1. CA Carob Investments  2. Roop Automotives Limited  3. M/s UM Holdings  4. Mohit Oswal 5.Gaurav Jain

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Page 1 of 3 SUMMARY UNDER REGULATION 13 (2) OF THE COMPETITION COMMISSION OF INDIA (COMBINATIONS), REGULATIONS, 2024 I. Parties to the Combination 1. The parties to the combination are— a. CA Carob Investments (Investor); b. Roop Automotives Limited (RAL); c. M/s UM Holdings (HIL Shareholder); d. Mohit Oswal; and e. Gaurav Jain (a to e above and Highway Industries Limited (HIL) are collectively referred to as Parties). II. Nature of the Combination 2. The present notification form is filed in relation to certain inter-connected steps resulting in inter alia securities swap between HIL Shareholder and RAL, and the acquisition of up to 68.9% shareholding in RAL by the Investor (collectively, referred to as the Proposed Transaction). 3. The Proposed Transaction is in the nature of an acquisition and is being notified to the Hon’ble Commission under sub-sections (a)(ii)(A) and (d) of Section 5 of the Competition Act, 2002 (as amended) (Competition Act). III. Products, services and businesses of the Parties (a) Investor 4. The Investor, incorporated in Mauritius is an investment holding company. It is a special purpose vehicle owned and controlled by the investment funds, advised and managed by the affiliates of the Carlyle Group Inc. (Carlyle). The Investor does not have any activities as on date. Page 2 of 3 5. Carlyle is a global alternative asset manager, which manages funds that invest globally across four investment disciplines: (i) corporate private equity (buyout and growth capital), (ii) real assets (real estate, infrastructure and energy and renewable resources), (iii) global credit (leveraged loans and structured credit, opportunistic credit, energy credit, private credit and distressed credit), and (iv) investment solutions (private equity fund of funds program and related co-investment and secondary activities). (b) RAL 6. RAL, a public limited company incorporated in India, is engaged in the manufacturing and selling of auto-components. (c) HIL 7. HIL is a public limited company incorporated in India. HIL is engaged in the business of manufacturing and selling of auto-components. (d) HIL Shareholder 8. HIL Shareholder is a partnership firm existing under the laws of India and holds equity shares of HIL. (e) Mohit Oswal and Gaurav Jain 9. Mohit Oswal is the Managing Director and shareholder of RAL. Gaurav Jain is the Managing Director and shareholder of RAL. IV. Purpose of the Proposed Transaction (a) For Carlyle 10. The Proposed Transaction is a financial investment, taking place in the ordinary course of business for Carlyle. The Proposed Transaction also represents an opportunity for the Investor to invest in the auto-components sector in India, given the growth potential of the sector. Through its investment in RAL and HIL, Carlyle seeks to achieve a return on its investment in line with the mandate from its investors. (b) For RAL, Mohit Oswal and Gaurav Jain, HIL and HIL Shareholder 11. The promoters of RAL and HIL have strong belief in the growth potential of RAL and Page 3 of 3 HIL, and additional investment in RAL and HIL by Carlyle group is a way to capitalise on future growth prospects. The Proposed Transaction will lead to synergies, which will achieve economies of scale, reduced production costs and improved competitiveness. V. Relevant Market(s) in which the Parties operate 12. There are no vertical or complementary linkages between the Parties (and their respective affiliates) in India. There are no material or significant horizontal overlaps between the Parties to raise any competition concerns. 13. As such, it is submitted that the relevant market definition should be left open as the Proposed Transaction will not raise any competition concerns irrespective of any plausible market definitions. However, for the purposes of assisting the Hon’ble Commission, the relevant market could be classified at different levels as provided below: Sector Level • market for manufacture and sale of auto-components in India; System Level • market for manufacture and sale of drive transmission and steering products in India; • market for manufacture and sale of suspension and braking products in India; Component Level • market for manufacture of steering yokes for passenger vehicles in India; and • market for manufacture of intermediate shafts for light commercial vehicles in India. *******