The directors have pleasure in presenting the 31st annual report
together with the audited accounts for the year ended 31st March 2012.
The Company''s financial performance during the year 2011-12, as
compared to the previous year 2010-11 is summarised below:
(Rs. in million)
Particulars 2011-2012 2010-2011
Total revenue 364,139 371,272
Profit before tax 21,462 31,088
Tax expense 5,110 8,202
Profit after tax 16,352 22,886
Balance brought forward 118,578 100,499
Profit available for appropriation 134,930 123,385
General reserve 1,635 2,289
Proposed dividend 2,167 2,167
Corporate dividend tax 351 351
Balance carried forward to balance sheet 130,777 118,578
The total revenue (net of excise) was Rs. 364,139 million as against Rs.
371,272 million in the previous year showing a marginal decline of 1.92
per cent. Sale of vehicles in the domestic market was 1,006,316 units
as compared to 1,132,739 units in the previous year. Total number of
vehicles exported was 127,379 as compared to 138,266 in the previous
Profit before tax (PBT) was Rs. 21,462 million against Rs. 31,088 million
and profit after tax (PAT) stood at Rs. 16,352 million against Rs. 22,886
million in the previous year.
The board recommends a dividend of Rs. 7.50 per equity share of Rs. 5 each
for the year ended 31st March 2012 amounting to Rs. 2167 million.
The operations are exhaustively discussed in the report on ''Management
Discussion and Analysis'' which forms part of this annual report.
The Company has been awarded the highest financial credit rating of
AAA/stable (long term) and A1 (short term) on its bank facilities by
CRISIL. The rating underscores the financial strength of the Company in
terms of the highest safety with regard to timely fulfillment of its
The Company has again been awarded ISO :27001 certification by STQC
Directorate (Standardisation, Testing and Quality Certificate),
Ministry of Communications and Information Technology, Government of
India after re-assessment. The Company is thus certified to meet
international standards for maintaining information security.
During the year, ISO 14001 re-certification audit was carried out by
M/s AVI, Belgium and the auditors renewed the ISO 14001 certificate
The quality management system of the Company is certified against ISO
9001:2008 standard. Re-assessment of the quality systems are done at
regular intervals by an accredited third party agency.
- J D Power Customer Satisfaction Index (CSI) Study ranked the
Company highest for the 12th time in a row.
- J D Power Asia Pacific 2011 India Vehicle Dependability Study
ranked Zen Estilo and Swift DZire as the ''most dependable cars''.
- JD Power IQS ranked Zen Estilo and Swift DZire highest in the
''compact'' and ''entry midsize'' segment respectively.
- J D Power APEAL Study 2011 ranked Alto and Zen Estilo highest in the
''compact'' segment. Swift DZire received an award in the ''entry midsize
car'' segment for a fourth consecutive year.
- CNBC TV 18 Overdrive awarded ''Compact Car of the year 2012'' to new
- NDTV CNB''s ''Premium hatchback of the year'' awarded to new Swift.
- BBC India Top Gear''s ''Small car of the year 2011'' awarded to new
- ICOTY 2012 ''Indian Car of the Year 2012'' awarded to new Swift.
- Bloomberg UTVi''s ''Compact Car of the Year'' awarded to new Swift.
Mr. R. C. Bhargava, Chairman was bestowed with ''The Order of the Rising
Sun, Gold and Silver Star'' by His Majesty Emperor Akihito of Japan.
SUBSIDIARY COMPANIES AND THEIR ACCOUNTS
The Company''s subsidiaries which were engaged in the business of
insurance distribution in the past generated an investment income of Rs.
163.80 million including a dividend income of Rs. 28.65 million and long
term capital gain of Rs. 129.13 million through mutual funds.
The Company''s subsidiary ''True Value Solutions Limited'' has contributed
towards smooth operations of business processes and supported the
dealerships in enhancing the sale of certified pre-owned cars under the
brand ''Maruti True Value''. It has contributed significantly to the
efforts of customer retention by facilitating sale and re-purchase of
new cars through exchange and has made significant contribution towards
enhancing dealers'' profitability.
In terms of the general circular dated 8th February 2011 issued by the
Government of India, Ministry of Corporate Affairs, the balance sheets,
profit & loss accounts, reports of the board of directors and auditors
of the subsidiary companies have not been attached with the balance
sheet of the Company. Annual accounts of the subsidiary companies and
the related detailed information shall be made available to
shareholders of the Company and subsidiary companies seeking such
information at any point of time. The annual accounts of the subsidiary
companies shall also be available for inspection by any shareholder at
the head office of the Company and of the subsidiary companies. Hard
copy of details of accounts of subsidiaries shall be furnished to any
shareholder on demand. Further, pursuant to Accounting Standard - 21
issued by the Institute of Chartered Accountants of India, consolidated
financial statements presented by the Company include the financial
information of its subsidiaries.
HUMAN RESOURCE DEVELOPMENT
The Company provides tremendous learning and development opportunities
to its employees starting from induction and orientation when a new
employee joins the Company. The Company believes that to have a
sustainable competitive advantage in the new knowledge economy,
learning would be the key catalyst for an organisation''s survival and
success. The Company''s extensive training calendar encompasses training
programs for all categories of employees i.e. associates, supervisors
and those at junior, middle, senior and top management level. To have a
well rounded development of employees, the training calendar comprises
of behavioral, functional and safety trainings. The training programmes
vary according to the need of the employees at various levels and
business requirements and are designed after doing a thorough process
of three stage need identification.
In 2011 - 12, a total of 47,000 man-days of training were conducted for
employees across all the levels. This translates to an average of 5.15
days of training per employee.
Functional and technical trainings form an important part of the
Company''s annual training calendar as they are directly linked with
employees'' on the job performance. These trainings are imparted by
in-house subject matter experts as well as by external trainers. Some
of the functional trainings imparted internally are 3G, 3K, 5S, DFMEA
and QC tools. Few functional trainings which are being done by external
trainers are finance for non-finance, six sigma, project management,
inventory & warehouse management, world class manufacturing practices,
auto cad, MS excel, etc.
Behavioral trainings also form a considerable portion of the training
calendar and include trainings like negotiation skills, problem solving
& decision making skills, presentation & communication skills, conflict
management & resolution, assertiveness & self confidence, time
management & multi tasking skills, leading effectively, inter personal
The Company also has higher education schemes for its employees. It
helps not only to groom and retain high potential young managers but
also enables employees to fulfill their career enhancement aspirations.
The scheme includes programs like - executive MBA (full time and part
time) at select campuses. The scheme is available for employees at
levels of assistant managers to managers and is guided by eligibility
and selection criteria.
Mr. R. C. Bhargava, Mr. Kazuhiko Ayabe and Ms. Pallavi Shroff,
directors of the Company, retire by rotation at the ensuing annual
general meeting and being eligible, offer themselves for
re-appointment. Mr. Shuji Oishi resigned from the post of Director and
Managing Executive Officer (Marketing & Sales) with effect from the
close of the business hours of 27th April 2012. Mr. Kazuhiko Ayabe was
appointed as Director and Whole-time Director designated as Director &
Managing Executive Officer (Supply Chain) with effect from 28th April
2012 subject to the approval of the shareholders in general meeting to
fill the casual vacancy caused by the resignation of Mr. Shuji Oishi.
Mr. Kinji Saito was appointed as an Additional Director and he holds
office upto the date of the 31st annual general meeting of the Company.
DIRECTORS'' RESPONSIBILITY STATEMENT
As required under section 217(2AA) of the Companies Act, 1956, your
a) that there were no material departures in the applicable accounting
standards followed while preparing the annual accounts;
b) having selected such accounting policies and applied them
consistently and made judgments and estimates that are reasonable and
prudent so as to give a true and fair view of the state of affairs of
the Company at the end of the financial year and of the profit of the
Company for that period;
c) having taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of the
Companies Act, 1956, for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities; and
d) having prepared the annual accounts on a going concern basis.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO
A statement giving details of conservation of energy, technology
absorption, foreign exchange earnings and outgo in accordance with the
Companies (Disclosure of Particulars in the Report of Board of
Directors) Rules, 1988 is annexed as Annexure A.
As required by the provisions of section 217(2A) of the Companies Act,
1956, read with the Companies (Particulars of Employees) Rules, 1975,
as amended, the names and other particulars of the employees are set
out in Annexure B to the Directors'' Report. However, as per the
provisions of section 219(1 )(b)(iv) of the Companies Act, 1956, the
annual report is being sent to all the shareholders of the Company
excluding the aforesaid information. Any shareholder interested in
obtaining such particulars may write to the Company Secretary at the
registered office of the Company.
CONSOLIDATED FINANCIAL STATEMENTS
In accordance with the Accounting Standard - 21 on Consolidated
Financial Statements read with Accounting Standard - 23 on Accounting
for Investments in Associates and Accounting Standard - 27 on Financial
Reporting for Interest in Joint Ventures, the audited consolidated
financial statements are provided in the annual report.
The Company has complied with the corporate governance requirements, as
stipulated under clause 49 of the listing agreement and the stipulated
certificate of compliance is contained in this annual report.
The auditors, M/s Price Waterhouse, Firm Registration Number
FRN301112E, Chartered Accountants, hold office until the conclusion of
the ensuing annual general meeting and are recommended for
re-appointment. A certificate from the auditors has been received to
the effect that their re-appointment, if made, would be in accordance
with section 224 (1B) of the Companies Act, 1956.
In conformity with the directives of the Central Government, the
Company has appointed M/s R. J. Goel & Co., cost accountants, as the
cost auditors under section 233B of the Companies Act, 1956 for the
audit of the cost accounts for the motor vehicles business for the year
ending on 31st March 2013. The due date of filing the cost audit report
for the financial year 2010-11 was 30th September 2011. This report
was filed on 13th September 2011 with the Ministry of Corporate
The board of directors would like to express its sincere thanks for the
co-operation and advice received from the Government of India and the
Haryana Government. Your directors also take this opportunity to place
on record their gratitude for timely and valuable assistance and
support received from Suzuki Motor Corporation, Japan. The board also
places on record its appreciation for the enthusiastic co-operation,
hard work and dedication of all the employees of the Company including
the Japanese staff, dealers, vendors, customers, business associates,
auto finance companies, state government authorities and all concerned
without which it would not have been possible to achieve all round
progress and growth of the Company. The directors are thankful to the
shareholders for their continued patronage.
For and on behalf of the board of directors
Shinzo Nakanishi R. C. Bhargava
Managing Director & CEO Chairman
29th May 2012