Varroc Limited Regd. & Corp. Office email: [email protected] L-4. MIDC, Industrial Area Tel +91 240 6653600 I www.varrocarouo.com Waluj, 431 136 Fax +91 240 2564540 v~rroc: 1 CIN: L28920MH1988PLC047335 , IXCILLINCII

VARROC/SE/1 NT /2018-19/29 October 27, 2018 ;_cy .Jll ~he Manager- Listing (2) The Manager Li sting The Listing Department, The Corpo te Relation Department, National Stock Exchange of India Limited BSE Lim· ed Exchange Plaza, Plot No. C/1, G Block, Phiro e Jeejeebhoy Towers, Bandra-Kurla Complex, Da I Street, Fort, Sandra (East), Mumbai-400051 umbai-400001

NSE Symbol: VARROC BSE Security Code: 541578 Security ID: VARROC Dear Sirs,

Sub: Corporate Presentation Ref.: Disclosure under Regulation 30 of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirement) Regulations, 2015

Pursuant to the Regulation 30 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 ("Listing Regulations") we enclosed herewith the "Corporate Presentation" of the company.

This presentation is also available on the website of the company at www.varrocgroup.com.

You are requested to take note of the same.

Thanking you,

Yours faithfully, For Varr:oc Engineering Limited ~ Rakesh Darji Company Secretary and Compliance officer

Encl: Corporat~ Presentation October 2018

Corporate Presentation Varroc is the 2nd Largest Indian Auto Component Group(1) with a Global Footprint

• Founded in 1988 in Aurangabad, India by the Jain family

• Successful listing on the Indian Stock Exchanges in July 2018 Leading Two primary business lines: tier-1 manufacturer and supplier to 1. Varroc Lighting Systems (“VLS”): global supplier of exterior lighting the Indian 2W and 3W OEMs(4) systems to passenger car OEMs

2. Varroc India Business: manufacturer and supplier of diverse range of auto components primarily to 2W, 3W and 4W OEMs 6th • Strong, long-lasting, growing customer relationships with Largest(2), fastest growing among marquee auto OEMs globally and in India top six global exterior auto lighting • Well-diversified global auto component business across geographies, products and customers suppliers

• Low cost, strategically located global footprint • 37 Operating plus 4 Upcoming Manufacturing Facilities and 16 R&D Centres across 5 continents INR 110bn • In-house R&D capabilities in India, , (5), USA, Mexico, , , and FY18 revenue(3) • 1,414 R&D engineers(6); 185 patents granted globally(6)

• Experienced management team supported by reputed Board • 14,200+ employees across the globe(6)

Note: (1) Based on CRISIL Report - By revenue for FY17. Excludes TVS Motors revenues for Sundaram Clayton and Bosch Ltd. part of Robert Bosch GmbH (Germany). (2) Based on Yole Report – By revenue for CY16. For passenger and light commercial vehicles. (3) Including China (4) Based on CRISIL report; by revenue for CY16 – Sum of Varroc Engineering Pvt. Ltd, Varroc 2 Polymers Pvt. Ltd and Durovalves Pvt Ltd. taken for Varroc. (5) Activities in China are through a 50% joint venture with Beste Motor Co. Ltd. (6) As of March 31, 2018. Excluding JVs. Well Diversified Auto Component Business Across Geographies, Product Groups, Customers and Segments

FY18 Revenue: INR 103.8 bn 100% China JV FY18 Revenue: INR 12.3 bn(1)

Revenue Split by Geography Revenue Split by Products • Diversified business in FY18, % FY18, % developed and emerging markets with 0.7% Europe 6.7% Lighting strong India presence 0.5% 22.3% India 6.3% Polymer 10.2% 41.8% North America (1) Electrical Asia Pacific • Comprehensive range of 16.0% 60.8% Others Metallic engine agnostic products

34.7% (2) Others

Consolidated Invoice Amount Split • Diversified customer by Customer(3) Revenue Split by Segment(4) relationships; no customer FY18, % FY18, % has >20% share

(5) Bajaj 3.0% 4W 18.6% (5) 31.5% Customer A (5) • Presence in fast growing Customer B 34.1% (5) India 2W and Global PV 13.7% Customer C 2/3W (5) lighting segments Customer D 62.9% 4.0% (5) 11.2% Customer E 5.7% Others 8.9% Honda (5) 6.4% Others

Note: (1) 50% China revenues not included in FY18 (JV accounted under equity method). (2) Includes IMES and Triom and other parts of the India business. (3) By invoicing; Customer A is an American multinational car manufacturer, Customer B is a large British car manufacturer, Customer C is an American electric car manufacturer, Customer D is an international automotive manufacturer and customer E is a large European car 3 manufacturer. (4) 4W – 4-wheeler (includes PV), 2/3W – 2/3-wheeler. (5) Bajaj and Honda are customers of the India Business; Customer A, B, C, D, E are mainly the customers of the global lighting business. Auto Component Group ComponentAuto Varroc START Business Polymer

1990 – 2W 2W and 3W converters The TransformationThe into aGlobal catalytic Acquired Acquired Forging company, 2005 IMES Italy

2007 , , Acquired Acquired Tri.o.m lighting ( Italy Acquired Acquired - 2W 2W global

), 2011 business business (now PV PV lighting Visteon’s Omega TC Holdings Corporation ( PE PE Investments VLS) and Tata Capital Acquired Acquired 50% in 2012 Varroc TYC Acquired Acquired 90% stake in auto accessories manufacturer manufacturing manufacturing facilities in Team Team Concepts (India) China Brazil and Morocco by

) 2014 Investment in Development Development of Varroc Engineering Limited Fuel exchanges (BSE & NSE). listed listed on the Indian Stock 2017 - Acquired Acquired Injection business LOI with Heraeus, Germanyfor 2W for 2W for 2W in India converters in PV PV Lighting Technology Electronic in in catalytic Turkey

India 2018 Vision, Mission and Values

Vision : To be a Rs 200 billion supplier of innovative solutions for transportation and allied industry in 2020 • Core business sectors will be exterior lighting and two-wheelers mobility • Be a partner of choice for vision, mobility and emission technologies • Be the fastest growing player in our core sectors • Be among the Top 3 players in the global lighting business

Mission Bring leading edge technologies to the mainstream markets with high quality, cost competitive solutions By delivering customized solutions with superior service with speed, agility, creativity and, Fostering an environment that empowers employees and encourages the pursuit of excellence

Values We consider our core values of Sincerity, Humility, Integrity, Passion and Self-discipline (SHIPS) as essential to continue to grow our business

1 Varroc — Key Strengths

Comprehensive Solution Provider to OEMs Global Footprint Servicing key Auto Markets • End-to-end services across design, development and • India Business has Pan-India presence enabling delivery proximity to customers. Plants located in all major auto hubs • Wide range of products across polymer, metallic and electrical segments • VLS business has Strategically-located manufacturing 5 1 in low cost locations. Footprint covers major PV • Ability to cross-sell to meet customer requirements markets

Long Standing, Growing Customer Wide Range of Product Offerings Relationships • Diversified product portfolio covering a wide • Strong long-standing relationships with 4 2 range of technologies marquee OEMs across high-end and mass market segments • Cost effective, cutting edge technology products to premium and mass market PV OEMs • Expansion of business with key customers

3 Robust in-house Technology, Innovation & R&D Capabilities • Nimbleness, flexibility and cost consciousness enables developing products with shorter turn-around time. • Developing proprietary products with continuous focus on innovative, cost competitive designs • Well-positioned to benefit from key trends such as electrification, shared mobility and emission reduction

7 Low Cost, Strategically Located Global Manufacturing Footprint

37 Operating plus 4 Upcoming Manufacturing Facilities and 16 R&D Centers Across Asia, Europe, Africa, North and South America

25 Manufacturing Facilities for Varroc India Business Co-location with customers Czech ensures cost effectiveness and Republic Romania efficient delivery

India Bulgaria China Morocco Italy Uttarakhand India Haryana (1) (1) Mexico India NCR Rajasthan (1) (1)

Gujarat (1) MP (1) Brazil Maharashtra ` (15)

Corporate Headquarters VLS Headquarters Karnataka Tamil Nadu (2) (2) Manufacturing plant 12 Global Manufacturing Facilities Technical / Sales Center across 8 countries (Incl.1 in India) optimizing production and distribution for VLS & Other Upcoming plant Businesses R&D Centre

• Proximity to OEMs leading to cost • Pan-India presence enabling • Manufacturing and R&D footprint effectiveness and quicker turn- proximity to customers across spread across low cost countries around times key automotive hubs

Note: MP: Madhya Pradesh; NCR: National Capital Region 8 Auto Component Business with Diversified Product Lines

VLS Varroc’s India Business Other

PV Lighting Polymer Electrical Metallic IMES Triom Description • Leading global supplier of • One of the largest • Offers comprehensive • Supplies precision forged • Manufactures • High end exterior automotive lighting polymer solution solutions in & machined parts for hot steel lighting systems for PV providers to the electrical-electronics engines and forged parts systems for 2W OEMs with a Pan- components, transmissions for the the global India presence assemblies for • Supplies engines valves construction 2W industry automotive applications in domestic and and oil & gas and lighting products international markets industries

Head Lamps Rear Lamps

Xenon LED Drill bit Mirror Digital Instrument Transmission Undercarriage cones & Air Filter CDI Crankshaft Tail + Blinker Assemblies Cluster Links heads Select Product Assemblies Assembly Portfolio LED

Other Lights Seat Motor (Starter Undercarriage Tail Matrix Trims (Interior Connecting Gears Assemblies & Door) & Wiper) Magneto Rod Engine Valves Segments Headlight Light

8 Facilities – Czech Republic (2), China (2), Turkey (2) 7 Facilities – India(1) 3 Facilities - Manufacturing Mexico & India 15 Facilities – India(1) 2 upcoming 5 Facilities – India(1) Italy, Romania Facilities 2 Facilities – Italy 2 upcoming Facilities – Brazil Facilities – India and Vietnam & Morocco

Revenue Mix(2) 60.8% 16.0% 10.2% 6.3% 4.1%(3)

Customer Earth-moving & PV 2W, 3W, PV & CV 2W, 3W, PV & CV 2W, 3W, PV, CV & OHV 2W Segment Oil-drilling

A diversified product portfolio catering to 2W, 3W, PV, CV & OHV Segments Low-cost strategically located global manufacturing facilities; pan-India presence near major auto hubs

Note: (1) Varroc’s India Business has 25 manufacturing facilities; Pantnagar facility caters to all 3 verticals of Indian business. (2) For FY18. (3) Represents revenue contribution of IMES and Triom only; total contribution of other businesses is 6.7% which includes revenue from IMES, Triom and other India businesses 9 India Business: Comprehensive Solution Provider to 2W OEMs in India

Diversified Portfolio Catering to 2W and 3W Segments

Wide range of products across Polymer, Electrical and Metallic segments; One-Stop Shop for customers enabling cross-selling

10 VLS: Wide Range of Lighting Product and Technology Offerings

Broad Portfolio of Lighting Technologies for PV OEMs Globally

Headlamps • Full portfolio of head lamp and rear lamp providing a wide range of products Xenon LED Matrix • Established presence in key Rear Lamps emerging technologies such as LED, OLED Laser, Matrix

• Quick adoption of new LED technology to grow product portfolio

• Customized products for OEMs with long standing Other Lights relationships

• Providing cost effective, Electronics cutting edge technology products

LED Module Headlamp Control Projector Modules

11 Varroc is 6th Largest Global Auto Lighting & 2nd Largest Indian Auto Component Supplier

Fastest Growing Among the Top Six Global Exterior Auto Lighting Suppliers(1) • Concentrated market – top 8 Exterior Lighting Revenue CAGR (CY14- CY16) players account for >90% of CY16 Rev. 2.2 2.2 4.9 3.0 1.9 US$ Bn 0.8 over-all market 27.5% • Long-standing, growing customer relationships with marquee OEMs 10.2% 7.6% 6.6% 5.2% 4.5% • Low cost, diversified global manufacturing and R&D footprint

Lighting System • Providing cost effective, Automotive Exterior Lighting Market of US$17.8bn in 2016 cutting edge technology nd (1) 2 Largest Indian Auto Component Group products Consolidated Revenue (FY17, INR bn) ------434.2 • India is one of the largest 2W market globally(2); expected 149.0 to grow at 8-10% CAGR from 118.6 FY17-20 96.8 67.2 60.2 • Supplier to 2W OEMs who cover ~85% of total domestic

(3) (4) 2W sales

• One-stop shop for 2W OEMs Large portion of non-auto component revenues (INR 132 bn) allowing cross selling

Note: (1) Based on Yole Report for VLS and CRISIL Report. For India (2) In terms of domestic sales. (3) Sundaram Clayton is the holding company of TVS Motors Ltd. which is into sales of two and three wheelers having a revenue of INR 132 bn. Remaining revenue is largely from the auto component space. (4) Bosch Ltd is a subsidiary of Robert Bosch GmbH (Germany). 5 India Business : Continuous Focus on R&D Capabilities; Enhancing Product Portfolio

Additions to Product Portfolio Over the Years

•Polymer Products • Proprietary products •Electrical Products with continuous focus •Metallic Products on innovative, cost competitive designs 2018 2017 • Electronic • Continuous focus on • LED HL Fuel R&D and product Injection 2016 development 2010-2015 • Paper filter elements • New technology tie ups 2000-2010 • Catalytic • 6-cylinder converters for development of crankshaft 1990-2000 • Seats • Lighting • Transmission catalytic converter and • Air Filters • Magneto Assembly electronic fuel injection • Plastic fan • Painted Parts • Starter Motor • Expanded and shroud • Interior Molded • LED TL Forging systems • Molded body Parts Business in parts • Mirrors Europe • GoI’s DSIR approved • Engine Valves R&D centers

• 450+ engineers located in 5 R&D centers Select Engine Valves LED TL Digital clusters Offerings

Paper filter elements LED HL

Note: GoI: Government of India; DSIR: Department of Scientific and Industrial Research. 12 R&D Efforts Seek to Capitalize on Emerging Trends

Euro V / BS-VI emission norms Reduction in cost of computing power implemented by India along with the and EFI requirement make “smarter” rest of the world will make Electronic Stricter Increased Use products viable Environmental Fuel Injection (EFI) necessary on all of Electronics Regulation vehicles

As the composition of the Market technology evolution will vehicle changes, the ability to make stronger connection with achieve reliability & fuel end customers viable and Sustainability, efficiency will still be prime Reliability & Digitization provide opportunities around differentiators Efficiency & IoT the same

City traffic congestion has made 2W, and particularly scooters, a viable commuting Urbanization option

Regulation change creates potential for suppliers with robust operational systems to cross sell product lines; core auto themes like light-weighting and affordability will continue to guide OEM decision making

13 Note: * denotes member of Promoter Group. ^ denotes member of Board of Directors. of Boardof memberdenotes^ Group. Promoterof memberdenotes * Note: by Reputed Board Reputed by TeamManagement Experienced Supported Board of Directors Senior Management Founder & MD • Director Independent GautamKhandelwal • • NonChairmanand Chandra*Naresh • Division Whole and HeadBusiness ArjunJain* • Director ChiefExecutive Whole Officer and AshwaniMaheshwari^ • • Director Managing Tarang Industries Industries Ltd ExecutiveChairman, PowerNagpurand Industries Previouslywith associated industry automobile 35+Experience:years Total thein Pvt. Ltd. India Previouslyassociatedwith CoBain& IndiaLtd division in Infotech ITC SeniorVice President Tyres PreviouslyBirla worked at President as industry automotive Nearlyyearsthein experience30 Co - founded Varroc 1988in founded Jain*^ at at Kesoram – Electrical Electrical - - Executive Director Executive timeDirector Industries Limited, Industries Limited, – India Business IndiaBusiness – Electronics Electronics Kaycee - time • Director Independent Vinish • Director Independent Marc Szulewicz • • HeadBusiness Sethumadhavan • • CEO andPresident StephaneVedie softwareInc. Co division, Plastic Omnium division, Plastic Omnium Management Ex Electric, Electric TVS GeneralLucas and Black Decker, & Stanley Schneider Previouslywith associated ~22Experience:yearsTotal Marelli Previouslywith associated Lighting in 13yearsExperience: Automotive Total - Founder and President of Rank of President andFounder - General Manager, Foreign equipment ForeignManager,General Kathuria - Polymer D. – VLS Assa Magnetti • • • auditors; independent board committees committees board independent auditors; governance: Strong Big &practicesindustries directors with experienceIndependent across Experienced management team Abloy, • Director Independent Vijaya • • ChiefOfficer GroupFinancial T.R.Srinivasan for Bharti Airtel Airtel Bhartifor Ltd Lawyer,ex ATC Tires Lever Ltd, Ltd Private Previouslywith associated Hindustan ~29Experience:yearsTotal - 4 statutory and internal internal and statutory 4 Sampath - Group GeneralCounsel Group 6 THANK YOU