second quarter and year reflecting the prioritisation of higher margin products giving us a £625 million, five-year loan backed by a £500 million UK Export a strong mix, particularly in the Range Rover and Defender families. Finance guarantee in December 2021. After repaying £556 million of existing debt, we ended the year with total debt of £7.6 billion and a Our loss before tax and exceptional items in FY2021/22 was £412 net debt1 position of £3.2 billion. million. Adjusted EBITDA margin1 was 10.3 per cent (2.5 percentage points lower year-on-year) and adjusted EBIT margin1 was (0.4) per Looking ahead, we expect the ongoing challenges facing the cent (down 3 per cent year-on-year), driven by lower wholesales, automotive industry to continue. However, with the order book at offset by increased pricing opportunities, lower incentive spending record levels and new products to come, expected continuing gradual and a favourable mix. improvement in semiconductor supply and the ongoing execution of the Reimagine strategy and Refocus programme, we expect to build Refocus delivered £1.5 billion of value, of which over £300 million on the improvements in business performance we have seen in the has been supported by our InDigital team, demonstrating our mission second half of this year. to develop our digital capability, to drive efficiency and ultimately underpin the value creation of Refocus. We continued to invest in future products with a total of £2 billion spent over the past year, reinforcing our commitment to electrification as part of our Reimagine strategy. Free cash flow1 after investment spending was £(1.2) billion for the year as a whole of which £(1.3) ADRIAN MARDELL billion was the result of working capital changes largely driven by CHIEF FINANCIAL OFFICER lower production volumes year-over-year. Jaguar Land Rover Automotive plc 13 June 2022 We continue to maintain strong liquidity with total liquidity of £6.4 billion at the end of the fiscal year comprising total cash and cash equivalents, deposits and investments of £4.4 billion1 and £2.0 billion undrawn revolving credit facility (£1.5 billion after July 2022). We 1Please see note 3 of the financial statements on page 76 for alternative issued around £1.4 billion of new debt in FY2021/22 including £800 performance measures. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 31


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OUR FINANCIAL PERFORMANCE CONSOLIDATED INCOME STATEMENT    Our revenue and profitability were lower in FY2021/22 compared to the prior year largely due to the limitations on production volumes caused by the global supply chain semiconductor shortages. Since the low point during Q2, quarterly improvements could be seen in free cash flow1, revenue and profitability, primarily as a result of a favourable mix and further cost efficiencies delivered by the Refocus programme. REVENUE FY 2021/22 / Ł18.3bn Ł18.3bn Revenue was Ł18.3 billion in FY2021/22, down 7.2 per cent from FY 2020/21 / Ł19.7bn Ł19.7 billion in the prior year. Wholesales3, excluding the China joint venture, declined across all key regions, down 15.4 per cent FY 2019/20 / Ł23.0bn year-on-year to 294,182 units, except in the overseas region where wholesales grew 5 per cent year-on-year. The reduction in revenue was much lower than the decline in wholesales, reflecting the strong favourable sales mix and higher average revenue per vehicle during the year. ADJUSTED EBITDA1 Ł1.9bn FY 2021/22 / Ł1.9bn / (10.3% margin) (10.3% margin) FY 2020/21 / Ł2.5bn / (12.8% margin) Adjusted EBITDA was Ł1.9 billion1 (10.3 per cent margin) in FY2021/22, Ł635 million lower than the Adjusted EBITDA of Ł2.5 FY 2019/20 / Ł2.1bn / (8.9% margin) billion (12.8 per cent margin) in the previous fiscal year. Lower wholesales, material cost pressures due to price inflation and continued reduction in capitalisation rate (reflecting the maturity of engineering) were offset by a more favourable sales mix and lower incentive spending (driven by lower inventory levels and optimisation activity). ADJUSTED EBIT1 FY 2021/22 / Ł(66)m / (0.4% margin) Ł(66)m (0.4% margin) Adjusted EBIT was Ł(66) million1 with a margin of (0.4) per cent FY 2020/21 / Ł514m / (2.6% margin) in FY2021/22, Ł580 million lower compared to the Adjusted EBIT of Ł514 million1 (2.6 per cent margin) in the prior year. This FY 2019/20 / Ł26m / (0.1% margin) reflects the lower Adjusted EBITDA impacted by volumes, price inflation and capitalisation rate offset by favourable mix and lower incentive spending. LOSS BEFORE TAX AND EXCEPTIONAL ITEMS (PBT) FY 2021/22 / Ł(0.4)bn Ł(0.4)bn PBT excluding exceptional items was Ł(412) million1 in FY 2020/21 / Ł0.6bn FY2021/22, Ł1,074 million than the prior year (profit before tax and exceptional items of Ł662 million1). This reflects the lower FY 2019/20 / Ł(0.4)bn EBIT, adverse exchange and commodities valuations and higher net finance expense as a result of the increase in indebtedness. LOSS AFTER TAX (PAT) FY 2021/22 / Ł(0.8)bn Ł(0.8)bn FY 2020/21 / Ł(1.1)bn The loss after tax was Ł822 million in FY2021/22, compared to the loss of Ł1.1 billion in the prior year. A tax charge of Ł367 FY 2019/20 / Ł(0.5)bn million was recorded in FY2021/22, compared to a Ł239 million tax charge in FY2020/21. The prior year profit before tax includes non-recurring exceptional items of Ł(1.5) billion compared to an exceptional item relating to our business in Russia of Ł(43) million in FY2021/22. 1Please see note 3 of the financial statements on page 76 for alternative performance measures.    


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Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 33    


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OUR FINANCIAL PERFORMANCE (CONTINUED) CAPITAL STRUCTURE At 31 March 2022, we had Ł6.4 billion1 of total liquidity, including cash and cash equivalents, financial deposits of Ł4.4 billion1 and an undrawn committed revolving credit facility (RCF) of Ł2.0 billion, which will reduce to Ł1.5 billion in July 2022. Our total debt outstanding at 31 March 2022 was Ł(7.6) billion2, giving a net debt1 position of Ł3.2 billion. (Ł million) Debt maturity profile Gross Debt Ł7,597 Total liquidity Ł6,413 502 2,015 undrawn committed credit 2,275 1,500 4,398 515 undrawn RCF Total cash undrawn RCF 849 229 125 4,820 732 781 977 849 919 339 533 381 381 Total CY22 CY23 CY24 CY25 CY26 CY27 CY28 CY29 Total Liquidity Debt Cash and financial deposits Bonds Banks loans Leases (IFRS16) and other Note: CY refers to calendar year in the debt maturity profile above.                LIQUIDITY AND NET DEBT BORROWINGS AND INDEBTEDNESS Our total cash and cash equivalents, deposits and At 31 March 2022, we had Ł7.6 billion of debt outstanding, investments at 31 March 2022 were Ł4.4 billion1 (24.0 per comprising: cent of revenue), compared to Ł4.8 billion1 at 31 March 2021 (24.2 per cent of revenue). The balance at 31 March • Ł4.7 billion of unsecured bonds (including Ł(66.6) 2022 comprised cash and cash equivalents of Ł4.2 billion, million fair value adjustments and Ł(21.3) million of net of which Ł445 million was held in overseas subsidiaries, and capitalised fees) deposits and other investments of Ł0.2 billion. Including the • Ł2.3 billion of unsecured loans (including Ł(14.7) million undrawn revolving credit facility of Ł2 billion through July of capitalised fees) 2022 (Ł1.5 billion through March 2024), total liquidity was • Ł570 million of leases accounted as debt Ł6.4 billion1 at 31 March 2022 versus Ł6.7 billion1 at the • under IFRS 16 end of the prior year. As a result of total indebtedness of • Ł35 million of other debt. Ł6.4 billion and total cash and cash equivalents, deposits and investments of Ł4.4 billion1, net debt was Ł3.2 billion at Of the Ł7.6 billion of debt, Ł1.6 billion is denominated 31 March 2022, Ł1 billion greater than the net debt position in Pounds Sterling, Ł2.3 billion in Euros, Ł2.9 billion in US of Ł1.9 billion at the end of the prior year. Dollars and Ł0.7 billion in Chinese Renminbi. The remaining Ł0.1 billion of debt in other currencies relates to leases. Net cash/(debt) at 31 March 2022 We have a well-balanced profile of maturing debt, with 35 per cent maturing after five years, 59 per cent in one to five years and the remaining 16 per cent maturing within 4,782 one year. We issued Ł1.4 billion of new debt in FY2021/22, 4,398 including $0.5 billion of new eight-year bond, €0.5 billion of new seven-year bond, in July 2021 and a new Ł625 million five-year amortising loan (backed by a UKEF guarantee) in December 2021. During FY2021/22, we repaid a Ł400 FY21 FY22 million bond in February 2022 and Ł156 million of the loans guaranteed by UKEF which amortise throughout the year. (1,915) (3,199) (6,697) 1Please see note 3 of the financial statements on page 76 for (7,597) alternative performance measures. 2 Please see note 25 on page 104 for further disclosure on our Total cash Total debt Net cash/(debt) loans and borrowings.    


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CONSOLIDATED CASH FLOW Free cash flow1 was negative Ł1.2 billion in FY2021/22, after total investment spending of Ł2.0 billion1 (compared to total investment spending of Ł2.3 billion in the prior year). This is lower than the Ł185 million positive free cash flow1 in the prior year. (Ł million) 2,766 (1,336) (138) (2,036) (412) (1,156) (384) 772 PBT EXCL. DEPRECIATION, WORKING TAX TOTAL FREE CHANGES CHANGE IN EXCEPTIONAL AMORTISATION AND CAPITAL AND PAID INVESTMENT1 CASH FLOW1 IN DEBT AND CASH AND ITEMS FY221 OTHER ACCRUALS OTHER FINANCIAL DEPOSITS FREE CASH FLOW1 FY 2021/22 / Ł(1.2)bn Ł(1.2)bn Free cash flow1 was negative Ł1.2 billion in FY2021/22 after the Ł2.0 billion FY 2020/21 / Ł185m of total investment spending, Ł1.3 billion of working capital outflows, Ł138 FY 2019/20 / Ł(759)m million paid in taxes and Ł402 million of finance expenses and fees net of finance income. TOTAL PRODUCT AND OTHER INVESTMENT1 Ł2.0bn FY 2021/22 / Ł2.0bn Investment spending in FY2021/22 was Ł2.0 billion (11.1 per cent of FY 2020/21 / Ł2.3bn revenue), compared with the Ł2.3 billion (11.9 per cent of revenue) in the prior FY 2019/20 / Ł3.3bn fiscal year, supported by our Refocus activity. Of the Ł2.0 billion investment spending, Ł839 million was expensed through the income statement and the remaining Ł1,197 million was capitalised. Total engineering and product spending accounted for Ł1.3 billion (63.6 per cent) of investment spending, while tangible and other intangible assets accounted for the remaining Ł0.7 billion (36.4 per cent). WORKING CAPITAL FY 2021/22 / Ł1.3bn Ł1.3bn Working capital outflows (including non-cash accruals) were Ł1.3 billion FY 2020/21 / Ł(24)m during the year, primarily reflecting a Ł1.2 billion reduction in accounts FY 2019/20 / Ł244m payable liabilities driven by lower volumes. CHANGE IN TOTAL CASH AND CASH EQUIVALENTS, DEPOSITS FY 2021/22 / Ł4.4bn Ł4.4bn AND INVESTMENTS    FY 2020/21 / Ł4.8bn Cash and cash equivalents, deposits and investments totalled Ł4.4 billion1 FY 2019/20 / Ł3.7bn at 31 March 2022, Ł384 million lower than the Ł4.8 billion1 at the end of the previous year. The decrease is explained by the Ł1.2 billion negative free cash flow1 offset by Ł772 million primarily for net increase in debt and other adjustments. Jaguar Land Rover issued around Ł1.4 billion of new debt during the year including a $500 million eight-year bond with a 5.50 per cent coupon and €500 million seven-year bond with a 4.50 per cent coupon in July 2021 followed by a new Ł625 million five-year amortising loan (backed by a UKEF guarantee) in December 2021. In addition, a Ł400 million bond was repaid in February 2022 and Ł156 million of the UKEF backed loans amortised during the year. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 35


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OUR APPROACH TO RISK OUR APPROACH TO RISK RESPONSIBILITY FOR RISK We endeavour to manage and monitor risk factors that could The Jaguar Land Rover Automotive plc Board is ultimately impact our plan for long-term sustainable growth. responsible for the management of risks facing our organisation. However, the wider organisation is responsible for the proactive DEFINING RISK day-to-day management and control of those risks. The Jaguar Land Rover Limited Board of Directors review key risks to monitor Risks are uncertain events that could materially impact the progress of remediation actions, whilst the Risk Management organisational objectives – both adversely and favourably. We Committee provides oversight of current and emerging risks at recognise that risk is inherent in all business activities and must a detailed level that are reviewed against acceptable levels of be balanced when assessing returns. Successful management exposure. Principal risks and exceptions are reported to the Audit of risk is therefore key to accomplishing our strategic objectives. Committee regularly to assist in the decision making process We utilise an Enterprise Risk Management (ERM) framework to and ensure adequate controls are in place to provide sufficient identify, assess, manage and continually monitor and report on protection to the organisation. key risks that could affect our business. OUR ENTERPRISE RISK MANAGEMENT RESPONSIBILITY FRAMEWORK Jaguar Land Rover Automotive plc Board Audit Committee Jaguar Land Rover Limited Board of Directors Risk Management Committee FIRST LINE OF RISK DEFENCE SECOND LINE OF RISK DEFENCE THIRD LINE OF RISK DEFENCE Business operations Control of risk risks management Oversight ERM and and oversight confirmation functions of controls Independent internal controls audit assurance CHANGES TO OUR PRINCIPAL RISKS DURING FY2021/22 One risk has been introduced into our principal risks: One risk has been removed from our principal risks: • Electrification transformation • Rapid technology change Mitigating actions are in place (as detailed on pages 38 to 39) Plans and mitigating actions put in place have proved effective in to address the formation, delivery and cohesion of our product, reducing our overall exposure in these areas to within acceptable business and service-related projects. levels.


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PRINCIPAL RISKS We identify, assess and rate risks against a defined set of criteria, considering probability and potential impact to the business. Our ten principal risks are plotted and ranked in the heat map below: RANK Principal risk Category 1 High 2 3 1 Supply chain disruptions Operational 4 Global economic and geopolitical 5 2 Strategic environment 7 6 8 3 IT systems and security Operational 9 10 PROBABILITY 4 Competitive business efficiency Financial 5 Customer experience delivery Operational 6 Manufacturing operations Operational Low IMPACT High 7 Brand positioning Strategic High exposure risks that are more likely to materially impact our ability to achieve business objectives 8 Electrification transformation Strategic Medium exposure risks that could impact business objectives Environmental regulations and unless monitored and managed 9 Legal and compliance compliance Low exposure risks that are more unlikely to materialise and impact our business objectives 10 Human capital Operational MAJOR DEVELOPMENTS IMPACTING UPON OUR PRINCIPAL RISKS IN FY2021/22 Semiconductor shortage Economic and geopolitical factors Throughout FY2021/22 the automotive industry has been Inflationary pressures have been increasing with aluminium responding to the challenges of the global shortage of prices rising 61 per cent during the fiscal year, while we also saw semiconductors. This has been driven by a combination of factors high volatility in gas prices across Europe in the fourth quarter including supplier production disruption, increased demand from linked to the conflict in Ukraine. This will impact on our business, non-automotive sectors and the long lead times required for as some prices we pay our suppliers are directly indexed to suppliers to install additional production capacity in response to market rates leading to increased material costs which could demand. The impact of the shortages in the past year has had reduce our profit margins. This increasing inflationary pressure a significant impact our supply chain and our ability to satisfy could also flow through to consumer inflation expectations and customer demand leading to a reduction in our retail volumes drive a response from central banks in the coming year, which compared to FY2020/21. could impact upon the pace of future economic growth.    Looking ahead, we expect gradual improvements in the In the near term, we have has a level of protection from availability of semiconductors, driven by increases in installed immediate commodity price increase through our commodity production capacity at suppliers. Demand is expected to remain hedging programme. We also monitor the impact of changes in above supply for some time within automotive and other sectors, material costs on our margins and may look to adjust sales prices so the risk of supply chain disruption is expected to remain high. if we cannot avoid passing cost increases to our consumers. Covid-19 Reimagine The impact of the Covid-19 pandemic on our business reduced Our new Reimagine strategy will redefine our business and our in the past year as vaccines were rolled out in many countries, vehicle portfolio, with a value-led approach delivering quality and while many businesses found ways to adapt to the new ways of profit-over-volume. Whilst we are confident that Reimagine will working that had been imposed upon them.    deliver a more profitable and sustainable business, we remain aware of execution risks that such a significant transformation The risk that we will see some level of disruption on our business poses to our business. from Covid-19 remains high as we may continue to see localised lockdown actions imposed by governments around the world, which could disrupt our global supply chain or production facilities. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 37


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PRINCIPAL RISKS FINANCIAL CONSEQUENCES MITIGATIONS/OPPORTUNITIES 4. Competitive business efficiency If our business is unable to compete We have launched the Refocus programme to Delivering on our business and strategic effectively on cost we may experience support the delivery of our Reimagine vision. This objectives is key to realising our planned lower than expected returns on our operational transformation programme includes a future profitability and cash generation future investments, which may make focus on ensuring timely new product delivery to through return on our investments. There us unable to deliver on our financial market and management of the cost base of the are risks inherent in the delivery of our objectives in the future. This may also business, while also ensuring that we maximise planned Reimagine strategy as we make limit our ability to reduce net debt as profitability on our sales. We maintain strong liquidity the investments to transition our product planned, reducing our ability to raise in the business to ensure that we can navigate any portfolio and increase the proportion of new debt and invest further in new funding challenges that may arise in the future. electric vehicles in the future. This includes products. our assumptions around the level of customer demand for our products and delivery of our products at a competitive cost.    STRATEGIC CONSEQUENCES MITIGATIONS/OPPORTUNITIES 2. Global economic and geopolitical Our international presence and global We continue to closely monitor and risk assess environment sales profile means that our business global developments, implementing mitigation plans We are exposed to changes in the global could be significantly impacted by as necessary and we continue to maintain a economic and geopolitical environment, as the external environment, globally balanced sales profile across our key sales regions. well as other external factors including but or locally. Our global supply chain Our diverse global customer base gives us the not limited to trade tensions, protectionism, could also be negatively affected by flexibility to react to regional changes in demand by wars, terrorism, natural disasters, humani- disruption caused by external factors adjusting our sales mix into other markets, while we tarian challenges and pandemics that may in the future. As a result, our business may adjust product features or content should we adversely impact our business. could be adversely affected through face supply challenges in the future. lower sales in each region. 7. Brand positioning Our potential inability to successfully Under the Reimagine strategy, both of our brands The automotive sector remains competitive position, maintain and articulate the continue our modern luxury vision to support with new entrants joining the market, strength of our brands as well as our brand position in the market, with Jaguar particularly the electric vehicle segment. failing to develop new products and relaunching as an all-electric brand from 2025 Under the Reimagine strategy, the business technologies that meet customer targeting a more premium segment of the market. will target growth in our most profitable preferences, or not being able to As part of the Reimagine strategy we are increasing segments and continue to drive our modern sufficiently invest in brand building, our collaboration and partnerships both within luxury vision for both the Jaguar and Land could impact demand for our products. the Tata Group and with external organisations Rover brands. in a number of areas to ensure we can meet our customer expectations. 8. Electrification transformation Our potential inability to ensure Our Reimagine strategy will deliver three platforms, Our electrification transformation is a robust and effective transition including a pure BEV for the Jaguar brand, a native fundamental to our Reimagine strategy and towards electrification, could result in BEV for EMA and a flex platform for MLA, enabling sustainable future. It is vitally important non-compliance with environmental an acceleration of our electrification transformation to ensure that the product, business and regulations, an uncompetitive product and our journey towards net zero carbon emissions service related aspects of our business are portfolio and a deterioration in target in 2039. Strategic options for our battery cohesive, timely and relevant in the dynamic financial performance. requirements, services and software have been external environment. evaluated and are in the process of being integrated into delivery plans. We will work with governments, service providers and infrastructure operators to ensure our customers have seamless access to world-class charging solutions. LEGAL & COMPLIANCE CONSEQUENCES MITIGATIONS 9. Environmental regulations and compliance We incur additional compliance We have committed to approved science-based We are subject to a rapidly evolving costs to avoid facing significant civil targets as part of our carbon reduction strategy. This regulatory landscape with associated laws, and regulatory penalties, and our will see us reduce absolute Scope 1 & 2 greenhouse regulations and policies that all impact our competitors may gain an advantage gas (GHG) emissions by 46 per cent by FY30 from a facilities and vehicles. The transition away by adopting new emissions-reducing FY20 base year. We also commit to reduce Scope 3 from traditional fossil fuels to renewable and fuel-efficient technologies before GHG emissions from purchased goods and services energy sources—and the increasing pace we do. Furthermore, we may incur and use of sold products by 54 per cent per car of that transition—creates particular significant reputational damage, by FY30 from a FY20 base year. These targets are compliance challenges, in particular tailpipe which could materially impact our consistent with reductions required to keep warming emissions for automotive companies and brands and sales, if we fail to maintain to 1.5°C above preindustrial levels. wider compliance requirements for carbon environmental compliance. emissions produced during manufacturing and other operations.


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OPERATIONAL CONSEQUENCES MITIGATIONS/OPPORTUNITIES 1. Supply chain disruptions Supply chain disruptions, if not managed, An effective supply chain risk management Our ability to supply components could have an adverse effect on our pro- framework enables early, proactive, engagement to our manufacturing operations at duction volume, revenue and profitability, with our suppliers to identify and mitigate potential the required time is of paramount customer satisfaction and reputation. In disruptions. A key component of our Refocus importance in achieving production addition to the disruption caused by the transformation programme focuses specifically on schedules and meeting consumer pandemic, the associated supply con- the resilience of our supply chain and the efficiency demand. The Covid-19 pandemic straints of semiconductors has impacted of launching our models to market. We continue to continues to have an impact on our many industries including automotive. maintain and develop strong partnerships with key global supply base and our supply chain As the transition to electrified vehicles strategic suppliers, including for electrification to could be severely disrupted as a result continues, the skills, processes and tech- ensure a stable future supply of components. of any subsequent external shocks, nologies required to ensure continuity industry specific and company factors in of supply will change, so securing these the future. supply chains is business critical. 3. IT system and security Successful cyber-attacks could cause sig- Information risk and cyber security are managed As technology is increasingly central nificant business disruption, affecting our strategically, through a cohesive programme of to our business, safeguarding our ability to deliver products and services initiatives, to improve risk and maturity of cyber information assets, ensuring privacy and for our customers. In extreme situations capabilities. Significant investment is driving reducing human risk are paramount. Like this could affect the personal safety of measurable improvements in cyber defence and other organisations, we are operating our customers and colleagues. Regulatory other core security capabilities, such as security in a perilous cyber climate, making it and statutory requirements are increas- ecosystem, supply chain security, risk governance a constant target for cyber crime. We ing, and failure to meet these obligations, and cultural change. strive to reduce cyber security risks and such as privacy and data protection law, continue to deliver great experiences could result in enforcement action, fines, for our customers and value for our reputational and financial damage. shareholders. 5. Customer Service delivery Inconsistent customer experience Market demand is monitored daily to optimise To deliver a modern luxury customer impacts the satisfaction and retention vehicle and parts deliveries for our retailers and experience and optimise our sales and of existing customers, and the attraction customers. Online channels have been simplified to service channels, every customer must of new customers. Failure to deliver an enhance the customer experience. Retailer systems receive a seamless and consistent exceptional sales and service experience and tools have been enhanced, supporting Retailer hassle-free experience provided on through online and physical retailer Sales, Service and Technician representatives to their terms. We must know who our channels will lead to a weakening in deliver a seamless and consistent hassle-free customers are, anticipate their needs our competitive positioning, potentially customer experience, increasing our sales and and respect their privacy on their terms. impacting our business and financial service customer satisfaction. Furthermore, other Customers must be delighted at every performance as a result. digital solutions have continued to evolve, such as step. Our retailer partners reflect our our Software Over the Air (SOTA) and Features Over brand strategy and vision, and must ef- The Air (FOTA) services now in development, to help fectively communicate our values, with strengthen the relationship with our retailers and trained and capable representatives, to customers. continue to successfully appeal to new and existing customers and drive high customer satisfaction and retention.    6. Manufacturing operations Any disruptions to our manufacturing Manufacturing works closely with the Purchasing Manufacturing operations are at the operations and losses in vehicle and Supply Chain functions to monitor and manage heart of our value chain, and any losses production could results in delays to suppliers that pose part supply risks to production. to scheduled production will have a both retailer and customer deliver, and We have embedded new data analytics tools and detrimental effect on both financial potential delays or loss of revenue in key processes to identify and manage suppliers in high performance and customer satisfaction. regions, including China, through loss of risk regions and apply safety stock where feasible. The Covid-19 pandemic and Brexit have sales. Having implemented multiple response measures to increased our production continuity risk ensure our sites are Covid-19 safe working environ-exposure and we continue to closely ments – a phased de-escalation approach is now monitor the supply base and supply being adopted across our sites. A joint approach with chain efficacy and ensure the health and Manufacturing Operations, Employee Relations and safety and wellbeing of our people and Human Resources with our LLP provider seeks to there are ongoing threats to our cyber improve our supplier and Trade Union relationships to security. minimise risk of industrial action. There is an ongoing programme of Server Estates protection and proposals for the replacement of Legacy IT Systems and Equipment to reduce threats to our Cyber Security. 10. Human capital If we fail to attract, retain, engage and A key aspect of the Refocus transformation pro-To be successful, our business requires develop a diverse workforce with critical gramme is to develop an agile, capable organisation an engaged workforce, with core skills and capabilities, our ability to deliver and culture through changes to ways of working capabilities in new and emerging innovative products and services will be and the introduction of a new business purpose skill areas. The safety, wellbeing and constrained and we will be prevented and supporting behaviours. Leveraging our digital engagement of our employees is from deploying the agility and speed capability and solutions through InDigital enables a paramount and needs to be maintained of delivery that is essential within the more efficient, focused and productive workforce. in the face of a challenging external dynamic automotive industry. Our Diversity and Inclusion strategy will make the environment and through the most of the uniting power of our differences and the transformation of our organisation. unique qualities that each of our workforce brings. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 39


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INTRODUCTION TO The Group remains committed to ensuring effective governance is in place to deliver its core values, as this is the foundation on GOVERNANCE which it manages and controls its business and provides the platform for sustainable profitability. STATEMENT OF CORPORATE GOVERNANCE SECTION 172 COMPANIES ACT 2006 ARRANGEMENT Wates Principles provides a framework for the Group to not only For the year ended 31 March 2022, under the Companies demonstrate how the board of Directors of Jaguar Land Rover (Miscellaneous Reporting) Regulations 2018, Jaguar Land Rover Automotive plc (the ‘Board’ / ‘JLR plc Board’) makes decisions Automotive plc (the “Company”) and its subsidiaries (collectively for the long term success of the company and its stakeholders referred to as the “Group”) has continued to apply the Wates (see Principle 6—Stakeholders, on page 51), but also having Corporate Governance Principles for Large Private Companies regard to how the Board ensures the Group complies with the (‘Wates Principles’) (published by the Financial Reporting Council requirements of Section 172 (1)(a) to (f) of the Companies Act (‘FRC’) in December 2019 and are available on the FRC website). 2006. Our reporting against the Wates Principles has been The following section summarises how the Group has applied included below. the principles over the past year. During 2022, the Board Members have welcomed new Directors The Group’s website contains further supporting information on who collectively are continuing to review, challenge and strive the Wates Principles. towards changes to implement and demonstrate the Group’s improving engagement with its employees and stakeholders. SECTION 172 DECISIONS a) the likely consequences of The Board annually approves the five-year plan and monitors its implementation throughout the any decision in the long term 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 Group. To further enhance and support the long term strategy, the Group entered into a number of debt funding arrangements during the financial year. See page 35 b) the interests of the At Jaguar Land Rover, we are passionate about our people. They are at the heart of our business. company’s employees We are committed to fostering a diverse, inclusive culture that is representative of the society in which we live; a culture in which every one of our employees can bring their authentic self to work and reach their full potential. We aim to as part of a five-year plan: •shape a culture of unity, belonging, inclusion and respect; •implement progressive policies, benefits and support; and •engage our employees to accelerate our progress. The Directors understand the importance of the Group’s employees to the long-term success of the business. The Group 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 Group in addition to informal feedback sessions held during the year with various Executive Directors. Learning and development continues to be an important area of support to employees through both training days and e-learning modules. Internal networks to support wellbeing have been created to provide and create communities to discuss and share support on mental health, general wellbeing and advice on the coronavirus outbreak. We proudly support 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. See page 25


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SECTION 172 DECISIONS c) the need to foster the The Directors understand the importance of the Group’s supply chain in delivering the long-term company’s business plans of the Group. The Group’s principal risks and uncertainties set out risks that can impact the relationships with suppliers, long-term success of the Group and how these risks interact with our stakeholders. Our suppliers customers and others of production and non-production goods and services play an integral role in our business and help us to operate globally. For example, we have engaged in strategic discussions with key component suppliers and chip producers to secure long-term supply agreements for future product programmes, to increase our resilience. The Group 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 our relationships with our suppliers, in addition to ensuring ethical behaviour, sustainability and health and safety is considered critical to the success of our business relationships. The Directors monitor the Group’s engagement with their 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 Group and Retailers globally to help improve customer engagement. Other regular customer feedback mechanisms exists through a variety of syndicated surveys to provide and offer external and independent feedback. The Directors 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 Group. d) the impact of the Further information on the Group’s initiatives and commitment to the environment and society can company’s operations on the be found from page 20. community and environment See page 20 e) The desirability of the At Jaguar Land Rover we are passionate about our people. We are committed to fostering a more company maintaining a diverse, inclusive and unified culture that is representative of our customers and the society in reputation for high standards which we live; a culture where every one of our employees can bring their authentic self to work of business conduct and feel empowered to reach their full potential. We have identified three strategic pillars to achieve our goal, which will shape our global D+I activity over the next five years:—Shape a culture of unity, belonging, inclusion and respect—Implement progressive policies, practices, benefits and support—Engage our employees and experts to accelerate progress Collaborate with our networks, The Board has also approved the Group’s policies on anti-slavery and human trafficking and anti-bribery and corruption in addition to the gender pay gap report which is issued annually. All can be found on the Group’s website. f) The need to act fairly as The Group is owned by Tata Motors Limited (“TML”) and collectively are committed to continuing to between members of build future growth through new models through a roadmap that provides a clear direction for the the company business and our two brands. There is close collaboration and knowledge-sharing with Tata Group companies to enhance sustainability and reduce emissions as well as sharing best practice in next-generation technology, data and software development leadership. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 41


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WATES PRINCIPLE 1 – PURPOSE AND LEADERSHIP The Board continues to proactively consider the impact to the Business as a response to a variety of factors such as the Covid The board of Directors of Jaguar Land Rover Automotive pandemic, and global shortage of semiconductor computer plc the ‘Board’ rigorously challenges strategy, performance, chips. All factors are considered and discussed carefully whilst responsibility and accountability so that every decision made is considering demand and impact on business plan. of the highest quality. This Corporate Governance Report includes further information The Board actively ensures through committee meetings about the Board, areas of focus for the Board, and the structure and careful consideration of all economic, geopolitical and and role of its committees. environmental factors that the appropriate strategy and decisions are made. Details of individual directors’ attendance of Board meetings in 2022 are shown in the following table: The Board has built and strengthened the Group’s strategic vision through the Reimagine strategy and Refocus programme discussed from page 10. Maximum no. of Principal Board No. of Principal Board Percentage of Principal Board NAME OF DIRECTOR Meetings director could attend Meetings director attended Meetings attended Chief Executive Officer and Executive Director Thierry Bolloré 7 7 100% Non-Executive Director Natarajan Chandrasekaran 7 7 100% (Chairman) Pathamadai Balaji 7 7 100% Nasser Mukhtar Munjee 7 7 100% Charles Nichols* 1 1 100% Al-Noor Ramji* 1 1 100% Andrew Robb 7 7 100% Hanne Sorensen 7 7 100% Prof. Sir Ralf Speth 7 7 100% (Vice Chairman) * Appointed 24 January 2022 WATES PRINCIPLE 2—BOARD COMPOSITION The Board continues to work on creating a more diverse board of directors and recognises this as a challenge in the automotive We continuously evaluate the balance of skills, experience, sector. There are strategies in place which encourage diversity knowledge and independence of the Group’s directors. The Board throughout the workplace with opportunities for employees comprises a separate Chairman and Chief Executive Officer to to progress to senior levels. Further there have been two new ensure that the balance of responsibilities, accountabilities and additions to the board during FY22. decision making across the Group are effectively maintained. The size and composition of the Board is considered to be appropriate with all members contributing to a wide variety of experience.


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Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 43    


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LEADERSHIP JAGUAR LAND ROVER AUTOMOTIVE PLC BOARD NATARA J AN THIERRY PAT H A M A D A I CHANDRA SEKARAN B O L LO R É B A L AC H A N D R A N B A L A J I N O N—E X E C U T I V E D I R E C T O R C H I E F E X E C U T I V E N O N—E X E C U T I V E D I R E C T O R A N D C H A I R M A N O F F I C E R Appointed February 2017 Appointed September 2020 Appointed December 2017 C H A R L E S N I C H O L S A L- N O O R R A M J I N A S S E R M U K H TA R M U N J E E N O N—E X E C U T I V E N O N—E X E C U T I V E D I R E C T O R D I R E C T O R N O N—E X E C U T I V E I N D E P E N D E N T D I R E C T O R Appointed February 2012 Appointed January 2022 Appointed January 2022 A N D R E W M . R O B B H A N N E S O R E N S E N P R O F S I R R A L F D S P E T H N O N—E X E C U T I V E I N D E P E N D E N T N O N—E X E C U T I V E K B E F R E n g F R S D I R E C T O R D I R E C T O R N O N—E X E C U T I V E V I C E C H A I R M A N Appointed April 2009 Appointed August 2018 Appointed September 2020    


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JAGUAR LAND ROVER LIMITED BOARD OF DIRECTORS THIERRY B O L LO R É N I G E L B L E N K I N S O P N I C K C O L L I N S C H I E F E X E C U T I V E E X E C U T I V E D I R E C T O R , E X E C U T I V E D I R E C T O R , O F F I C E R C O M PA N Y Q U A L I T Y A N D V E H I C L E P R O G R A M M E S C U ST O M E R S AT I S FA C T I O N F R A N Ç O I S D O S S A L E N N A R D H O O R N I K H A N N O K I R N E R E X E C U T I V E D I R E C T O R , C H I E F C O M M E R C I A L E X E C U T I V E D I R E C T O R , ST R AT E GY O F F I C E R TATA G R O U P S Y N E R GY & S U STA I N A B I L I T Y P R O G R A M M E S A D R I A N M A R D E L L P R O F E S S O R T H O M A S M Ü L L E R C H I E F F I N A N C I A L G E R RY M c G OV E R N O B E E X E C U T I V E D I R E C T O R O F F I C E R C H I E F C R E AT I V E O F P R O D U C T O F F I C E R E N G I N E E R I N G 1 Q I N G PA N H A N N E S O R E N S E N D AV E W I L L I A M S P R E S I D E N T, N O N—E X E C U T I V E E X E C U T I V E D I R E C T O R , J A G U A R L A N D R O V E R D I R E C T O R H U M A N R E S O U R C E S C H I N A 1 Appointed April 2022 S t a r t i n g J u l y 2 0 2 2 A biography for each Executive Director can be found by clicking the E X E C U T I V E D I R E C T O R , pictures above, or by visiting our Group’s website. I N D U ST R I A L O P E R AT I O N S Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 45    


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WATES PRINCIPLE 3 – DIRECTOR RESPONSIBILITIES core areas of focus on a regular basis. See page 48 for further information. Effective risk management is central to achieving the Group’s strategic objectives and is a core responsibility of the JLR plc In this section, you will find information about the induction and Board and its committees. In this section, you will find information development of directors across the Group, as well as the key about the responsibilities and focus of the JLR plc Board and considerations when measuring the effectiveness of the JLR plc the Audit, Remuneration and Disclosure Committees. Good Board and its committees. governance is achieved through effective committees tackling AUDIT COMMITTEE JLR PLC BOARD NOMINATIONS & REMUNERATION COMMITTEE Reviews the integrity of the The JLR plc Board provides supervision and guidance to the financial statements, relationship Group’s management, particularly with respect to corporate Determines the overall with the external auditors and governance, business strategies and growth plans. It also remuneration policy and strategy effectiveness of internal considers the identification of risks and their mitigation to ensure transparency and financial controls. strategies, entry into new businesses, product launches, alignment with the Group’s short demand fulfilment and capital expenditure requirements, as and long-term strategic goals. For more information see page 48 well as the review of business plans and targets. For more information see page 50 For more information see page 48 JAGUAR LAND ROVER LIMITED BOARD OF DIRECTORS The work of the Board of Directors complements, enhances and supports the work of the JLR plc Board, with the Board of Directors 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 of Directors 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.    COMPLIANCE COMMITTEE DISCLOSURE COMMITTEE OTHER EXAMPLES OF MANAGEMENT COMMITTEES: Provides oversight of Jaguar Land Supports the Jaguar Land Rover plc Rover’s management to review and Board and Audit Committee in review- • Risk Management Committee assess its various compliance risks. ing and approving the final form of • Product Committee Oversees and assesses appropriate- quarterly and annual statements relat- • Health and Safety Committee ness of the adequacy, effectiveness ing to the performance of the Group. • Security Committee and maturity of the many compli- • Unusual Events Committee ance programmes. For more information • Financial Risk and Assurance Committee see page 49 • Financial Risk Committee THE KEY MATTERS CONSIDERED BY THE JLR PLC BOARD DURING FY2021/22 INCLUDED:    TOPIC / ACTIVITY ACTIONS PROGRESS STRATEGY Review of the business and Analysed the automotive industry trends There has been a focus by the Board to transition through Reimagine to focus on operating model and retail outlook and assessed the critical areas of the Group’s operational strategy and wider environmental impact. potential impact on the Group Decarbonising the supply chain function to ensure a new working approach has led Reviewed the Group’s performance to greater focus on digitisation as well as building resilience and sustainability within against its competitors the Group’s operations. This work has included our response to the semiconductor crisis. We continue to launch new and refreshed products, including the launch of the long wheel-base Range Rover Evoque and refreshed long-wheel base Jaguar XFL from the China joint venture, Chery Jaguar Land Rover. The company continues to increase the electrification of its models with 12 of 13 nameplates having an electrified option. Economic and geopolitical factors have been assessed in detail including the impact of the Ukraine conflict. Inflationary pressures have increased during the financial year through increasing prices of commodities and high volatility in gas prices. The Board recognises the complex inter-relationship of these factors and continues to review and assess them closely.


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TOPIC / ACTIVITY ACTIONS PROGRESS STRATEGY Monitoring opportunities for Supported continued investment to Reimagine strategy which was introduced during FY2021/22 to achieve net zero acquisitions and new revenue promote sustainable business growth over carbon emissions by 2039 through electrification of both the Land Rover and streams the long term Jaguar brands, continues to make progress and has strengthened its structure and capability with a number of new executive appointments on the Board as well as Used cash to implement ongoing new partnerships such as with NVIDIA to jointly develop and deliver next-generation programmes to support business growth automated driving systems. Reviewed and approved, where This has further been bolstered by Refocus which further drives quality, financial appropriate, the business cases for growth, sustainability and digitalisation. internally developed future business Discussion of the Group’s Considered and approved the Group’s debt The Refocus transformation programme aimed to achieve Ł1 billion of value in capital structure and financial funding arrangements FY2021/22. YTD the Group has achieved Ł1.5 billion. strategy Reviewed a number of opportunities in the Issuance of $500m Senior Notes due July 2029 at a coupon of 5.5 per cent per fiscal year annum Issuance of €500m Senior Notes due July 2028 at a coupon of 4.5 per cent per annum Addition of Ł80m to existing RCF facility increasing to Ł2.015bn Addition of Ł190m to RCF extension (now Ł1.5bn) Addition of new Ł625m amortising 5-year loan 80 per cent guaranteed by UK Export Finance and syndicated to 12 banks. RISK MANAGEMENT AND INTERNAL CONTROL Review the Group’s principal Clearly articulated the Group’s approach Agreed Group-level risks and a robust set of mitigating activities, which are regularly risks and the effectiveness of to risk monitored internal control systems and risk management Reviewed and updated approach to Further developed the Group’s approach to risk identify and manage principal risks Considered movements in key risks resulting from changes to likelihood or business Continuing assessment of significant impact and emerging risks, including geopolitical uncertainty and the impact of Brexit LEADERSHIP AND PEOPLE Review composition of Discussed the composition of the JLR The Board of Management and Senior Director’s Forum is in place and continually the JLR plc Board and its plc Board and its committees, including monitored committees succession planning Review the development Ongoing commitment to maintaining a Due to the strength of succession planning built into the business, recent changes of people and talent in the balance of appropriate skills and experi- surrounding Board positions has been appropriately addressed Group, including succession ence among the Board of Management planning for senior roles and associated committees Discuss the results of the Conducted a thorough review of Pulse Continued focus on engagement and development of employees through offering a employee engagement survey surveys to identify areas for improvement wide range of training courses and devise strategic actions arising from it Encouraged interaction between The Group has recently introduced gender targets to focus attention on increasing employees across the Group representation of females in the business. By 2026, the aim is globally to achieve at least 30 per cent of all senior leadership positions held by females. GOVERNANCE, STAKEHOLDERS AND SHAREHOLDERS Review the Group’s purpose, Considered sustainability, including the Reviewed developments in corporate governance and considered key legal and goal, vision and values Group’s impact on the community and the regulatory updates environment Monitored and addressed regular Health and Safety updates Encourage strong Actively supported engagement Ongoing discussions at all levels of the business with shareholders engagement with investors opportunities and stakeholders Engagement with other stakeholders based on feedback Regularly reviewed and acted upon feedback from key stakeholders FINANCIAL PERFORMANCE Assessment of the Group’s Evaluated the Group’s performance Reviewed and approved the latest five-year business plan for the Group financial performance against budget and forecast Approved the Annual Report Reviewed the quarterly and annual results and associated presentations to investors Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 47


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EFFECTIVENESS INDUCTION, DEVELOPMENT AND SUPPORT THE JAGUAR LAND ROVER AUTOMOTIVE PLC BOARD All new directors receive a full, formal and tailored induction upon joining the JLR plc Board. The JLR plc Board calendar is also planned to enable directors to visit the increasing number of The Jaguar Land Rover Automotive PLC Board will continue to Jaguar Land Rover geographic locations. Directors are briefed on consider the core areas described previously, but in particular a wide range of topics throughout the year. will focus on: These topics range from those with particular relevance to • Continued development of the Group’s product pipeline through the business of the Group, such as global automotive demand, Reimagine and Refocus to provide all nameplates in electric form to more general matters such as developments in corporate by end of the decade, thereby seeking to capitalise on segment governance. We recognise that our directors have a range of growth; experience, and so we encourage them to attend external seminars and briefings that will assist them individually. •Shortage of semiconductor chips which have during the year constrained sales though strong demand remains for vehicles; EVALUATION • Ongoing aim to achieve zero carbon emissions across supply The JLR plc Board continuously assesses its effectiveness in the chains, products and operations; following areas: —Closer collaboration with the Tata Group to share • The flow and quality of information to and from the JLR plc best practice in next-generation technology, data and Board to ensure effective communication; software development; and • Decision-making process and culture; and —To become a more agile business with a simplified manufacturing operation • The outcome and impact of decisions made by the JLR plc Board. • Consideration of the evolving economic, political and market conditions; The JLR plc Board and Audit Committee also provide direct feedback to management committees during the year. • Developing people and the workforce of tomorrow; and COMMITTEES SUPPORTING ACCOUNTABILITY • Ongoing review and monitoring of external risk factors, considering their impact on the future of the Group in light AUDIT COMMITTEE of upcoming changes in both the political and economic Composition of the Audit Committee environment. HOW WE DIVIDE UP OUR RESPONSBIILITIES Andrew Robb, Chairman Nasser Munjee P. B. Balaji Chairman of the JLR plc Board Hanne Sorensen Charles Nichols (from 18 March 2022) Responsible for leading the JLR plc Board, its effectiveness and governance. Also sets the agenda to take full account of Role of the Audit Committee the issues and concerns of the directors and ensures effective links between external stakeholders, the JLR plc Board and • Monitors the integrity of the financial statements, including the management. review of significant financial reporting issues and judgements alongside the findings of the external auditor. Non-executive directors • Oversees the relationship with the external auditor, external Constructively challenge the Chief Executive Officer and monitor audit process, nature and scope of the external audit and the the delivery of the Group’s strategy within the risk and controls appointment, effectiveness, independence and fees of the environment set by the JLR plc Board. external auditor. Chief Executive Officer • Monitors and reviews the effectiveness of Corporate Audit, ensuring coordination with the activities of the external auditor. Responsible for the day-to-day leadership, management and control of the Group, recommending the Group strategy to • Reviews the effectiveness of the Group’s systems for internal the JLR plc Board, and implementing the Group’s strategy and financial control, financial reporting and risk management. decisions of the JLR plc Board.


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MAIN ACTIVITIES OF THE AUDIT COMMITTEE DURING THE and act in accordance with any changes in regulations and best YEAR practice relating to the tenure of the external auditor. Financial reporting To help safeguard KPMG’s objectivity, independence and effectiveness, the Group has a non-audit services policy which During the year, the Audit Committee met with the external sets out the circumstances and financial limits within which the auditor and management as part of the FY2021/22 annual external auditor may be permitted to provide certain non-audit and quarterly reporting approval process a total of five times. services. This policy sets a presumption that KPMG should only The Audit Committee reviewed the draft financial statements be engaged for non-audit services where there is an obvious and considered a number of supporting papers. This included and compelling reason to do so (for example, their skills and reviewing information presented by management on significant experience or ability to provide the services) and provided such accounting judgements to ensure all issues raised were properly work does not impair their independence or objectivity and dealt with; reviewing presentation and disclosure of material has no impact on the audited financial statements. It prohibits to ensure adequacy, clarity and completeness; reviewing the KPMG from providing certain services, including legal, valuation, documentation prepared to support the going concern statement actuarial and internal audit. The Audit Committee approves all given on page 54; and reviewing external audit reports. The key non-audit services before they are performed. matters considered in the year were: going concern, impairment of long life assets, capitalisation of product development assets, Non-audit fees paid to KPMG in the year totalled Ł1.1 million valuation of defined benefit plan obligations, cut off of new (2021: Ł1.2 million), representing 20 per cent of the fees paid for vehicle revenue recognition for UK and US components and audit and audit-related assurance services. management override of controls. Corporate Audit Internal controls During the year, the Audit Committee reviewed the adequacy The Audit Committee reviewed the effectiveness of financial of the Corporate Audit function, the Corporate Audit charter, reporting, internal control over financial reporting and risk staffing and seniority of the official heading the function, management procedures within the Group, with particular reporting structure, budget, coverage and the frequency of regard given to compliance with the provisions of section 404 corporate audits, the structure of Corporate Audit and approval of the Sarbanes-Oxley Act and other relevant regulations. The of the audit plan. reviews also considered any potential material weaknesses or significant deficiencies in the design or operation of the Group’s DISCLOSURE COMMITTEE internal control over financial reporting, which are reasonably Composition of the Disclosure Committee: likely to adversely affect the Group’s ability to record, process and report financial data, including that of systems controls. The Chief Financial Officer and his direct reports Audit Committee received reports from the external auditor, Business Assurance and Corporate Audit with respect to these Matters considered during the year matters. • Reviewed and updated the terms of reference of the Disclosure External Audit Committee The Audit Committee reviewed the significant audit issues • Reviewed the audit and control findings from the external affecting the Group with the external auditor and how they have auditor been addressed in the financial statements. The Audit Committee also evaluated the external auditor by reviewing the firm’s • Reviewed areas of key management judgement and significant independence, its internal quality control procedures and any transactions, including their presentation and disclosure in both material issues raised by the most recent quality control or peer the quarterly and annual financial statements review of audit firms. This included the findings of any enquiry or investigation carried out by government or professional bodies • Reviewed new disclosures in both the quarterly and annual with respect to one or more independent audits performed by financial statements for appropriateness the external auditor within the last five years. • Considered the impact of new accounting standards on the KPMG, the external auditors, have completed their fifth year Group in post. Section 139(2) of the Indian Companies Act, 2013, mandates that all listed companies rotate their auditors once the auditor has served as an auditor for a period of 10 or more consecutive years. Under these regulations, the Group will be required to retender the audit by no later than 2027 and the Committee will keep the external auditor tender under review Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 49


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ACCOUNTABILITY elements align with the design of the Company’s remuneration policy for the wider organisation. Any decisions the Nominations and Remuneration Committee makes in relation to executive WATES PRINCIPLE 4—OPPORTUNITY AND RISK remuneration will be made with clear understanding of the developments to pay and conditions for the wider workforce. In addition to the matters referred to throughout this report on risk management, please also refer to page 36 which includes Executive remuneration consists of: a list of all emerging and principal risks including mitigations relevant to the Group. Fixed elements: See pages 37 for assessment and categorisation of principal • Salary. Designed to recruit and retain individuals with the risks and actions to mitigate. necessary knowledge, skills and experience to deliver the Group’s strategic objectives. Salary is reviewed annually WATES PRINCIPLE 5—REMUNERATION and benchmarked against comparable roles in appropriate comparator groups. In accordance with Wates Principle 5, the Nominations and Remuneration Committee of Jaguar Land Rover Automotive plc • Retirement benefits. The Group has a number of defined Board ensures that appropriate senior management is recruited benefit pension schemes that are closed to new employees. to deliver on the Group’s objectives. The Nominations and Executives who are members of these schemes will continue to Remuneration Committee has clearly defined Terms of Reference accrue benefits, but most executives now elect to receive a cash and is responsible for remuneration strategy, recruitment and allowance in lieu of retirement benefits. long term incentive plans for senior executives. • Other benefits. Executives are eligible to participate in the NOMINATIONS AND REMUNERATION COMMITTEE Group’s management car programme, medical arrangements, and life insurance and disability plans. Composition of the Nominations and Remuneration Committee: Performance-related elements: Andrew Robb, Chairman • The Global Bonus Plan is an annual bonus plan which focusses on Natarajan Chandrasekaran the Company’s key operational priorities. It rewards achievement of short-term financial and operational objectives. Hanne Sorensen The challenging business environment and semiconductor In addition to the Committee members, the Chief Executive shortages experienced during the year meant that previously Officer is invited to attend meetings, except where there is agreed metrics had become irrelevant. In recognition of the shift a conflict of interest. The Nominations and Remuneration in the operational context and consequent business priorities Committee is supported by the Executive Director, Human for the second half of the financial year, the NRC took the Resources and the HR Director, Global Reward & Mobility. unusual decision to amend some of the bonus metrics for the second half of the year. The financial and retail metrics were Role of the Nominations and Remuneration Committee replaced by metrics aligned to the key priorities supporting JLR in stabilising the business, setting the Company up for a fast The Nominations and Remuneration Committee (NRC) recovery and securing future profits. The customer satisfaction is responsible for the structure, appointments, removals, metric remained a bonus scheme metric for the entire financial succession, performance and compensation of the Jaguar year. This change in metrics has allowed JLR to keep employees Land Rover Automotive plc Board and the Jaguar Land Rover motivated during the challenging year, encouraging employee Management Board. retention and rewarding employees for the actions delivered to strengthen the Company’s future.    The Committee’s involvement in all aspects of nominations and remuneration ensures that all decisions in terms of Board • The Strategic Bonus Plan replaced the Company’s previous appointments are made in a fair, equal and balanced way. long-term incentive scheme in the FY2021/22. The previous plan design of setting metrics three years in advance of During FY2021/22 the Committee has continued to support vesting proved unrealistic and inflexible in the changing market the reconfiguration of Jaguar Land Rover Limited’s Executive conditions and was not effective in focusing senior leaders on Board. This saw Jaguar Land Rover announce four departures the strategic drivers for long term sustainability and success. The of previous Board members and make two new appointments NRC approved the introduction of this new bonus scheme last during the course of the financial year with further new Board year, which rewards the progress and transformation necessary Members to join during 2022. to achieve the Company’s strategic targets. The metrics are set annually against a longer-term glidepath which ensures that they Remuneration policy can be adjusted to evolving priorities and external conditions whilst also ensuring good governance and accountability for The remuneration policy is designed to attract, retain and long-term improvements. The plan metrics focus on Financial motivate executives of the highest quality, encouraging them Health, Brand Health, Digitalisation and Sustainability and to deliver exceptional business performance aligned to Jaguar reward the collaborative effort and steps senior leadership make Land Rover’s strategy and the objective of delivering long-term towards implementing the Reimagine strategy and delivering sustainable growth. Its structure and individual remuneration results.


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EXECUTIVE REMUNERATION 2021/22 There is linkage between Jaguar Land Rover business strategy and the performance related elements of remuneration. The graphics show the change in the Global Bonus metrics for the second half of the financial year. 10% 20 % 25% 30% 10% 30% 30% BONUS BONUS PERFORMANCE PERFORMANCE STRATEGIC BONUS MEASURES MEASURES PERFORMANCE First Half of Second Half of MEASURES the Year the Year 25% 25 % 25 % 25% 20 % 25% Customer Satisfaction Customer Satisfaction Financial Health (Net Debt) Production Volume (Stabilise) EBIT Margin Variable Profit per Unit (Faster Recovery) Brand Health (First Preference) Cash Flow Quality New Range Rover (Future Profit) Digitalisation (Financial Contribution of Digital Initiatives) Wholesale Volume New Range Rover Retail Volume (Future Profit) Sustainability (Tailpipe Emissions) The overall objective is to deliver executive pay in line with a market median range for target performance, with enhanced reward opportunity to reflect exceptional business performance. Overall remuneration is balanced, with the majority linked to business performance. 18% 33% 32% 35% Target Executive Maximum 5% Executive Remuneration Remuneration 9% 26% 42% Base salary Annual Bonus Base salary Annual Bonus Benefits Strategic Bonus Benefits Strategic Bonus WATES PRINCIPLE 6 – STAKEHOLDER RELATIONSHIPS strategic direction. Brand and reputation including existing and AND ENGAGEMENT future relationships with shareholders, customers, suppliers, employment interaction and communication with customers The Jaguar Land Rover Automotive plc Board continues to and suppliers are set out on page 41. Maintaining strong promote accountability and transparency with all stakeholders relationships with shareholder and bond investors is crucial to and shareholders and effectively communicates the Group’s achieving the Group’s aims. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 51    


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INVESTOR RELATIONS approach to taxation matters and the conduct of our tax affairs. These principles apply equally to all companies within the Jaguar ENGAGEMENT Land Rover Group, across all areas of our business activity and in all our territories of operation. SOLE SHAREHOLDER    JAGUAR LAND ROVER WILL CONDUCT ITS TAX AFFAIRS IN A WAY THAT: Jaguar Land Rover Automotive plc (and its subsidiaries) is a wholly owned subsidiary of Tata Motors Limited (held through 1. Is compliant with all legal and regulatory obligations and TML Holdings Pte. Ltd. (Singapore)) and a significant majority which adheres to the principles set out in the Jaguar Land of the Jaguar Land Rover Automotive plc Board also reside as Rover Code of Conduct and Tata Code of Conduct; directors on the board of Tata Motors Limited. Although we 2. Is aligned with the Group’s overall business strategy and operate on a stand-alone, arm’s length basis, we maintain an growth objectives; open and collaborative strategic relationship with Tata Motors 3. Proactively seeks to enhance shareholder value and Limited and plan to increase our collaboration in numerous areas optimise tax cost on a sustainable basis; going forward. 4. Is governed, managed and controlled within an appropriate risk management framework; BOND INVESTORS, LOAN AND OTHER CREDIT 5. Is appropriately resourced and seeks to maximise operating PROVIDERS    efficiencies through the suitable use of automation and technology-based solutions; and As at 31 March 2022, we had approximately Ł4.7 billion of listed 6. Maintains good, open, honest and professional working unsecured bonds outstanding (31 March 2021: Ł4.3 billion) and relationships with tax authorities globally and seeks to take Ł2.3 billion of loans (31 March 2021: Ł1.8 billion). We maintain a leading role in relation to matters of governmental tax regular dialogue with our bond investors and relationship banks policy relevant to Jaguar Land Rover. (some of whom provide support for loans and other credit facilities) through the quarterly publication of operational and Each principle is commented on further below: financial results on the Group’s website (www.jaguarlandrover. com) supported by live broadcasts. The investor relations team 1. Tax compliance also attends various credit conferences held throughout the year and our annual capital markets day where investors, banks This is considered the most fundamental and important of our and other credit providers have the opportunity to meet with six principles. Jaguar Land Rover will always seek to comply with Jaguar Land Rover senior management in person to discuss the all applicable tax laws, both in terms of the letter and the spirit Company’s strategy and aspirations. of the law, and to satisfy its global tax compliance obligations in a timely and accurate manner. CREDIT RATING AGENCIES    In addition, we adhere to the Jaguar Land Rover Code of Conduct As at 31 March 2022, Jaguar Land Rover Automotive plc had and the Tata Code of Conduct, which set out the high, ethical a credit rating of B+ (stable outlook) from S&P and B1 (stable standards of business behaviour expected from all companies outlook) from Moody’s. and employees within our Group. JAGUAR LAND ROVER’S Jaguar Land Rover has zero tolerance to the evasion of tax, including the evasion of tax by third parties associated with our APPROACH TO TAX business. 2. Business alignment INTRODUCTION Jaguar Land Rover always aligns its tax affairs with the genuine Jaguar Land Rover’s business is significant and our operations business activities being undertaken by the organisation. We do are large and complex. As a result, we operate through multiple not engage in any form of tax avoidance or artificial tax structuring companies, with activities, employees and assets located in and we do not operate or use any offshore tax havens. All Jaguar numerous countries around the world. This, in turn, naturally Land Rover Group subsidiaries are located in countries where the drives an inherent level of complexity in our tax affairs. business has significant physical and economic operations (i.e. employees, offices and revenue generating activity). In relation to tax matters, just as for any other area of our business, Jaguar Land Rover always strives to be a good, responsible 3. Enhancing shareholder value corporate citizen and we are committed to complying with all applicable tax laws, both in letter and in spirit. We aim to be fair, As a commercial organisation, Jaguar Land Rover will always honest, transparent and ethical in our conduct and for everything seek to effectively manage its tax liabilities, just as for any other we do to stand the test of public scrutiny. business cost. In so doing, we always adhere to relevant tax laws and, in relation to transactions within the Group, we always seek JAGUAR LAND ROVER’S KEY TAX PRINCIPLES to ensure that these are conducted on an arm’s length basis in accordance with Organisation for Economic Co-operation and The Jaguar Land Rover Automotive plc Board has formally Development (OECD) principles. adopted six key principles in relation to Jaguar Land Rover’s


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Where governments or fiscal authorities have introduced APPROVAL OF STRATEGIC particular tax reliefs, credits, incentives or exemptions to encourage specific types of economic activity (for example, REPORT investment in research and development), we will always seek to ensure that Jaguar Land Rover claims the appropriate level of The Strategic Report on pages 4 to 36 was approved by the benefit for which it qualifies. Jaguar Land Rover Automotive plc Board and authorised for 4. Governance and risk management issue on 13 June 2022 and signed on its behalf by: Tax risks arising within the Group are identified, assessed and managed by the central Tax function on an ongoing basis. A detailed tax update is taken to the Jaguar Land Rover Automotive plc Board on an annual basis and tax risks are reported quarterly to the Financial Risk and Assurance Committee. The Jaguar Land Rover Tax Director also meets with the Chief Financial Officer on THIERRY BOLLORÉ a biweekly basis to provide updates on all tax matters affecting CHIEF EXECUTIVE OFFICER the Group. Jaguar Land Rover Automotive plc 13 June 2022 Jaguar Land Rover actively seeks to minimise risk in relation to tax matters. We do this through a variety of processes and controls including, for example, tax risk assessments and health-check exercises for subsidiaries, online monitoring of compliance processes and an active Advance Pricing Agreement programme. 5. Tax resource Responsibility for the day-to-day management of Jaguar Land Rover’s tax affairs rests with our central Tax function, led by the Jaguar Land Rover Tax Director. The function comprises an appropriate blend of tax professionals with the necessary qualifications, training, skills and experience required to effectively undertake their roles. The Tax function also advises the Jaguar Land Rover Automotive plc Board in relation to setting Group tax strategy and policy. In addition to the central Tax function, the business also has dedicated tax professionals embedded within the finance teams of key non-UK subsidiaries. Where appropriate, we look to implement technology-based solutions to streamline processes, drive efficiency and manage risk. 6. Relationships with governments and authorities In our dealings with tax authorities globally, including HMRC in the UK, we always look to maintain good, open, honest and professional working relationships, to engage proactively in relation to tax matters and to resolve any areas of dispute or differences of opinion as quickly as possible in order to reduce uncertainty and manage risk. We also actively engage in dialogue with governments, either directly or through appropriate representative bodies, in relation to matters of tax policy which affect our business. Jaguar Land Rover Automotive plc regards this document and its publication as complying with its duty under Para 19(2), Sch 19, FA16. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 53


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DIRECTOR’S REPORT on research and development activities as disclosed in note 11 to the consolidated financial statements on page 85. The directors present their report and the audited consolidated financial statements of the Group for the year ended 31 March Financial instruments 2022. Jaguar Land Rover Automotive plc is a public limited company incorporated under the laws of England and Wales. The disclosures required in relation to the use of financial The business address of the directors and senior management instruments by the Group and Company, together with details of the Group is Abbey Road, Whitley, Coventry, CV3 4LF, England, of the Group’s and Company’s treasury policy and management, United Kingdom. are set out in note 35 to the consolidated financial statements on pages 119 to 133 and in note 52 on pages 147 to 151 of the parent company financial statements. Future developments Future developments impacting the Group are disclosed in the Employee information Strategic report from page 10. The average number of employees within the Group is disclosed in note 7 to the consolidated financial statements on page Dividends 83. Apart from determining that an individual has the ability to carry out a particular role, the Group does not discriminate The Directors proposed no dividend for the year ended 31 March in any way. It endeavours to retain employees if they become 2022. (For the year ended 31 March 2021 and 2020: ŁNil). disabled, making reasonable adjustments to their role and, if necessary, looking for redeployment opportunities within the Group. The Group also ensures that training, career development Directors and promotion opportunities are available to all employees irrespective of gender, race, age or disability. Biographies of the directors currently serving on the JLR plc Board are set out on page 44. Employee involvement Directors’ indemnities Details of how the Group involves its employees are contained in the Strategic report on pages 24 to 25, which are incorporated The Group has made qualifying third-party indemnity provisions by reference into this report. for the benefit of its directors during the year; these remain in force at the date of this report. Political involvement and contributions Material interests in shares The Group respects an employee’s right to use their own time and resources to participate as individual citizens in political Jaguar Land Rover Automotive plc is a wholly owned subsidiary and governmental activities of their choice. The Group itself of Tata Motors Limited, held through TML Holdings Pte. Ltd. operates under legal limitations on its ability to engage in (Singapore). political activities and, even where there are no legal restrictions, the Group does not typically make contributions to political candidates or political parties, or permit campaigning on its Share capital property by political candidates (including those who work for the Group) or persons working on their behalf. There have not Share capital remains unchanged. See note 29 to the consolidated been any political donations in any of the periods covered by financial statements on page 108 for further details. these financial statements. Corporate Governance Statement Going concern The Corporate Governance Statement is set out from page 40 The Group’s business activities, together with the factors likely to and is incorporated by reference into this report. affect its future development, performance and position, are set out in the Strategic report. The financial position of the Group, including details of the Group’s liquidity, available financing Branches facilities and the maturity of facilities is described on page 34. The Group has 10 branches that exist and operate outside of the In addition, note 35 to the consolidated financial statements UK, based in China and the United Arab Emirates. includes the Group’s objectives, policies and processes for managing its exposures to interest rate risk, foreign currency Research and development risk, credit risk and liquidity risk; and gives details of the Group’s financial instruments and hedging activities. The Group is committed to an ongoing programme of expenditure


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The Group has assessed the projected cash flows of the Group for the year ended 31 March 2022. The statement sets out the for the twelve-month period from the date of authorisation of steps that the Group has taken to address the risk of slavery the financial statements (the ‘going concern assessment period’) and human trafficking occurring within its own operations and and has carried out a reverse stress test against this base case its supply chains. This statement can be found on the corporate to determine the performance level that would result in a breach website at www.jaguarlandrover.com. of covenants. The base case takes into account the Group’s expectations of Whistleblowing policy the continued supply chain challenges related to semiconductor shortages, the diminishing impacts of the COVID-19 pandemic The Group’s whistleblowing policy encourages employees to and prevailing financial conditions including inflationary report, in confidence and anonymously if preferred, concerns pressures. The reverse stress test scenario models the impact about suspected impropriety or wrongdoing in any matters of a sustained reduction of wholesale volumes over a twelve- affecting the business. An independent hotline exists to facilitate month period. this process. Any matters reported are thoroughly investigated and escalated to the Unusual Events Committee. Within the going concern assessment period there is a £1 billion minimum quarter-end liquidity covenant attached to the Group’s UKEF loans for the entire period and to the RCF facility from July Diversity policy 2022. Diversity management continues to form a core part of the Details of the scenarios and assumptions used in the assessment Group’s business strategy. We rely on the diversity of our as at 31 March 2022 are set out in note 1 to the consolidated employees to form the foundation of a strong and dynamic financial statements on page 72. company. See page 25 for further details.    The Group forecasts sufficient funds to meet its liabilities as they fall due throughout the going concern assessment period, Greenhouse gas emissions without breaching any relevant covenants nor the need for any mitigating actions, new funding, or drawing on its RCF facility The Group is committed to reducing greenhouse gas emissions and considers the stress test scenario so remote as to not be and continues to invest heavily in this activity. See pages 20 to plausible. Consequently, the directors consider that adequate 21 for further details. resources exist for the Group and parent company to continue operating for the going concern assessment period. Accordingly, the directors continue to adopt the going concern basis in STATEMENT OF DIRECTORS’ RESPONSIBILITIES IN RESPECT preparing these consolidated and parent company financial OF THE ANNUAL REPORT AND THE FINANCIAL STATEMENTS statements. The directors are responsible for preparing the Annual Report and the Group and parent Company financial statements in Events after the balance sheet date accordance with applicable law and regulations.    Full details of significant events since the balance sheet date are Company law requires the directors to prepare Group and parent disclosed in note 41 on page 139 to the consolidated financial Company financial statements for each financial year. Under that statements. law they are required to prepare the Group financial statements in accordance with UK-adopted international accounting standards and applicable law and they have elected to prepare Code of Conduct the parent Company financial statements on the same basis. Directors and employees are required to comply with the Jaguar Under company law the directors must not approve the financial Land Rover Code of Conduct, which is intended to help them put statements unless they are satisfied that they give a true and the Group’s ethical principles into practice. The Code of Conduct fair view of the state of affairs of the Group and parent Company clarifies the basic principles and standards they are required and of the Group’s profit or loss for that period. In preparing each to follow and the behaviour expected of them. The Code of of the Group and parent Company financial statements, the Conduct can be found at www.jaguarlandrover.com. directors are required to:    Employees, contract staff, third parties with whom the Group has • select suitable accounting policies and then apply them a business relationship (such as retailers, suppliers and agents), consistently; and any member of the public may raise ethical and compliance concerns to the Group’s global helpline or via [email protected] • make judgements and estimates that are reasonable, relevant jaguarlandrover.com. and reliable; • state whether they have been prepared in accordance with UK-Slavery and human trafficking statement adopted international accounting standards;    Pursuant to section 54 of the Modern Slavery Act 2015, the • assess the Group and parent Company’s ability to continue as a Group has published a slavery and human trafficking statement going concern, disclosing, as applicable, matters related to going    Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 55


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concern; and    • use the going concern basis of accounting unless they either intend to liquidate the Group or the parent Company or to cease operations, or have no realistic alternative but to do so.    The directors are responsible for keeping adequate accounting records that are sufficient to show and explain the parent Company’s transactions and disclose with reasonable accuracy at any time the financial position of the parent Company and enable them to ensure that its financial statements comply with the Companies Act 2006. They are responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error, and have general responsibility for taking such steps as are reasonably open to them to safeguard the assets of the Group and to prevent and detect fraud and other irregularities.    Under applicable law and regulations, the directors are also responsible for preparing a Strategic Report and a Directors’ Report that complies with that law and those regulations.    The directors are responsible for the maintenance and integrity of the corporate and financial information included on the Company’s website. Legislation in the UK governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions. Auditor A resolution to reappoint KPMG LLP as auditor of the Group is to be proposed at the 2022 Tata Motors Limited Annual General Meeting. Acknowledgement The directors wish to convey their appreciation to all employees for their continued commitment, effort and contribution in supporting the delivery of the Group’s performance. The directors would also like to extend their thanks to all other key stakeholders for their continued support of the Group and their confidence in its management. The Annual Report contains a number of links that signpost to complimentary information. This complimentary information does not form part of the Annual Report. The Annual Report on pages 1 to 153, consisting of the Strategic Report, the Directors Report, and the Financial Statements, was approved by the JLR plc Board and authorised for issue on 13 June 2022 and signed on its behalf by: THIERRY BOLLORÉ CHIEF EXECUTIVE OFFICER Jaguar Land Rover Automotive plc 13 June 2022    


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Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 57    


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INDEPENDENT AUDITOR’S REPORT INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF JAGUAR LAND ROVER AUTOMOTIVE PLC    1. OUR OPINION IS UNMODIFIED    We have audited the financial statements of Jaguar Land Rover Automotive plc (“the Company”) for the year ended 31 March OVERVIEW 2022 which comprise the Consolidated Income Statement, Materiality: Ł80m (2021: Ł80m) Consolidated Statement of Comprehensive Income and Group financial Expense, Consolidated Balance Sheet, Consolidated Statement statements as a 0.4% of Group Revenue of Changes in Equity, Consolidated Cash Flow Statement, the whole (2021: 0.4% of Group Revenue) parent Company Balance Sheet, the parent Company Statement    of Changes in Equity, the parent Company Cash Flow Statement, Coverage 80% and the related notes, including the parent Company and Group (2021:82%) of Group revenue accounting policies. Key audit matters vs 2021 Recurring risks Impairment of In our opinion: property plant and • the financial statements give a true and fair view of the state equipment, intangible, and right-of use non-of the Group’s and of the parent Company’s affairs as at 31 current assets March 2022 and of the Group’s loss for the year then ended; Going concern Capitalisation of • the Group financial statements have been properly prepared product engineering in accordance with the requirements of UK-adopted costs international accounting standards; Valuation of defined benefit plan • the parent Company financial statements have been properly obligations prepared in accordance with UK-adopted international accounting standards and as applied in accordance with the Parent Company Recoverability of key audit matter parent Company provisions of the Companies Act 2006; and investment in subsidiaries and • the financial statements have been prepared in accordance intra- group debtors with the requirements of the Companies Act 2006. 2. KEY AUDIT MATTERS: INCLUDING OUR ASSESSMENT OF Basis for opinion RISKS OF MATERIAL MISSTATEMENT    We conducted our audit in accordance with International Key audit matters are those matters that, in our professional Standards on Auditing (UK) (“ISAs (UK)”) and applicable law. judgement, were of most significance in the audit of the financial Our responsibilities are described below. We have fulfilled our statements and include the most significant assessed risks of ethical responsibilities under, and are independent of the Group material misstatement (whether or not due to fraud) identified in accordance with, UK ethical requirements including the FRC by us, including those which had the greatest effect on: the Ethical Standard as applied to listed entities. We believe that the overall audit strategy; the allocation of resources in the audit; and audit evidence we have obtained is a sufficient and appropriate directing the efforts of the engagement team. These matters basis for our opinion. were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. In arriving at our audit opinion above, the key audit matters, in decreasing order of audit significance, were as follows:


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The risk Our response Impairment of Forecast-based assessment We performed the tests below rather than seeking property plant to nature rely on any balance of the Group’s is controls because the and equipment, The Group holds a significant amount obtain audit of the evidence    primarily such that through we would the detailed expect to    intangible, and of property, plant and equipment, right-of-use intangible assets and right-of-use procedures described. Our procedures included: non-current assets on its balance sheet and the Evaluated historical assets cash generating unit of which these • forecasting Historical accuracy: accuracy of discounted    cash assets form a part is at risk of being Risk vs 2021 impaired. comparing flow forecasts, them including to the actual key assumptions, results. by (Carrying value In particular, there are execution risks of plant property and equip —associated with the Group’s transition • Historical appropriateness comparison: of the Group’s Assessed key the assumptions    to Battery Electric Vehicles (‘BEV’) and ment, right intangible, -of-use resulting from its previously announced used comparing in the those, discounted where cash appropriate, flow forecasts to historical by ‘Reimagine’ strategy. In addition, non assets -current there are other headwinds facing the terminal trends in value terminal capital value expenditure variable profit . and Group and the industry, including the Ł11,687 million; continuation of semi-conductor and million) 2021: Ł12,391 other supply constraints, production • appropriateness Our industry expertise: of the Group’s    Assessed estimated the value constraints, cost inflationary pressures, Refer to note 19. COVID-related lockdowns and the in multiples use amount to market by comparing multiples the of comparative implied trading    conflict in Ukraine.    companies specialists. with the assistance of our valuation                The effect of these matters is that, as part of our risk assessment, we determined that the calculation of Assessed appropriateness and critically of the challenged Group’s assumptions the used the value in use of property, plant and equipment, intangible assets, and assumption in the cash flow of sales projections volumes by to comparing externally a derived key right-of-use assets has a high degree of estimation uncertainty, with a potential data. range of reasonable outcomes greater than our materiality for the financial Compared term growth the rate Group’s to external discount benchmark rate and long data- and statements as a whole, and possibly many times that amount. The financial comparative discount rate companies calculation and using re—the performed capital asset the statements note 19 disclose the sensitivities estimated by the Group. pricing specialists model . with the assistance of our valuation • Sensitivity analysis on key analysis: assumptions, Performed to independently a sensitivity estimate of the Group’s a range Reimagine for comparison, strategy taking and risks account facing    the industry. • reconciliation Comparing valuations: between the Assessed estimated the Group’s market overall capitalisation market of capitalisation the Group, by of reference the Tata Motors to the recoverable Limited Group amount and compared of the cash to generating the estimated unit . • Impairment Group’s estimated reversal: value Assessed in use was whether indicative the of an impairment reversal. • of Assessing the Group’s transparency: disclosures Assessed in the financial the adequacy    reflects statements the reasonably and ensured possible that the changes disclosure in the key recoverable assumptions amount that erode compared the headroom to the cash in generating unit carrying value to nil. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 59


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INDEPENDENT AUDITOR’S REPORT The risk Our response Going Concern Disclosure quality: We considered whether these risks could in the plausibly going concern affect the liquidity or covenant compliance Risk vs 2021    Note 2 of the financial period that, individually by assessing and the collectively, degree of could downside result assumption in a liquidity    statements explains how Refer to note 2 the Directors have formed a and or covenant projected issue, cash taking and facilities into account (a reverse the Group’s stress test) current . Our    judgement that it is appropriate to adopt the going concern basis procedures also included: of preparation for the Group and parent Company. That judgement • Assessment management’s of process management’s to produce process: forecasts, Evaluated including    is based on an evaluation of the inherent risks to the Group’s and to the determine assessment the of risks internal to the and business, external and factors the process used the parent Company’s business model and how those risks might management used to complete the reverse stress test. affect the Group and parent Company’s financial resources • Funding Company assessment: financing facilities Agreed available current Group by obtaining and parent    or ability to continue operations over the going concern period of relevant new loan facility agreements agreements in order . Inspected to determine existing covenants and assessment (a period of at least a year from the date of approval of attached. the financial statements). • Key critically dependency challenged assessment: management Evaluated on whether and the The risks most likely to adversely affect the Group and parent flows, key assumptions which the Directors underpinning have the used forecast to support cash the    Company’s available financial resources and compliance with to Directors’ assess whether going concern the Group basis can of preparation meet its financial and covenant thresholds over the going concern period were: and commitments consistent as with they the fall external due, were environment realistic, achievable and other the impact of semiconductor shortages on the Group’s supply include matters sales identified volumes, in the including audit. The the key variable assumptions profit chain and production capacity; the diminishing impacts of the optimisation inflation in variable strategy, profit together . with material cost COVID-19 pandemic and the impact of inflationary pressures    on material costs. • flow Historical forecasting comparisons: accuracy Evaluated of the Group the historical by comparing cash Whilst these risks could have well historical as assessing cash flows the to accuracy actual results of key reported, assumptions as adversely affected available financial resources and previously applied. compliance with covenant thresholds, as explained in • Benchmarking appropriateness assumptions: of the Group’s Assessed key assumptions the used note 2 the Directors carried out a reverse stress test which in to the externally cash flow derived forecasts data, by with benchmarking particular focus them on    ultimately demonstrated that an implausible downside with sales forecast sales volumes. volumes significantly lower than both the base case and actual • Sensitivity key assumptions analysis: underlying Considered the Group’s sensitivities cash over flow the experience through COVID-19 and semiconductor shortages level forecasts of available and their financial impact resources on the covenant . test and the was a liquidity required level in that order would to result breach in financing covenants. • to Our critically sector experience: challenge the We key used assumptions our industry made specialists by the The risk for our audit was Directors in their forecast cash flows. whether or not those risks were such that they amount to a • Assessing concern disclosure transparency: in note Considered 2 to the financial whether statements the going material uncertainty that may cast significant doubt about the assessment gives a full and of going accurate concern, description including of the the Directors’ identified ability to continue as a going concern. Had they been such, risks and related sensitivities. then required that to fact be would disclosed have . been


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The risk Our response Capitalisation Accounting treatment    Our procedures included: of product engineering costs There is a key judgement in • Control in relation operation: to the Directors’ Tested controls assessment including as to determining whether the nature Risk vs 2021 of the product engineering costs capitalisation whether product . engineering costs are eligible for satisfy the criteria for capitalisation ( 2021: Ł457 Ł million;—to ‘Intangible Assets: Product    judgements llion) 769 mi development in progress’ and when • Personnel made by the interviews: Directors around Corroborated the timing of this capitalisation should commence. Refer to note 19. Given the products with material engineering commencement costs of through capitalisation discussions of product with capitalised project engineering costs    during the current period, and the project level staff.                Group’s stage in development cycle more generally in the current period, • the Our Directors’ sector experience: judgements Critically regarding assessed product    the risk of satisfaction of IAS 38 capitalisation requirements is less being engineering eligible costs for capitalisation identified by against the Directors both the as associated with the future economic viability as in previous periods but accounting practical application standards of and these our standards experience in of other    primarily related to the allocation of directly attributable expenditure. companies. The financial statements (note 19) • engineering Tests of details: costs For identified a sample by of the product Directors    as disclose that had the value of central overheads not been identified by being nature eligible was consistent for capitalisation, with the agreed description that of their the    the Directors as being eligible for capitalisation it would have reduced the account timing to of which recognition those costs was appropriate were recorded, . and million the amount (2021: capitalised Ł80 million) by. Ł52 • Assessing of the Group’s transparency: disclosures Assessed in respect the of the adequacy    key of the judgements costs capitalised made relating and the to point the nature at which    capitalisation commences.    Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 61


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INDEPENDENT AUDITOR’S REPORT The risk Our response Valuation of Subjective valuation Our procedures included: defined benefit plan obligations Small changes in the key • Control assumptions Operation: applied Tested in the controls valuation over and the    assumptions and estimates, being Risk vs 2021 the discount rate, inflation rate and assumptions inspected the used Group’s by its annual actuarial validation expert of . the mortality/life expectancy, used to ( 2021: Ł7,522 Ł8,432 million;    value the Group’s pension obligation    Tested the Group’s controls operating over (before deducting scheme assets) million) would have a significant effect competence selection and and monitoring objectivity of .its actuarial expert for on the amount of the Groups’ net Refer to note 32. defined benefit plan asset. The Challenged, risk is that these assumptions • the Benchmarking support of our assumptions: own actuarial specialists, with the are inappropriate resulting in an inappropriate valuation of plan key liabilities, assumptions being the applied discount to the rate, valuation inflation of rate the    obligations. derived and mortality/ data. life expectancy against externally The effect of these matters is that, as part of our risk assessment,    Considered we determined that valuation • Assessing adequacy of transparency: the Group’s disclosures inthe respect    of of the pension obligation has a high degree of estimation the plan sensitivity asset to these of the assumptions Groups’ net defined benefit uncertainty, of reasonable with outcomes a potential greater range    than statements our materiality as a whole, for the and financial possibly financial many times statements that amount (note . The 32) disclose the Group the .    sensitivity estimated by The risk Our response Recoverability of Low risk, high value We performed the tests below rather because than seeking parent Company nature to rely on of the any balance of the group’s is such controls that    the investment in The carrying amount of the evidence primarily through we would    detailed expect to    subsidiaries and parent Company’s investment in obtain audit    included: the intra-group its subsidiary, which acts as an procedures described. Our procedures debtors intermediate holding company for Risk vs 2021 the rest of the parent Company’s • of Tests the of parent detail: Company’s Compared only the investment carrying amount    subsidiaries, represents 19% (2021: Investment in sub- 21%) of the parent Company’s with assessed the subsidiary’s 100% of the draft intra balance -group debtor sheet and    assets. The carrying amount of million; sidiaries 2021: (Ł1,655 the intra-group debtors balance balance an approximation to identify of whether its minimum its net recoverable assets, being    comprises the remaining 81% (2021: Ł1,655 million) 79%). amount, was in excess of its carrying amount. Intra tors (-Ł group 7,015 deb mi-—Their recoverability is not at a high • Assessing performed subsidiary as part of the audits: group Assessed audit over the the work    risk of significant misstatement or llion; million 2021: Ł6,038 subject to significant judgement. subsidiaries’ profits and net assets.    However, due to their materiality • amount Comparing of the valuations: investment Compared in the subsidiary the carrying to and in the context of the parent Company financial statements this the of its Group’s ultimate estimated parent, adjusted market capitalisation to exclude the    is considered to be one of the areas that had the greatest effect on our liabilities of companies of the outside parent the Company Group, and being net an assets    overall parent Company audit. investment approximation .    of the recoverable amount of the


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3. OUR APPLICATION OF MATERIALITY AND AN OVERVIEW The components within the scope of our work accounted for the OF THE SCOPE OF OUR AUDIT percentages illustrated on the following page.    Materiality for the Group financial statements as a whole was The remaining 20% (2021: 18%) of total Group revenue, 15% set at Ł80 million (2021: Ł80 million), determined with reference (2021: 10%) of the total profits and losses that made up Group to a benchmark of Group revenue of Ł18,320 million (2021: loss before tax, 15% (2021: 11%) of the total profits and losses Ł19,731 million) of which it represents 0.4% (2021: 0.4%). that made up Group loss before exceptional items and tax and 16% (2021: 11%) of total Group assets are represented by 30 We consider Group revenue to be the most appropriate (2021:29) reporting components, none of which individually benchmark, as it provides a more stable measure year on year represented more than 2% (2021: 4%) of any of total Group than Group profit or loss before tax. revenue, total profits and losses that made up Group loss before tax, total profits and losses that made up Group loss before Materiality for the parent Company financial statements as a exceptional items and tax or total Group assets. whole was set at Ł64 million (2021: Ł36 million), determined with reference to a benchmark of the parent Company total For the residual components, we performed analysis at an assets of Ł8,678 million (2021: Ł7,694 million), of which it aggregated Group level to re- examine our assessment that represents 0.7% (2021: 0.5%). there were no significant risks of material misstatement within these.    In line with our audit methodology, our procedures on individual account balances and disclosures were performed The Group team instructed component auditors as to the to a lower threshold, performance materiality, so as to reduce significant areas to be covered, including the relevant risks to an acceptable level the risk that individually immaterial detailed above and the information to be reported back. The misstatements in individual account balances add up to a Group team approved the component materialities, which material amount across the financial statements as a whole. ranged from Ł6 million to Ł71 million (2021: Ł12 million to Ł65 million), having regard to the mix of size and risk profile of the Performance materiality was set at 65% (2021: 65%) of Group across the components. materiality for the financial statements as a whole, which equates to Ł52 million (2021: Ł52 million) for the group and Ł42 The work on 5 of the 8 (2021: 5 of the 8) components was million (2021: Ł23 million) for the parent company. We applied performed by component auditors and the rest, including the this percentage in our determination of performance materiality audit of the parent Company, was performed by the Group team. based on the level of identified control deficiencies during the The Group team visited 1 (2021: 0) component location to assess prior period. the audit risk and strategy, as planned visits to the majority of component locations were prevented by movement restrictions We agreed to report to the Audit Committee any corrected or relating to the coronavirus pandemic. Video and telephone uncorrected identified misstatements exceeding Ł4 million conference meetings were also held with these component (2021: Ł4 million) in addition to other identified misstatements auditors and all others that were not physically visited. At these that warranted reporting on qualitative grounds. visits and meetings, the findings reported to the Group team were discussed in more detail, and any further work required by Of the Group’s 38 (2021: 37) reporting components, we subjected the Group team was then performed by the component auditor. 4 (2021: 4) to full scope audits for group purposes and 4 (2021:    4) to specified risk-focused audit procedures. The latter were not We were able to rely upon the Group’s internal control over individually financially significant enough to require a full scope financial reporting in several areas of our audit, where our controls audit for group purposes but did present specific individual risks testing supported this approach, which enabled us to reduce the that needed to be addressed. scope of our substantive audit work; in the other areas the scope    of the audit work performed was fully substantive. The 4 (2021: 4) components subjected to specified risk-focused audit procedures are as follows: • Revenue—3 components (2021: 3) • Material & other cost of sales—3 components (2021: 3) • Property, plant & equipment—1 component (2021: 1) • Depreciation—1 component (2021: 1) • Inventories—3 components (2021: 3) • Cash & cash equivalents—3 components (2021: 3) • Accounts receivable—3 components (2021: 3) • Accounts payable—1 component (2021: 2) Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 63


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INDEPENDENT AUDITOR’S REPORT Group Revenue Group Materiality    Ł18,320m (2020: Ł19,731m) Ł80m (2021: Ł80m)    Ł80m    Whole financial statements materiality (2021: Ł80m)    Ł52m    Whole financial statements performance materiality (2021: Ł52m)    Ł71m    Range of materiality at 8 (2021: 8) components (Ł6m-71m) (2021: Ł12m to Ł65m) Revenue Group materiality Ł4m Misstatements reported to the audit committee (2021: Ł4m)    Group Revenue Group total assets 5% 6% 6% 80% 84% 63% (2021: 82%) 77% 26% (2021: 89%) 74% 79% Total profits and losses that Total profits and losses that made up Group loss before tax made up Group loss before exceptional items and tax 17% 73% 19% 18% 85% 85% (2021: 90%) 18% (2021: 89%) 70% 67% 67% Full scope for group audit purposes 2022 Specified risk-focused audit procedures 2021 Specified risk-focused audit procedures 2022 Residual components Full scope for group audit purposes 2021    


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4. GOING CONCERN performance targets for management and Directors. The Directors have prepared the financial statements on • Using analytical procedures to identify any unusual or the going concern basis as they do not intend to liquidate unexpected relationships. the Group or the Company or to cease their operations, and as they have concluded that the Group and the Company’s • Our forensic specialists assisted us in identifying key fraud financial position means that this is realistic. They have also risks. This included attending a risk assessment meeting concluded that there are no material uncertainties that could with the engagement team. have cast significant doubt over their ability to continue as a going concern for at least a year from the date of approval We communicated identified fraud risks throughout the audit of the financial statements (“the going concern period”). team and remained alert to any indications of fraud throughout the audit. An explanation of how we evaluated management’s assessment of going concern is set out in the related key audit matter in This included communication from the Group audit team to section 2 of this report. component audit teams of relevant fraud risks identified at the Group level and request to component audit teams to report to Our conclusions based on this work: the Group audit team any instances of fraud that could give rise to a material misstatement at the Group level. • we consider that the directors’ use of the going concern basis of accounting in the preparation of the financial As required by auditing standards, and taking into account statements is appropriate; possible pressures to meet profit targets, we perform procedures to address the risk of management override of controls and the • we have not identified, and concur with the directors’ risk of fraudulent revenue recognition, in particular: the risk assessment that there is not, a material uncertainty related that Group and component management may be in a position to events or conditions that, individually or collectively, may to make inappropriate accounting entries; the risk of bias in cast significant doubt on the Group’s or Company’s ability to accounting estimates and judgements; and the risk that new continue as a going concern for the going concern period; vehicle revenue is overstated through recording revenues in the and incorrect period. • we found the going concern disclosure in note 2 to be We also identified fraud risks related to inappropriate acceptable capitalisation of development costs and inappropriate impairment assumptions in relation to the value in use estimate, However, as we cannot predict all future events or conditions in response to possible pressures to meet profit targets. and as subsequent events may result in outcomes that are inconsistent with judgements that were reasonable at the time Our response in respect of the identified fraud risk related they were made, the above conclusions are not a guarantee that to inappropriate impairment assumptions is set out in the the Group or the Company will continue in operation. procedures described in the key audit matter disclosure in section 2 of this report including specifically our critical challenge 5. FRAUD AND BREACHES OF LAWS AND REGULATIONS – of management’s estimates with reference to external data. ABILITY TO DETECT Our response in respect of the identified fraud risk related to inappropriate capitalisation of product engineering costs was Identifying and responding to risks of material misstatement predominantly through our testing of journal entries as described due to fraud in the following paragraphs. To identify risks of material misstatement due to fraud (“fraud In determining the audit procedures we took into account the risks”) we assessed events or conditions that could indicate an results of our evaluation and testing of the operating effectiveness incentive or pressure to commit fraud or provide an opportunity of the Group-wide fraud risk management controls. to commit fraud. Our risk assessment procedures included: We also performed procedures including: • Enquiring of Directors, the audit committee, internal audit and certain senior managers as to the Group’s high-level • Identifying journal entries to test for all relevant full scope policies and procedures to prevent and detect fraud, components based on risk criteria tailored for the risks at including the internal audit function, and the Group’s each component and comparing the identified entries to channel for “whistleblowing”, as well as whether they supporting documentation. Examples of the criteria applied have knowledge of any actual, suspected or alleged fraud. include those posted by senior finance management, those posted and approved by the same user, those posted to • Reading Board and audit committee minutes. unusual accounts, and those moving costs from accounts ineligible for capitalisation to accounts that are eligible as • Considering remuneration incentive schemes and capitalised project engineering costs. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 65


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INDEPENDENT AUDITOR’S REPORT • Assessing whether the judgements made in making with these laws and regulations to enquiry of the Directors accounting estimates are indicative of a potential bias. and other management and inspection of regulatory and legal correspondence, if any. Therefore if a breach of operational • Assessing when revenue was recognised, particularly regulations is not disclosed to us or evident from relevant focusing on revenue recognised in the days before the year correspondence, an audit will not detect that breach. end date, and whether it was recognised in the correct year. Context of the ability of the audit to detect fraud or breaches • Critically assessing the Directors’ judgements regarding of law or regulation identified product engineering development costs capitalised in relation to against both the accounting Owing to the inherent limitations of an audit, there is an standards and our experience of practical application of unavoidable risk that we may not have detected some material these standards in other companies. misstatements in the financial statements, even though we have properly planned and performed our audit in accordance Work on the fraud risks was performed by a combination of with auditing standards. For example, the further removed non-component auditors and the group audit team. compliance with laws and regulations is from the events and transactions reflected in the financial statements, the less likely Identifying and responding to risks of material misstatement the inherently limited procedures required by auditing standards due to non-compliance with laws and regulations would identify it.    We identified areas of laws and regulations that could reasonably In addition, as with any audit, there remained a higher risk of be expected to have a material effect on the financial statements non-detection of fraud, as these may involve collusion, forgery, from our general commercial and sector experience, and intentional omissions, misrepresentations, or the override of through discussion with the Directors and other management internal controls. Our audit procedures are designed to detect (as required by auditing standards), and from inspection of the material misstatement. We are not responsible for preventing Group’s regulatory and legal correspondence and discussed with non-compliance or fraud and cannot be expected to detect non-the Directors and other management the policies and procedures compliance with all laws and regulations. regarding compliance with laws and regulations. We communicated identified laws and regulations throughout our 6. WE HAVE NOTHING TO REPORT ON THE OTHER team and remained alert to any indications of non-compliance INFORMATION IN THE ANNUAL REPORT throughout the audit. This included communication from the Group audit team to component audit teams of relevant laws The Directors are responsible for the other information presented and regulations identified at the Group level, and a request for in the Annual Report together with the financial statements. Our component auditors to report to the group team any instances opinion on the financial statements does not cover the other of non-compliance with laws and regulations that could give rise information and, accordingly, we do not express an audit opinion to a material misstatement at the Group level. or, except as explicitly stated below, any form of assurance conclusion thereon. The potential effect of these laws and regulations on the financial statements varies considerably. Our responsibility is to read the other information and, in doing so, consider whether, based on our financial statements Firstly, the Group is subject to laws and regulations that directly audit work, the information therein is materially misstated affect the financial statements including financial reporting or inconsistent with the financial statements or our audit legislation (including related companies legislation), distributable knowledge. Based solely on that work we have not identified profits legislation, taxation legislation, and pension legislation material misstatements in the other information. and we assessed the extent of compliance with these laws and regulations as part of our procedures on the related financial Strategic report and directors’ report statement items.    Based solely on our work on the other information: Secondly, the Group is subject to many other laws and regulations where the consequences of non-compliance could • we have not identified material misstatements in the have a material effect on amounts or disclosures in the financial strategic report and the directors’ report; statements, for instance through the imposition of fines or litigation. We identified the following areas as those most likely • in our opinion the information given in those reports for the to have such an effect: product compliance, environmental, financial year is consistent with the financial statements; health and safety, data protection laws, bribery and corruption, and employment law, and export controls, recognising the nature    of the Group’s activities and its legal form. Auditing standards • in our opinion those reports have been prepared in limit the required audit procedures to identify non-compliance accordance with the Companies Act 2006.


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7. WE HAVE NOTHING TO REPORT ON THE OTHER 9. THE PURPOSE OF OUR AUDIT WORK AND TO WHOM WE MATTERS ON WHICH WE ARE REQUIRED TO REPORT BY OWE OUR RESPONSIBILITIES EXCEPTION    This report is made solely to the Company’s members, as a body, Under the Companies Act 2006, we are required to report to you in accordance with Chapter 3 of Part 16 of the Companies Act if, in our opinion: 2006. Our audit work has been undertaken so that we might state to the Company’s members those matters we are required • adequate accounting records have not been kept by the to state to them in an auditor’s report and for no other purpose. parent Company, or returns adequate for our audit have not To the fullest extent permitted by law, we do not accept or been received from branches not visited by us; or assume responsibility to anyone other than the Company and the Company’s members, as a body, for our audit work, for this • the parent Company financial statements are not in report, or for the opinions we have formed. agreement with the accounting records and returns; or    • certain disclosures of Directors’ remuneration specified by law are not made; or    • we have not received all the information and explanations we require for our audit.    We have nothing to report in these respects.    8. RESPECTIVE RESPONSIBILITIES Simon Haydn-Jones (Senior Statutory Auditor) for and on behalf of KPMG LLP, Statutory Auditor    Directors’ responsibilities    Chartered Accountants    As explained more fully in their statement set out on pages 55 One Snowhill and 56, the Directors are responsible for: the preparation of the Snow Hill Queensway financial statements including being satisfied that they give Birmingham a true and fair view; such internal control as they determine is B4 6GH necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud 13 June 2022    or error; assessing the Group and parent Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern; and using the going concern basis of accounting unless they either intend to liquidate the Group or the parent Company or to cease operations, or have no realistic alternative but to do so.    Auditor’s responsibilities    Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue our opinion in an auditor’s report. Reasonable assurance is a high level of assurance, but does not guarantee that an audit conducted in accordance with ISAs (UK) will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of the financial statements. A fuller description of our responsibilities is provided on the FRC’s website at www.frc.org.uk/auditorsresponsibilities. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 67


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FINANCIAL STATEMENTS CONSOLIDATED INCOME STATEMENT Year ended 31 March (Ł millions) Note 2022 2021 2020 Revenue 5 18,320 19,731 22,984 Material and other cost of sales* 4,6 (11,239) (12,335) (14,684) Employee costs* 4,7 (2,265) (2,141) (2,568) Other expenses* 4,10 (3,701) (3,589) (5,238) Exceptional items 4 (43) (1,523) (29) Other income 9 200 195 174 Engineering costs capitalised 11 455 727 1,369 Depreciation and amortisation 13 (1,944) (1,976) (1,910) Foreign exchange gain/(loss) and fair value adjustments 13 140 331 (249) Finance income 12 9 11 52 Finance expense (net) 12 (369) (251) (209) Share of loss of equity accounted investments 15 (18) (41) (114) Loss before tax (455) (861) (422) Income tax expense 14 (367) (239) (47) Loss for the year (822) (1,100) (469) Attributable to: Owners of the Company (818) (1,101) (471) Non-controlling interests (4) 1 2 *‘Material and other cost of sales’, ‘Employee costs’ and ‘Other expenses’ exclude the exceptional items explained in note 4. The notes on pages 72 to 139 are an integral part of these consolidated financial statements. CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME AND EXPENSE Year ended 31 March (Ł millions) Note 2022 2021 2020 Loss for the year (822) (1,100) (469) Items that will not be reclassified subsequently to profit or loss: Remeasurement of net defined benefit obligation 32 707 (751) 983 Income tax related to items that will not be reclassified 14 (92) 143 (155)    615 (608) 828 Items that may be reclassified subsequently to profit or loss: (Loss)/gain on cash flow hedges (net) (896) 546 304 Currency translation differences 24 (41) 21 Income tax related to items that may be reclassified 14 205 (103) (57)    (667) 402 268 Other comprehensive (expense)/income net of tax (52) (206) 1,096 Total comprehensive (expense)/income attributable to shareholder (874) (1,306) 627 Attributable to: Owners of the Company (870) (1,307) 625 Non-controlling interests (4) 1 2 The notes on pages 72 to 139 are an integral part of these consolidated financial statements.


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CONSOLIDATED BALANCE SHEET As at 31 March (Ł millions) Note 2022 2021 2020 Non-current assets Investments in equity accounted investees 15 321 316 362 Other non-current investments 16 30 22 37 Other financial assets 17 185 341 257 Property, plant and equipment 18 6,253 6,461 6,814 Intangible assets 19 4,866 5,387 6,278 Right-of-use assets 36 568 543 568 Pension asset 32 434—408 Other non-current assets 20 35 32 23 Deferred tax assets 14 336 397 523 Total non-current assets 13,028 13,499 15,270 Current assets Cash and cash equivalents 21 4,223 3,778 2,271 Short-term deposits and other investments 175 1,004 1,393 Trade receivables 722 863 833 Other financial assets 19 394 477 383 Inventories 23 2,781 3,022 3,468 Other current assets 20 493 448 477 Current tax assets 20 80 9 Assets classified as held for sale 4 — Total current assets 8,812 9,672 8,834 Total assets 21,840 23,171 24,104 Current liabilities Accounts payable 24 5,144 6,308 6,499 Short-term borrowings 25 1,779 1,206 526 Other financial liabilities 26 870 746 1,073 Provisions 27 989 1,161 944 Other current liabilities 28 674 638 716 Current tax liabilities 116 100 100 Total current liabilities 9,572 10,159 9,858 Non-current liabilities Long-term borrowings 25 5,248 4,972 4,817 Other financial liabilities 26 871 625 778 Provisions 27 1,112 1,188 1,355 Retirement benefit obligation 32 25 387 28 Other non-current liabilities 28 404 461 533 Deferred tax liabilities 14 105 116 179 Total non-current liabilities 7,765 7,749 7,690 Total liabilities 17,337 17,908 17,548 Equity attributable to shareholders Ordinary shares 29 1,501 1,501 1,501 Capital redemption reserve 29 167 167 167 Other reserves 30 2,835 3,586 4,880 Equity attributable to shareholders 4,503 5,254 6,548 Non-controlling interests — 9 8 Total equity 4,503 5,263 6,556 Total liabilities and equity 21,840 23,171 24,104 The notes on pages 72 to 139 are an integral part of these consolidated financial statements. These consolidated financial statements were approved by the JLR plc Board and authorised for issue on 13 June 2022. They were signed on its behalf by: THIERRY BOLLORÉ CHIEF EXECUTIVE OFFICER COMPANY REGISTERED NUMBER: 06477691 Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 69    


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FINANCIAL STATEMENTS CONSOLIDATED STATEMENT OF CHANGES IN EQUITY Ordinary Capital Other Equity Non- Total (Ł millions) shares redemption reserves attributable to controlling equity reserve shareholder interests Balance at 1 April 2021 1,501 167 3,586 5,254 9 5,263 Loss for the year — (818) (818) (4) (822) Other comprehensive expense for the year — (52) (52)—(52) Total comprehensive expense — (870) (870) (4) (874) Amounts removed from hedge reserve and recognised in inventory — 147 147—147 Income tax related to amounts removed from hedge reserve and recognised in inventory — (28) (28)—(28) Disposal of subsidiaries — — (5) (5) Balance at 31 March 2022 1,501 167 2,835 4,503—4,503 Balance at 1 April 2020 1,501 167 4,880 6,548 8 6,556 (Loss)/profit for the year — (1,101) (1,101) 1 (1,100) Other comprehensive expense for the year — (206) (206)—(206) Total comprehensive (expense)/ — (1,307) (1,307) 1 (1,306) income Amounts removed from hedge reserve and recognised in inventory — 16 16—16 Income tax related to amounts removed from hedge reserve and recognised in inventory — (3) (3)—(3) Balance at 31 March 2021 1,501 167 3,586 5,254 9 5,263 Balance at 1 April 2019 1,501 167 4,305 5,973 6 5,979 Adjustment on initial application of — (23) (23) (23) IFRS 16 (net of tax)—Adjusted balance at 1 April 2019 1,501 167 4,282 5,950 6 5,956 (Loss)/profit for the year — (471) (471) 2 (469) Other comprehensive income for the —1,096 1,096—1,096 year—Total comprehensive income — 625 625 2 627 Amounts removed from hedge reserve and recognised in inventory — (33) (33)—(33) Income tax related to amounts removed from hedge reserve and recognised in inventory — 6 6—6 Balance at 31 March 2020 1,501 167 4,880 6,548 8 6,556 The notes on pages 72 to 139 are an integral part of these consolidated financial statements.


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CONSOLIDATED CASH FLOW STATEMENT Year ended 31 March (Ł millions) Note 2022 2021 2020 Cash flows from operating activities Cash generated from operations 38 572 2,536 2,399 Dividends received 15 — 67 Income tax paid (138) (210) (152) Net cash generated from operating activities 434 2,326 2,314 Cash flows from investing activities Investment in equity accounted investments—(1) (67) Purchases of other investments (4) (4) (11) Proceeds from sale of other investments—22 -Investment in other restricted deposits (41) (57) (35) Redemption of other restricted deposits 39 55 31 Movements in other restricted deposits (2) (2) (4) Investment in short-term deposits and other investments (1,104) (3,169) (4,010) Redemption of short-term deposits and other investments 1,935 3,512 3,659 Movements in short-term deposits and other investments 831 343 (351) Purchases of property, plant and equipment (712) (1,050) (1,281) Proceeds from sale of property, plant and equipment 7 8 1 Net cash outflow relating to intangible asset expenditure (481) (799) (1,511) Finance income received 8 14 50 Acquisition of subsidiaries (net of cash acquired) — (3) Disposal of subsidiaries (net of cash disposed) (10) — Net cash used in investing activities (363) (1,469) (3,177) Cash flows from financing activities Finance expenses and fees paid (402) (313) (262) Proceeds from issuance of borrowings 2,095 1,953 1,602 Repayment of borrowings (1,347) (749) (939) Payments of lease obligations (71) (79) (72) Net cash generated from financing activities 275 812 329 Net increase/(decrease) in cash and cash equivalents 346 1,669 (534) Cash and cash equivalents at beginning of year 21 3,778 2,271 2,747 Effect of foreign exchange on cash and cash equivalents 99 (162) 58 Cash and cash equivalents at end of year 21 4,223 3,778 2,271 The notes on pages 72 to 139 are an integral part of these consolidated financial statements. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 71    


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FINANCIAL STATEMENTS NOTES (FORMING PART OF THE CONSOLIDATED FINANCIAL STATEMENTS) 1 Background and operations The Group had available liquidity of Ł6.4 billion at 31 March Jaguar Land Rover Automotive plc (“the Company”) and its 2022, including Ł4.4 billion of cash and cash equivalents and the subsidiaries are collectively referred to as “the Group” or “JLR”. Group’s undrawn Ł2.0 billion revolving credit facility. Within the The Company is a public limited company incorporated and going concern assessment period there is Ł1 billion minimum domiciled in the United Kingdom. The address of its registered quarter-end liquidity covenant attached to the Group’s UKEF office is Abbey Road, Whitley, Coventry, CV3 4LF, England, United loans for the entire period and to the RCF facility from July 2022, Kingdom. and a reduction in the RCF facility to Ł1.5 billion from July 2022. Further details of the Group’s available financing facilities and The Company is a subsidiary of Tata Motors Limited, India and the maturity of facilities is described on page 34. acts as an intermediate holding company for the Jaguar Land Rover business. The principal activity during the year was the The Group has assessed its projected cash flows over the design, development, manufacture and marketing of high- going concern assessment period. This base case uses the performance luxury saloons, specialist sports cars and four- most recent Board-approved forecasts that include the going wheel-drive off-road vehicles. concern assessment period; taking into account the Group’s expectations of the continued supply chain challenges related These consolidated financial statements have been prepared to semiconductor shortages, the diminishing impacts of the in Pound Sterling (GBP) and rounded to the nearest million GBP COVID-19 pandemic and prevailing financial conditions including (Ł million) unless otherwise stated. Results for the year ended the impact of inflationary pressures on material costs. The Group and as at 31 March 2020 have been disclosed solely for the saw a gradual improvement in chip supply during the quarter information of the users. ended 31 March 2022 leading to improved production and wholesale volumes compared to the previous two quarters. This 2 Accounting information and policies is expected to continue through the year ending 31 March 2023 although the situation remains uncertain. Statement of compliance The base case assumes an improvement in wholesale volumes in These consolidated and parent company financial statements the going concern assessment period compared to the previous have been prepared in accordance with UK-adopted international twelve months, reflecting gradual improvement in semiconductor accounting standards. supply, and proactive management of semiconductor supplies to maximise production of higher margin products. The Company has taken advantage of section 408 of the Companies Act 2006 and, therefore, the separate financial The Group has also carried out a reverse stress test against the statements of the Company do not include the income statement base case to determine the decline in wholesale volume over a or the statement of comprehensive income of the Company on twelve-month period that would result in a liquidity level that a stand-alone basis. breaches financing covenants. The reverse stress test assumes continued supply constraints resulting in demand that exceeds Basis of preparation supply over the twelve-month period and assumes optimisation of supply to maximise production of higher margin products. The consolidated financial statements have been prepared on a historical cost basis except for certain financial instruments, In order to reach a liquidity level that breaches covenants, it would which are measured at fair value at the end of each reporting require a sustained decline in wholesale volumes of more than period as explained in the accounting policies in note 35. The 60% compared to the base case over a twelve-month period. balance sheet and accompanying notes as at 31 March 2020 The reverse stress test reflects the variable profit impact of the have been disclosed solely for the information of the users. wholesale volume decline, and assumes all other assumptions are held in line with the base case. It does not reflect other Going concern potential upside measures that could be taken in such a reduced volume scenario; or any new funding. The Financial Statements have been prepared on a going concern basis, which the Directors consider to be appropriate for the The Group does not consider this scenario to be plausible reasons set out below. given that the stress test volumes are significantly lower than the volumes achieved during both the peak of the COVID-19 The Directors have assessed the financial position of the Group pandemic and the worst quarter of semiconductor shortages. as at 31 March 2022, and the projected cash flows of the Group The Group has a record order bank as at 31 March 2022 and for the twelve-month period from the date of authorisation of is confident that it can significantly exceed reverse stress test the financial statements (the ‘going concern assessment period’). volumes.


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arrangement whereby the parties that have joint control of the The Group has considered the impact of severe but plausible arrangement have rights to the net assets of the arrangement. downside scenarios and the expected wholesale volumes under each of these scenarios is much higher than under the reverse Associates are those entities over which the Group has significant stress test. influence. Significant influence is the power to participate in the financial and operating policy decisions of the investee but is not The Directors, after making appropriate enquiries and taking control or joint control of those policies. Significant influence is into consideration the risks and uncertainties facing the Group, presumed to exist when the Group holds between 20 and 50 per consider that the Group and parent company have adequate cent of the voting power of the investee unless it can be clearly financial resources to continue in operational existence demonstrated that this is not the case. throughout the Going Concern Assessment Period, meeting their liabilities as they fall due. Accordingly, the Directors continue to The results, assets and liabilities of joint ventures and associates adopt the going concern basis in preparing these consolidated are incorporated in these financial statements using the equity and parent company financial statements. method of accounting as described in note 15. Accounting policies Use of estimates and judgements Accounting policies are included in the relevant notes to the The preparation of financial statements in conformity with IFRS consolidated financial statements on pages 72 to 139. The requires the use of judgements, estimates and assumptions accounting policies below are applied throughout the financial that affect the reported amounts of assets and liabilities at the statements. date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Those that Climate change are significant to the Group are discussed separately below. In the preparation of these consolidated financial statements, Judgements the Group has considered the potential effects of climate change, related regulatory requirements and of the targets set In the process of applying the Group’s accounting policies, out in the Group’s Strategic Report. Where relevant, these are management has made the following judgements, which have a included within assumptions and estimates used to determine significant effect on the amounts recognised in the consolidated the carrying value of assets and liabilities at 31 March 2022. In financial statements: particular, the Group has considered the impact on the future cash flows used in the impairment assessment of its cash- Revenue recognition: The Group uses judgement to determine generating unit (see note 19); and on its provisions for the costs when control of its goods, primarily vehicles and parts, pass to of compliance with emission regulations (see note 27). the customer. This is assessed with reference to indicators of control, including the risks and rewards of ownership and legal Basis of consolidation title with reference to the underlying terms of the customer contract. Refer to note 5 for further information. Subsidiaries The consolidated financial statements include Jaguar Land Rover Assessment of cash-generating units: The Group has Automotive plc and its subsidiaries. Subsidiaries are entities determined that there is one cash-generating unit. This is on controlled by the Company. Control exists when the Company the basis that there are no smaller groups of assets that can (a) has power over the investee, (b) is exposed or has rights to be identified with certainty that generate specific cash inflows variable return from its involvement with the investee and (c) that are independent of the inflows generated by other assets or has the ability to affect those returns through its power to direct groups of assets. Refer to note 19 for further information. relevant activites of the investee. Relevant activites are those activities that significantly affect an entity’s returns. In assessing Alternative performance measures (APMs) and exceptional control, potential voting rights that currently are exercisable are items: The Group exercises judgement in determining the taken into account, as well as other contractual arrangements adjustments to apply to IFRS measurements in order to that may influence control. Intercompany transactions and derive APMs that provide additional useful information on the balances including unrealised profits are eliminated in full on underlying trends and in classifying items as exceptional items. consolidation. Refer to notes 3 and 4 for further information. Joint ventures and associates (equity accounted investments) Capitalisation of product engineering costs: The Group applies A joint arrangement is an arrangement of which two or more judgement in determining at what point in a vehicle programme’s parties have joint control. Joint control is the contractually agreed life cycle the recognition criteria under IAS 38 are satisfied. Refer sharing of control of an arrangement, which exists only when to note 19 for further information. decisions about the relevant activities require the unanimous consent of the parties sharing control. A joint venture is a joint Deferred tax asset recognition: The extent to which deferred Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 73


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FINANCIAL STATEMENTS tax assets can be recognised is based on an assessment of the supplies, and other expenses incurred for product development availability of future taxable income against which the deductible undertaken by the Group. temporary differences and tax loss carry-forwards can be utilised. The Group has exercised judgement in determining the Material and other cost of sales as reported in the consolidated jurisdictions in which deferred tax assets have not been fully income statement is presented net of the impact of realised recognised. This has been done based on forecast profitability foreign exchange relating to derivatives hedging cost exposures. and historical results of the companies in which the deferred tax assets arise. Refer to note 14 for further information. Foreign currency Estimates and assumptions The Company has a functional currency of GBP. The presentation currency of the consolidated financial statements is GBP. The areas where assumptions and estimates are significant to the financial statements are as described below. The estimates and Transactions in currencies other than the functional currency of associated assumptions are based on historical experience and the entity are recorded at the exchange rate prevailing on the date various other factors that are believed to be reasonable under the of transaction. Foreign currency denominated monetary assets circumstances, the results of which form the basis of making the and liabilities are remeasured into the functional currency at the judgements about carrying values of assets and liabilities that exchange rate prevailing on the balance sheet date. Exchange are not readily apparent from other sources. Actual results may differences are recognised in the consolidated income statement differ from these estimates. Significant estimates are those that as “Foreign exchange gain/(loss) and fair value adjustments”. have a significant risk of resulting in a material adjustment to the carrying amounts of assets and liabilities within the next year. For the purposes of presenting consolidated financial statements, Other estimates are those that may affect carrying amounts in the assets and liabilities of the Group’s foreign operations (non-the longer term. GBP functional currency) are translated at exchange rates prevailing on the balance sheet date. Income and expense items Significant estimates are translated at the average exchange rates for the period. Exchange differences arising, if any, are recognised in other Impairment of intangible and tangible fixed assets: The Group comprehensive income and accumulated in equity. has intangible assets with indefinite lives and therefore tests annually whether intangible and tangible fixed assets have Impairment suffered any impairment. Refer to note 19 for further information on the key assumptions and sensitivities used in the testing these Property, plant and equipment and intangible assets assets for impairment. At each balance sheet date, the Group assesses whether there is any indication that any property, plant and equipment and Retirement benefit obligation: The present value of the post- intangible assets with finite lives may be impaired. If any such employment benefit obligations depends on a number of factors impairment indicator exists, the recoverable amount of an asset and assumptions, including discount rate, inflation and mortality is estimated to determine the extent of impairment, if any. assumptions. Refer to note 32 for details of these assumptions Where it is not possible to estimate the recoverable amount of and sensitivities. an individual asset, the Group estimates the recoverable amount of the cash generating unit to which the asset belongs. Other estimates Intangible assets with indefinite useful lives and intangible assets Product warranties: refer to note 27 for further information. not yet available for use are tested for impairment annually, or earlier if there is an indication that the asset may be impaired. Variable marketing expense: refer to note 5 for further information. Recoverable amount is the higher of fair value less costs of sale and value in use. In assessing value in use, the estimated future Impairment in equity accounted investees: refer to note 15 for cash flows are discounted to their present value using a pre-tax further information. discount rate that reflects current market assessments of the time value of money and the risks specific to the asset (or cash Restructuring: refer to note 27 for further information. generating unit) for which the estimates of future cash flows have not been adjusted. Cost recognition If the recoverable amount of an asset (or cash-generating unit) Costs and expenses are recognised when incurred and are is estimated to be less than its carrying amount, the carrying classified according to their nature. amount of the asset (or cash-generating unit) is reduced to its recoverable amount. An impairment loss is recognised Expenditures are capitalised, where appropriate, in accordance immediately in the consolidated income statement. with the policy for internally generated intangible assets and represent employee costs, stores and other manufacturing An asset (or cash-generating unit) impaired in prior years is


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reviewed at each balance sheet date to determine whether there • Annual improvements to IFRS standards 2018-2020 cycle; is any indication of a reversal of impairment losses recognised in prior years. • Amendments to IAS 16 Property, Plant and Equipment – Proceeds before intended use; New accounting policy pronouncements • IFRS 17 Insurance Contracts; and (a) Standards, revisions and amendments to standards and interpretations not significant to the Jaguar Land Rover Group • Amendments to IFRS 17 and IFRS 19 Initial Application of and applied for the first time in the year ending 31 March 2022 IFRS 17 and IFRS 9—Comparative Information. The following amendments and interpretations have been The Group is currently assessing the impact of these adopted by the Group in the year ending 31 March 2022. pronouncements on the consolidated financial statements. • Amendments to IFRS 9 Financial Instruments, IAS 39 (c) Standards, revisions and amendments to standards and Financial Instruments: Recognition and Measurement, IFRS interpretations not yet endorsed by the UK and not yet adopted 7 Financial Instruments, IFRS 4 Insurance Contracts and by the Group IFRS 16 Leases: Disclosures – Interest rate benchmark reform; and The following pronouncements, issued by the IASB, have not yet been endorsed by the UK, are not yet effective and have not yet • Amendments to IFRS 16 Leases – COVID-19 related rent been adopted by the Group. concessions beyond 30 June 2021. • Amendments to IAS 1 Presentation of Financial Statements The adoption of these amendments and interpretations has not – Classification of liabilities as current or non-current; had a significant impact on the consolidated financial statements. • Amendments to IAS 1 Presentation of Financial Statements (b) Standards, revisions and amendments to standards and – disclosure of accounting policies; interpretations not yet effective and not yet adopted by the Group • Amendments to IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors – definition of accounting The following pronouncement, issued by the IASB and endorsed estimates; and by the UK, is not yet effective and has not yet been adopted by the Group. This amendment is effective for annual report periods • Amendments to IAS 12 Deferred Tax related to Assets and beginning on or after 1 January 2022. Liabilities arising from a Single Transaction. • Amendments to IFRS 3 Business Combinations – Reference to the conceptual framework; • Amendments to IAS 37 Provisions, Contingent Liabilities and Contingent Assets – Onerous contracts – cost of fulfilling a contract; Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 75


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FINANCIAL STATEMENTS 3 Alternative Performance Measures In reporting financial information, the Group presents alternative performance measures (“APMs”) that are not defined or specified under the requirements of IFRS. The Group believes that these APMs, which are not considered to be a substitute for or superior to IFRS measures, provide stakeholders with additional helpful information on the performance of the business. The APMs used within this Annual Report are defined below. Alternative performance Definition measure Adjusted EBITDA Adjusted EBITDA is defined as profit before: income tax expense; exceptional items; finance expense (net of capitalised interest) and finance income; gains/losses on debt and unrealised derivatives, realised derivatives entered into for the purpose of hedging debt, and equity or debt investments held at fair value; foreign exchange gains/losses on other assets and liabilities, including short-term deposits and cash and cash equivalents; share of profit/loss from equity accounted investments; depreciation and amortisation. Adjusted EBIT Adjusted EBIT is defined as for adjusted EBITDA but including share of profit/loss from equity accounted investments, depreciation and amortisation. Profit/(loss) before tax and Profit/(loss) before tax excluding exceptional items. exceptional items Free cash flow Net cash generated from operating activities less net cash used in automotive investing activities, excluding investments in consolidated entities and movements in financial investments, and after finance expenses and fees paid. Financial investments are those reported as cash and cash equivalents, short-term deposits and other investments, and equity or debt investments held at fair value. Total product and other investment Cash used in the purchase of property, plant and equipment, intangible assets, investments in equity accounted investments and other trading investments, acquisition of subsidiaries and expensed research and development costs. Working capital Changes in assets and liabilities as presented in note 38. This comprises movements in assets and liabilities excluding movements relating to financing or investing cash flows or non-cash items that are not included in adjusted EBIT or adjusted EBITDA. Total cash and cash equivalents, Defined as cash and cash equivalents, short-term deposits and other investments, marketable securities deposits and investments and any other items defined as cash and cash equivalents in accordance with IFRS. Available liquidity Defined as total cash and cash equivalents, deposits and investments plus committed undrawn credit facilities. Net debt Total cash and cash equivalents, deposits and investments less total interest-bearing loans and borrowings. Retail sales Jaguar Land Rover retail sales represent vehicle sales made by dealers to end customers and include the sale of vehicles produced by our Chinese joint venture, Chery Jaguar Land Rover Automotive Company Ltd. Wholesales Wholesales represent vehicle sales made to retailers or other external customers. The Group recognises revenue on wholesales. The Group uses adjusted EBITDA as an APM to review and Free cash flow is considered by the Group to be a key measure in measure the underlying profitability of the Group on an ongoing assessing and understanding the total operating performance of basis for comparability as it recognises that increased capital the Group and to identify underlying trends. expenditure year on year will lead to a corresponding increase in depreciation and amortisation expense recognised within the Total product and other investment is considered by the Group to consolidated income statement. be a key measure in assessing cash invested in the development of future new models and infrastructure supporting the growth The Group uses adjusted EBIT as an APM to review and measure of the Group. the underlying profitability of the Group on an ongoing basis as this excludes volatility on unrealised foreign exchange Working capital is considered by the Group to be a key measure transactions. Due to the significant level of debt and currency in assessing short-term assets and liabilities that are expected derivatives held, unrealised foreign exchange can distort the to be converted into cash within the next 12-month period. financial performance of the Group from one period to another.


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Total cash and cash equivalents, deposits and investments and available liquidity are measures used by the Group to assess liquidity and the availability of funds for future spend and investment. Exceptional items are defined in note 4. Reconciliations between these alternative performance measures and statutory reported measures are shown below and on the next page. Adjusted EBIT and Adjusted EBITDA Year ended 31 March (Ł millions) Note 2022 2021 2020 Adjusted EBITDA 1,896 2,531 2,050 Depreciation and amortisation (1,944) (1,976) (1,910) Share of loss of equity accounted investments 15 (18) (41) (114) Adjusted EBIT (66) 514 26 Foreign exchange gain on derivatives 13—14 15 Unrealised gain/(loss) on commodities 13 48 137 (78) Foreign exchange (loss)/gain and fair value adjustments on loans 13 (141) 314 (135) Foreign exchange gain/(loss) on economic hedges of loans 13 91 (143) 29 Foreign exchange gain/(loss) on balance sheet, cash and deposits 13 12 64 (50) revaluation Finance income 12 9 11 52 Finance expense (net) 12 (369) (251) (209) Fair value gain/(loss) on equity investments 13 4 2 (43) (Loss)/profit before tax and exceptional items (412) 662 (393) Exceptional items 4 (43) (1,523) (29) Loss before tax (455) (861) (422) Free cash flow Year ended 31 March (Ł millions) 2022 2021 2020 Net cash generated from operating activities 434 2,326 2,314 Purchases of property, plant and equipment (712) (1,050) (1,281) Net cash outflow relating to intangible asset expenditure (481) (799) (1,511) Proceeds from sale of property, plant and equipment 7 8 1 Investment in equity accounted investees—(1) (67) Acquisition of subsidiaries (net of cash acquired) — (3) Disposal of subsidiaries (net of cash disposed) (10) —Finance expenses and fees paid (402) (313) (262) Finance income received 8 14 50 Free cash flow (1,156) 185 (759) Total product and other investments Year ended 31 March (Ł millions) Note 2022 2021 2020 Purchases of property, plant and equipment 712 1,050 1,281 Net cash outflow relating to intangible asset expenditure 481 799 1,511 Engineering costs expensed 11 839 489 421 Investment in equity accounted investees—1 67 Purchases of other investments 4 4 11 Acquisition of subsidiary (net of cash acquired) — 3 Total product and other investments 2,036 2,343 3,294 Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 77


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FINANCIAL STATEMENTS Total cash and cash equivalents, deposits and investments As at (Ł millions) 2022 2021 2020 Cash and cash equivalents 4,223 3,778 2,271 Short-term deposits and other investments 175 1,004 1,393 Total cash and cash equivalents, deposits and investments 4,398 4,782 3,664 Available liquidity As at 31 March (Ł millions) Note 2022 2021 2020 Cash and cash equivalents 4,223 3,778 2,271 Short-term deposits and other investments 175 1,004 1,393 Committed undrawn credit facilities 25 2,015 1,938 1,935 Available liquidity 6,413 6,720 5,599 Net debt As at (Ł millions) 2022 2021 2020 Cash and cash equivalents 4,223 3,778 2,271 Short-term deposits and other investments 175 1,004 1,393 Interest-bearing loans and borrowings (7,597) (6,697) (5,884) Net debt (3,199) (1,915) (2,220) Retail and wholesales Year ended 31 March (units) 2022 2021 2020 Retail sales 376,381 439,588 508,659 Wholesales 294,182 347,632 475,952 4 Exceptional items • Costs associated with provisions and related reversals arising from a significant one-off event not in the normal Exceptional items are disclosed separately in the consolidated course of business. income statement and excluded from adjusted EBIT and adjusted EBITDA measures to support the reader’s understanding of the The exceptional items recognised in the year ended 31 March performance of the Group. 2022 comprise: The Group considers qualitative and quantitative factors to • Ł43 million in relation to customer liabilities arising from determine whether a transaction or event is exceptional, including sanctions imposed against Russia by many countries, the expected size, nature and frequency of the transaction or preventing the shipment of vehicles and certain parts to the event, and any precedent for similar items in previous years. market. Items that are considered exceptional may include the following: • Updates to the assessment of the impact of the Group’s Reimagine strategy relating to the exceptional items • Costs associated with significant restructuring events; recognised during the year ended 31 March 2021.    • Impairments or reversals of impairments arising from an impairment assessment of the Group’s cash-generating unit in accordance with IAS 36; • Defined benefit past service costs or credits arising from scheme amendments; and    


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The exceptional items recognised in the year ended 31 March • An update of Ł9 million to the past service cost recognised 2021 comprise: due to the requirement to equalise male and female members’ benefits for the inequalities within guaranteed • Asset write-downs of Ł952 million in relation to models minimum pension (‘GMP’) earned between 17 May 1990 cancelled under the Group’s Reimagine strategy. See notes and 5 April 1997 based on new information. See note 32. 18 and 19. The exceptional item recognised in the year ended 31 March • Restructuring costs of Ł562 million comprising 2020 comprises restructuring costs of Ł29 million relating to a Group restructuring programme that commenced during the • Costs of Ł534 million resulting from the Group’s year ended 31 March 2019. This included a past service pension Reimagine strategy comprising accruals to settle legal cost of Ł4 million. obligations on work performed to date and provisions for redundancies and other third party obligations. See The tables below set out the exceptional items (expense/ note 27. Included within the restructuring costs is a (credit)) recorded in the years ended 31 March 2022, 2021 and defined benefit past service cost of Ł7 million. See note 2020 and the impact on the consolidated income statement if 32.                these items were not disclosed separately as exceptional items. • Costs of Ł28 million resulting from a separate redundancy programme during the year. See note 27. Material and Year ended 31 March 2022 (Ł millions) Other expenses Employee costs other cost of sales Excluding exceptional items 3,701 2,265 11,239 Restructuring costs—asset write-downs 7 —Restructuring costs—employee and third party obligations (73) (16) 82 Other 43 — Including exceptional items 3,678 2,249 11,321 Material and Year ended 31 March 2021 (Ł millions) Note Other expenses Employee costs other cost of sales Excluding exceptional items 3,589 2,141 12,335 Restructuring costs—asset write-downs 952 —Restructuring costs—employee and third party obligations 252 116 194 Pension past service cost 32—9—Including exceptional items 4,793 2,266 12,529 Year ended 31 March 2020 (Ł millions) Other expenses Employee costs Excluding exceptional items 5,238 2,568 Restructuring costs (3) 32 Including exceptional items 5,235 2,600 Included in “Income tax expense” in the consolidated income statement for the year ended 31 March 2022 is Łnil in respect of exceptional items (2021, 2020: credit of Ł6 million). Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 79    


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FINANCIAL STATEMENTS 5 Revenue Revenue recognition As described in note 37, the Group operates with a single automotive reporting segment, principally generating revenue Revenue comprises the consideration earned by the Group in from the sales of vehicles, parts and accessories. respect of the output of its ordinary activities. It is measured based on the contract price, which is the consideration specified in the The sale of vehicles also can include additional services provided contract with the customer and excludes amounts collected on to the customer at the point of sale, for which the vehicle and behalf of third parties, and net of settlement discounts, bonuses, services are accounted for as separate performance obligations, rebates and sales incentives. The Group’s primary customers as they are considered separately identifiable. The contract from the sale of vehicles, parts and accessories are retailers, fleet transaction price is allocated among the identified performance and corporate customers, and other third-party distributors. The obligations based on their stand-alone selling prices. Where the Group recognises revenue when it transfers control of a good or stand-alone selling price is not readily observable, it is estimated service to a customer, thus evidencing the satisfaction of the using an appropriate alternative approach. associated performance obligation under that contract. Significant Nature, timing of satisfaction of performance obligations, and significant payment terms revenue areas Vehicles, parts, The Group recognises revenue on the sale of vehicles, parts and accessories at the point of “wholesale”, which is determined and accessories by the underlying terms and conditions of the contract with the customer as to when control transfers to them. The principle (and other of control under IFRS 15 considers which party has the ability to direct the use of an asset and to obtain substantially all of the goods) remaining economic benefits. Determining the transfer of control with regards to the sale of goods is primarily driven by: • The point at which the risks and rewards of ownership pass to the customer; • The point at which the customer takes physical possession of the good or product; • The point at which the customer accepts the good or product; • The point at which the Group has a present right to payment for the sale of the good or product; and • The point at which legal title to the good or product transfers to the customer. In the vast majority of cases, the sale of the relevant good is recognised at the point of dispatch (at release to the carrier responsible for transportation to the customer) or the point of delivery to the customer, depending on individual contractual arrangements. In some instances, revenue may be recognised on a bill-and-hold basis where vehicles, for example, are sold to the customer but are retained in the Group’s possession at a vehicle holding compound on behalf of the customer ahead of being physically transferred to them at a future time. Such arrangements meet the criteria for bill-and-hold arrangements under IFRS 15 to ensure that the customer has obtained the ultimate control of the product when revenue is recognised. The reason for the bill-and-hold is substantive (as the customer requests JLR to retain possession, usually due to a lack of available space at their own premises), the vehicles are identifiable as separately belonging to the customer (on the basis that each vehicle has a unique Vehicle Identification Number), the vehicle must be ready for physical transfer to the customer (which it is, given that it is fully built and safety-checked off the manufacturing line) and the Group does not have the ability to use the vehicle or direct it elsewhere.                The Group operates with financing partners across the world that provide wholesale financing arrangements to the retail network for vehicle sales, which enables cash settlement to occur immediately (usually within two working days) for purchases from the Group. For the sale of parts and accessories, the Group typically receives payment in line with the invoice payment terms stipulated and agreed with its customers, which are usually 30 days.


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Significant Nature, timing of satisfaction of performance obligations, and significant payment terms revenue areas Sales incentives The costs associated with providing sales support and incentives (variable marketing expense) are considered to be variable components of consideration, thus reducing the amount of revenue recognised by the Group. Under IFRS 15, the Group ensures that variable consideration is recognised to the extent of the amount to which it expects to be entitled. To meet this principle, the Group constrains its estimate of variable consideration to include amounts only to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur when the associated uncertainty associated is subsequently resolved. The Group estimates the expected sales incentive by market and considers uncertainties including competitor pricing, ageing of dealer stock and local market conditions. The constraint on variable consideration is estimated with reference to historical accuracy, current market conditions and a prospective assessment considering relevant geopolitical factors, including global stock positions for both the Group and its third party dealer network reflecting the pipeline of vehicle inventory for sale to end customers. Variable consideration received for contracts with multiple performance obligations is allocated to all such obligations only when applicable. For example, with the sale of a vehicle, the cost of the incentive provided is allocated entirely to the vehicle as its purpose is to incentivise the sale of the vehicle rather than support any additional obligations. Scheduled Scheduled maintenance contracts sold with a vehicle provide the end customer with the benefit of bringing their vehicle to a maintenance dealership for the routine maintenance required to maintain compliance for warranty purposes. contracts The majority of plans sold by the Group are complimentary with the vehicle, thus payment is received at the same time as the proceeds from the vehicle sale, at which point the amount is recognised as a contract liability based on the stand-alone selling price, which is measured using a cost-plus approach. Revenue is recognised over the life of the plan based on the expected performance of the services from the point of a vehicle being retailed to an end customer and aligned to the expected profile of costs to fulfil those services based on historical information. Telematics Telematics features provide a service to the customer typically aligned to the warranty period of the vehicle, allowing a vehicle to connect and interact with an end customer’s mobile phone. The Group typically receives payment relating to telematics features at the same time as the proceeds from the vehicle sale, at which point the amount is recognised as a contract liability based on the stand-alone selling price. For optional features, this is measured at the observable option price and for standard-fit features is measured using a cost-plus basis. The stand-alone selling price for telematics subscription renewals is measured at the renewal price offered to the customer. Revenue is recognised on a straight-line basis over the term of the service from the point of the vehicle being retailed to an end customer in line with the expected costs to fulfil those services. Warranty Vehicles and parts sold by the Group include a standard warranty to guarantee the vehicle complies with agreed-upon considerations specifications for a defined period of time. Where the warranty offering to the end customer exceeds the standard market as a service expectation for similar products, or provides a service in excess of the assurance that the agreed-upon specification is met, the Group considers this to constitute a service to the end customer and therefore a separate performance obligation. Revenue is recognised on a straight-line basis over the contractual period to which the warranty service relates, up to which point it is recognised as a contract liability. Repurchase Some contracts with customers include an option or obligation for the Group to repurchase the product sold (including arrangements repurchasing a product originally sold as part of an amended product). Such instances are common in the Group’s arrangements with third-party fleet customers or in contract manufacturing arrangements that the Group is party to. The Group does not recognise revenue on the original sale, as it retains ultimate control of that product. The related inventory continues to be recognised on the Group’s consolidated balance sheet. The consideration received from the customer is treated as a liability. Where the contractual repurchase price is less than the original sale price, the transaction is accounted for as a lease and where the contractual repurchase price is more than or equal to the original sale price the transaction is accounted for as a financing arrangement. Revenue recognised under such lease arrangements is outside of the scope of IFRS 15 and instead is recognised in line with IFRS 16 Leases. Revenue relating to the good or product is recognised only when it is sold by the Group with no repurchase obligation or option attached. Returns Vehicle sales do not typically include allowances for returns or refunds, although in some markets there is legislative requirement obligations, for Jaguar Land Rover as an automotive manufacturer to repurchase or reacquire a vehicle if quality issues arise that have been refunds and remedied a number of times and where the owner no longer wishes to own the vehicle as a result. similar obligations Regarding other goods, where rights of return may be prevalent, the Group estimates the level of returns based on the historical data for specific products, adjusted as necessary to estimate returns for new products. Revenue is not recognised for expected returns—instead the Group recognises a refund liability and asset where required. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 81


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FINANCIAL STATEMENTS The Group’s revenues are summarised as follows: Year ended 31 March (Ł millions) 2022 2021 2020 Revenue recognised for sales of vehicles, parts and accessories 17,159 18,775 22,436 Revenue recognised for services transferred 324 314 306 Revenue—other 762 753 807 Total revenue from contracts with customers 18,245 19,842 23,549 Realised revenue hedges 75 (111) (565) Total revenue 18,320 19,731 22,984 “Revenue – other” includes sales of goods other than vehicles, parts and accessories. Revenue disaggregation The following table presents the Group’s revenue, disaggregated and major product categories. All revenue is generated from the by primary geographical market, timing of revenue recognition Group’s single automotive operating segment. Year ended 31 March 2022 (Ł millions) UK US China Rest of Rest of Total Europe World Revenue Revenue recognised for sales of vehicles, parts and accessories 2,377 4,104 4,166 3,221 3,291 17,159 Revenue recognised for services transferred 108 101 7 24 84 324 Revenue—other 679 6 64 3 10 762 Total revenue from contracts with customers 3,164 4,211 4,237 3,248 3,385 18,245 Realised revenue hedges—109 (61)—27 75 Total revenue 3,164 4,320 4,176 3,248 3,412 18,320 Year ended 31 March 2021 (Ł millions) UK US China Rest of Rest of Total Europe World Revenue Revenue recognised for sales of vehicles, parts and accessories 3,008 4,663 4,546 3,551 3,007 18,775 Revenue recognised for services transferred 126 95 5 10 78 314 Revenue—other 656 3 85 2 7 753 Total revenue from contracts with customers 3,790 4,761 4,636 3,563 3,092 19,842 Realised revenue hedges—(97) (75)—61 (111) Total revenue 3,790 4,664 4,561 3,563 3,153 19,731 Year ended 31 March 2020 (Ł millions) UK US China Rest of Rest of Total Europe World Revenue Revenue recognised for sales of vehicles, parts and accessories 3,875 5,889 3,374 4,745 4,553 22,436 Revenue recognised for services transferred 63 91 75 11 66 306 Revenue—other 786 4 5 1 11 807 Total revenue from contracts with customers 4,724 5,984 3,454 4,757 4,630 23,549 Realised revenue hedges—(370) (166)—(29) (565) Total revenue 4,724 5,614 3,288 4,757 4,601 22,984    


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Contract liabilities As at 31 March (Ł millions) 2022 2021 2020 Ongoing service obligations 681 766 846 Liabilities for advances received 122 61 50 Total contract liabilities 803 827 896 Revenue that is expected to be recognised within five years or less. This is because revenue resulting from those sales will be related to performance obligations that are unsatisfied (or recognised in a short-term period. The services included with the partially unsatisfied) amounted to Ł803 million at 31 March vehicle sale are to be recognised as revenues in subsequent years 2022 (2021: Ł827 million, 2020: Ł896 million). but represent an insignificant portion of expected revenues in comparison. “Ongoing service obligations” mainly relate to long-term service and maintenance contracts, extended warranties and The movement in contract liabilities relates solely to revenue telematics services. “Liabilities for advances received” primarily recognised from balances held at the beginning of the year of relate to consideration received in advance from customers for Ł385 million (2021: Ł364 million, 2020: Ł392 million) and products not yet wholesaled, at which point the revenue will increases due to cash received for performance obligations be recognised. “Ongoing service obligations” and “Liabilities for unsatisfied at the year end of Ł361 million (2021: Ł295 million, advances received” are both presented within “Other liabilities” 2020: Ł397 million). in the consolidated balance sheet. Revenue recognised in the year from performance obligations The Group applies the practical expedient in IFRS 15.121 and satisified in the previous year is Ł13 million (2021: Ł100 million, does not disclose information about remaining performance 2020: Ł33 million). obligations that have an original expected duration of one year 6 Material and other cost of sales Year ended 31 March (Ł millions) 2022 2021 2020 Changes in inventories of finished goods and work-in-progress 279 469 121 Purchase of products for sale 1,172 1,029 1,105 Raw materials and consumables used 9,654 10,838 13,498 Realised purchase hedges 134 (1) (40) Total material and other cost of sales 11,239 12,335 14,684 7 Employee numbers and costs Year ended 31 March (Ł millions) 2022 2021 2020 Wages and salaries—employee costs 1,626 1,545 1,833 Wages and salaries—agency costs 95 73 175 Total wages and salaries 1,721 1,618 2,008 Social security costs and benefits 312 288 312 Pension costs 232 235 248 Total employee costs 2,265 2,141 2,568 Employee costs in the year ended 31 March 2022 includes Ł14 million (2021: Ł188 million, 2020: Ł10 million) credit in relation to employees placed on furlough under the UK Coronavirus Job Retention Scheme. Average employee numbers for the year ended 31 March Non-agency Agency Total 2022 Manufacturing 17,268 751 18,019 Research and development 7,893 394 8,287 Other 9,430 295 9,725 Total employee numbers 34,591 1,440 36,031 Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 83


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FINANCIAL STATEMENTS Average employee numbers for the year ended 31 March Non-agency Agency Total 2021 Manufacturing 18,231 754 18,985 Research and development 8,158 556 8,714 Other 9,527 317 9,844 Total employee numbers 35,916 1,627 37,543 Average employee numbers for the year ended 31 March Non-agency Agency Total 2020 Manufacturing 18,833 1,219 20,052 Research and development 7,965 1,411 9,376 Other 9,733 626 10,359 Total employee numbers 36,531 3,256 39,787 8 Directors’ emoluments Year ended 31 March (Ł) 2022 2021 2020 Directors’ emoluments 4,001,943 5,509,867 3,459,163 (Decrease)/increase of long-term incentive scheme amounts receivable (30,253) 479,444 803,472 Post-employment benefits—1,164,478 349,442 The aggregate of emoluments received in the year and amounts There were no directors who were members of a defined benefit accrued under the bonus schemes of the highest paid director pension scheme or a defined contribution scheme during the was Ł3,652,103 (2021: Ł3,962,991, 2020: Ł4,099,544), years ended 31 March 2022, 2021 and 2020. together with a cash allowance in lieu of pension and medical benefits of Łnil (2021: Ł1,164,478, 2020: Ł349,442). During LTIP cash payments received by directors during the year ended the year, the value of LTIP awards accrued has increased by Łnil 31 March 2022 were Ł686,000 (2021: Ł421,000, 2020: Łnil). (2021: Ł479,444, 2020: Ł803,472), which will become payable in future periods. 9 Other income Government grants are recognised when there is reasonable cost of the asset and amortised over the useful life of the asset. assurance that the Group will comply with the relevant conditions Government grants related to income are presented as an offset and the grant will be received. against the related expenditure, and government grants that are awarded as incentives with no ongoing performance obligations Government grants are recognised in the consolidated income to the Group are recognised as other income in the period in statement, either on a systematic basis when the Group which the grant is received. recognises, as expenses, the related costs that the grants are intended to compensate or immediately, if the costs have already Sales tax incentives received from governments are recognised been incurred. in the consolidated income statement at the reduced tax rate, and revenue is reported net of these sales tax incentives. Government grants related to assets are deducted from the Year ended 31 March (Ł millions) 2022 2021 2020 Grant income 68 81 66 Commissions 17 20 14 Other 115 94 94 Total other income 200 195 174 During the year ended 31 March 2022, Ł42 million (2021: Ł40 due to receive and for which there are no ongoing financial or million, 2020: Ł12 million) was recognised in “Other income” operating conditions attached. by a foreign subsidiary as an incentive for continuing trading in that country for the foreseeable future. This includes amounts received as cash in the year and amounts that the subsidiary is


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10 Other expenses Year ended 31 March (Ł millions) Note 2022 2021 2020 Stores, spare parts and tools 86 88 112 Freight cost 485 499 611 Works, operations and other costs 1,722 1,714 2,471 Repairs 28 23 38 Power and fuel 158 72 87 Rent, rates and other taxes 37 31 32 Insurance 23 19 23 Write-down of property, plant and equipment 18 3 —Write-down of intangible assets 19 9 40 -Product warranty 748 706 1,131 Publicity 402 397 733 Total other expenses 3,701 3,589 5,238 11 Engineering costs capitalised Year ended 31 March (Ł millions) 2022 2021 2020 Total engineering costs incurred 1,294 1,216 1,790 Engineering costs expensed (839) (489) (421) Engineering costs capitalised 455 727 1,369 Interest capitalised in engineering costs capitalised 41 88 105 Research and development grants capitalised (39) (46) (48) Total internally developed intangible additions 457 769 1,426 Engineering costs capitalised of Ł455 million (2021 : Ł727 million, as a Research and Development Expenditure Credit (“RDEC”) 2020: Ł1,369 million) comprises Ł236 million (2021: Ł345 incentive on qualifying expenditure. During the year ended 31 million, 2020: Ł471 million) included in “Employee costs” and March 2022, Ł39 million (2021: Ł46 million, 2020: Ł47 million) Ł219 million (2021: Ł382 million, 2020: Ł898 million) included of the RDEC – the proportion relating to capitalised product in “Other expenses” in the consolidated income statement. development expenditure and other intangible assets – has been offset against the cost of the respective assets. The remaining During the year ended 31 March 2022, Ł73 million (2021: Ł87 Ł34 million (2021: Ł41 million, 2020: Ł55 million) of the RDEC million, 2020: Ł102 million) was recognised by a UK subsidiary has been recognised as “Other income”. 12 Finance income and expense Year ended 31 March (Ł millions) 2022 2021 2020 Finance income 9 11 52 Total finance income 9 11 52 Interest expense on lease liabilities (45) (44) (45) Total interest expense on financial liabilities other than lease (365) (296) (250) liabilities measured at amortised cost Interest income on derivatives designated as a fair value 7 7 3 hedge of financial liabilities Unwind of discount on provisions (10) (16) (31) Interest capitalised 44 98 114 Total finance expense (net) (369) (251) (209) The capitalisation rate used to calculate borrowing costs eligible During the year ended 31 March 2022 the Group issued no debt for capitalisation was 4.6 per cent (2021: 4.3 per cent, 2020: 4.2 at a premium (2021: no debt issued at a premium, 2020: one per cent). tranche of debt issued at a premium of Ł9 million). Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 85


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FINANCIAL STATEMENTS 13 Loss before tax Expense/(income) in loss before tax includes the following: Year ended 31 March (Ł millions) 2022 2021 2020 Foreign exchange loss/(gain) and fair value adjustments on loans 141 (314) 135 Foreign exchange (gain)/loss on economic hedges of loans (91) 143 (29) Foreign exchange gain on derivatives—(14) (15) Foreign exchange (gain)/loss on balance sheet, cash and deposits revaluation (11) (64) 50 Other foreign exchange (gain)/loss (43) 57 (8) Realised gain on commodities (84)—(5) Unrealised (gain)/loss on commodities (48) (137) 78 Fair value (gain)/loss on equity investments (4) (2) 43 Depreciation of right-of-use assets 87 94 92 Depreciation of property, plant and equipment 863 898 929 Amortisation of intangible assets (excluding internally generated development costs) 76 88 101 Amortisation of internally generated development costs 918 896 788 Expenses related to short-term leases 10 9 13 Expenses related to low-value assets, excluding short-term leases of low-value 9 7 7 assets Charge/(credit) for changes in lease payments arising from COVID-19 rent conces- 1 (3) -sions (Profit)/loss on disposal of property, plant, equipment and software (1) (1) 20 Exceptional items 43 1,523 29 Auditor remuneration (see below) 5 6 7 The following table sets out the auditor remuneration for the year (rounded to the nearest Ł0.1 million): Year ended 31 March (Ł millions) 2022 2021 2020 Fees payable to the Company’s auditor and its associates for the audit of the parent company and consolidated financial statements 0.1 0.1 0.1 Fees payable to the Company’s auditor and its associates for other services:—Audit of the Company’s subsidiaries 4.2 4.5 5.6 Total audit fees 4.3 4.6 5.7 Audit-related assurance services 0.8 0.8 0.8 Other assurance services 0.3 0.4 0.3 Total non-audit fees 1 .1 1.2 1.1 Total audit and related fees 5.4 5.8 6.8 14 Taxation Income tax expense comprises current and deferred taxes. tax consequences of temporary differences between the Income tax expense is recognised in the consolidated income carrying values of assets and liabilities and their respective statement, except when related to items that are recognised tax bases, and unutilised business loss and depreciation carry-outside of profit or loss (whether in other comprehensive income forwards and tax credits. Such deferred tax assets and liabilities or directly in equity) or where related to the initial accounting for are computed separately for each taxable entity and for each a business combination. In the case of a business combination, taxable jurisdiction. Deferred tax assets are recognised to the the tax effect is included in the accounting for the business extent that it is probable that future taxable income will be combination. Current income taxes are determined based on available against which the deductible temporary differences, respective taxable income of each taxable entity and tax rules unused tax losses, depreciation carry-forwards and unused tax applicable for respective tax jurisdictions. credits could be utilised. The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the Deferred tax assets and liabilities are recognised for the future extent that it is no longer probable that sufficient taxable profits


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Deferred tax assets and liabilities are measured based on the tax Tax provisions are recognised for uncertain tax positions where rates that are expected to apply in the year when the asset is a risk of an additional tax liability has been identified and it is realised or the liability is settled, based on the tax rates and tax probable that the Group will be required to settle that tax. laws that have been enacted or substantively enacted by the Measurement is dependent on management’s expectations of balance sheet date. the outcome of decisions by tax authorities in the various tax jurisdictions in which the Group operates. This is assessed on a Current and deferred tax assets and liabilities are offset when case-by-case basis using in-house experts, professional firms there is a legally enforceable right to set off current tax assets and previous experience. Where no provision is required the against current tax liabilities and when they relate to income exposure is disclosed as a contingent liability in note 33 unless taxes levied by the same taxation authority and the Group the likelihood of an outflow of economic benefits is remote. intends to settle its current tax assets and liabilities on a net basis. Judgement is required in assessing the impact of any legal or economic limits or uncertainties in various tax jurisdictions. The extent to which deferred tax assets can be recognised is based on an assessment of the probability that future taxable income will be available against which the deductible temporary differences and tax loss carry-forwards can be utilised. Amounts recognised in the consolidated income statement: Year ended 31 March (Ł millions) 2022 2021 2020 Current tax expense Current year 226 155 178 Adjustments for prior years (5) 2 3 Current tax expense 221 157 181 Deferred tax expense/(credit) Origination and reversal of temporary differences 149 92 (164) Adjustments for prior years (3) (12) (11) Write-down of deferred tax assets — (8) Rate changes—2 49 Deferred tax expense/(credit) 146 82 (134) Total income tax expense 367 239 47 Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 87    


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FINANCIAL STATEMENTS Amounts recognised in the consolidated statement of other comprehensive income: Year ended 31 March (Ł millions) 2022 2021 2020 Deferred tax expense/(credit) on actuarial gains/losses on retirement 134 (143) 186 benefits Deferred tax (credit)/expense on change in fair value of cash flow hedges (170) 103 58 Deferred tax credit on rate changes (77)—(32) (113) (40) 212 Total tax expense 254 199 259 Reconciliation of effective tax rate: Year ended 31 March (Ł millions) 2022 2021 2020 Loss for the year (822) (1,100) (469) Total income tax expense 367 239 47 Loss before tax (455) (861) (422) Income tax credit using the tax rates applicable to individual entities of (20) (131) (59) 4.4% (2021: 15.2%, 2020: 14.0%) Non-deductible expenses 33 62 28 Unrecognised or written-down deferred tax assets 331 285 9 Changes in tax rates—2 49 Overseas unremitted earnings 28 23 6 Tax on share of profit of equity accounted investments 3 8 22 Over provided in prior years (8) (10) (8) Total income tax expense 367 239 47 The net underlying statutory tax rate represents the blended accounting write-down of assets not qualifying for tax relief. The average of the tax rates suffered on profits and losses earned in charge of Ł285 million in relation to “Unrecognised or written-our various countries of operation. The current position reflects down deferred tax assets” arises as a result of the inability to the fact that statutory tax rates applicable in profitable non-UK fully recognise UK deferred tax assets arising in the year. The subsidiaries are higher than the UK tax rate applied to UK losses. “Over provided in prior years” credit of Ł10 million arises as a result of the finalisation of prior year tax submissions with global Included within “Unrecognised or written-down deferred tax tax authorities. assets” for the year ended 31 March 2022 is a charge of Ł331 million as a result of the inability to fully recognise UK deferred Included within “Over provided in prior years” for the year ended tax assets arising in the year. The “Over provided in prior years” 31 March 2020 is Ł7 million credit relating to revisions of prior credit of Ł8 million arises as a result of the finalisation of year estimates of tax positions in various jurisdictions, principally prior year tax submissions with global tax authorities and the the UK, to bring them into line with the latest estimates and conclusion of certain tax risks. currently filed tax positions. Included within “Changes in tax rates” is a Ł49 million charge for the impact of the change in the Included within “Non-deductible expenses” for the year ended UK Statutory rate from 17 per cent to 19 per cent on deferred 31 March 2021 is a charge of Ł45 million relating to the tax assets and liabilities.


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Impact of Future Rate Changes March 2021, and was substantively enacted on 24 May 2021. The UK Finance Act 2016 was enacted during the year ended 31 Accordingly, UK deferred tax has been provided at a rate of 25 March 2017, which included provisions for a reduction in the UK per cent on assets (2021, 2020: 19 per cent) and 25 per cent on corporation tax rate to 17 per cent with effect from 1 April 2020. liabilities (2021, 2020: 19 per cent), recognising the applicable tax rate at the point when the timing difference is expected to Subsequently a change to the main UK corporation tax rate, reverse. announced in the Budget on 11 March 2020, was substantively enacted for IFRS purposes on 17 March 2020. The rate applicable Deferred tax assets and liabilities from 1 April 2020 now remains at 19 per cent, rather than the previously enacted reduction to 17 per cent. A further change Significant components of deferred tax assets and liabilities for to the main UK corporation tax rate from 19 to 25 percent with the year ended 31 March 2022 are as follows: effect from 1 April 2023 was announced in the Budget on 3 Recognised Recognised Reclassified (Ł millions) Opening in profit or in other from other Foreign Closing balance loss comprehen- equity reser- exchange balance sive income ves Deferred tax assets Property, plant & equipment 767 321 ——1,088 Expenses deductible in future periods 260 (43) — 11 228 Derivative financial instruments (24) (28) 205 (28)—125 Retirement benefits 72 20 (92) — -Unrealised profit in inventory 103 (30) ——73 Tax loss 65 (46) ——19 Other 51 (51) — — Total deferred tax asset 1,294 143 113 (28) 11 1,533 Deferred tax liabilities Intangible assets 902 188 ——1,090 Overseas unremitted earnings 111 (6) ——105 Compensated absence and retirement —107 ——107 benefits Total deferred tax liability 1,013 289 ——1,302 Presented as deferred tax asset* 397 336 Presented as deferred tax liability* (116) (105) *For balance sheet presentation purposes, deferred tax assets and deferred tax liabilities are offset to the extent that they relate to the same taxation authority and are expected to be settled on a net basis. At 31 March 2022, deferred tax assets of Ł336 million (2021: At 31 March 2022 the group had unused tax losses and other Ł397 million, 2020: Ł523 million) have been recognised in temporary differences amounting to Ł3,746 million (2021: relation to deductible temporary differences, including unused Ł2,693 million, 2020: Ł1,660 million) for which no deferred tax tax losses, on the basis that it is probable that future taxable asset has been recognised on the basis of forecast profitability of profits will be available against which those deductible temporary the companies in which the deferred tax assets arise. These tax differences can be utilised. losses are due to expire as follows: As at 31 March (Ł millions) 2022 2021 2020 No expiry 3,742 2,676 1,645 2027 or later 4 17 15 Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 89


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FINANCIAL STATEMENTS All deferred tax assets and deferred tax liabilities at 31 March 2022, 2021 and 2020 are presented as non-current. Significant components of deferred tax assets and liabilities for the year ended 31 March 2021 were as follows: Recognised Recognised in Reclassified (Ł millions) Opening in profit or other from other Foreign Closing balance loss comprehensive equity reserves exchange balance income Deferred tax assets Property, plant & equipment 635 132 ——767 Expenses deductible in future periods 377 (100) — (17) 260 Derivative financial instruments 70 12 (103) (3)—(24) Retirement benefits (74) 3 143 — 72 Unrealised profit in inventory 125 (22) ——103 Tax loss 219 (153) — (1) 65 Other 145 (94) ——51 Total deferred tax asset 1,497 (222) 40 (3) (18) 1,294 Deferred tax liabilities Intangible assets 1,043 (141) ——902 Overseas unremitted earnings 110 1 ——111 Total deferred tax liability 1,153 (140) ——1,013 Presented as deferred tax asset* 523 397 Presented as deferred tax liability* (179) (116) *For balance sheet presentation purposes, deferred tax assets and deferred tax liabilities are offset to the extent that they relate to the same taxation authority and are expected to be settled on a net basis. Significant components of deferred tax assets and liabilities for the year ended 31 March 2020 were as follows: Adjustment Adjusted Recognised Recognised Reclassified (Ł millions) Opening on initial Opening in profit or in other from other Foreign Closing balance application balance loss comprehen- equity reserves exchange balance of IFRS 16 sive income Deferred tax assets Property, plant & equipment 544 3 547 87 — 1 635 Expenses deductible in future 325—325 51 — 1 377 periods Derivative financial instruments 134—134 (14) (56) 6—70 Retirement benefits 113—113 (32) (155) — (74) Unrealised profit in inventory 120—120 6 (1) — 125 Tax loss 78—78 141 ——219 Other 126—126 19 ——145 Total deferred tax asset 1,440 3 1,443 258 (212) 6 2 1,497 Deferred tax liabilities Intangible assets 928—928 115 ——1,043 Overseas unremitted earnings 101—101 9 ——110 Total deferred tax liability 1,029—1,029 124 ——1,153 Presented as deferred tax asset* 512 523 Presented as deferred tax (101) (179) liability* *For balance sheet presentation purposes, deferred tax assets and deferred tax liabilities are offset to the extent that they relate to the same taxation authority and are expected to be settled on a net basis.    


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15 Investments in equity accounted investees An interest in an associate or joint venture is accounted for Dividends are recognised when the right to receive payment is using the equity method from the date the investee becomes established. an associate or a joint venture and is recognised initially at cost. The carrying value of investment in associates and joint Impairment of equity accounted investments ventures includes goodwill identified on date of acquisition, net of any accumulated impairment losses. The consolidated The requirements of IAS 28 Investments in Associates and financial statements include the Group’s share of profits or Joint ventures are applied to determine whether it is necessary losses, other comprehensive income and equity movements of to recognise any impairment loss with respect to the Group’s equity accounted investments, from the date that joint control investment in a joint venture or an associate. When necessary, or significant influence commences until the date that joint the entire carrying amount of the investment (including goodwill) control or significant influence ceases. When the Group’s share is tested for impairment in accordance with IAS 36 Impairment of losses exceeds its interest in an equity accounted investment, of assets as a single asset by comparing its recoverable amount the carrying amount of that interest (including any long-term (the higher of value in use and fair value less costs of disposal) interests in the nature of net investments) is reduced to nil with its carrying amount. Any impairment loss recognised forms and the recognition of further losses is discontinued except to part of the carrying amount of the investment. Any reversal of the extent that the Group has incurred constructive or legal that impairment loss is recognised in accordance with IAS 36 obligations or has made payments on behalf of the investee. to the extent that the recoverable amount of the investment subsequently increases. When the Group transacts with a joint venture or associate of the Group, profits and losses are eliminated to the extent of the Group’s interest in its joint venture or associate. (A) Associates Details of the Group’s associates as at 31 March 2022 are as follows: Principal place of Name of Proportion of business and Principal activity Registered office address investment voting rights country of incorporation Jaguar Cars Finance 280 Bishopsgate, London, EC2M 4RB, 49.9% England & Wales Non-trading Limited England Business and domestic 84 Kirkland Avenue, Ilford, Essex, England, Synaptiv Limited 33.3% England & Wales software development IG5 0TN Holding company and Driveclubservice Pte. 22 Sin Ming Lane, #06-76, Midview City, 25.1% Singapore mobility application Limited Singapore 573969 owner/licensor Unit A, 9/F, D2 Place ONE, 9 Cheung Yee Driveclub Limited 25.8% Hong Kong Vehicle leasing Street, Lai Chi Kok, Kowloon, Hong Kong Manufacture and development of The Priory Barn Priory Road, Wolston, ARC V Limited 15.0% England & Wales electrified vehicle Coventry, United Kingdom, CV8 3FX technology Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 91    


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FINANCIAL STATEMENTS Except for Driveclub Limited and ARC V Limited, the proportion The aggregate summarised financial information in respect of of voting rights disclosed in the table above is the same as the Group’s immaterial associates that are accounted for using the Group’s interest in the ordinary share capital of each undertaking. equity method is set out below. The Group has no material associates as at 31 March 2022. As at 31 March (Ł millions) 2022 2021 2020 Carrying amount of the Group’s interests in associates ——Year ended 31 March (Ł millions) 2022 2021 2020 Group’s share of loss and total comprehensive expense — (2) in associates (B) Joint ventures Details of the Group’s material joint venture as at 31 March 2022 are as follows: Principal place of Name of Proportion of business and Principal Registered office address investment voting rights country of activity incorporation Room 1102, Binjiang International Plaza, No Chery Jaguar Land Manufacture 88 Tonggang Road, Rover Automotive 50.0% China and assembly of Changshu Economic and Technical Company Ltd. vehicles Development Zone, Suzhou City, Jiangsu Province, China Chery Jaguar Land Rover Automotive Company Ltd. is a limited The joint venture is accounted for using the equity method and liability company whose legal form confirms separation between is a private company and there are no quoted market prices the parties to the joint arrangement. There is no contractual available for its shares. arrangement or any other facts or circumstances that indicate that the parties to the joint control of the arrangement have The following tables sets out the summarised financial rights to the assets or obligations for the liabilities relating to the information of the Group’s individually material joint venture, arrangement. Accordingly, Chery Jaguar Land Rover Automotive Chery Jaguar Land Rover Automotive Company Ltd., after Company Ltd. is classified as a joint venture. Chery Jaguar Land adjusting for material differences in accounting policies: Rover Automotive Company Ltd. is not publicly listed.


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As at 31 March (Ł millions) 2022 2021 2020 Cash and cash equivalents 391 323 278 Current financial liabilities (excluding trade and other (447) (501) (584) payables and provisions) Non-current financial liabilities (excluding trade and other (39) (5) (82) payables and provisions) Current assets 629 566 599 Current liabilities (1,380) (1,364) (1,348) Non-current assets 1,443 1,446 1,570 Non-current liabilities (42) (13) (82) Net assets of material joint venture 650 635 739 Year ended 31 March (Ł millions) 2022 2021 2020 Revenue 1,669 1,820 1,295 Loss for the year (36) (83) (224) Total comprehensive expense (36) (83) (224) The above total comprehensive expense includes the following: Depreciation and amortisation (181) (201) (201) Interest income 5 7 14 Interest expense (net) (17) (20) (25) Income tax credit 20 31 56 A reconciliation of the summarised financial information to the carrying amount of the Group’s material joint venture recognised in the consolidated balance sheet is given below: As at 31 March (Ł millions) 2022 2021 2020 Net assets of material joint venture 650 635 739 Share of net assets of material joint venture 325 318 370 Other consolidation adjustments (5) (3) (8) Carrying amount of the Group’s material joint venture 320 315 362 As at 31 March 2022, an adjustment of Ł5 million (2021: Ł3 Ltd. of Łnil (2021: Łnil, 2020: Ł67 million). million, 2020: Ł8 million) has been made to derecognise profit that has not yet been realised on goods sold by the Group to During the year ended 31 March 2022, the Group increased its Chery Jaguar Land Rover Automotive Company Ltd.. investment in Chery Jaguar Land Rover Automotive Company Ltd. by Łnil (2021: Łnil, 2020: Ł67 million). During the year ended 31 March 2022, the Group received a dividend from Chery Jaguar Land Rover Automotive Company Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 93    


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FINANCIAL STATEMENTS Details of the Group’s immaterial joint ventures as at 31 March 2022 are as follows: Principal place of Name of Proportion of business and Principal activity Registered office address investment voting rights country of incorporation Jaguar Land Rover Vehicle sales and Emil Frey Strasse, 5745 Safenwill 30.0% Switzerland Switzerland Ltd distribution Inchcape JLR Europe 22a St James’s Square, London, United 30.0% UK Vehicle distribution Limited Kingdom, SW1Y 5LP The summarised financial information in respect of the Group’s immaterial joint ventures accounted for using the equity method is set out below: As at 31 March (Ł millions) 2022 2021 2020 Carrying amount of the Group’s interests in immaterial 1 1 -joint ventures As at 31 March (Ł millions) 2022 2021 2020 Group’s share of loss and total comprehensive expense of — -immaterial joint ventures (C) Summary of carrying amount of the Group’s investment in equity accounted investees As at 31 March (Ł millions) 2022 2021 2020 Carrying amount of material joint venture 320 315 362 Carrying amount of immaterial joint ventures 1 1 -Carrying amount of immaterial associates ——Carrying amount of the Group’s interests in equity 321 316 362 accounted investees Year ended 31 March (Ł millions) 2022 2021 2020 Share of loss of material joint venture (18) (41) (112) Share of loss of immaterial joint ventures — -Share of loss of immaterial associates — (2) Share of loss of equity accounted investees (18) (41) (114) Year ended 31 March (Ł millions) 2022 2021 2020 Currency translation differences – material joint venture 26 (11) 1 Share of other comprehensive income/(expense) of 26 (11) 1 equity accounted investees    


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16 Other non-current investments The Group’s other investments comprise equity investments of companies and are designated as fair value through profit and 10 per cent or less of the ordinary share capital of the investee loss financial instruments. As at 31 March (£ millions) 2022 2021 2020 Investment in Lyft Inc — 17 Other investments 30 22 20 Total 30 22 37 During the year ended 31 March 2022, the Group invested £4 ordinary share capital, and during the year ended 31 March 2022 million (2021: £4 million, 2020: £11 million) in other investments. no dividends were received (2021, 2020: no dividends). A fair value gain of £4 million was recognised during the year (2021: gain of £2 million, 2020: loss of £1 million). Disclosure of the valuation techniques applied in calculating the fair value of these other non-equity accounted investments is The Group has no additional rights or influence over any of these included in note 35(A). equity investments other than the voting rights attached to the    17 Other financial assets As at 31 March (£ millions) 2022 2021 2020 Non-current Restricted cash 10 8 7 Derivative financial instruments 98 249 142 Warranty reimbursement and other receivables 63 73 102 Other 14 11 6 Total non-current other financial assets 185 341 257 Current Restricted cash 13 12 12 Derivative financial instruments 185 281 241 Warranty reimbursement and other receivables 72 70 87 Accrued income 39 26 14 Other 85 88 29 Total current other financial assets 394 477 383 Other financial assets pledged as collateral against borrowings are disclosed in note 25. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 95


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FINANCIAL STATEMENTS 18 Property, plant and equipment Property, plant and equipment is stated at cost of acquisition or Interest cost incurred for constructed assets is capitalised up construction less accumulated depreciation and accumulated to the date the asset is ready for its intended use, based on impairment, if any. Land is not depreciated. borrowings incurred specifically for financing the asset or the weighted average rate of all other borrowings, if no specific Cost includes purchase price, non-recoverable taxes and duties, borrowings have been incurred for the asset. labour cost and direct overheads for self-constructed assets and other direct costs incurred up to the date the asset is ready for Depreciation is charged on a straight-line basis over the its intended use. estimated useful lives of the assets. Estimated useful lives of the assets are as follows: Class of property, plant and equipment Estimated useful life (years) Buildings 20 to 40 Plant, equipment and leased assets 3 to 30 Vehicles 3 to 10 Computers 3 to 6 Fixtures and fittings 3 to 20 The depreciation period for property, plant and equipment with for its intended use. Assets under construction include capital finite useful lives is reviewed at least at each year end. Changes advances. Depreciation is not recorded on heritage assets as the in expected useful lives are treated as changes in accounting Group considers their residual value to approximate their cost. estimates. An item of property, plant and equipment is derecognised on Assets held under leases are depreciated over their expected disposal or when it is withdrawn from use and no future economic useful lives on the same basis as owned assets or, where shorter, benefits are expected from its disposal. Any gain or loss arising the term of the relevant lease. Freehold land is measured at cost from derecognition is included in profit or loss. and is not depreciated. Residual values are reassessed on an annual basis. An annual review of the carrying value of heritage assets is performed as the assets are held at cost and not depreciated. Depreciation is not recorded on assets under construction until Any write-down in the carrying value of heritage assets is construction and installation are complete and the asset is ready recognised immediately in the consolidated income statement.    


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Land and Plant and Compu- Fixtu- Leased Heritage Under (£ millions) buildings equip- Vehicles ters res and assets vehicles construc- Total ment fittings tion Cost Balance at 1 April 2019 2,261 8,765 9 164 125 32 54 706 12,116 Adjustment on initial (9) — — (32) — (41) application of IFRS 16 Adjusted opening balance 2,252 8,765 9 164 125—54 706 12,075 Additions — 8 26 12 — 1,218 1,264 Assets acquired on acqui- 1 — — ——1 sition Transfers 285 895 — ——(1,180) -Disposals—(20) (1) (2) (2)—(1) (11) (37) Foreign currency translation 18 19—1 ——(1) 37 Balance at 31 March 2020 2,556 9,659 16 189 135—53 732 13,340 Additions — 6—2 — 828 836 Transfers 27 606 — ——(633) -Disposals (5) (15) (3) (1) (3)—(4)—(31) Impairment—asset write— — — — (237) (237) downs Foreign currency translation (22) (28)—(1) (1) — 1 (51) Balance at 31 March 2021 2,556 10,222 19 187 133—49 691 13,857 Additions 1 — 12 11 — 657 681 Transfers 52 1,057 1 — — (1,110) -Disposals (1) (84) (4) (5) (8)—(1)—(103) Impairment—asset write— — — — (7) (7) downs Assets classified as held for (8) — ——(2)—(10) sale Foreign currency translation—1 (1)—(2) ——(2) Balance at 31 March 2022 2,600 11,196 15 194 134—46 231 14,416 Depreciation and impairment Balance at 1 April 2019 287 5,135 5 81 71 14 31—5,624 Adjustment on initial appli— — — (14) — (14) cation of IFRS 16 Adjusted opening balance 287 5,135 5 81 71—31—5,610 Depreciation charge for the 112 792 2 14 9 ——929 year Disposals—(14)—(1) (1) ——(16) Foreign currency translation 2 1 — — — 3 Balance at 31 March 2020 401 5,914 7 94 79—31—6,526 Depreciation charge for the 110 761 4 15 8 ——898 year Disposals (3) (15) (2) (1) (3) ——(24) Impairment—asset write- 4 2 — — — 6 downs Foreign currency translation (2) (5)—(2) (1) ——(10) Balance at 31 March 2021 510 6,657 9 106 83—31—7,396 Depreciation charge for the 111 728 2 14 8 ——863 year Disposals (1) (84) (1) (5) (6) ——(97) Assets classified as held for (6) — — ——(6) sale Impairment—asset write— — ——3—3 downs Foreign currency translation ——2 2 ——4 Balance at 31 March 2022 614 7,301 10 117 87—34—8,163 Net book value At 31 March 2020 2,155 3,745 9 95 56—22 732 6,814 At 31 March 2021 2,046 3,565 10 81 50—18 691 6,461 At 31 March 2022 1,986 3,895 5 77 47—12 231 6,253 Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 97


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FINANCIAL STATEMENTS As part of the Group’s review of the carrying value of property, Group’s Reimagine strategy. The write-down expense has been plant and equipment, Ł3 million (2021: Łnil, 2020: Łnil) of recognised in ‘exceptional items’ in the consolidated income heritage vehicles have been written down and recognised as an statement. expense within “Other expenses”. Asset write-downs for the year ending 31 March 2022 include Ł7 million (2021: Ł243 million, 2020: Łnil) in relation to the 19 Intangible assets Intangible assets purchased, including those acquired in business supportable. If not, the change in the useful life assessment from combinations, are measured at acquisition cost, which is the indefinite to finite is made on a prospective basis. For intangible fair value on the date of acquisition, where applicable, less assets with finite lives, amortisation is provided on a straight-line accumulated amortisation and accumulated impairment, if any. basis over the estimated useful lives of the acquired intangible Intangible assets with indefinite lives are reviewed annually to assets as per the estimated amortisation periods below: determine whether an indefinite life assessment continues to be Class of intangible asset Estimated amortisation period (years) Software 2 to 8 Patents and technological know-how 2 to 12 Customer related – retailer network 20 Intellectual property rights and other intangibles 3 to indefinite The amortisation for intangible assets with finite useful lives is all other borrowings, if no specific borrowings have been incurred reviewed at least at each year end. Changes in expected useful for the asset. Product engineering cost is amortised over the life lives are treated as changes in accounting estimates. of the related product, being a period of between two and ten years. Capitalised development expenditure is measured at cost Capital work-in-progress includes capital advances. Customer- less accumulated amortisation and accumulated impairment related intangibles acquired in a business combination consist loss, if any. Amortisation is not recorded on product engineering of dealer networks. Intellectual property rights and other in progress until development is complete. intangibles mainly consist of brand names, which are considered to have indefinite lives due to the longevity of the brands. The Group undertakes significant levels of research and development activity, and for each vehicle programme a Internally generated intangible assets periodic review is undertaken. The Group applies judgement in determining at what point in a vehicle programme’s life cycle Research costs are charged to the consolidated income the recognition criteria under IAS 38 are satisfied and estimates statement in the year in which they are incurred. the proportion of central overhead allocated. If a later point had been used then this would have had the impact of reducing the Product engineering costs incurred on new vehicle platforms, amounts capitalised as product engineering costs. If central engines, transmission and new products are recognised as overheads had not been allocated it would have reduced the intangible assets – when feasibility has been established, the amount capitalised by Ł52 million (2021: Ł80 million, 2020: Group has committed technical, financial and other resources to Ł117 million). complete the development and it is probable that the asset will generate future economic benefits. The costs capitalised include the cost of materials, direct labour and directly attributable overhead expenditure incurred up to the date the asset is available for use. Interest cost incurred is capitalised up to the date the asset is ready for its intended use, based on borrowings incurred specifically for financing the asset or the weighted average rate of


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Patents Intellectual Product Product (Ł millions) Software and tech- Customer property rights development development Total nological related and other—completed—in progress know-how intangibles Cost Balance at 1 April 2019 691 147 61 651 6,973 1,990 10,513 Additions—externally purchased 111 — ——111 Additions—internally developed — ——1,426 1,426 Additions—on acquisition ——2 — 2 Transfers — — 944 (944) -Disposals (2) ——(345)—(347) Foreign exchange 2 — (1) — 1 Balance at 31 March 2020 802 147 61 652 7,572 2,472 11,706 Additions—externally purchased 73 — ——73 Additions—internally developed — ——769 769 Transfers — — 1,404 (1,404) -Disposals (1) ——10—9 Impairment—asset write-downs — ——(749) (749) Balance at 31 March 2021 874 147 61 652 8,986 1,088 11,808 Additions—externally purchased 25 — ——25 Additions—internally developed — ——457 457 Transfers — — 987 (987) -Disposals (5) — (2) (955)—(962) Impairment—asset write-downs — ——(9) (9) Balance at 31 March 2022 894 147 61 650 9,018 549 11,319 Amortisation and impairment Balance at 1 April 2019 433 147 40 162 4,104—4,886 Amortisation for the year 96—2 3 788—889 Disposals (2) ——(345)—(347) Balance at 31 March 2020 527 147 42 165 4,547—5,428 Amortisation for the year 82—2 4 896—984 Disposals (1) ——10—9 Balance at 31 March 2021 608 147 44 169 5,453—6,421 Amortisation for the year 71—2 3 918—994 Disposals (5) — (2) (955)—(962) Balance at 31 March 2022 674 147 46 170 5,416—6,453 Net book value At 31 March 2020 275—19 487 3,025 2,472 6,278 At 31 March 2021 266—17 483 3,533 1,088 5,387 At 31 March 2022 220—15 480 3,602 549 4,866 Asset write-downs for the year ending 31 March 2022 include that no one group of assets has been determined to generate Łnil (2021: Ł709 million, 2020: Łnil) in relation to the Group’s cash inflows that are largely independent. In response to the Reimagine strategy. The Reimagine related write-down expense annual requirement of IAS 36, management performed an has been recognised in ‘exceptional items’ in the consolidated impairment assessment as at 31 March 2022. income statement. For the current year assessment, the recoverable value was Impairment testing determined using the value in use (“VIU”) approach outlined in IAS 36. No impairment was identified as the CGU recoverable The directors are of the view that the operations of the Group, amount exceeded its carrying amount by Ł0.6 billion (2021: excluding equity accounted investments, represent a single Ł2.7 billion, 2020: Ł0.4 billion). The reduction in the headroom cash-generating unit (“CGU”). This is because of the degree of has been driven by the risks facing the business as discussed integrated development and manufacturing activities is such in further detail below. The impairment loss recorded in the Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 99    


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FINANCIAL STATEMENTS previous years was not reversed because the underlying reasons (ii) involve a significant amount of judgement and estimation; and for the increased headroom (including the unwind of the discount rate and the impact of depreciation and amortisation of impaired (iii) drive significant changes to the recoverable amount when assets) do not support this. flexed under reasonably possible outcomes. The Group has considered it appropriate to undertake the The directors’ approach and key assumptions used to determine impairment assessment with reference to the Group approved the Group’s CGU VIU were as follows: business plan that was in effect as at the reporting date. The business plan includes a five-year cash flow forecast and contains • Variable profit per unit and volumes – the approach to growth rates that are primarily a function of the Group’s Cycle determining the forecast variable profit per unit and Plan assumptions, historical performance and management’s volumnes is based on consideration of historical performance expectation of future market developments through to 2026/27. and Group Cycle Plan assumptions, along with the impact of risks on future cashflows discussed above. Due to the In forecasting the future cash flows, management have given importance of product mix to the business’ cash flow and due consideration to recent performance and variable profit profit optimisation efforts, the directors consider variable optimisation efforts and have adjusted some of the assumptions profit per unit and volumes to be key assumptions. The in the business plan, in line with the requirements of IAS 36, to variable profit per unit and volumes included in the business take into account possible variations in the amount or timing of plan are largely driven by an updated portfolio as a result future cashflows. In doing so, management has considered other of the Reimagine strategy announced in the previous year, risks, outlined on pages 36 to 39, that impact future cashflows, which especially results in a change in product portfolio in namely: the outer years of the business plan. • near-term supply challenges related to global chip shortages • Terminal value capital expenditure – the 5-year cash flows which has significantly impacted the Group in FY22; timing and amount are based on the latest Cycle Plan. The terminal value has been derived based on the directors • economical and geopolitical factors increasing inflationary best estimate of a maintenance level of capital expenditure pressures; which has been derived from depreciation and amortisation expectations and funding requirements in responses to • disruption on our business from Covid-19 as we continue longer-term industry trends, and risks, which are anticipated to see localised lockdown actions imposed by governments in the VIU calculation. Due to the significance of terminal around the world; and value capital expenditure the directors consider this to be a key assumption. • execution risks associated with our ‘Reimagine’ strategy, with its supporting transformation plan ‘Refocus’, detailed • Discount rate – the approach to determining the discount on pages 14 to 15, which includes a dedicated environmental rate is based on the Capital Asset Pricing Model and a sustainability strategy- ‘Regenerate’. market participant after tax cost of debt. These inputs are based on a typical build up approach. The discount rate is Climate risk regarded as a key assumption as it is the rate which drives the discounted cashflows used to determine the VIU of the Consideration of climate risk is inherent in the development our CGU. forecast cash flows, principally underpinned by the transition to Battery Electric Vehicles as part of our Reimagine strategy. In The Group used a long-term growth rate of 1.7 per cent (2021, executing this strategy, the Group recognises that there are risks 2020: 1.9 per cent) to extrapolate cash flow projections beyond that may result in variations to the forecast cash flows, and as the period covered by the business plan and a pre-tax discount such these risks have been taken into account in the execution rate of 13.4 per cent (2021: 13.6 per cent, 2020: 12.5 per cent). risk adjustments noted above. The VIU is sensitive to certain assumptions, such as Sales, Key assumptions General & Administration (“SG&A”) costs, due to the relative total value but involve limited judgement and estimation and The directors consider the assumptions that impact the value in significant changes are not considered reasonably possible and use are those to which: therefore are not considered to be key assumptions. (i) the recoverable amount is most sensitive;


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Sensitivity to reasonably possible changes to key assumptions As a significant portion of the recoverable amount lies in the Management considers the variable profit and volumes VIU terminal value, management have focussed disclosures on assumptions to be interdependent as movement in one reasonably possible changes that impact the terminal value. assumption will impact the other. For example, the profit optimisation efforts discussed above will likely result in higher Given the inherent uncertainty about how risk may arise, and average variable profit per unit with lower volumes whereas a the interaction of volumes and cost management, management focus on volumes would likely see a reduction in the average consider a net impact on terminal period cash flows to be the variable profit per unit. Consequently, the terminal value variable best means of indicating the sensitivity of the model to such profit sensitivity below incorporates sensitivity in volumes via changes in the terminal period. the impact on variable profit. The value of key assumptions used to calculate the recoverable amount are as follows: As at 31 March 2022 2021 2020 Pre-tax discount rate 13.4% 13.6% 12.5% Terminal value variable profit* (%GVR) 24.8% 21.4% 19.7% Terminal value capital expenditure (%GVR) 10.0% 8.9% 9.1% *Based on forecast variable profit per unit and volumes The table below shows the amount by which the value assigned to the key assumptions must change for the recoverable amount of the CGU to be equal to its carrying amount: 2022 2021 2020 Revised as- % Change Revised as- % Change Revised as- % Change As at 31 March* sumption in assump tion—sumption in assump tion—sumption in assump tion—Pre-tax discount rate 14.6% 8.4% n/a n/a n/a n/a Terminal value variable profit (%GVR) 24.4% (1.7)% 20.1% (6.3)% 19.5% (0.9)% Terminal value capital expenditures (%GVR) 10.3% 3.5% 10.2% 15.1% 9.3% 1.9% Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 101    


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FINANCIAL STATEMENTS 20 Other assets As at 31 March (Ł millions) 2022 2021 2020 Non-current Prepaid expenses 24 17 8 Research and development credit 2 4 -Other 9 11 15 Total non-current other assets 35 32 23 Current Recoverable VAT 204 200 228 Prepaid expenses 208 120 139 Research and development credit 63 104 85 Other 18 24 25 Total current other assets 493 448 477 21 Cash and cash equivalents Cash and cash equivalents comprise cash on hand, demand deposits and highly liquid investments with an original maturity of up to three months that are readily convertible into known amounts of cash and that are subject to an insignificant risk of changes in value. As at 31 March (Ł millions) 2022 2021 2020 Cash and cash equivalents 4,223 3,778 2,271 Cash and cash equivalents includes Ł33 million (2021, 2020: Łnil) which is not available for use by the wider group. 22 Allowances for trade and other receivables Year ended 31 March (Ł millions) 2022 2021 2020 At beginning of year 7 11 12 Charged during the year 4 6 11 Receivables written off during the year as uncollectable (6) (1) (4) Unused amounts reversed (1) (9) (8) At end of year 4 7 11 Trade receivables with a contractual amount of Ł1 million (2021: Łnil, 2020: Ł2 million) that were written off during the year are still subject to enforcement activity. Trade receivables pledged as collateral against borrowings are disclosed in note 25.


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23 Inventories Inventories are valued at the lower of cost and net realisable Inventories include vehicles sold subject to repurchase value. Costs of raw materials and consumables are ascertained arrangements. These vehicles are carried at cost to the Group on a first-in, first-out basis. Costs, including fixed and variable and are amortised in changes in stocks and work-in-progress to production overheads, are allocated to work-in-progress and their residual values (i.e. estimated second-hand sale value) over finished goods, determined on a full absorption cost basis. Net the term of the arrangement. realisable value is the estimated selling price in the ordinary course of business less estimated cost of completion and selling expenses. As at 31 March (£ millions) 2022 2021 2020 Raw materials and consumables 135 110 104 Work-in-progress 488 371 388 Finished goods 2,129 2,525 2,977 Inventory basis adjustment 29 16 (1) Total inventories 2,781 3,022 3,468 Inventories of finished goods include £361 million (2021: £406 sales, employee costs, depreciation and production overheads million, 2020: £466 million) relating to vehicles sold to rental recognised within other expenses. car companies, fleet customers and others with guaranteed repurchase arrangements. During the year, the Group recorded an inventory write-down expense of £11 million (2021: £16 million, 2020: £28 million). Cost of inventories (comprising the cost of purchased products The write-down is included in “Material and other cost of sales”. and the costs of conversion) recognised as an expense during the year amounted to £12,499 million (2021: £13,917 million, Inventories pledged as collateral against borrowings are disclosed 2020: £16,902 million), including material and other cost of in note 25. 24 Accounts payable As at 31 March (£ millions) 2022 2021 2020 Trade payables 3,616 4,238 3,723 Liabilities to employees 168 171 143 Liabilities for expenses 929 1,392 1,950 Capital creditors 431 507 683 Total accounts payable 5,144 6,308 6,499 Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 103


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FINANCIAL STATEMENTS 25 Interest-bearing loans and borrowings As at 31 March (Ł millions) 2022 2021 2020 Short-term borrowings Bank loans 599 572 -Current portion of long-term EURO MTF listed debt 779 399 299 Current portion of long-term loans 401 235 225 Other secured — 2 Total short-term borrowings 1,779 1,206 526 Long-term borrowings EURO MTF listed debt 3,953 3,921 3,562 Bank loans 1,260 1,037 1,241 Other unsecured 35 14 14 Total long-term borrowings 5,248 4,972 4,817 Lease obligations 570 519 541 Total debt 7,597 6,697 5,884 Euro MTF listed debt Details of the tranches of bonds repaid in the year ended 31 The bonds are listed on the Luxembourg Stock Exchange March 2021 are as follows: multilateral trading facility (“EURO MTF”) market. Details of the tranches of the bonds outstanding at 31 March 2022 are as • Ł300 million Senior Notes due 2021 at a coupon of 2.750 follows: per cent per annum – issued January 2017 • $500 million Senior Notes due 2023 at a coupon of 5.625 Details of the tranches of the bonds repaid in the year ended 31 per cent per annum – issued January 2013 March 2020 as follows: • Ł400 million Senior Notes due 2023 at a coupon of 3.875 per cent per annum – issued February 2015 • $500 million Senior Notes due 2019 at a coupon of 4.250 • €650 million Senior Notes due 2024 at a coupon of 2.200 per cent per annum – issued October 2014 per cent per annum – issued January 2017 • $500 million Senior Notes due 2020 at a coupon of 3.500 • $500 million Senior Notes due 2027 at a coupon of 4.500 per cent per annum – issued March 2015 per cent per annum – issued October 2017 • €500 million Senior Notes due 2026 at a coupon of 4.500 Syndicated loan per cent per annum – issued September 2018 In October 2018, a $1 billion syndicate loan was issued with a • €500 million Senior Notes due 2024 at a coupon of 5.875 coupon rate of LIBOR + 1.900 per cent per annum, due in the per cent per annum – issued November 2019 following tranches: • €500 million Senior Notes due 2026 at a coupon of 6.875 per cent per annum – issued November 2019 • $199 million due October 2022 • $700 million Senior Notes due 2025 at a coupon of 7.750 • $798 million due January 2025 per cent per annum – issued October 2020 • $650 million Senior Notes due 2028 at a coupon of 5.875 $3 million of this loan was reaid during the year ended 31 March per cent per annum – issued December 2020 2022. • $500 million Senior Notes due 2029 at a coupon of 5.500 per cent per annum – issued July 2021 The contractual cash flows of interest-bearing debt (excluding • €500 million Senior Notes due 2028 at a coupon of 4.500 leases) are set out on the next page, including estimated interest per cent per annum – issued July 2021 payments and assuming the debt will be repaid at the maturity date. Details of the tranches of the bonds repaid in the year ended 31 March 2022 are as follows: • Ł400 million Senior Notes due 2022 at a coupon of 5.000 per cent per annum – issued January 2014


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As at 31 March (Ł millions) 2022 2021 2020 Due in 1 year or less 2,104 1,492 765 2nd and 3rd years 2,508 1,270 2,039 4th and 5th years 1,899 3,198 2,145 More than 5 years 1,800 1,383 1,441 Total contractual cash flows 8,311 7,343 6,390 Factored receivables facility factoring facility in China of which Łnil is drawn down (2021: Ł19 million, 2020: Łnil). During the year ended 31 March 2021, the Group extended its factored receivables facility to a $500 million facility ending Undrawn Facilities March 2023. Under the terms of the facility, the Group de-recognises factored receivables in accordance with IFRS 9 as As at 31 March 2022, the Group has a fully undrawn revolving there are no recourse arrangements. credit facility of Ł2,015 million (2021, 2020: Ł1,935 million). There is a reduction in the RCF facility to Ł1,500 million from UK export finance facility July 2022. The facility will be available until March 2024 and includes a covenant requiring the Group to maintain a minimum During the year ended 31 March 2020, the Group entered and liquidity of Ł1 billion. drew down in full a Ł625 million five-year amortising loan facility backed by a Ł500 million guarantee from UK Export Finance. The Group’s fleet buyback facility matured in December 2021 During the year ended 31 March 2022, the Group repaid Ł125 and had Ł3 million undrawn on this facility as at 31 March 2021 million (2021: Ł125 million, 2020: Ł52 million) of this loan. (Łnil at 31 March 2020). During the year ended 31 March 2022, During the year ended 31 March 2022, the Group entered and the Group repaid the Ł110 million drawn on this facility. drew down in full an additional Ł625 million five-year amortising loan facility. The group repaid Ł31 million of this additional facility Collateral pledged against borrowings in the year ended 31 March 2022 (2021, 2020: Łnil). These loans include a covenant requiring the Group to maintain a minimum Inventory of Łnil (2021: Ł138 million, 2020: Ł127 million), trade liquidity of Ł1 billion. receivables with a carrying amount of Łnil (2021: Ł19 million, 2020: Łnil) and other financial assets with a carrying of Ł13 China borrowings million (2021: Ł13 million, 2020: Łnil) are pledged as collateral/ security against borrowings. During the year ended 31 March 2021, the Group entered into a 3-year RMB 5 billion syndicated revolving loan facility subject to an annual confirmatory review. The facility is fully drawn at 31 March 2022 and is equivalent to Ł599 million at 31 March 2022 exchange rates. In addition the Group entered into a parts Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 105


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FINANCIAL STATEMENTS 26 Other financial liabilities As at 31 March (£ millions) 2022 2021 2020 Current Lease obligations 62 65 73 Interest accrued 95 84 65 Derivative financial instruments 445 238 453 Liability for vehicles sold under a repurchase arrangement 267 359 479 Other 1—3 Total current other financial liabilities 870 746 1,073 Non-current Lease obligations 508 454 468 Derivative financial instruments 338 169 310 Other 25 2—Total non-current other financial liabilities 871 625 778 27 Provisions A provision is recognised if, as a result of a past event, the Provisions are held for product warranty, legal and product Group has a present legal or constructive obligation that can be liabilities, residual risks, environmental liabilities, other employee estimated reliably, and it is probable that an outflow of economic benefit obligations and restructuring. benefits will be required to settle the obligation. When the effect of the time value of money is material, provisions are determined by discounting the expected future cash flows using a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. As at 31 March (£ millions) 2022 2021 2020 Current Product warranty 604 643 731 Legal and product liability 252 198 124 Provisions for residual risk 12 24 61 Provision for environmental liability 3 3 6 Other employee benefits obligations—10 7 Restructuring 118 283 15 Total current provisions 989 1,161 944 Non-current Product warranty 1,026 1,042 1,155 Legal and product liability 40 71 54 Provision for residual risk 19 42 114 Provision for environmental liability 23 23 17 Other employee benefits obligations 4 10 15 Total non-current provisions 1,112 1,188 1,355


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Year ended 31 March 2022 Product Legal and Residual Environmental Other employee (Ł millions) warranty product liability risk liability benefits obliga- Restructuring Total tions Opening balance 1,685 269 66 26 20 283 2,349 Provisions made during the year 745 259 4 3 3 82 1,096 Provisions used during the year (719) (134) (1) (1) (14) (220) (1,089) Unused amounts reversed in the year (91) (105) (38) (2) (4) (23) (263) Impact of unwind of discounting 10 — ——10 Foreign currency translation—3 — (1) (4) (2) Closing balance 1,630 292 31 26 4 118 2,101 Product warranty provision The Group notes that changes in the automotive environment regarding the increasing impact of battery electric vehicles The Group provides product warranties on all new vehicle sales presents its own significant challenges, particularly due to the in respect of manufacturing defects, which become apparent lack of maturity and historical data available at this time to in the stipulated policy period dependent on the market in help inform estimates for future warranty claims, as well as which the vehicle purchase occurred. The estimated liability for any associated recoveries from suppliers due to such claims. product warranty is recognised when products are sold or when The Group offers warranties of up to eight years on batteries new warranty programmes are initiated. in electric vehicles. The related provisions are made with the Group’s best estimate at this time to settle such obligations Provisions are recognised for the costs of repairing manufacturing in the future, but will be required to be continually refined as defects, recall campaigns, customer goodwill (representing the sufficient, real-world data becomes available. Group’s constructive obligation to its customers when managing those warranty claims) and the Group’s other obligations under Legal and product liability provision the warranty. A legal and product liability provision is maintained in respect of Assumptions are made on the type and extent of future warranty compliance with regulations and known litigations that impact claims based on experience of the frequency and extent of the Group. The provision primarily relates to motor accident vehicle faults and defects historically. The estimates also include claims, consumer complaints, dealer terminations, employment assumptions on the amounts of potential repair costs per vehicle cases, personal injury claims and compliance with emission and the effects of possible time or mileage limits and are regularly regulations. The timing of outflows will vary as and when claims adjusted to reflect new information. The timing of outflows will are received and settled, which is not known with certainty. vary as and when a warranty claim will arise. Depending on the relevant jurisdiction, the Group recognises The Group’s calculation methodology uses historical data provisions for non-compliance with legal emissions requirements. corrected for experience as information becomes available as The measurement of the provision considers the sales volume well as individual campaign assumptions (such as scope, uptake in that jurisdiction and the fee or cost per the applicable rates and repair costs). This can lead to changes in the carrying legislation. The Group aims to mitigate non-compliance risk by value of provisions as assumptions are updated over the life of purchasing emission credits or participation in emission pools. each warranty; however there are no individual assumptions that The associated provision is re-measured to consider any such can be reasonably expected to move over the next financial year mitigations. Included within “unused amounts reversed in the to such a degree that it would result in a material adjustment to year” is Ł51 million related to the expected costs of compliance the warranty provision. with emission regulations, and Ł42 million related to potential costs associated with the Group’s battery end-of-life obligations. The discount on the warranty provision is calculated using a risk-free discount rate as the risks specific to the liability, such as Residual risk provision inflation, are included in the base calculation. In certain markets, the Group is responsible for the residual risk The Group also has back-to-back contractual arrangements arising on vehicles sold by retailers under leasing arrangements. with its suppliers in the event that a vehicle fault is proven The provision is based on the latest available market expectations to be a supplier’s fault. Estimates are made of the expected of future residual value trends. The timing of the outflows will be reimbursement claims based upon historical levels of recoveries at the end of the lease arrangements, being typically up to three by supplier, adjusted for inflation and applied to the population years. of vehicles under warranty at the balance sheet date. Supplier reimbursement claims are presented as separate assets within These assessments were performed with reference to both “Other financial assets” in note 17. Supplier recoveries are internal and external market inputs. recognised only when the Group considers there to be virtual certainty over the reimbursement, which also requires historical evidence to support. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 107


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FINANCIAL STATEMENTS Environmental liability provision programmes. Amounts are also included in relation to legal and constructive obligations made to third parties in connection with This provision relates to various environmental remediation costs cancellations under the group’s Reimagine strategy. such as asbestos removal and land clean-up. The timing of when these costs will be incurred is not known with certainty. The estimated liability for restructuring activities is recognised when the Group has reason to believe there is a legal or Other employee benefit obligations constructive obligation arising from restructuring actions taken. This provision relates to the LTIP scheme for certain employees The amount provided at the reporting date is calculated based and other amounts payable to employees. on currently available facts and certain estimates for those obligations (see note 4, Exceptional items). These estimates are Restructuring provision established using historical experience based on the settlement costs for similar liabilities, with proxies being used where no The restructuring provision includes amounts for third party direct comparison exists. obligations arising from Group restructuring programmes. This includes amounts payable to employees following the The amounts and timing of outflows will vary as and when announcement of the Group’s Reimagine strategy in the year restructuring obligations are progressed with third parties. ending 31 March 2021 as well as other Group restructuring    28 Other liabilities As at 31 March (Ł millions) 2022 2021 2020 Current Liabilities for advances received 122 61 50 Ongoing service obligations 286 315 324 VAT 95 122 169 Other taxes payable 161 120 148 Other 10 20 25 Total current other liabilities 674 638 716 Non-current Ongoing service obligations 395 451 522 Other 9 10 11 Total non-current other liabilities 404 461 533 29 Capital and reserves The holders of ordinary shares are entitled to receive dividends as declared from time to time and are entitled to one vote per share at meetings of the Company. As at 31 March (Ł millions) 2022 2021 2020 Authorised, called up and fully paid 1,500,642,163 ordinary shares of Ł1 each 1,501 1,501 1,501 Total ordinary share capital 1,501 1,501 1,501 The capital redemption reserve of Ł167 million (2021, 2020: Ł167 million) was created in March 2011 on the cancellation of share capital.    


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30 Other reserves The movement of reserves is as follows: Translation Hedging Cost of Retained Total other (Ł millions) reserve reserve hedging earnings reserves reserve Balance at 1 April 2021 (357) 136 1 3,806 3,586 Loss for the year ——(818) (818) Remeasurement of defined benefit obligation ——707 707 (Loss)/gain on effective cash flow hedges—(842) 31—(811) Income tax related to items recognised in other comprehensive income—197 (8) (92) 97 Cash flow hedges reclassified to profit and loss—(67) (18)—(85) Income tax related to items reclassified to profit or loss—13 3—16 Amounts removed from hedge reserve and recognised in inventory—134 13—147 Income tax related to amounts removed from hedge reserve and recognised in inventory—(25) (3)—(28) Currency translation differences 24 ——24 Balance at 31 March 2022 (333) (454) 19 3,603 2,835 Of which: Amounts related to continuing hedges n/a (444) 19 n/a (425) Amounts related to discontinued hedges n/a (10)—n/a (10) Balance at 1 April 2020 (316) (286) (33) 5,515 4,880 Loss for the year ——(1,101) (1,101) Remeasurement of defined benefit obligation ——(751) (751) Gain on effective cash flow hedges—400 37—437 Income tax related to items recognised in other comprehensive income—(76) (6) 143 61 Cash flow hedges reclassified to profit and loss—116 (7)—109 Income tax related to items reclassified to profit or loss—(22) 1—(21) Amounts removed from hedge reserve and recognised in inventory—5 11—16 Income tax related to amounts removed from hedge reserve and recognised in inventory—(1) (2)—(3) Currency translation differences (41) ——(41) Balance at 31 March 2021 (357) 136 1 3,806 3,586 Of which: Amounts related to continuing hedges n/a 129 1 n/a 130 Amounts related to discontinued hedges n/a 7—n/a 7 Balance at 1 April 2019 (337) (506) (33) 5,181 4,305 Adjustment on initial application of IFRS 16 (net of tax) ——(23) (23) Adjusted balance at 1 April 2019 (337) (506) (33) 5,158 4,282 Loss for the year ——(471) (471) Remeasurement of defined benefit obligation ——983 983 Loss on effective cash flow hedges—(334) — (334) Gain/(loss) on effective cash flow hedges of inventory—82 (7)—75 Income tax related to items recognised in other comprehensive income—49 1 (155) (105) Cash flow hedges reclassified to profit and loss—571 (8)—563 Income tax related to items reclassified to profit or loss—(109) 2—(107) Amounts removed from hedge reserve and recognised in inventory—(48) 15—(33) Income tax related to amounts removed from hedge reserve and recog— 9 (3)—6 nised in inventory Currency translation differences 21 ——21 Balance at 31 March 2020 (316) (286) (33) 5,515 4,880 Of which: Amounts related to continuing hedges n/a (249) (32) n/a (281) Amounts related to discontinued hedges n/a (37) (1) n/a (38) Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 109


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FINANCIAL STATEMENTS 31 Dividends During the year ended 31 March 2022 no ordinary share dividends were proposed or paid (2021, 2020: Łnil). 32 Employee benefits Pension Schemes Past service cost, including curtailment gains and losses, The Group operates several defined benefit (‘DB’) pension is generally recognised in profit or loss in the period of plan plans; these include two large and one smaller defined benefit amendment. Net interest is calculated by applying the discount plan in the UK. The UK DB plans are administered by a separate rate at the beginning of the period to the net defined benefit trustee, the assets of the plans are generally held in separate liability, adjusted for expected cashflows during the period. From funds selected and overseen by the trustee. These plans were the year ending 31 March 2020, at the point a past service cost contracted out of the state second pension (S2P) scheme until is incurred, re-measurement of the income statement cost is 5 April 2016. The plans provide benefits for members including a considered and will be re-calculated if there is a material change. monthly pension after retirement based on salary and service as set out in the rules of each plan. The Group presents these defined benefit costs within “Employee costs” in the consolidated income statement (see note 7). Contributions to the plans by the Group take into consideration the results of actuarial valuations. Separate defined contribution plans are available to all other employees of the Group. Costs in respect of these plans are The UK defined benefit plans were closed to new joiners in charged to the consolidated income statement as incurred. April 2010. The Group also operates a number of small benefit arrangements worldwide (the liabilities for these amount to Post-retirement Medicare scheme around 0.5% of the Group total). Under these unfunded schemes, employees of some subsidiaries receive medical benefits subject to certain limits of amount, For defined benefit plans, the cost of providing benefits is periods after retirement and types of benefits, depending on determined using the projected unit credit method, with actuarial their grade and location at the time of retirement. Employees updates being carried out at the end of each reporting period. separated from the Group as part of an early separation scheme, on medical grounds or due to permanent disablement, may Defined benefit costs are split into four categories: also be covered under the scheme. The applicable subsidiaries (and therefore, the Group) account for the liability for the • Current service cost, past service cost and gains and losses post-retirement medical scheme based on an annual actuarial on curtailments and settlements; valuation where appropriate. • Net interest cost; Actuarial gains and losses Actuarial gains and losses relating to retirement benefit plans • Administrative expenses; and are recognised in the consolidated statement of comprehensive income in the year in which they arise. • Remeasurements. Remeasurement comprising actuarial gains and losses, the effect of the asset ceiling and the return on plan assets (excluding interest) is recognised immediately in the consolidated balance sheet with a charge or credit to the consolidated statement of comprehensive income in the period in which they occur. Remeasurement recorded in the statement of comprehensive income is not recycled.


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Measurement date liabilities, although this is expected to be partially offset by an The measurement date of all retirement plans is 31 March. increase in the value of the schemes’ assets, specifically the bond holdings and interest rate hedging instruments. The trustee of the pension schemes is required by law to act in the interest of the members and of all relevant stakeholders in the Inflation risk schemes and is responsible for the investment policy with regard to the assets of the schemes and all other governance matters. Some of the Group’s pension obligations are linked to inflation, The board of the trustee must be composed of representatives and higher inflation will lead to higher liabilities (although, in most of the Group and scheme participants in accordance with each cases, caps on the level of inflationary increases are in place to scheme’s regulations. protect the schemes against high inflation). As noted above, the schemes hold a significant proportion of assets in index-linked Through its defined benefit pension schemes, the Group is gilts, together with other inflation hedging instruments and also exposed to a number of risks, the most significant of which are assets that are more closely correlated with inflation. However, detailed below. an increase in inflation may still create a deficit or increase an existing deficit to some degree. Asset volatility Life expectancy The schemes’ liabilities are calculated using a discount rate set with reference to corporate bond yields; if the schemes’ assets The majority of the schemes’ obligations are to provide benefits underperform against these corporate bonds, this will create or for the life of the member, so increases in life expectancy will increase a deficit. The defined benefit schemes hold a significant result in an increase in the schemes’ liabilities. This is particularly proportion of equity-type assets, which are expected to significant in the UK defined benefit schemes, where inflationary outperform corporate bonds in the long-term although introduce increases result in higher sensitivity to changes in life expectancy. volatility and risk in the short-term. The following tables set out the disclosures pertaining to the The UK schemes hold a substantial level of index-linked gilts and retirement benefit amounts recognised in the consolidated other inflation and interest rate hedging instruments in order to financial statements prepared in accordance with IAS 19: reduce the volatility of assets compared to the liability value, although these will lead to asset value volatility. As the schemes mature, the Group intends to reduce the level of investment risk by investing more in assets for which expected income is a better match for the expected benefit outgo. However, the Group believes that due to the long-term nature of the schemes’ liabilities and the strength of the supporting group, a level of continuing equity-type investments is currently an appropriate element of the Group’s long-term strategy to manage the schemes efficiently. Changes in bond yields A decrease in corporate bond yields will increase the schemes’ Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 111


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FINANCIAL STATEMENTS Change in present value of defined benefit obligation Year ended 31 March (Ł millions) 2022 2021 2020 Defined benefit obligation at beginning of year 8,432 7,788 8,648 Current service cost 116 131 133 Past service cost—16 4 Interest expense 176 166 203 Actuarial losses/(gains) arising from:    Changes in demographic assumptions 10 (21) 7    Changes in financial assumptions (705) 869 (526)    Experience adjustments (3) (75) (139) Exchange differences on foreign schemes—(2) 1 Member contributions 2 1 2 Benefits paid (506) (441) (545) Defined benefit obligation at end of year 7,522 8,432 7,788 Change in present value of scheme assets Year ended 31 March (Ł millions) 2022 2021 2020 Fair value of schemes’ assets at beginning of year 8,045 8,168 7,981 Interest income 170 170 190 Remeasurement gain on the return of plan assets, excluding amounts included in interest income 9 22 325 Administrative expenses (27) (22) (16) Exchange differences on foreign schemes—(1) -Employer contributions 238 148 231 Member contributions 2 1 2 Benefits paid (506) (441) (545) Fair value of schemes’ assets at end of year 7,931 8,045 8,168 The actual return on the schemes’ assets for the year ended 31 March 2022 was Ł179 million (2021: Ł192 million, 2020: Ł515 million). Amounts recognised in the consolidated income statement consist of: Year ended 31 March (Ł millions) 2022 2021 2020 Current service cost 116 131 133 Past service cost—16 4 Administrative expenses 27 22 16 Net interest cost (including onerous obligations) 6 (4) 13 Components of defined benefit cost recognised in the consolidated 149 165 166 income statement    


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Amounts recognised in the consolidated statement of comprehensive income consist of: Year ended 31 March (Ł millions) 2022 2021 2020 Actuarial (losses)/gains arising from:    Changes in demographic assumptions (10) 21 (7)    Changes in financial assumptions 705 (869) 526    Experience adjustments 3 75 139 Remeasurement gain on the return of schemes’ assets, excluding amounts 9 22 325 included in interest income Remeasurement gain/(loss) on net defined benefit obligation 707 (751) 983 Amounts recognised in the consolidated balance sheet consist of: As at 31 March (Ł millions) 2022 2021 2020 Present value of unfunded defined benefit obligations (2) (2) (2) Present value of funded defined benefit obligations (7,520) (8,430) (7,786) Fair value of schemes’ assets 7,931 8,045 8,168 Net retirement benefit obligation 409 (387) 380 Presented as non-current asset 434—408 Presented as non-current liability (25) (387) (28) The most recent valuations of the defined benefit schemes for of CPIH from 2030 (following its consultation on RPI Reform). As accounting purposes were carried out at 31 March 2022 by a a result of this and changing market conditions, the gap between qualified independent actuary. For the UK schemes this is based RPI and CPI has been updated to reflect RPI reform by having a on membership data as at 31 March 2021 for the JPP & LRPS gap of 1.2% p.a. up to 2030 and no gap thereafter. In addition and 5 April 2018 for the smaller JEPP. The present value of the the inflation risk premium (IRP) has been updated from an IRP of defined benefit liability, and the related current service cost and 0.2% p.a. up to 2030 and 0.5% post 2030 to an IRP of 0.3% p.a. past service cost, were measured using the projected unit credit up to 2030 and 0.5% post 2030, reflecting market conditions at method. The asset valuations are taken from the asset custodian the 31 March 2022 year end. for each scheme together with the balance of the Trustee bank accounts. The principal assumptions used in accounting for the pension schemes are set out below: In November 2020 the UK government announced that the calculation of RPI would be amended to mirror the calculation Year ended 31 March 2022 2021 2020 Discount rate 2.8% 2.1% 2.4% Expected rate of increase in benefit revaluation of covered employees 2.2% 2.1% 2.0% RPI inflation rate 3.5% 3.1% 2.6% Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 113


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FINANCIAL STATEMENTS For the valuation at 31 March 2022, the mortality assumptions • For the Jaguar Executive Pension Plan, an average scaling used are the Self-Administered Pension Schemes (‘SAPS’) factor of 94 per cent has been used for male members and mortality base table, S2PxA tables (“Light” tables for members an average scaling factor of 84 per cent has been used for of the Jaguar Executive Pension Plan). female members. • For the Jaguar Pension Plan, scaling factors of 101 per cent For the valuation at 31 March 2020, the mortality assumptions to 115 per cent have been used for male members and used were the SAPS mortality base table, S2PxA tables (“Light” scaling factors of 103 per cent to 118 per cent have been tables for members of the Jaguar Executive Pension Plan). used for female members. • For the Jaguar Pension Plan, scaling factors of 111 per cent • For the Land Rover Pension Scheme, scaling factors of 105 to 117 per cent have been used for male members and per cent to 117 per cent have been used for male members scaling factors of 101 per cent to 112 per cent have been and scaling factors of 100 per cent to 116 per cent have used for female members. been used for female members. • For the Land Rover Pension Scheme, scaling factors of 107 • For the Jaguar Executive Pension Plan, scaling factors of 93 per cent to 111 per cent have been used for male members per cent to 97 per cent have been used for male members and scaling factors of 101 per cent to 109 per cent have and scaling factors of 91 per cent to 96 per cent have been been used for female members. used for female members. • For the Jaguar Executive Pension Plan, an average scaling For the valuation at 31 March 2021, the mortality assumptions factor of 94 per cent has been used for male members and used were the SAPS mortality base table, S2PxA tables (“Light” an average scaling factor of 84 per cent has been used for tables for members of the Jaguar Executive Pension Plan). female members. • For the Jaguar Pension Plan, scaling factors of 111 per cent For the 2022 year end calculations there is an allowance for to 117 per cent have been used for male members and future improvements in line with the CMI (2021) projections and scaling factors of 101 per cent to 112 per cent have been an allowance for long-term improvements of 1.25 per cent per used for female members. annum and a smoothing parameter of 7.5 (2021: CMI (2020) projections with 1.25 per cent per annum improvements and • For the Land Rover Pension Scheme, scaling factors of 107 a smoothing parameter of 7.5, 2020: CMI (2019) projections per cent to 111 per cent have been used for male members with 1.25 per cent per annum improvements and a smoothing and scaling factors of 101 per cent to 109 per cent have parameter of 7.5). been used for female members. The assumed life expectancies on retirement at age 65 are: As at 31 March (years) 2022 2021 2020 Retiring today:    Males 21.6 21.0 21.0    Females 23.8 23.3 23.2 Retiring in 20 years:    Males 23.0 22.4 22.5    Females 25.7 25.2 25.2


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A past service cost of Ł9 million was recognised in the year The sensitivity analysis below is based on a change in an ended 31 March 2021 following a further High Court ruling, assumption while holding all other assumptions constant. In published on 20 November 2020, that provided clarification practice, this is unlikely to occur, and changes in some of the on the obligations of pension plan trustees to equalise past assumptions may be correlated. When calculating the sensitivity transfer values allowing for the effect of unequal Guaranteed of the defined benefit obligation to significant actuarial Minimum Pensions (‘GMP’) between 17 May 1990 and 5 April assumptions, the same method (present value of the defined 1997 (“GMP equalisation”). The Group had previously recognised benefit obligation calculated with the projected unit credit a past service cost of Ł17 million in the year ended 31 March method at the end of the reporting period) has been applied 2019, following the High Court ruling in 2018 in respect of GMP as when calculating the pension liability recognised within the equalisation, and has retained this allowance at 31 March 2022 consolidated balance sheet. but adjusted for the passage of time and to reflect the estimated impact of changes in market conditions. The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to previous periods. A further past service cost of Ł7 million was also recognised in the year ended 31 March 2021. This reflected benefit improvements for certain members as part of the Group restructuring programme that commenced in the year ended 31 March 2021. A past service cost of Ł4 million was recognised in the year ended 31 March 2020. This reflected benefit improvements for certain members as part of the Group restructuring programme that commenced in the year ended 31 March 2019. All past service costs are recognised in ‘exceptional items’ in the consolidated income statement. See Note 4 for further information. Assumption Change in assumption Impact on scheme liabilities Impact on service cost Discount rate Increase/decrease by 0.25% Decrease/increase by c.Ł341 million Decrease/increase by Ł6 million Inflation rate Increase/decrease by 0.25% Increase/decrease by c.Ł176 million Increase/decrease by Ł1 million Increase/decrease in life expectancy Mortality Increase/decrease by c.Ł267 million Increase/decrease by Ł3 million by 1 year Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 115    


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FINANCIAL STATEMENTS The fair value of schemes’ assets is represented by the following major categories: As at 31 March 2022 2021 2020 (Ł millions) Quoted Unquo- Total % Quoted Unquo- Total % Quo- Unquo- Total % ted ted* ted** ted Equity instruments Information technology—127 127 2%—134 135 2% 73 51 124 1% Energy—18 18 — 11 11—6 4 10 -Manufacturing—96 96 1%—75 75 1% 41 29 70 1% Financials—41 41 1%—48 48 1% 27 18 45 1% Other—173 173 2%—267 267 3% 147 102 249 3% —455 455 6%—535 535 7% 294 204 498 6% Debt instruments Government bonds 1,813 65 1,878 23% 1,625 88 1,712 21% 1,841 103 1,944 24% Corporate bonds (investment grade) 1,149 310 1,459 18% 1,340 243 1,583 20% 1,131 462 1,593 19% Corporate bonds (Non investment grade)—973 973 12%—1,061 1,061 13%—750 750 9% 2,962 1,348 4,310 53% 2,965 1,392 4,357 54% 2,972 1,315 4,287 52% Property funds UK—307 307 4%—304 304 4%—273 273 3% Other—240 240 3%—201 201 3%—239 239 3% —547 547 7%—505 505 7%—512 512 6% Cash and cash equivalents 75 363 438 6% 74 192 265 3% 51 627 678 8% Other Hedge funds—506 506 6%—496 496 6%—475 475 6% Private markets—998 998 13%—824 824 10%—562 562 7% Alternatives—462 462 6%—641 641 8%—594 594 7% —1,966 1,966 25%—1,961 1,961 24%—1,631 1,631 20% Derivatives Foreign exchange contracts—(35) (35) — 15 15 — (35) (35) -Interest rate and inflation swaps—250 250 3%—361 361 4%—545 545 7% Equity protection derivatives — ——48 48 1%—52 52 1%—215 215 3%—424 424 5%—562 562 8% Total 3,037 4,894 7,931 100% 3,039 5,009 8,048 100% 3,317 4,851 8,168 100% *The comparative has been restated to reflect reclassification to unquoted for equity instruments. **Restated following a review of the measurement and presentation requirements for unquoted assets. As at 31 March 2022, the schemes held Gilt Repos. The net value of an asset. In assigning the level JLR balances consistency of these transactions is included in the value of government between asset holdings, consistency from year to year and bonds in the table above. The gross value of the funding obligation manager/other assessments. JLR designates level 1 to direct for the Repo transactions is Ł1,462 million at 31 March 2022 holdings of liquid assets where an active market exists. (2021: Ł2,057 million, 2020: Ł2,639 million). JLR assigns an accounting level (1, 2 or 3) to asset holdings in order to reflect the level of judgement involved in the valuation    


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Custodian accounts where underlying assets are regularly traded 29 April 2020. or where comparable assets have traded values are designated level 2, for example derivatives (including net value of swaps) The average duration of the benefit obligations at 31 March and some property holdings. Assets which are not designated as 2022 is 17.5 years (2021, 2020: 19.0 years). level 1 or 2 are designated as level 3. Level 1 assets are reported as quoted, level 2 and 3 unquoted.    Repo obligations are noted The expected net periodic pension cost for the year ended 31 separately. March 2023 is expected to be Ł113 million. The Group expects to pay Ł117 million to its defined benefit schemes, in total, for Private Equity holdings have been measured using the most the year ended 31 March 2023 (excluding member contributions recent valuations, adjusted for cash and currency movements through salary sacrifice). between the last valuation date and 31 March 2022. Given the movements in listed equity markets, the valuation of Private Defined contribution schemes Equity holdings may vary significantly. The value of the Private Equity holdings in the JLR UK Plans included above is Ł661 The Group’s contribution to defined contribution schemes for the million as at 31 March 2022 (2021: Ł453 million, 2020: Ł342 year ended 31 March 2022 was Ł83 million (2021, 2020: Ł86 million). million). Jaguar Land Rover contributes towards the UK defined benefit 33 Commitments and contingencies schemes. The 5 April 2018 statutory funding valuations were completed in December 2018. As a result of these valuations In the normal course of business, the Group faces claims and it is intended to eliminate the pension scheme funding deficits assertions by various parties. The Group assesses such claims over the 10 years to 31 March 2028. JLR has taken legal advice and assertions and monitors the legal environment on an ongoing considering the documentation of the UK schemes and the basis, with the assistance of external legal counsel wherever regulatory environment. This confirmed the recoverability of necessary. The Group records a liability for any claims where a any surplus in the scheme and JLR has based its accounting potential loss is probable and capable of being estimated and judgement on this advice. discloses such matters in its financial statements, if material. For potential losses that are considered possible, but not probable, In line with the schedule of contributions agreed following the the Group provides disclosure in the consolidated financial 2018 statutory funding valuations, the current ongoing Group statements but does not record a liability unless the loss contributiation rate for defined benefit accrual is c.21 per cent becomes probable. Such potential losses may be of an uncertain of pensionable salaries in the UK. The 2021 statutory funding timing and/or amount. valuations are expected to be completed by 30 June 2022.                The following is a description of claims and contingencies where Deficit contributions are paid in line with the schedule of a potential loss is possible, but not probable. Management contributions at a rate of Ł60 million per year until 31 March believes that none of the contingencies described below, either 2024 followed by Ł25 million per year until 31 March 2028. individually or in aggregate, would have a material adverse effect Contributions previously due for April, May and June 2020 on the Group’s financial condition, results of operations or cash have been re-spread over the year ended 31 March 2022. This flows. agreement is reflected in the Schedule of Contributions dated As at 31 March (Ł millions) 2022 2021 2020 Litigation and product related matters 25 23 40 Other taxes and duties 75 50 44 Commitments: • Plant and equipment 735 862 1,217 • Intangible assets 15 16 14 • Other 470 270 376 Pledged as collateral/security against the borrowings and commitments: • Inventory—138 127 • Trade receivables—19—• Other financial assets 13 13—Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 117


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FINANCIAL STATEMENTS Litigation and product related matters Joint venture The Group is involved in legal proceedings, both as plaintiff and Stipulated within the joint venture agreement for Chery Jaguar as defendant. There are claims and potential claims against the Land Rover Automotive Company Ltd., and subsequently Group which management has not recognised, as settlement amended by a change to the Articles of Association of Chery is not considered probable. These claims and potential claims Jaguar Land Rover Automotive Company Ltd. is a commitment pertain to motor accident claims, consumer complaints, for the Group to contribute a total of CNY 5,000 million of capital. employment and dealership arrangements, replacement of parts Of this amount, CNY 3,475 million has been contributed as at 31 of vehicles and/or compensation for deficiency in the services by March 2022. The outstanding commitment of CNY 1,525 million the Group or its dealers. translates to Ł183 million at the 31 March 2022 exchange rate. The Group has provided for the estimated cost of repair The Group’s share of capital commitments of its joint venture following the passenger safety airbag issue in the United States, at 31 March 2022 is Ł16 million (2021: Ł42 million, 2020: Ł69 China, Canada, Korea, Taiwan, Australia and Japan. The Group million) and contingent liabilities of its joint venture 31 March recognises that there is a potential risk of further recalls in the 2022 is Łnil (2021, 2020: Łnil). future and considers such events on a case-by-case basis as the relevant facts and circumstances materialise, provided it can 34 Capital management reliably estimate the amount and timing of any potential future costs associated with this warranty issue. The Group’s objectives when managing capital are to ensure the going concern operation of all subsidiary companies within Other taxes and duties the Group and to maintain an efficient capital structure to support ongoing and future operations of the Group and to meet Contingencies and commitments include tax contingent liabilities shareholder expectations. which mainly relate to tax audits and tax litigation claims.                The Group issues debt, primarily in the form of bonds, to meet Commitments anticipated funding requirements and maintain sufficient liquidity. The Group also maintains certain undrawn committed The Group has entered into various contracts with vendors credit facilities to provide additional liquidity. These borrowings, and contractors for the acquisition of plant, equipment and together with cash generated from operations, are loaned intangible assets; and various civil contracts of a capital nature. internally or contributed as equity to certain subsidiaries as Commitments and contingencies also includes other contingent required. Surplus cash in subsidiaries is pooled (where practicable) liabilities, the timing of any outflow will vary as and when claims and invested to satisfy security, liquidity and yield requirements. are received and settled, which is not known with certainty. The capital structure and funding requirements are regularly The remaining financial commitments, in particular the purchase monitored by the JLR plc Board to ensure sufficient liquidity commitments and guarantees, are of a magnitude typical for the is maintained by the Group. All debt issuance and capital industry. distributions are approved by the JLR plc Board. As at 31 March (Ł millions) 2022 2021 2020 Short-term debt 1,841 1,271 599 Long-term debt 5,756 5,426 5,285 Total debt* 7,597 6,697 5,884 Equity attributable to shareholders 4,503 5,254 6,548 Total capital 12,100 11,951 12,432 *Total debt includes lease obligations of Ł570 million (2021: Ł519 million, 2020: Ł541 million).


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35 Financial instruments This section gives an overview of the significance of financial financial assets when and only when its business model for instruments for the Group and provides additional information managing those assets changes. on balance sheet items that contain financial instruments. Financial assets are classified into three categories: Recognition and derecognition Financial assets at amortised cost are non-derivative financial A financial instrument is any contract that gives rise to a financial assets with contractual cash flows that consist solely of asset of one entity and a financial liability or equity instrument payments of principal and interest and which are held with of another entity. Financial instruments are recognised on the intention of collecting those contractual cash flows. the balance sheet when the Group becomes a party to the Subsequently, these are measured at amortised cost using the contractual provisions of the instrument. effective interest method less impairment losses, if any. These include cash and cash equivalents, contract assets and other The Group derecognises a financial asset only when the financial assets. contractual rights to the cash flows from the asset expire or it transfers the financial asset and substantially all the risks Financial assets at fair value through other comprehensive and rewards of ownership of the asset to another entity. If the income are non-derivative financial assets with contractual cash Group neither transfers nor retains substantially all the risks and flows that consist solely of payments of principal and interest and rewards of ownership and continues to control the transferred which are held with the intention of collecting those contractual asset, the Group recognises its retained interest in the asset and cash flows as well as to sell the financial asset. Subsequently, an associated liability for amounts it may have to pay. If the Group these are measured at fair value, with unrealised gains or losses retains substantially all the risks and rewards of ownership of a being recognised in other comprehensive income apart from transferred financial asset, the Group continues to recognise the any expected credit losses or foreign exchange gains or losses, financial asset and also recognises a collateralised borrowing for which are recognised in profit or loss. This category can also the proceeds received. Any gain or loss arising on derecognition include financial assets that are equity instruments which have is recognised in profit or loss. When a financial instrument is been irrevocably designated at initial recognition as fair value derecognised, the cumulative gain or loss in equity (if any) is through other comprehensive income. For these assets, there is transferred to the consolidated income statement. no expected credit loss recognised in profit or loss. Financial assets are written off when there is no reasonable Financial assets at fair value through profit or loss are financial expectation of recovery. The Group reviews the facts and assets with contractual cash flows that do not consist solely circumstances around each asset before making a determination. of payments of principal and interest. This category includes Financial assets that are written off could still be subject to derivatives, embedded derivatives separated from the host enforcement activities. contract and investments in certain convertible loan notes. Subsequently, these are measured at fair value, with unrealised Financial liabilities are derecognised when they are extinguished, gains or losses being recognised in profit or loss, with the that is when the obligation is discharged, cancelled or has exception of derivative instruments designated in a hedging expired. relationship, for which hedge accounting is applied. Initial measurement Classification and measurement – financial liabilities Initially, a financial instrument is recognised at its fair value. Financial liabilities are classified as subsequently measured Transaction costs directly attributable to the acquisition or at amortised cost unless they meet the specific criteria to be issue of financial instruments are recognised in determining the recognised at fair value through profit or loss. carrying amount, if it is not classified as at fair value through profit or loss. Transaction costs of financial instruments carried Other financial liabilities are measured at amortised cost using at fair value through profit or loss are expensed in profit or loss. the effective interest method. Subsequently, financial instruments are measured according to Financial liabilities at fair value through profit or loss include the category in which they are classified. derivatives and embedded derivatives separated from the host contract as well as financial liabilities held for trading. Classification and measurement – financial assets Subsequent to initial recognition, these are measured at fair value with gains or losses being recognised in profit or loss. Embedded Classification of financial assets is based on the business model derivatives relating to prepayment options on senior notes are in which the instruments are held as well as the characteristics not considered as closely related and are separately accounted of their contractual cash flows. The business model is based unless the exercise price of these options is approximately equal on management’s intentions and past pattern of transactions. on each exercise date to either the amortised cost of the senior Financial assets with embedded derivatives are considered in notes or the present value of the lost interest for the remaining their entirety when determining whether their cash flows are term of the senior notes. solely payment of principal and interest. The Group reclassifies Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 119


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FINANCIAL STATEMENTS Impairment account when pricing the asset or liability at the measurement date. Subsequent to initial recognition, the Group determines The Group recognises a loss allowance in profit or loss for the fair value of financial instruments that are quoted in active expected credit losses on financial assets held at amortised cost markets using the quoted bid prices (financial assets held) or or at fair value through other comprehensive income. Expected quoted ask prices (financial liabilities held) and using valuation credit losses are forward looking and are measured in a way that techniques for other instruments. Valuation techniques include is unbiased and represents a probability-weighted amount, takes the discounted cash flow method and other valuation models. into account the time value of money (values are discounted using the applicable effective interest rate) and uses reasonable Hedge accounting and supportable information. The Group uses foreign currency forward contracts, foreign Lifetime expected credit losses are calculated for assets that currency options and borrowings denominated in foreign were deemed credit impaired at initial recognition or have currency to hedge its risks associated with foreign currency subsequently become credit impaired as well as those where fluctuations relating to highly probable forecast transactions. credit risk has increased significantly since initial recognition. The Group designates these foreign currency forward contracts, foreign currency options and borrowings denominated in foreign The Group adopts the simplified approach to apply lifetime currency in cash flow hedging relationships. expected credit losses to trade receivables and contract assets. Where credit risk is deemed low at the reporting date or to have The Group uses cross-currency interest rate swaps to convert not increased significantly, credit losses for the next 12 months some of its foreign currency denominated fixed-rate borrowings are calculated. to GBP floating-rate borrowings. Hedge accounting is applied using both fair value and cash flow hedging relationships. The Credit risk is determined to have increased significantly when designated risks are foreign currency and interest rate risks. the probability of default increases. Such increases are relative and assessment may include external ratings (where available) Derivative contracts are stated at fair value on the consolidated or other information such as past due payments. Historic data balance sheet at each reporting date. and forward-looking information are both considered. Objective evidence for a significant increase in credit risk may include At inception of the hedge relationship, the Group documents where payment is overdue by 90 or more days as well as other the economic relationship between the hedging instrument and information about significant financial difficulties of the borrower. the hedged item, including whether changes in the cash flows of the hedging instrument are expected to offset changes in the Equity instruments cash flows of the hedged item. The Group documents its risk management objective and strategy for undertaking its hedging An equity instrument is any contract that evidences residual transactions. The Group designates only the intrinsic value of interests in the assets of the Group after deducting all of its foreign exchange options in the hedging relationship. The Group liabilities. Equity instruments issued by the Group are recorded designates amounts excluding foreign currency basis spread at the proceeds received, net of direct issue costs. in the hedging relationship for both foreign exchange forward contracts and cross-currency interest rate swaps. Changes in Investments in equity instruments are measured at fair value; the fair value of the derivative contracts that are designated and however, where a quoted market price in an active market is not effective as hedges of future cash flows are recognised in the available, equity instruments are measured at cost (investments cash flow hedge reserve within other comprehensive income (net in equity instruments that are not held for trading). The Group of tax), and any ineffective portion is recognised immediately in has not elected to account for these investments at fair value the consolidated income statement. through other comprehensive income. Changes in both the time value of foreign exchange options Determination of fair value and foreign currency basis spread of foreign exchange forwards and cross-currency interest rate swaps are recognised in other Fair value is the price that would be received to sell an asset or paid comprehensive income (net of tax) in the cost of hedging reserve to transfer a liability in an orderly transaction between market to the extent that they relate to the hedged item (the “aligned” participants at the measurement date, regardless of whether value). that price is directly observable or estimated using another valuation technique. The fair value of a financial instrument on Changes in the fair value of contracts that are designated in a fair initial recognition is normally the transaction price. value hedge are taken to the consolidated income statement. They offset the change in fair value, attributable to the hedged In estimating the fair value of an asset or liability, the Group risks, of the borrowings designated as the hedged item. takes into account the characteristics of the asset or liability if market participants would take those characteristics into


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Hedge accounting is discontinued when the hedging instrument At 31 March 2021, the Group’s hedging relationship exposures expires or is sold, terminated, exercised or no longer qualifies were indexed to GBP LIBOR and the Group’s non-hedged for hedge accounting. Amounts accumulated in equity are relationship exposures were indexed to GBP LIBOR and USD reclassified to the consolidated income statement in the periods LIBOR. On 31 December 2021, the ICE Benchmark Administration in which the forecast transactions affect profit or loss or as an (IBA), the FCA-regulated and authorised administrator of LIBOR, adjustment to a non-financial item (e.g. inventory) when that ceased to publish a number of IBOR benchmarks including GBP item is recognised on the balance sheet. These deferred amounts LIBOR. Most USD LIBORs will cease to be published after June are ultimately recognised in profit or loss as the hedged item 2023. affects profit or loss (for example through cost of goods sold). During the year ended 31 March 2022, the Group converted its If the forecast transaction is no longer expected to occur, the LIBOR exposures to risk-free rates in advance of the cessation net cumulative gain or loss in equity, including deferred costs date. This conversion included loans and derivatives which have of hedging, is immediately transferred and recognised in the been converted using fallback provisions. A number of derivatives consolidated income statement. which were converted using fallback provisions have not yet transitioned to RFR due to the timing of reprice dates. Loans held Interest rate benchmark reform by the Group that reference USD LIBOR will continue to do so until June 2023. The expected impact of financial instruments A reform of major interest rate benchmarks is being undertaken yet to transition is immaterial for the Group. globally, including the replacement of some interbank offered rates (‘IBORs’) with alternative risk-free rates (‘RFR’). As a result of the fallback provision, the Group consider its The Group has adopted Interest Rate Benchmark Reform exposure to interest rate benchmark reform at 31 March 2022 (Phase 2) Amendments to IFRS 9, IAS 39, IFRS 7, IFRS 4 to be minimal. The following table shows the total amounts of and IFRS 16 (effective 1 January 2022). The amendments exposures to IBOR which have yet to transition and those with permit modifications to asset and liability values as a direct appropriate fallback language at 1 April 2021 and at 31 March consequence of the interest rate benchmark reform, and which 2022. The amounts of financial assets and financial liabilities are are made on an economically equivalent basis (i.e. where the shown at their carrying amounts and derivatives are shown at basis for determining contractual cash flows is the same), by their notional amounts: only updating the effective interest rate. The amendments also provide relief from specific hedge accounting requirements.                GBP LIBOR                 USD LIBOR Total amount of Amount with Total amount of Amount with As at (Ł millions) contracts not yet appropriate fall- contracts not yet appropriate fall-transitioned back clause transitioned back clause 31 March 2022 Financial liabilities—carrying value Syndicated loan — (753) (753) UKEF facility — — Derivatives—notional amount Cross currency interest rate swaps—hed- (380) (380)—-ged Cross currency interest rate swaps—non (539) (539) hedged 1 April 2021 Financial liabilities—carrying value Syndicated loan — (719) -UKEF facility (443) ——Derivatives—notional amount Cross currency interest rate swaps—hed- (825) — -ged Cross currency interest rate swaps—non (539) hedged Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 121


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FINANCIAL STATEMENTS (A) Financial assets and liabilities The following table shows the carrying amount and fair value of each category of financial assets and liabilities as at 31 March 2022: Fair Value Through Profit and Loss Derivatives Derivatives in As at 31 March 2022 (Ł millions) Amorti- Financial other than in hedging rela- Total carr- Total fair sed cost assets hedging rela- tionship ying value value tionship Cash and cash equivalents 4,223 ——4,223 4,223 Short-term deposits and other investments 175 ——175 175 Trade receivables 722 ——722 722 Investments—30 — 30 30 Other financial assets—current 209—128 57 394 394 Other financial assets—non-current 87—85 13 185 185 Total financial assets 5,416 30 213 70 5,729 5,729 Accounts payable 5,144 ——5,144 5,144 Short-term borrowings 1,779 ——1,779 1,778 Long-term borrowings* 5,248 ——5,248 5,216 Other financial liabilities—current 425—29 416 870 870 Other financial liabilities—non-current 533—52 286 871 901 Total financial liabilities 13,129—81 702 13,912 13,909 * Included in the long-term borrowings shown in other financial liabilities is Ł801 million that is designated as the hedged item in a fair value hedge relationship. Included within this figure is Ł(67) million of fair value adjustments as a result of the hedge relationship. The following table shows the carrying amount and fair value of each category of financial assets and liabilities as at 31 March 2021: Fair Value Through Profit and Loss Derivatives Derivatives in As at 31 March 2021 (Ł millions) Amorti- Financial other than in hedging rela- Total carr- Total fair sed cost assets hedging rela- tionship ying value value tionship Cash and cash equivalents 3,778 ——3,778 3,778 Short-term deposits and other investments 1,004 ——1,004 1,004 Trade receivables 863 ——863 863 Investments—22 — 22 22 Other financial assets—current 196—73 208 477 477 Other financial assets—non-current 92—42 207 341 341 Total financial assets 5,933 22 115 415 6,485 6,485 Accounts payable 6,308 ——6,308 6,308 Short-term borrowings 1,206 ——1,206 1,217 Long-term borrowings* 4,972 ——4,972 5,136 Other financial liabilities—current 508—67 171 746 746 Other financial liabilities—non-current 456—65 104 625 688 Total financial liabilities 13,450—132 275 13,857 14,095 * Included in the long-term borrowings shown in other financial liabilities is Ł784 million that is designated as the hedged item in a fair value hedge relationship. Included within this figure is Ł1 million of fair value adjustments as a result of the hedge relationship.


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The following table shows the carrying amount and fair value of each category of financial assets and liabilities as at 31 March 2020: Fair Value Through Profit and Loss Derivatives Derivatives in As at 31 March 2020 (Ł millions) Amorti- Financial other than in hedging rela- Total carr- Total fair sed cost assets hedging rela- tionship ying value value tionship Cash and cash equivalents 2,271 ——2,271 2,271 Short-term deposits and other investments 1,393 ——1,393 1,393 Trade receivables 833 ——833 833 Investments—37 — 37 37 Other financial assets—current 142—153 88 383 383 Other financial assets—non-current 115—9 133 257 257 Total financial assets 4,754 37 162 221 5,174 5,174 Accounts payable 6,499 ——6,499 6,499 Short-term borrowings 526 ——526 512 Long-term borrowings* 4,817 ——4,817 3,859 Other financial liabilities—current 620—204 249 1,073 1,073 Other financial liabilities—non-current 468—48 262 778 778 Total financial liabilities 12,930—252 511 13,693 12,721 * Included in the long-term borrowings shown in other financial liabilities is Ł891 million that is designated as the hedged item in a fair value hedge relationship. Included within this figure is Ł45 million of fair value adjustments as a result of the hedge relationship. Offsetting Certain financial assets and financial liabilities are subject to Derivative financial assets and financial liabilities are subject to offsetting where there is currently a legally enforceable right master netting arrangements whereby in the case of insolvency, to set off recognised amounts and the Group intends to either derivative financial assets and financial liabilities can be settled settle on a net basis or to realise the asset and settle the liability on a net basis. simultaneously. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 123    


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FINANCIAL STATEMENTS The following table discloses the amounts that have been offset in arriving at the consolidated balance sheet presentation and the amounts that are available for offset only under certain conditions as at 31 March 2022: Amounts subject to a master netting arrangement Gross Gross amount of Net amount Cash Net amount As at 31 March 2022 (Ł millions) amount recognised set presented in the Financial collateral after recognised off in the balance balance sheet instruments (received) / offsetting sheet pledged Financial assets Derivative financial assets 283—283 (275)—8 Cash and cash equivalents 4,381 (158) 4,223 — 4,223 4,664 (158) 4,506 (275)—4,231 Financial liabilities Derivative financial liabilities 783—783 (275)—508 Short-term borrowings 1,937 (158) 1,779 — 1,779 2,720 (158) 2,562 (275)—2,287 The following table discloses the amounts that have been offset in arriving at the consolidated balance sheet presentation and the amounts that are available for offset only under certain conditions as at 31 March 2021: Amounts subject to a master netting arrangement Gross Gross amount of Net amount Cash Net amount As at 31 March 2021 (Ł millions) amount recognised set presented in the Financial collateral after recognised off in the balance balance sheet instruments (received) / offsetting sheet pledged Financial assets Derivative financial assets 530—530 (362)—168 Cash and cash equivalents 3,995 (217) 3,778 — 3,778 4,525 (217) 4,308 (362)—3,946 Financial liabilities Derivative financial liabilities 407—407 (362)—45 Short-term borrowings 1,423 (217) 1,206 — 1,206 1,830 (217) 1,613 (362)—1,251 The following table discloses the amounts that have been offset in arriving at the consolidated balance sheet presentation and the amounts that are available for offset only under certain conditions as at 31 March 2020: Amounts subject to a master netting arrangement Gross Gross amount of Net amount Cash Net amount As at 31 March 2020 (Ł millions) amount recognised set presented in the Financial collateral after recognised off in the balance balance sheet instruments (received) / offsetting sheet pledged Financial assets Derivative financial assets 383—383 (377)—6 Cash and cash equivalents 2,981 (710) 2,271 — 2,271 3,364 (710) 2,654 (377)—2,277 Financial liabilities Derivative financial liabilities 763—763 (377)—386 Short-term borrowings 1,236 (710) 526 — 526 1,999 (710) 1,289 (377)—912


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Fair value hierarchy similarly fair valued by discounting expected future contractual cash flows. Option contracts on foreign currency are entered into Financial instruments held at fair value are required to be on a zero cost collar basis and fair value estimates are calculated measured by reference to the following levels: from standard Black-Scholes options pricing methodology, using prevailing market interest rates and volatilities. The estimate • Quoted prices in an active market (Level 1): this level of of fair values for cross-currency swaps is calculated using hierarchy includes financial instruments that are measured discounted estimated future cash flows. Estimates of the future by reference to quoted prices (unadjusted) in active markets floating-rate cash flows are based on quoted swap rates, future for identical assets or liabilities; prices, interbank borrowing rates (“LIBOR”) and risk free rates (“SONIA”). • Valuation techniques with observable inputs (Level 2): this level of hierarchy includes financial assets and liabilities Additionally, a credit valuation adjustment/debit value measured using inputs other than quoted prices included adjustment is taken on derivative financial assets and liabilities within Level 1 that are observable for the asset or liability, and is calculated by discounting the fair value gain or loss on either directly (i.e. as prices) or indirectly (i.e. derived from the financial derivative using credit default swap (“CDS”) prices prices); and quoted for the counterparty or Jaguar Land Rover respectively. CDS prices are obtained from Reuters. • Valuation techniques with significant unobservable inputs (Level 3): this level of hierarchy includes financial assets The long-term borrowings are held at amortised cost. The fair and liabilities measured using inputs that are not based on value of the listed debt for disclosure purposes is determined observable market data (unobservable inputs). Fair values using Level 1 valuation techniques, based on the closing price are determined in whole or in part using a valuation model as at 31 March 2022 on the Luxembourg Stock Exchange based on assumptions that are neither supported by prices multilateral trading facility (“EURO MTF”) market, for unsecured from observable current market transactions in the same listed bonds. For bank loans, Level 2 valuation techniques are instrument nor based on available market data. used. Recent transaction values Fair values of cash and cash equivalents, short-term deposits, trade receivables and payables, and other financial assets and The pricing of recent investment transactions is the main input liabilities (current and non-current excluding derivatives and of valuations performed by the Group. The Group’s policy is to lease obligations) are assumed to approximate to cost due to use observable market data where possible for its valuations the short-term maturing of the instruments and as the impact of and, in the absence of portfolio company earnings or revenue discounting is not significant. to compare, or of relevant comparable businesses’ data, recent transaction prices represent the most reliable observable inputs. Other investments that are not equity accounted for are recognised at fair value. Where there is an active quoted market, Alternative valuation methodologies the fair value is determined using Level 1 valuation techniques, based on the closing price at year end. The valuation of such Alternative valuation methodologies are used by the Group for investments as at 31 March 2022 is Łnil (2021: Łnil, 2020: Ł17 reasons specific to individual assets. At 31 March 2022, the million). Where there is no active quoted market, the fair values alternative technique used was net asset value, representing have been determined using Level 3 valuation techniques and 100 per cent of alternatively valued assets. the closing valuation as at 31 March 2022 is Ł30 million (2021: Ł22 million, 2020: Ł20 million). The fair value gain recognised in There has been no change in the valuation techniques adopted in the consolidated income statement for Level 3 investments for either current or prior financial years as presented. There were no the year ended 31 March 2022 is Ł4 million (2021: gain of Ł2 transfers between fair value levels in the years ended 31 March million, 2020: loss of Ł1 million). 2022, 2021 and 2020. Of the financial assets held at 31 March 2022 and classified as The financial instruments that are measured subsequent to Level 3, 96 per cent (2021: 94 per cent, 2020: 93 per cent) were initial recognition at fair value are classified as Level 2 fair value valued using recent transaction values and 4 per cent (2021: measurements, as defined by IFRS 13, being those derived from 6 per cent, 2020: 7 per cent) were valued using an alternative inputs other than quoted prices that are observable. These technique. valuation techniques maximise the use of observable market data where it is available and rely as little as possible on entity- Management uses its best judgement in estimating the specific estimates. Fair values of forward derivative financial fair value of its financial instruments. However, there are assets and liabilities are estimated by discounting expected inherent limitations in any estimation technique. Therefore, for future contractual cash flows using prevailing market interest substantially all financial instruments, the fair value estimates rate curves from Reuters. Commodity swap contracts are presented above are not necessarily indicative of all the amounts Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 125


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FINANCIAL STATEMENTS that the Group could have realised in a sales transaction as of the functional currency of the respective consolidated entities. the respective dates. The estimated fair value amounts as at 31 March 2022, 2021 and 2020 have been measured as at Considering the countries and economic environment in which the respective dates. As such, the fair values of these financial the Group operates, its operations are subject to risks arising instruments subsequent to the respective reporting dates may from fluctuations in exchange rates in those countries. The risks be different from the amounts reported at each year end. primarily relate to fluctuations in US Dollar, Chinese Yuan and Euro against the functional currency of the Company and its (B) Financial risk management subsidiaries. The Group is exposed to foreign currency exchange rate, Foreign exchange risk on future transactions is mitigated through commodity price, interest rate, liquidity and credit risks. The the use of derivative contracts. The Group is also exposed to Group has a risk management framework in place, which fluctuations in exchange rates that impact the valuation of monitors all of these risks as discussed below. This framework is foreign currency denominated assets and liabilities of its National approved by the JLR plc Board. Sales Companies and also foreign currency denominated balances on the Group’s consolidated balance sheet at each Foreign currency exchange rate risk reporting period end. In addition to the derivatives designated in hedging relationships as detailed in section (C), the Group The fluctuation in foreign currency exchange rates may have enters into foreign currency contracts as economic hedges of a potential impact on the consolidated income statement, recognised foreign currency debt. the consolidated statement of comprehensive income, the consolidated balance sheet, the consolidated statement of The following table sets forth information relating to foreign changes in equity and the consolidated cash flow statement, currency exposure as at 31 March 2022: where any transaction references more than one currency or where assets/liabilities are denominated in a currency other than As at 31 March 2022 (Ł millions) US Dollar Chinese Yuan Euro Others Financial assets 1,640 393 1,036 420 Financial liabilities (3,557) (1,148) (4,220) (279) Net exposure (liability)/asset (1,917) (755) (3,184) 141 A10% appreciation/depreciation of the currency would result in additional gain/(loss): Impact on net income before tax for financial assets 164/(164) 39/(39) 104/(104) n/a Impact on net income before tax for financial liabilities (356)/356 (115)/115 (422)/422 n/a Impact on other comprehensive income for financial assets and ——n/a liabilities The following table sets forth information relating to foreign currency exposure as at 31 March 2021: As at 31 March 2021 (Ł millions) US Dollar Chinese Yuan Euro Others Financial assets 1,726 342 1,118 311 Financial liabilities (3,267) (1,192) (4,259) (349) Net exposure liability (1,541) (850) (3,141) (38) A 10% appreciation/depreciation of the currency would result in additional gain/(loss): Impact on net income before tax for financial assets 173/(173) 34/(34) 111/(111) n/a Impact on net income before tax for financial liabilities (327)/327 (119)/119 (426)/426 n/a Impact on other comprehensive income for financial assets and ——n/a liabilities


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The following table sets forth information relating to foreign currency exposure as at 31 March 2020: As at 31 March 2020 (Ł millions) US Dollar Chinese Yuan Euro Others Financial assets 1,785 484 1,205 409 Financial liabilities (2,791) (523) (4,312) (412) Net exposure liability (1,006) (39) (3,107) (3) A 10% appreciation/depreciation of the currency would result in additional gain/(loss): Impact on net income before tax for financial assets 178/(178) 48/(48) 120/(120) n/a Impact on net income before tax for financial liabilites (279)/279 (52)/52 (431)/431 n/a Impact on other comprehensive income for financial assets and ——n/a liabilities Commodity price risk some of its issued debt from foreign currency denominated fixed-rate debt to GBP floating-rate debt. The derivative instruments The Group is exposed to commodity price risk arising from the and the foreign currency fixed-rate debt may be designated in a purchase of certain raw materials such as aluminium, copper, hedging relationship. platinum and palladium. This risk is mitigated through the use of derivative contracts and fixed-price contracts with suppliers. The As at 31 March 2022, short-term borrowings of Ł401 million derivative contracts are not hedge accounted and are measured (2021: Ł253 million, 2020: Ł225 million) and long-term at fair value through profit or loss. borrowings of Ł1,260 million (2021: Ł1,037 million, 2020: Ł1,260 million) were subject to a variable interest rate. An The total fair value gain on commodities of Ł131 million increase/decrease of 100 basis points in interest rates at the (2021: gain of Ł137 million, 2020: loss of Ł74 million) has balance sheet date would result in an impact of Ł17 million been recognised in “Foreign exchange gain/(loss) and fair (2021: Ł13 million, 2020: Ł15 million) in the consolidated value adjustments” in the consolidated income statement. income statement. The amounts reported do not reflect the purchasing benefits received by the Group (which are included within “Material and The risk estimates provided assume a parallel shift of 100 basis other cost of sales”). points in interest rates across all yield curves. This calculation also assumes that the change occurs at the balance sheet date A 10 per cent appreciation/depreciation of all commodity prices and has been calculated based on risk exposures outstanding underlying such contracts would have resulted in a gain/loss of as at that date. The year-end balances are not necessarily Ł52 million (2021: Ł41 million, 2020: Ł49 million). representative of the average debt outstanding during the year. Interest rate risk Liquidity risk Interest rate risk is the risk that changes in market interest rates Liquidity risk is the risk that the Group will not be able to meet its will lead to changes in interest income and expense for the Group. financial obligations as they fall due. In addition to issuing long-term fixed-rate bonds, the Group The Group’s policy on liquidity risk is to maintain sufficient has other facilities in place that are primarily used to finance liquidity in the form of cash and undrawn borrowing facilities to working capital and are subject to variable interest rates. When meet the Group’s operating requirements with an appropriate undertaking a new debt issuance, the JLR plc Board will consider level of headroom. the fixed/floating interest rate mix of the Group, the outlook for future interest rates and the appetite for certainty of funding costs. The Group uses cross-currency interest rate swaps to convert Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 127


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FINANCIAL STATEMENTS The following are the undiscounted contractual maturities of financial liabilities, including estimated interest payments: Carrying Contractual 1 year 1 to <2 2 to <5 5 years As at 31 March 2022 (Ł millions) amount cash flows or less years years and over Financial liabilities Accounts payable 5,144 5,144 5,144 — -Long-term borrowings and accrued interest 5,315 6,447 246 1,045 3,356 1,800 Short-term borrowings and accrued interest 1,793 1,833 1,833 — -Lease obligations 570 944 103 85 195 561 Other financial liabilities 307 325 293 32 —Derivative financial instruments 783 1,065 510 278 275 2 Total contractual maturities 13,912 15,758 8,129 1,440 3,826 2,363 Carrying Contractual 1 year 1 to <2 2 to <5 5 years As at 31 March 2021 (Ł millions) amount cash flows or less years years and over Financial liabilities Accounts payable 6,308 6,308 6,308 — -Long-term borrowings and accrued interest 4,972 6,075 230 1,265 3,198 1,382 Short-term borrowings and accrued interest 1,206 1,239 1,239 — -Lease obligations 519 840 103 85 201 451 Other financial liabilities 445 390 383 7 —Derivative financial instruments 407 461 255 115 91—Total contractual maturities 13,857 15,313 8,518 1,472 3,490 1,833 Carrying Contractual 1 year 1 to <2 2 to <5 5 years As at 31 March 2020 (Ł millions) amount cash flows or less years years and over Financial liabilities Accounts payable 6,499 6,499 6,499 — -Long-term borrowings and accrued interest 4,817 5,828 218 739 3,430 1,441 Short-term borrowings and accrued interest 526 536 536 — -Finance lease obligations 541 903 112 90 208 493 Other financial liabilities 547 513 498 11 4 -Derivative financial instruments 763 894 491 272 131—Total contractual maturities 13,693 15,173 8,354 1,112 3,773 1,934 Credit risk Credit risk is the risk of financial loss to the Group if a counterparty made with any single counterparty depending on their published to a financial instrument fails to meet its contractual obligation. external credit rating. The majority of the Group’s credit risk pertains to the risk of financial loss arising from counterparty default on cash To a lesser extent the Group has an exposure to counterparties investments. on trade receivables and other financial assets. The Group seeks to mitigate credit risk on sales to third parties through the use of The carrying amount of financial assets represents the maximum payment at the point of delivery, credit limits, credit insurance credit exposure. None of the financial instruments of the Group and letters of credit from banks that meet internal rating criteria. result in material concentrations of credit risks. Financial assets All Group cash is invested according to strict credit criteria and actively monitored by Group Treasury in conjunction with the None of the Group’s cash equivalents, including term deposits current market valuation of derivative contracts. To support this, with banks, are past due or impaired. Regarding other financial the JLR plc Board has implemented an investment policy that assets that are neither past due nor impaired, there were no places limits on the maximum cash investment that can be indications as at 31 March 2022 (2021 and 2020: no indications) that defaults in payment obligations will occur.


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The Group has reviewed trade and other receivables not yet due Trade receivables past due and impaired are set out below: and not impaired and no material issues have been identified. As at 31 2022 2022 Net 2021 2021 Net 2020 2020 Net March (Ł 2022 Gross impairment carrying 2021 Gross impairment carrying 2020 Gross impairment carrying millions) value value value Not yet due 640 (2) 638 747 (2) 745 675 (2) 673 Overdue <3 months 74—74 88—88 141 (1) 140 Overdue 3-6 months 8—8 10—10 10 (1) 9 Overdue >6 months 4 (2) 2 25 (5) 20 18 (7) 11 Total 726 (4) 722 870 (7) 863 844 (11) 833 Included within trade receivables is Łnil (2021: Ł19 million, 9 as well as the Group’s risk management objectives. 2020: Łnil) of receivables that are part of a debt factoring arrangement. These assets do not qualify for de-recognition due Commodity derivatives are not hedge accounted. Foreign to the recourse arrangements in place. The related liability of Łnil currency forward contracts, foreign currency options and foreign (2021: Ł19 million, 2020: Łnil) is in short-term borrowings. Both currency denominated borrowings may be designated as hedging the asset and associated liability are classified as amortised cost. instruments in a cash flow hedge relationship against forecast foreign currency transactions to mitigate foreign currency Off-balance sheet financial arrangements exchange risk associated with those transactions. At 31 March 2022, Jaguar Land Rover Limited (a subsidiary In addition, the Group uses cross-currency interest rate swaps of the Company) had sold Ł191 million equivalent of trade to hedge its foreign currency exchange risk associated with receivables under its debt factoring facility, which was renewed recognised borrowings. These instruments may be designated during the year ended 31 March 2021 to a $500 million facility in both cash flow and fair value hedging relationships, or may expiring March 2023. be economic hedges of debt. The Group also manages foreign exchange risk on recognised borrowings using FX swaps. (C) Derivatives and hedge accounting The Group utilises FX spot & FX swap contracts to manage operational requirements. The Group’s operations give rise to revenue, raw material purchases and borrowings in currencies other than the Group’s The gain/(loss) on the derivatives that are not designated in presentation currency of GBP. The Group forecasts these hedging relationships, whose fair value movements are recognised transactions over the medium term and enters into derivative in ‘Foreign exchange gain/(loss) and fair value adjustments’ in contracts to mitigate the resulting foreign currency exchange the consolidated income statement, is as follows: risk, interest rate risk and commodity price risk. The Group’s risk management strategy allows for hedge accounting when the derivatives meet the hedge accounting criteria as set out in IFRS    Year ended 31 March (Ł millions) 2022 2021 2020 Commodity derivative contracts 131 137 (74) Foreign currency derivative contracts 72 (77) 27 Interest rate derivative contracts 25 (47)—Total gain/(loss) 228 13 (47) In all cases the Group uses a hedge ratio of 1:1. The critical terms derivative portfolio that are sensitive to changes in foreign of the derivative contracts are aligned with those of the hedged exchange rates (including the impact to the fair value adjustment item. The Group allows a maximum hedging term of five years of foreign currency borrowings designated as the hedged item for forecast transactions. The Group’s risk management policy in a fair value hedge relationship) would have resulted in the allows for decreasing levels of hedging as the forecasting horizon approximate additional (loss)/gain shown in the table on the increases. following page: A 10 per cent depreciation/appreciation in Sterling against the foreign currency underlying contracts within the Group’s Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 129


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FINANCIAL STATEMENTS As at 31 March (Ł millions) 2022 2021 2020 10% depreciation in Sterling against the foreign currency: In other comprehensive income (1,119) (571) (547) In the consolidated income statement 476 299 64 10% appreciation in Sterling against the foreign currency: In other comprehensive income 959 480 554 In the consolidated income statement (369) (231) (36) The following table sets out the change in the Group’s exposure to interest rate risk as a result of hedge accounted cross-currency interest rate swaps: Foreign currency receivable Reporting currency payable average interest rate average interest rate % % % % % % Outstanding contracts 2022 2021 2020 2022 2021 2020 Cross currency interest rate swaps < 1 year — — —Between 1-5 years 4.500 — SONIA + 4.777 —>5 years 4.500 4.500 4.500 LIBOR + 2.033 LIBOR + 3.235 LIBOR + 3.235 The following table shows the impact that would result from interest rate derivatives and any related hedging relationships given an increase/decrease of 100 basis points in interest rates at the balance sheet date: As at 31 March (Ł millions) 2022 2021 2020 100 basis points depreciation in interest rates In the consolidated income statement (22) (1) (7) 100 basis points appreciation in interest rates In the consolidated income statement 21 1 4 Cash flow hedges The Group uses foreign currency options, foreign currency forward It is anticipated that the hedged sales will take place over the contracts and recognised foreign currency borrowings as the next one to five years, at which time the amount deferred in hedging instruments in cash flow hedge relationships of hedged equity will be reclassified to revenue in the consolidated income sales and purchases. The time value of options and the foreign statement. currency basis spread of foreign exchange forward contracts are excluded from the hedge relationship and are recognised in other It is anticipated that the hedged purchases will take place over comprehensive income as a cost of hedging to the extent they the next one to five years, at which time the amount deferred relate to the hedged item (the aligned value). Additionally, the in equity will be included in the carrying amount of the raw Group uses cross-currency interest rate swaps as the hedging materials. On sale of the finished product, the amount previously instrument of the foreign exchange risk of recognised foreign deferred in equity and subsequently recognised in inventory currency borrowings. will be reclassified to material and other cost of sales in the consolidated income statement. Changes in the fair value of foreign currency contracts, to the extent determined to be an effective cash flow hedge, are The foreign currency borrowings designated as the hedged item recognised in the consolidated statement of comprehensive mature in January 2026 and October 2027, at which time the income, and the ineffective portion of the fair value change is amount deferred in equity will be reclassified to the consolidated recognised in the consolidated income statement. There is not income statement. generally expected to be significant ineffectiveness from cash flow hedges.


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The table below sets out the timing profile of the hedge accounted derivatives: Carrying value assets / As at 31 March Average strike rate Nominal amounts (liabilities) 2022 2021 2020 2022 2021 2020 2022 2021 2020 Outstanding contracts Łm Łm Łm Łm Łm Łm Cash flow hedges of foreign exchange risk on forecast transactions Derivative instruments Sell—USD <1 year 0.7604 0.7596 0.7229 2,882 2,833 1,766 5 136 (157) Between 1-5 years 0.7361 0.7654 0.7649 3,734 3,096 5,098 (77) 172 (190) Sell—Chinese Yuan <1 year 0.1094 0.1098 0.1086 2,819 1,647 1,601 (235) 12 (59) Between 1-5 years 0.1123 0.1088 0.1096 3,521 629 1,189 (126) 11 (20) Buy—Euro <1 year 0.8875 0.9069 0.9109 2,892 2,695 2,635 (111) (136) 1 Between 1-5 years 0.8860 0.9010 0.9101 1,254 1,899 3,384 (5) (81) (17) Other currencies <1 year 873 1,145 905 (17) 24 55 Between 1-5 years 870 846 1,238 (28) 7 39 Total cash flow hedges of foreign exchange risk on forecast transactions    18,845 14,790 17,816 (594) 145 (348) Hedges of foreign exchange risk on recognised debt Cross currency interest rate swaps USD < 1 year — — — — -Between 1-5 years — — — — ->5 years 0.7592 0.7592 0.7592 380 380 380 1 7 57 EUR < 1 year — — — — -Between 1-5 years 0.8912 — 446 — (39) —>5 years—0.8912 0.8912—446 446—(14) 3 Total cash flow hedges of foreign exchange risk on recognised debt 826 826 826 (38) (7) 60 The line items in the consolidated balance sheet that include the above derivative instruments are “Other financial assets” and “Other financial liabilities”. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 131    


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FINANCIAL STATEMENTS The following table sets out the effect of the Group’s cash flow hedges on the financial performance of the Group: Year ended 31 March (Ł millions) 2022 2021 2020 Fair value (loss)/gain of foreign currency derivative contracts recognised in (816) 446 (254) hedging reserves Fair value loss of foreign currency borrowings recognised in hedging reserves — (7) Fair value gain/(loss) of derivatives hedging foreign currency borrowings 5 (9) 2 recognised in hedging reserves (Loss)/gain recognised in other comprehensive income in the year (811) 437 (259) Gain/(loss) reclassified from cash flow hedging reserve and recognised in 75 (112) (565) ‘Revenue’ in the income statement Gain reclassified from cash flow hedging reserve and recognised in Foreign exchange gain/(loss) and fair value adjustments’ in the income statement on 10 3 -account of forecast transactions no longer expected to occur Gain reclassified from cost of hedging reserve and recognised in Foreign exchange gain/(loss) and fair value adjustments’ in the income statement on — 2 account of forecast transactions no longer expected to occur Gain/(loss) reclassified to profit and loss in the year 85 (109) (563) Net change in the hedged item used for assessing hedge effectiveness (762) 534 172 Gain/(loss) on derivatives not hedge accounted, recognised in ‘Foreign 72 (77) 27 exchange gain/(loss) and fair value adjustments’ in the income statement Fair value hedges Changes in the fair value of foreign currency contracts that are The Group uses cross-currency interest rate swaps as the designated in fair value hedging relationships are recognised in hedging instrument in a fair value hedge of foreign exchange and the consolidated income statement. Changes in the fair value interest rate risks of foreign currency denominated debt. The of the underlying hedged item (long-term borrowings) for the derivatives convert foreign currency USD fixed-rate borrowings hedged risks are recognised in the same income statement line. to GBP floating-rate debt.


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The fair value of the cross-currency interest rate swaps, included in “Derivatives in hedging relationship” in section (A), are as follows: As at 31 March (Ł millions) 2022 2021 2020 Other financial assets—current — -Other financial assets—non-current 1 7 60 Total financial assets 1 7 60 Other financial liabilities—current — -Other financial liabilities—non-current 39 14—Total financial liabilities 39 14—The following amounts have been recognised in relation to fair value hedges in the consolidated income statement: Year ended 31 March (Ł millions) 2022 2021 2020 Net gain/(loss) in the hedged item used for assessing hedge effectiveness, taken to the consolidated income statement in ‘Foreign exchange gain/(loss) and fair value adjustments’ 51 108 (78) Fair value changes in the derivative instruments used in assessing hedge effectiveness, taken to the consolidated income statement in ‘Foreign exchange gain/(loss) and fair value adjustments’ (36) (58) 61 Ineffectiveness recognised in the consolidated income statement in 15 50 (17) ‘Foreign exchange gain/(loss) and fair value adjustments’ 36 Leases • The Group has the right to direct the use of the asset. The Group has this right when it has the decision making At inception of a contract, the Group assesses whether a rights that are most relevant to changing how and for contract is, or contains a lease. A contract is, or contains, a what purposes the asset is used. In rare cases where the lease if the contract conveys the right to control the use of an decision about how and for what purpose the asset is used identified asset for a period of time in exchange for consideration. is predetermined, the Group has the right to direct the use To assess whether a contract conveys the right to control the of the asset if either: use of an identified asset, the Group assesses whether: • The Group has the right to operate the asset; or • The contract involves the use of an identified asset – this may be specified explicitly or implicitly, and should be physically • The Group designed the asset in a way that distinct or represent substantially all of the capacity of a predetermines how and for what purposes it will be physically distinct asset. If the supplier has a substantive used. substitution right, then the asset is not identified; At inception or on reassessment of a contract that contains a • The Group has the right to substantially all of the economic lease component, the Group allocates the consideration in the benefits from the use of the asset throughout the period of contract to each lease component on the basis of their relative use; and stand-alone prices. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 133


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FINANCIAL STATEMENTS The Group recognises a right-of-use asset and a lease liability at Changes to lease payments for such leases are accounted for as the lease commencement date. The right-of-use asset is initially if they are not lease modifications. measured at cost, which comprises of the initial amount of the lease liability adjusted for any lease payments made at or before The Group leases a number of buildings, plant and equipment, IT the commencement date, plus any initial direct costs incurred hardware and software assets, certain of which have a renewal and an estimate of costs to dismantle and remove the underlying and/or purchase options in the normal course of the business. asset or to restore the underlying asset or the site on which it is Extension and termination options are included in a number of allocated, less any lease incentives received. leases across the Group. These are used to maximise operational flexibility in terms of managing the assets used in the Group’s The right-of-use asset is subsequently depreciated using the operation. The majority of extension and termination options straight-line method over the shorter of the useful life of the held are exercisable only by the Group and not by the respective leased asset and the expected lease term. If ownership of the lessor. The Group assesses at lease commencement whether it leased asset is automatically transferred at the end of the lease is reasonably certain to exercise the extension or termination term or the exercise of a purchase option is reflected in the lease option. The Group re-assesses whether it is reasonably certain payments, the right-of-use asset is amortised on a straight-line to exercise options if there is a significant event or significant basis over the expected useful life of the leased asset. change in circumstances within its control. The Group’s leases mature between 2022 and 2052. The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement There are no leases with residual value guarantees. date, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Group’s incremental                borrowing rate. Generally, the Group uses its incremental borrowing rate as a discount rate. The lease liability is measured at amortised cost using the effective interest method. It is remeasured when there is a change in future lease payments. The Group has elected not to recognise right-of-use assets and lease liabilities for short-term leases that have a lease term of 12 months or less and leases of low value assets. The Group recognises the lease payments associated with these leases as an expense on a straight-line basis over the lease term. Lease payments include fixed payments, i.e. amounts expected to be payable by the Company under residual value guarantee, the exercise price of purchase options and lease payments in relation to lease extension options, if the Company is reasonably certain to exercise purchase or extension options, and payment of penalties for terminating the lease if the lease term considered reflects that the Company shall exercise a termination option. The Group applies the practical expedient to not assess whether rent concessions occurring as a direct consequence of the COVID-19 pandemic that meet the following conditions are lease modifications: • The change in lease payments results in revised consideration that is substantially the same, or less than the consideration for the lease immediately preceding the change; • Any reduction in lease payments affects only payments originally due on or before 30 June 2022; and • There no substantive changes to other terms and conditions of the lease.


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Leases as a lessee Information about leases for which the Group is a lessee is presented below. Right-of-use assets Land and Plant and Fixtures and Ł millions Computers Vehicles Other Total buildings equipment fittings Balance at 31 March 2022 504 6 41 3 13 1 568 Balance at 31 March 2021 475 6 45 3 12 2 543 Balance at 31 March 2020 483 7 56 6 13 3 568 Depreciation charge for the year 87 60 4 17 3 1 2 ended 31 March 2022 Depreciation charge for the year 63 7 17 5 1 1 94 ended 31 March 2021 Depreciation charge for the year 92 62 8 17 3 1 1 ended 31 March 2020 Additions to right-of-use assets during the year ended 31 March 2022 was Ł131 million (2021: Ł70 million, 2020: Ł83 million). The Group has entered into a sale and leaseback transaction in the current year. The transfer of the Group asset did not satisfy the sale requirements of IFRS 15 and, therefore, is still retained on the Group balance sheet. A financial liability was recognised equal to the transfer proceeds of Ł33 million in accordance with IFRS 9 in borrowings in note 25. The lessee accounting principles described above under IFRS 16 have been applied to the leaseback transaction, with the right of use asset of Ł94 million recognised in land and buildings. Lease liabilities The maturity analysis of the contractual undiscounted cash flows is as follows: As at 31 March (Ł millions) 2022 2021 2020 Less than one year 103 103 112 Between one and five years 280 286 298 More than five years 561 451 493 Total undiscounted lease liabilities 944 840 903 Included in undiscounted lease liability maturities above is Ł1 million (2021: Ł15 million, 2020: Łnil) in relation to leases committed but not yet commenced at the balance sheet date. The following amounts are included in the consolidated balance sheet: As at 31 March (Ł millions) 2022 2021 2020 Current lease liabilities 62 65 73 Non-current lease liabilities 508 454 468 Total lease liabilities 570 519 541 The following amounts are recognised in the consolidated income statement: Year ended 31 March (Ł millions) 2022 2021 2020 Interest expense on lease liabilities 45 44 45 Expenses related to short-term leases 10 9 13 Expenses related to low-value assets, excluding 9 7 7 short-term leases of low-value assets Expense/(credit) in lease payments arising from COVID-19 rent concessions 1 (3)—Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 135    


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FINANCIAL STATEMENTS The following amounts are recognised in the consolidated cash flow statement: Year ended 31 March (Ł millions) 2022 2021 2020 Cash payments for the principal portion of lease 71 79 72 liabilities (within ‘payments of lease obligations’) Cash payments for interest expense related to lease liabilities (within 45 44 45 ‘finance expenses and fees paid’) Total cash outflow for leases 116 123 117 Leases as a lessor The majority of the leases where the Group is a lessor are in The maturity analysis of lease payments, showing the relation to vehicles. The Group classifies these as operating undiscounted lease payments to be received after the reporting leases, because they do not transfer substantially all of the risks date, are as follows: and rewards incidental to the ownership of the assets. As at 31 March (Ł millions) 2022 2021 2020 Less than one year 4 3 5 Between one and five years 3 2 2 More than five years 12 11 11 Total undiscounted lease payments to be received 19 16 18 37 Segmental reporting Operating segments are defined as components of the Group manufacture and marketing of vehicles including financing about which separate financial information is available that is thereof, as well as sale of related parts and accessories and evaluated regularly by the chief operating decision-maker, or services from which the Group derives its revenues. The Group decision-making group, in deciding how to allocate resources and has only one operating segment, so no separate segment report in assessing performance. is given. The Group operates in the automotive segment. The automotive The geographic spread of sales by customer location and nonsegment includes all activities relating to design, development, current assets is as disclosed below: Rest of Rest of (Ł millions) UK US China Total Europe World 31 March 2022 Revenue 3,164 4,320 3,248 3,412 4,176 18,320 Non-current assets 10,311 60 982 203 131 11,687 31 March 2021 Revenue 3,790 4,664 3,563 3,153 4,561 19,731 Non-current assets 10,932 53 1,047 218 141 12,391 31 March 2020 Revenue 4,724 5,614 4,757 4,601 3,288 22,984 Non-current assets 12,028 58 1,196 209 169 13,660


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38 Notes to the Consolidated Cash Flow Statement (A) Reconciliation of loss for the year to cash generated from operating activities Year ended 31 March (Ł millions) Note 2022 2021 2020 Loss for the year (822) (1,100) (469) Adjustments for: Depreciation and amortisation 1,944 1,976 1,910 Write-down of tangible assets 10 3 —Write-down of intangible assets 10 9 40 -(Profit)/loss on disposal of assets 13 (1) (1) 20 Foreign exchange and fair value loss/(gain) on loans 13 141 (314) 135 Income tax expense 14 367 239 47 Finance expense (net) 12 369 251 209 Finance income 12 (9) (11) (52) Foreign exchange (gain)/loss on economic hedges of loans 13 (91) 143 (29) Foreign exchange gain on derivatives 13—(14) (15) Foreign exchange loss/(gain) on balance sheet revaluation 89 (272) 122 Foreign exchange (gain)/loss on other restricted deposits (2) 1 2 Foreign exchange (gain)/loss on short-term deposits (2) 46 (14) Foreign exchange (gain)/loss on cash and cash equivalents (99) 162 (58) Unrealised (gain)/loss on commodities 13 (48) (137) 78 (Gain)/loss on matured revenue hedges—(6) 81 Share of loss of equity accounted investments 15 18 41 114 Fair value (gain)/loss on equity investments 13 (4) (2) 43 Exceptional items 4 43 1,523 29 Other non-cash adjustments 3 (5) 2 Cash flows from operating activities before changes in assets and liabilities 1,908 2,560 2,155 Trade receivables 154 (61) 541 Other financial assets 8 (35) 44 Other current assets (13) 54 112 Inventories 254 459 147 Other non-current assets (433) 397 (420) Accounts payable (1,166) 11 (652) Other current liabilities 27 (53) 49 Other financial liabilities (95) (130) (19) Other non-current liabilities and retirement benefit obligation 287 (477) 355 Provisions (359) (189) 87 Cash generated from operations 572 2,536 2,399 Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 137    


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FINANCIAL STATEMENTS (B) Reconciliation of movements of liabilities to cash flows arising from financing activities Lease Interest (Ł millions) Borrowings Total obligations accrued Balance at 1 April 2019 4,480 31 33 4,544 Cash flows Proceeds from issue of financing 1,602 — 1,602 Repayment of financing (939) (72)—(1,011) Arrangement fees paid (9) — (9) Interest paid—(45) (185) (230) Non-cash movements Adjustment on initial application of IFRS 16—499—499 Issue of new finance leases—79—79 Interest accrued—45 214 259 Reclassification of long-term debt — —Foreign exchange 148 4 3 155 Fee amortisation 10 — 10 Reclassification of long-term debt fees — —Long-term borrowings revaluation in hedge reserve 11 — 11 Fair value adjustment on loans 40 — 40 Balance at 31 March 2020 5,343 541 65 5,949 Cash flows Proceeds from issue of financing 1,953 — 1,953 Repayment of financing (749) (79)—(828) Arrangement fees paid (11) — (11) Interest paid—(44) (249) (293) Non-cash movements Issue of new leases—71—71 Interest accrued—44 271 315 Reclassification of long-term debt — —Foreign exchange (323) (14) (3) (340) Fee amortisation 11 — 11 Fair value adjustment on loans (46) — (46) Balance at 31 March 2021 6,178 519 84 6,781 Cash flows Proceeds from issue of financing 2,095 — 2,095 Repayment of financing (1,347) (71)—(1,418) Arrangement fees paid (13) — (13) Interest paid—(45) (322) (367) Non-cash movements Issue of new leases—136—136 Lease terminations—(27)—(27) Interest accrued—45 331 376 Foreign exchange 169 13 2 184 Fee amortisation 11 — 11 Fair value adjustment on loans (66) — (66) Balance at 31 March 2022 7,027 570 95 7,692 Included within ‘finance expenses and fees paid’ in the consolidated cash flow statement is Ł22 million (2021: Ł9 million, 2020: Ł25 million) of cash interest paid relating to other assets and liabilities not included in the reconciliation above. 39 Related party transactions Limited and subsidiaries, joint ventures and associates of Tata Motors Limited. The Group routinely enters into transactions Tata Sons Private Limited is a company with significant influence with its related parties in the ordinary course of business, over the Group’s ultimate parent company Tata Motors Limited. including transactions for the sale and purchase of products with The Group’s related parties therefore include Tata Sons Private its joint ventures, and IT and consultancy services received from Limited, subsidiaries and joint ventures of Tata Sons Private subsidiaries of Tata Sons Private Limited.    


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All transactions with related parties are conducted under normal The table below summarises related party transactions and terms of business and all amounts outstanding are unsecured balances not eliminated in the consolidated financial statements. and will be settled in cash. Transactions and balances with the Group’s own subsidiaries are eliminated on consolidation. Tata Sons Private Immediate or ultimate parent Associates and (Ł millions) Joint ventures Limited, its subsidiaries and its subsidiaries, joint their subsidiaries and joint ventures ventures and associates 31 March 2022 Sale of products 263—2 26 Purchase of goods 39 — 82 Services received — 152 72 Services rendered 97 — 1 Trade and other receivables 30 — 25 Accounts payable — 16 30 31 March 2021 Sale of products 284—2 15 Purchase of goods — 1 72 Services received—1 123 68 Services rendered 111 — 1 Trade and other receivables 48—1 32 Accounts payable — 13 43 31 March 2020 Sale of products 217—2 54 Purchase of goods — 1 120 Services received—3 150 91 Services rendered 111 — 1 Dividends received 67 — -Investments in the year 67 6 —Trade and other receivables 67—1 20 Accounts payable — 11 48 Compensation of key management personnel Year ended 31 March (Ł millions) 2022 2021 2020 Short-term benefits 20 15 10 Post-employment benefits—2 -Other long-term employee benefits (1) 2 3 Compensation for loss of office 5—1 Total compensation of key management personnel 24 19 14 40 Ultimate parent company and parent company of Copies of the Tata Motors Limited, India consolidated financial larger group statements can be obtained from the Company Secretary, Tata Motors Limited, Bombay House, 24, Homi Mody Street, The immediate parent undertaking is TML Holdings Pte. Mumbai-400001, India. Ltd. (Singapore), which is the parent for the smallest group to consolidate these financial statements. The ultimate parent 41 Subsequent events undertaking and controlling party is Tata Motors Limited, India, which is the parent of the largest group to consolidate these There have been no material subsequent events between the financial statements. balance sheet date and the date of signing this report. Copies of the TML Holdings Pte. Ltd. (Singapore) consolidated financial statements can be obtained from the Company Secretary, TML Holdings Pte. Ltd., 9 Battery Road #15-01 MYP Centre, Singapore 049910. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 139


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FINANCIAL STATEMENTS PARENT COMPANY FINANCIAL STATEMENTS PARENT COMPANY BALANCE SHEET As at 31 March (Ł millions) Note 2022 2021 2020 Non-current assets Investments 42 1,655 1,655 1,655 Other financial assets 43 5,288 4,964 4,770 Other non-current assets 44 4—1 Total non-current assets 6,947 6,619 6,426 Current assets Other financial assets 43 1,727 1,074 958 Other current assets 44 4 1 1 Cash and cash equivalents ——Total current assets 1,731 1,075 959 Total assets 8,678 7,694 7,385 Current liabilities Other financial liabilities 46 85 82 65 Deferred finance income 6 1 2 Short-term borrowings 47 1,180 524 424 Current tax liabilities 4 5 5 Total current liabilities 1,275 612 496 Non-current liabilities Long-term borrowings 47 5,280 4,959 4,759 Deferred finance income 37 33 34 Total non-current liabilities 5,317 4,992 4,793 Total liabilities 6,592 5,604 5,289 Equity attributable to equity holders of the parent Ordinary shares 48 1,501 1,501 1,501 Capital redemption reserve 48 167 167 167 Retained earnings 418 422 428 Equity attributable to equity holders of the parent 2,086 2,090 2,096 Total liabilities and equity 8,678 7,694 7,385 The notes on pages 142 to 153 are an integral part of these financial statements. The Company has elected to take the exemption under section They were signed on its behalf by: 408 of the Companies Act 2006 from presenting the parent company income statement. The loss for the Company for the year was Ł4 million (2021: loss of Ł6 million, 2020: loss of Ł21 million). THIERRY BOLLORÉ These parent company financial statements were approved by CHIEF EXECUTIVE OFFICER the JLR plc Board and authorised for issue on 13 June 2022. COMPANY REGISTERED NUMBER: 06477691    


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PARENT COMPANY STATEMENT OF CHANGES IN EQUITY Capital Ordinary share Retained (£ millions) redemption Total equity capital earnings reserve Balance at 1 April 2021 1,501 167 422 2,090 Loss for the year — (4) (4) Total comprehensive expense — (4) (4) Dividend — — Balance at 31 March 2022 1,501 167 418 2,086 Balance at 1 April 2020 1,501 167 428 2,096 Loss for the year — (6) (6) Total comprehensive expense — (6) (6) Dividend — — Balance at 31 March 2021 1,501 167 422 2,090 Balance at 1 April 2019 1,501 167 449 2,117 Loss for the year — (21) (21) Total comprehensive expense — (21) (21) Dividend — — Balance at 31 March 2020 1,501 167 428 2,096 The notes on pages 142 to 153 are an integral part of these financial statements. PARENT COMPANY CASH FLOW STATEMENT Year ended 31 March (£ millions) 2022 2021 restated* 2020 restated* Cash flows from operating activities Loss for the year (4) (6) (21) Adjustments for: Income tax expense — 1 Allowances for other financial assets 3 7 24 Finance income (319) (259) (223) Finance expense 320 257 222 Cash flows (used in)/generated from operating activities before changes in —(1) 3 assets and liabilities Other financial assets—3 (5) Other current liabilities 4 (2)—Net cash used in operating activities 4—(2) Cash flows from investing activities Finance income received 323 236 198 Loans made to subsidiaries (1,417) (1,034) (1,486) Repayments of loans by subsidiaries 558 425 826 Dividends received —— Net cash used in investing activities (536) (373) (462) Cash flows from financing activities Finance expenses and fees paid (327) (236) (196) Proceeds from issuance of borrowings 1,417 1,034 1,486 Repayment of borrowings (558) (425) (826) Net cash generated from financing activities 532 373 464 Net change in cash and cash equivalents —— Cash and cash equivalents at beginning of year ——Cash and cash equivalents at end of year ——*The Company has been presenting cash flows relating to loans to its subsidiaries as “cash flows from operating activities”. The Company has changed the presentation of these cash flows to be “cash flows from investing activities” from the year ended 31 March 2022 as the directors consider this presentation to better reflect the underlying nature of the transactions, and accordingly reclassified the comparative amounts for the prior periods. The notes on pages 142 to 153 are an integral part of these financial statements. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 141


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FINANCIAL STATEMENTS NOTES TO THE PARENT COMPANY FINANCIAL STATEMENTS 42 Investments Investments consist of the following: As at 31 March (Ł millions) 2022 2021 2020 Cost of unquoted equity investments at beginning and end of year 1,655 1,655 1,655 The Company has not made any investments or disposals of The Company has the following 100 per cent direct interest in investments in the year. the ordinary shares of a subsidiary undertaking: Subsidiary undertaking Principle place of business and country Registered office address of incorporation Abbey Road, Whitley, Coventry, CV3 4LF, Jaguar Land Rover Holdings Limited England and Wales England The shareholding above is recorded at acquisition value in the Company’s accounts. Details of the indirect subsidiary undertakings are as follows: Name of company Shareholding Principle place of business and Registered office country of incorporation address Jaguar Land Rover Limited 100% England and Wales Abbey Road, Whitley, Coventry, CV3 4LF, England Jaguar Land Rover North America, LLC. 100% USA 100 Jaguar Land Rover Way, Mahwah, NJ 07495, USA Jaguar Land Rover Deutschland GmbH 100% Germany Campus Kronberg 7, 61476, Kronberg im Taunus, Germany Jaguar Land Rover Belux N.V. 100% Belgium Generaal Lemanstraat 47, 2018 Antwerpen, Belgium Jaguar Land Rover Austria GmbH 100% Austria Siezenheimer Strasse 39a, 5020 Salzburg, Austria Jaguar Land Rover Italia SpA 100% Italy Via Alessandro Marchetti, 105—00148, Roma, Italy Jaguar Land Rover Australia Pty Ltd 100% Australia 189 O’Riordan Street, Mascot, 2020, NSW, Australia Jaguar Land Rover Espana SL 100% Spain Torre Picasso, Plaza Pablo Ruiz Picasso, 1 – Planta 42, 28020 Madrid, Spain Jaguar Land Rover Nederland BV 100% Holland PO Box 40, Stationsweg 8, 4153 RD Beesd, Netherlands Jaguar Land Rover Portugal -Veiculos e Pecas, Lda. 100% Portugal Rua. Do Pólo Sul Nº2—3ºB-3, Parque das Naçoes, 1990- 273, Lisboa, Portugal Jaguar Land Rover (China) Investment Co., Ltd 100% China 11F, No.06 (Building D) The (formerly Jaguar Land Rover Automotive Trading New Bund World Trade (Shanghai) Co. Ltd) Center (Phase II), Lane 227 Dongyu Road, Pudong New District, Shanghai 200126, China


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Name of company Shareholding Principle place of business and Registered office address country of incorporation Shanghai Jaguar Land Rover Automotive Service Co. Ltd 100% China 11F, No.06 (Building D) The New Bund World Trade Center (Phase II), Lane 227 Dongyu Road, Pudong New District, Shanghai 20012, China Jaguar Land Rover Japan Limited 100% Japan 3-13 Toranomon 4-chome, Minato-ku, Tokyo, Japan, 45 Jaguar Land Rover Korea Co. Limited 100% Korea 25F West Mirae Asset Center 1 Building 67 Suha-dong, Jung-gu Seoul 100-210, Korea Jaguar Land Rover Canada ULC 100% Canada 75 Courtneypark Drive West, Unit 3 Mississauga, ON L5W 0E3,Canada Jaguar Land Rover France SAS 100% France Z.A. Kleber – Batiment Ellington, 165 Boulevard de Valmy, 92706 Colombes, Cedex, France Jaguar e Land Rover Brasil Indústria e Comércio de 100% Brazil Avenida Ibirapuera 2.332, Veículos LTDA Torre I—10º andar- Moema, 04028-002, São Paulo, SP, Brazil Jaguar Land Rover Limited Liability Company 100% Russia 28B, Building 2 Mezhdunarodnoe Shosse 141411, Moscow, Russian Federation Jaguar Land Rover (South Africa) Holdings Limited 100% England and Wales Abbey Road, Whitley, Coventry, CV3 4LF, England Jaguar Land Rover (South Africa) (Pty) Limited 100% South Africa Simon Vermooten Road, Silverton, Pretoria 0184, South Africa Jaguar Land Rover India Limited 100% India Nanavati Mahalaya, 3rd floor, 18, Homi Mody Street, Mumbai, Maharashtra, India 400001 Daimler Transport Vehicles Limited (dormant) 100% England and Wales Abbey Road, Whitley, Coventry, CV3 4LF, England S S Cars Limited (dormant) 100% England and Wales Abbey Road, Whitley, Coventry, CV3 4LF, England The Lanchester Motor Company Limited (dormant) 100% England and Wales Abbey Road, Whitley, Coventry, CV3 4LF, England The Daimler Motor Company Limited (dormant) 100% England and Wales Abbey Road, Whitley, Coventry, CV3 4LF, England Jaguar Land Rover Pension Trustees Limited (dormant) 100% England and Wales Abbey Road, Whitley, Coventry, CV3 4LF, England JLR Nominee Company Limited (non-trading) 100% England and Wales Abbey Road, Whitley, Coventry, CV3 4LF, England Jaguar Cars Limited (dormant) 100% England and Wales Abbey Road, Whitley, Coventry, CV3 4LF, England Land Rover Exports Limited (non-trading) 100% England and Wales Abbey Road, Whitley, Coventry, CV3 4LF, England Land Rover Ireland Limited (non-trading) 100% Ireland c/o LK Shields Solicitors, 39/40 Upper Mount Street, Dublin 2, Ireland Jaguar Cars South Africa (Pty) Ltd (dormant) 100% South Africa Simon Vermooten Road, Silverton, Pretoria 0184, South Africa Jaguar Land Rover Slovakia s.r.o. 100% Slovakia Horné lúky, 4540/1, 949 01 Nitra, Slovakia Jaguar Land Rover Singapore Pte. Ltd 100% Singapore 138 Market Street, CapitaGreen, Singapore, 048946 Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 143    


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FINANCIAL STATEMENTS Name of company Shareholding Principle place of business and Registered office address country of incorporation Jaguar Racing Limited 100% England and Wales Abbey Road, Whitley, Coventry, CV3 4LF, England In-Car Ventures Limited 100% England and Wales Abbey Road, Whitley, Coventry, CV3 4LF, England InMotion Ventures Limited 100% England and Wales Abbey Road, Whitley, Coventry, CV3 4LF, England InMotion Ventures 2 Limited 100% England and Wales Abbey Road, Whitley, Coventry, CV3 4LF, England InMotion Ventures 3 Limited 100% England and Wales Abbey Road, Whitley, Coventry, CV3 4LF, England Jaguar Land Rover Colombia SAS (dormant) 100% Colombia CL 67735 OFE, 1204 Bogotan Cundinamarka 1 3192 900, Colombia Jaguar Land Rover México, S.A.P.I. de C.V. 100% Mexico Av. Javier Barros Sierra No.540 Piso 7 Oficina 703, Col. Santa Fe la Fe Del., Alvaro Obregón, México, D.F. C.P. 01210 Jaguar Land Rover Servicios México, S.A. de C.V. 100% Mexico Av. Javier Barros Sierra No.540 Piso 7 Oficina 703, Col. Santa Fe la Fe Del., Alvaro Obregón, México, D.F. C.P. 01210 Jaguar Land Rover Taiwan Company LTD 100% Taiwan 12F, No. 40, Sec. 1, Chengde Road, Datong Dist., Taipei, City 103, Taiwan (R.O.C.) Jaguar Land Rover Ireland (Services) Limited 100% Ireland C/o LK Shields Solicitors 39/40 Upper Mount Street Dublin 2 Ireland Jaguar Land Rover Classic USA LLC (dormant) 100% USA 251 Little Falls Drive, Wilmington, Delaware, USA Jaguar Land Rover Classic Deutschland GmbH 100% Germany Ringstraße 38, 45219 Essen, Germany Jaguar Land Rover Hungary KFT 100% Hungary Regus Capital Square, Vaci ut 76, 1133, Budapest, Hungary Jaguar Land Rover (Ningbo) Trading Co., Ltd. 100% China Office Building 12, No.1 Meishan Salt, Beilun District, Ningbo, Zhejiang Province, China Jaguar Land Rover Ventures Limited 100% England and Wales Abbey Road, Whitley, Coventry, CV3 4LF, England Bowler Motors Limited 100% England and Wales Abbey Road, Whitley, Coventry, CV3 4LF, England Details of the indirect holdings in equity accounted investments are given in note 15 to the consolidated financial statements.


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43 Other financial assets As at 31 March (Ł millions) 2022 2021 2020 Non-current Receivables from subsidiaries 5,288 4,964 4,770 Current Receivables from subsidiaries 1,727 1,074 958 Ł5,288 million (2021: Ł4,964 million, 2020: Ł4,770 million) of under terms matching the external interest-bearing loans and non-current receivables from subsidiaries and Ł1,260 million borrowings given in note 47. (2021: Ł599 million, 2020: Ł487 million) of current receivables from subsidiaries comprise of loans to indirect subsidiaries 44 Other assets As at 31 March (Ł millions) 2022 2021 2020 Non-current Prepaid expenses 4—1 Current Prepaid expenses 4 1 1 45 Deferred tax assets and liabilities As at 31 March 2022, 2021 and 2020 the Company has recognised no deferred tax assets or liabilities. 46 Other financial liabilities As at 31 March (Ł millions) 2022 2021 2020 Current Interest accrued 84 79 62 Other 1 3 3 Total current other financial liabilities 85 82 65 47 Interest-bearing loans and borrowings As at 31 March (Ł millions) 2022 2021 2020 EURO MTF listed debt 4,020 3,922 3,518 Bank loans 1,260 1,037 1,241 Long-term borrowings 5,280 4,959 4,759 Current portion of EURO MTF listed debt 779 399 299 Current portion of long-term bank loans 401 125 125 Short-term borrowings 1,180 524 424 Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 145


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FINANCIAL STATEMENTS Euro MTF listed debt Details of the tranches of the bond repaid in the year ended 31 March 2020 are as follows: The bonds are listed on the Luxembourg Stock Exchange multilateral trading facility (“EURO MTF”) market. • $500 million Senior Notes due 2019 at a coupon of 4.250 per cent per annum – issued October 2014 Details of the tranches of the bonds outstanding at 31 March • $500 million Senior Notes due 2020 at a coupon of 3.500 2022 are as follows: per cent per annum – issued March 2015 • $500 million Senior Notes due 2023 at a coupon of 5.625 Syndicated loan per cent per annum – issued January 2013 • Ł400 million Senior Notes due 2023 at a coupon of 3.875 In October 2018, a $1 billion syndicate loan was issued with a per cent per annum – issued February 2015 coupon rate of LIBOR + 1.900 per cent per annum, due in the • €650 million Senior Notes due 2024 at a coupon of 2.200 following tranches: per cent per annum – issued January 2017 • $500 million Senior Notes due 2027 at a coupon of 4.500 • $199 million due October 2022 per cent per annum – issued October 2017 • $798 million due January 2025 • €500 million Senior Notes due 2026 at a coupon of 4.500 per cent per annum – issued September 2018 $3 million of this loan was repaid during the year ended 31 March • €500 million Senior Notes due 2024 at a coupon of 5.875 2022. per cent per annum – issued November 2019 • €500 million Senior Notes due 2026 at a coupon of 6.875 UK export finance facility per cent per annum – issued November 2019 • $700 million Senior Notes due 2025 at a coupon of 7.750 During the year ended 31 March 2020, the Company entered per cent per annum – issued October 2020 and drew down in full a Ł625 million five-year amortising loan • $650 million Senior Notes due 2028 at a coupon of 5.875 facility backed by a Ł500 million guarantee from UK Export per cent per annum – issued December 2020 Finance. During the year ended 31 March 2022, the Company • $500million Senior Notes due 2029 at a coupon of 5.500 repaid Ł125 million (2021: Ł125 million, 2020: Ł52 million) of per cent per annum – issued July 2021 this loan. During the year ended 31 March 2022, the Company • €500 million Senior Notes due 2028 at a coupon of 4.500 entered and drew down in full an additional Ł625 million five-per cent per annum – issued July 2021 year amortising loan facility. The Company repaid Ł31 million of this additional facility in the year ended 31 March 2022 (2021, Details of the tranches of the bond repaid in the year ended 31 2020: Łnil). March 2022 are as follows: The contractual cash flows of interest-bearing debt (excluding • Ł400 million Senior Notes due 2022 at a coupon of 5.000 leases) are set out below, including estimated interest payments per cent per annum – issued January 2014 and assuming the debt will be repaid at the maturity date: Details of the tranches of the bond repaid in the year ended 31 March 2021 are as follows: • Ł300 million Senior Notes due 2021 at a coupon of 2.750 per cent per annum – issued January 2017 As at 31 March (Ł millions) 2022 2021 2020 Due in 1 year or less 1,494 798 660 2nd and 3rd years 2,508 2,134 2,035 4th and 5th years 1,899 2,326 2,141 More than 5 years 1,800 1,377 1,435 Total contractual cash flows 7,701 6,635 6,271    


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48 Capital and reserves As at 31 March (Ł millions) 2022 2021 2020 Authorised, called up and fully paid 1,500,642,163 ordinary shares of Ł1 each 1,501 1,501 1,501 Total ordinary share capital 1,501 1,501 1,501 The holders of ordinary shares are entitled to receive dividends The capital redemption reserve of Ł167 million (2021, 2020: as declared from time to time and are entitled to one vote per Ł167 million) was created in March 2011 on the cancellation of share at meetings of the Company. share capital. 49 Dividends During the year ended 31 March 2022 no ordinary share dividends were proposed or paid (2021, 2020: Łnil). 50 Commitments and contingencies The Company had no commitments or contingencies at 31 March 2022, 2021 or 2020. 51 Capital management As at 31 March (Ł millions) 2022 2021 2020 Long-term debt 5,280 4,959 4,759 Short-term debt 1,180 524 424 Total debt 6,460 5,483 5,183 Equity attributable to shareholder 2,086 2,090 2,096 Total capital 8,546 7,573 7,279 52 Financial instruments This section gives an overview of the significance of financial are disclosed in note 35 to the consolidated financial statements. instruments for the Company and provides additional information on balance sheet items that contain financial instruments. (A) Financial assets and liabilities The details of significant accounting policies, including the The following table shows the carrying amounts and fair value criteria for recognition, the basis of measurement and the basis of each category of financial assets and liabilities as at 31 March on which income and expenses are recognised, in respect of each 2022: class of financial asset, financial liability and equity instrument, Amortised cost and other (Ł millions) Total carrying value Total fair value financial liabilities Other financial assets—current 1,727 1,727 1,726 Other financial assets—non-current 5,288 5,288 5,189 Total financial assets 7,015 7,015 6,915 Other financial liabilities—current 85 85 85 Short-term borrowings 1,180 1,180 1,179 Long-term borrowings 5,280 5,280 5,181 Total financial liabilities 6,545 6,545 6,445 Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 147    


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FINANCIAL STATEMENTS The following table shows the carrying amounts and fair value of each category of financial assets and liabilities as at 31 March 2021: (Ł millions) Amortised cost and other Total carrying value Total fair value financial liabilities Other financial assets—current 1,074 1,074 1,074 Other financial assets—non-current 4,964 4,964 4,964 Total financial assets 6,038 6,038 6,038 Other financial liabilities—current 82 82 82 Short-term borrowings 524 524 535 Long-term borrowings 4,959 4,959 5,122 Total financial liabilities 5,565 5,565 5,739 The following table shows the carrying amounts and fair value of each category of financial assets and liabilities as at 31 March 2020: (Ł millions) Amortised cost and other Total carrying value Total fair value financial liabilities Other financial assets—current 958 958 958 Other financial assets—non-current 4,770 4,770 4,770 Total financial assets 5,728 5,728 5,728 Other financial liabilities—current 65 65 65 Short-term borrowings 424 424 408 Long-term borrowings 4,759 4,759 3,846 Total financial liabilities 5,248 5,248 4,319 Fair value hierarchy Fair values of cash and cash equivalents and other financial Financial instruments held at fair value are required to be assets and liabilities are assumed to approximate to cost due to measured by reference to the following levels: the short-term maturing of the instruments and as the impact of discounting is not significant. • Quoted prices in an active market (Level 1): This level of hierarchy includes financial instruments that are measured by Management uses its best judgement in estimating the reference to quoted prices (unadjusted) in active markets for fair value of its financial instruments. However, there are identical assets or liabilities; inherent limitations in any estimation technique. Therefore, for substantially all financial instruments, the fair value estimates • Valuation techniques with observable inputs (Level 2): This level presented above are not necessarily indicative of all the amounts of hierarchy includes financial assets and liabilities measured that the Company could have realised in a sales transaction using inputs other than quoted prices included within Level 1 as of respective dates. The estimated fair value amounts as that are observable for the asset or liability, either directly (i.e. as of 31 March 2022, 2021 and 2020 have been measured as of prices) or indirectly (i.e. derived from prices); and the respective dates. As such, the fair values of these financial                instruments subsequent to the respective reporting dates may • Valuation techniques with significant unobservable inputs (Level be different from the amounts reported at each year end. 3): This level of hierarchy includes financial assets and liabilities measured using inputs that are not based on observable market (B) Financial risk management                data (unobservable inputs). Fair values are determined in whole or in part using a valuation model based on assumptions that The Company is exposed to foreign currency exchange rate, are neither supported by prices from observable current market interest rate, liquidity and credit risks. The Company has a risk transactions in the same instrument nor based on available management framework in place that monitors all of these risks market data.                as discussed below. This framework is approved by the JLR plc Board. There has been no change in the valuation techniques adopted or any transfers between fair value levels in either current or prior periods as presented.


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Foreign currency exchange rate risk The fluctuation in foreign currency exchange rates may have a The Company’s operations are subject to risks arising from potential impact on the balance sheet, statement of changes fluctuations in exchange rates. The risks primarily relate to in equity and cash flow statement where any transaction fluctuations in US Dollar and Euro against Sterling as the references more than one currency or where assets or liabilities Company has US Dollar and Euro assets and liabilities and a GBP are denominated in a currency other than the functional currency functional currency. of the Company.    The following table sets forth information relating to foreign As at 31 March 2022, 2021 and 2020, there are no designated currency exposure as at 31 March 2022: cash flow hedges. (Ł millions) US Dollar Euro Financial assets 2,980 2,282 Financial liabilities (2,974) (2,282) Net exposure asset 6—A 10 per cent appreciation/depreciation of the US Dollar or Euro The following table sets forth information relating to foreign would result in an increase/decrease in the Company’s net profit currency exposure as at 31 March 2021: before tax and net assets by approximately Ł1 million and Łnil respectively. (Ł millions) US Dollar Euro Financial assets 2,480 1,861 Financial liabilities (2,477) (1,861) Net exposure asset 3—A 10 per cent appreciation/depreciation of the US Dollar or The following table sets forth information relating to foreign Euro would result in an increase/decrease in the Company’s net currency exposure as at 31 March 2020: profit before tax and net assets by approximately Łnil and Łnil respectively. (Ł millions) US Dollar Euro Financial assets 2,033 2,180 Financial liabilities (2,033) (2,180) Net exposure asset — A 10 per cent appreciation/depreciation of the US Dollar or profit before tax and net assets by approximately Łnil and Łnil Euro would result in an increase/decrease in the Company’s net respectively. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 149    


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FINANCIAL STATEMENTS Interest rate risk assumes that the change occurs at the balance sheet date and has been calculated based on risk exposures outstanding Interest rate risk is the risk that changes in market interest as at that date. The year-end balances are not necessarily rates will lead to changes in interest income and expense for the representative of the average debt outstanding during the year. Company. Liquidity rate risk The Company is presently funded with long-term fixed interest rate borrowings and long-term variable-rate borrowings. The Liquidity risk is the risk that the Company will not be able to Company is also subject to variable interest rates on certain meet its financial obligations as they fall due. other debt obligations. The Company’s policy on liquidity risk is to ensure that sufficient As at 31 March 2022, net financial assets of Ł465 million (2021: borrowing facilities are available to fund ongoing operations Ł436 million, 2020: Ł595 million) were subject to a variable without the need to carry significant net debt over the medium interest rate. An increase/decrease of 100 basis points in interest term. The quantum of committed borrowing facilities available rates at the balance sheet date would result in an impact of Ł5 to the Company is reviewed regularly and is designed to exceed million (2021: Ł4 million, 2020: Ł6 million). forecast peak gross debt levels. The risk estimates provided assume a parallel shift of 100 basis The following are the undiscounted contractual maturities of points interest rate across all yield curves. This calculation also financial liabilities, including estimated interest payments: As at 31 March 2022 (Ł millions) Carrying Contractual 1 year 1 to <2 2 to <5 5 years amount cash flows or less years years and over Financial liabilities Long-term borrowings and accrued interest 5,347 6,447 246 1,045 3,356 1,800 Short-term borrowings and accrued interest 1,188 1,228 1,228 — -Other financial liabilities 9 28 22 6 — Total contractual maturities 6,545 7,703 1,496 1,051 3,356 1,800 As at 31 March 2021 (Ł millions) Carrying Contractual 1 year 1 to <2 2 to <5 5 years amount cash flows or less years years and over Financial liabilities Long-term borrowings and accrued interest 4,959 6,054 221 1,263 3,193 1,377 Short-term borrowings and accrued interest 524 557 557 — -Other financial liabilities 82 28 22 6 — Total contractual maturities 5,565 6,639 800 1,269 3,193 1,377 As at 31 March 2020 (Ł millions) Carrying Contractual 1 year 1 to <2 2 to <5 5 years amount cash flows or less years years and over Financial liabilities Long-term borrowings and accrued interest 4,759 5,811 215 737 3,424 1,435 Short-term borrowings and accrued interest 424 434 434 — -Other financial liabilities 65 34 19 11 4—Total contractual maturities 5,248 6,279 668 748 3,428 1,435 Credit risk Financial assets Financial instruments that are subject to concentrations of credit None of the Company’s cash equivalents or other financial assets, risk consist of loans to subsidiaries. are past due or impaired. Regarding other financial assets that are neither past due nor impaired, there were no indications as Exposure to credit risk at 31 March 2022 (2021, 2020: no indications) that defaults in payment obligations will occur. However, as required under IFRS The carrying amount of financial assets represents the maximum 9, the Company has assessed other financial assets for expected credit exposure. credit losses.    


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These financial assets are loan receivables from subsidiaries and risk, the Company has assessed these based on a 12-month the Company notes that there is no history of default on such expected credit loss. The impairment of the loan receivables due arrangements. As there has been no significant increase in credit to the requirements under IFRS 9 are set out below: As at 31 March 2022 2022 2022 Net 2021 2021 2021 Net 2020 2020 2020 Net (£ millions) Gross Impairment carrying Gross Impairment carrying Gross Impairment carrying value value value Receivables from subsidiaries—current 1,734 (7) 1,727 1,077 (3) 1,074 960 (2) 958 Receivables from subsidiaries—non-current 5,314 (26) 5,288 4,992 (28) 4,964 4,792 (22) 4,770 Total 7,048 (33) 7,015 6,069 (31) 6,038 5,752 (24) 5,728 Movement in allowances for expected credit losses of financial assets Year ended 31 March (£ millions) 2022 2021 2020 At beginning of year 31 24 -Charged during year 2 7 24 At end of year 33 31 24 53 Reconciliation of movements of liabilities to cash flows arising from financing activities (£ millions) Short-term borrowings Long-term borrowings Balance at 1 April 2019 767 3,594 Proceeds from issue of financing—1,486 Repayment from issue of financing (826) -Reclassification of long term debt 477 (477) Foreign exchange 6 155 Arrangement fees paid (1) (8) Fee amortisation 2 8 Reclassification of long term debt fees (1) 1 Balance at 31 March 2020 424 4,759 Proceeds from issue of financing—1,034 Repayment from issue of financing (425) -Reclassification of long term debt 525 (525) Foreign exchange—(309) Arrangement fees paid—(11) Fee amortisation—11 Balance at 31 March 2021 524 4,959 Proceeds from issue of financing—1,417 Repayment from issue of financing (557) (1) Reclassification of long term debt 1,200 (1,200) Foreign exchange 13 105 Arrangement fees paid—(13) Fee amortisation—13 Balance at 31 March 2022 1,180 5,280 Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 151


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FINANCIAL STATEMENTS 54 Related party transactions Tata Sons Private Limited is a company with significant influence of Tata Motors Limited. The Company routinely enters into over the Company’s ultimate parent company Tata Motors transactions with these related parties in the ordinary course of Limited. The Company’s related parties therefore include Tata business. Sons Private Limited, subsidiaries and joint ventures of Tata Sons Private Limited and subsidiaries, associates and joint ventures The following table summarises related party balances: (Ł millions) With subsidiaries With immediate parent 31 March 2022 Loans to subsidiaries of the Company 7,015 -Loans from subsidiaries of the Company 43 31 March 2021 Loans to subsidiaries of the Company 6,038 -Loans from subsidiaries of the Company 34 31 March 2020 Loans to subsidiaries of the Company 5,728 -Loans from subsidiaries of the Company 36 Compensation of key management personnel Year ended 31 March (Ł millions) 2022 2021 2020 Short-term benefits 5 6 4 Post-employment benefits—1 -Other long-term employee benefits—1 1 Total compensation of key management personnel 5 8 5 Apart from the directors, the Company did not have any 31 March 2022, 2021 and 2020. All directors’ costs are fully employees and had no employee costs in the years ended recharged to Jaguar Land Rover Limited.    


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55 Auditor’s remuneration Copies of the TML Holdings Pte. Ltd. (Singapore) consolidated financial statements can be obtained from the Company Amounts receivable by the Company’s auditor and its associates Secretary, TML Holdings Pte. Ltd. 9 Battery Road #15-01 MYP in respect of services to the Company and its associates, other Centre, Singapore 049910. than the audit of the Company’s financial statements, have not been disclosed as the information is required instead to be Copies of the Tata Motors Limited, India consolidated financial disclosed on a consolidated basis in the consolidated financial statements can be obtained from the Company Secretary, statements. Tata Motors Limited, Bombay House, 24, Homi Mody Street, Mumbai-400001, India. 56 Ultimate parent company and parent company of the larger group 57 Subsequent events The immediate parent undertaking is TML Holdings Pte. Ltd. There have been no material subsequent events between the (Singapore), which is the parent for the smallest group to balance sheet date and the date of signing this report. consolidate these financial statements. The ultimate parent undertaking and controlling party is Tata Motors Limited, India, which is the parent of the largest group to consolidate these financial statements. Annual Report 2021/22 J A G U A R L A N D R O V E R A U T O M O T I V E P L C 153                



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