The Directors are pleased to submit their 72nd Report together with
the Audited statement of accounts for the year ended 31st March, 2015.
The Company''s financial performance, for the year ended 31st March,
2015 is summarized below:
Rs in Crores
Revenue from Operations 683.78 650.92
Profit from Operations 104.20 117.96
Add: Other Income 40.14 35.18
Profit before Interest 144.34 153.14
Less: Interest 9.20 4.91
Profit Before Exceptional Items and Taxes 135.14 148.23
Add: Exceptional Income/(Expenses) 6.52 -
Profit Before Tax 141.66 148.23
Provision for Tax 40.10 41.66
Profit After Tax 101.56 106.57
Less: Minority Interest - -
Profit After Tax net of Minority Interest 101.56 106.57
Surplus brought forward from Previous Year 233.28 167.87
Transfer on Merger of Alliance Coffee Limited 0.13 -
Amount available for appropriation 334.97 274.44
General Reserve No.I (11.00) (11.00)
General Reserve No.II (13.82) (1.75)
Reversal of Dividend Distribution Tax 2.38 -
Transitional Impact of Depreciation (0.16) -
Final (Proposed) (24.28) (24.28)
Tax on Dividend (4.94) (4.13)
Balance carried forward 283.15 233.28
Revenue from Operations 1691.42 1677.17
Profit from Operations 289.72 263.63
Add: Other Income 8.92 12.04
Profit before Interest 298.64 275.67
Less: Interest 39.45 36.93
Profit Before Exceptional Items and Taxes 259.19 238.74
Add: Exceptional Income/(Expenses) 6.52 (102.29)
Profit Before Tax 265.71 136.45
Provision for Tax 95.45 32.86
Profit After Tax 170.26 103.59
Less: Minority Interest 49.87 22.11
Profit After Tax net of Minority Interest 120.39 81.48
Surplus brought forward from Previous Year 260.03 219.71
Transfer on Merger of Alliance Coffee Limited - -
Amount available for appropriation 380.42 301.19
General Reserve No.I (11.00) (11.00)
General Reserve No.II (13.82) (1.75)
Reversal of Dividend Distribution Tax 2.38 -
Transitional Impact of Depreciation (0.16) -
Final (Proposed) (24.28) (24.28)
Tax on Dividend (4.94) (4.13)
Balance carried forward 328.60 260.03
Your Company''s turnover during the year under review was Rs.683.78 Crores
as compared to Rs. 650.92 Crores in the previous year, registering an
increase of 5 % over the previous year.
The Consolidated turnover was Rs.1,691.42 Crores as compared to Rs.
1,677.17 Crores in the previous year,.
Profit from Operations before ''Other income and interest'' for the year
ended 31st March, 2015, stood at Rs. 104.20 Crores as against Rs. 117.96
Crores in the previous year. Profit before Tax for the year 2014-15 is
Rs. 141.66 Crores vis-a-vis Rs. 148.23 Crores in the previous year. Profit
after Tax in 2014-15 stood at Rs.101.56 Crores as against Rs. 106.57 Crores
in the previous year.
On a consolidated basis, the Profit from Operations before ''Other
income and interest'' for the year ended 31st March, 2015, stood at Rs.
289.72 Crores as against Rs. 263.63 Crores in the previous year. Profit
before Tax for the year 2014-15 is Rs. 265.71 Crores vis-a-vis Rs. 136.45
Crores in the previous year. Profit after Tax (net of minority
interest) in 2014-15 stood at Rs.120.39 Crores as against Rs. 81.48 Crores
in the previous year.
DIVIDEND & RESERVES:
Your Directors have recommended a Dividend of Rs. 1.30/- per share (face
value of Rs. 1 per share) aggregating to Rs. 24.28 Crores for the year
2014-15. The Dividend Tax amounts to Rs. 4.94 Crores. It is proposed to
carry forward a sum of Rs. 11 Crores towards reserves.
The paid up Equity Share Capital as on 31st March, 2015 was Rs. 18.67
crores comprising of 18,67,70,370 Shares of Rs. 1 each. During the year,
the Equity Shares of the Company was sub-divided from the face value of
Rs. 10/- to Rs. 1/- per share after obtaining the consent from the members
of the Company by way of E-voting/Postal Ballot.
The Company has not issued shares with differential voting rights,
employee stock options and sweat equity shares. The Company has paid
Listing Fees for the Financial Year 2015-16 to each of the Stock
GLOBAL COFFEE SCENARIO:
The global production for the year 2014 is estimated at 142 million
bags and the consumption at 149 million bags. As per International
Coffee Organisation (ICO) estimates, the total consumption grew at the
rate of 1.5% in the year 2014.
The year under review witnessed uncertain weather conditions globally
impacting the Arabica coffee crops. Brazil, the world''s largest coffee
producer, faced a drought which impacted their coffee harvests.
Similar weather concerns in other parts of the world resulted in a
sharp increase in Arabica Coffee prices through the year 2014. The
price of Arabica which remained in the range of 102 to 150 cents/lb in
the New York terminal during the period January to December 2013,
witnessed a steep jump to 212 cents/lb in April 2014 and 222 cents/lb
in October 2014. With supply concerns easing Arabica retraced to 133
cents/lb levels in March 2015.
Regarding Robusta, Vietnam the world''s largest Robusta coffee producer
recorded a bumper Robusta crop which got commercialised in late 2014.
The price of Robusta, which remained flat in the range of US$
1500-1800/MT in the London Terminal till Jan 2014, started hardening
from February 2014 and touched US$ 2200/MT in March 2014. On the back
of a decent Vietnam crop, the Robusta price traded, witnessed a
correction and settled at US$ 1729/MT by end March 2015.
The Company has harvested a higher Robusta crop of 7,002 MT as against
4,781 MT in the previous year. This has been the highest Robusta
production in the last 5 years. While in the case of Arabica, being a
biennial off year, production has been lower at 1,594 MT as against
2,076 MT in the previous year. The Coffee harvesting operation has been
completed as per schedule.
The Company produced 6.170 Million Kgs of Made tea for the Financial
Year 2014-15 as against 6.545 Million kgs in the previous year. The
long drought followed by heavy rain and some pest attack had its impact
on the tea production. During 2014-15, the Tea market witnessed an
easier trend compared to 2013-14 mainly due to increased crop in
Africa. This directly impacted South India Tea prices due to lower
exports. South India auction prices dropped by around Rs. 15.00 per kg.
The Company has achieved a higher pepper production of 1150 MT for the
Financial Year 2014-15 as against 368 MT in the previous year. The
Company has initiated various steps to further enhance the production
base of pepper in the coming years.
The Company''s Curing Works at Kushalnagar, cured a total of 10,266 MT
Coffee during the current year as against 11,988 MT in the previous
year, due to lower crop arrivals. In addition, 327 MT of Monsoon Coffee
was processed as against 306 MT in the previous year.
green Coffee Exports:
During the year 2014-15, your Company exported 5,382 MT of coffee as
against 5,238 MT in the previous year. Your Company continues to focus
on growth, through Differentiated/Specialty coffees with volumes at
2,120 MT at very healthy premiums.
Plantation Trails, our hospitality business has performed exceedingly
well in the year under review by recording its best performance since
inception. Rework on the business model to optimize costs, enhanced
customer centricity, and increased operational efficiencies have
resulted in a significant business turnaround. Occupancies grew despite
the increased competitive intensity in the marketplace. Plantation
Trails has also been the recipient of several awards during the year
including the prestigious recognition by Trip Advisor for the
Certificate of Excellence- 2014 Winner.
B. Instant Coffee Division:
The year 2014-15 saw the Instant Coffee Division post record annual
sales and production. The total sales volumes clocked were 7,677 MTs -
a jump of 16% over the last Financial Year. The production for the
year stood at 7,975 MTs - an increase of 15% over last fiscal. In the
first full year of increased capacity available, the division did
remarkably well in utilizing it to the tune of 92%. The new Freeze
Dried Coffee (FDC) unit ran to full capacity during the year.
The increase in Instant Coffee sales volumes was posted despite strong
headwinds in the market. The financial crisis in Russia - the largest
market of soluble coffee globally - and the rapid weakening of global
currencies posed strong challenges to our export oriented business. In
addition, the overhang of excess capacities in Instant Coffee globally,
continued to pressurize the trade margins. The geopolitical risks in
some of our key markets like Ukraine and Middle East also weighed on
the portfolio performance.
Market expansion remains at the core of our strategy in the Instant
Coffee Business. Our portfolio has been traditionally a Russia & CIS
dominated one. This year just over half of our sales came from Russia
and CIS vis-a-vis an 80% share a few years ago. As a conscious move
towards de-risking our model, we added 32 new customers who contributed
around 20% of our total volumes. Some of the countries where we placed
our soluble coffees for the first time were China, Angola, Pakistan and
In addition to our customer acquisitions, we also steadily continued
our progress on product and packaging innovation. Our new variants of
coffee mixes and customized packaging solutions enhanced our standing
as an institutional marketeer.
We also marched ahead steadily on our commitment to quality excellence.
Our Theni Unit received the prestigious BRC & IFS certifications
allowing us to service top most manufacturers and retailers, especially
in Europe. Additionally, Theni factory also received ISO 14001, Halal &
Kosher certifications while our Toopran Unit has been certified for ISO
14001 and 18000.
Your Company continues to cater exclusively to the requirements of Tata
Starbucks outlets in India from its state of art coffee roasting
facility at Kushalnagar. The coffee beans used for this purpose are
being supplied exclusively from the Company''s estates. Efforts are on
to fully utilize the installed capacity of this roasting facility. In
the past year we have added to our certification portfolio and are now
certified (Food Safety System Certification). This forms a part of our
integrated management system which now includes ISO 9001:2008 (Quality
Management System), ISO 22000:2005 (Food Safety Management System) and
ISO 14001:2004 (Environment Management System)
Tata Coffee has consistently been committed to environment protection
and co-exists with nature at the coffee plantations. During the year
under review, the Company won the prestigious Golden Peacock Award for
excellence in Environment Management
Sustained quality has been the main focus of the Company over the
years. The R & G Unit at Kushalnagar has won the award for the most
innovative design and the best Roaster Award in the India International
Coffee Festival (IICF) held in 2014. The Balmany, Valparai, Sunticoppa,
Mylemoney, Margolly, Ubban and Yemigoondi Estates of the Company have
bagged Regional and Specialty awards for their Arabica and Robusta
Our Theni and Toopran units have won the CII Environment Systems award
for the year.
Your company continues to actively participate in domestic and
International forums to propagate and popularize the company''s coffee.
During 2014-15, Rs. 2,266.46 Lakhs was incurred primarily on account of
welfare, modernisation, up-gradation and other programmes undertaken in
the various units of the Company.
I. Eight O'' Clock Coffee Company (EOC):
EOC''s total income during 2014-15 at Rs. 1,007.64 Crores, under Indian
GAAP, was marginally lower than the previous year''s total income of Rs.
1,026.25 Crores. The reduction in top-line is due to lower bagged
volumes in the first half of the year. However, in the second half, EOC
volumes increased driven by its popular consumer programs and effective
EOC''s total Income also includes royalty income from the single serve
K- cups sold under a licensing agreement with Keurig. K-cup volumes
increased significantly year on year due to growth in the single serve
business and addition of four new EOC SKU''s. Overall profitability of
EOC improved over the previous year.
II. Consolidated Coffee Inc.:
Consolidated Coffee Inc (CCI) is the holding company of EOC. The net
profit ( including the profits of EOC), after taxes is
at Rs. 99.91 Crores as compared to a loss of Rs. 3.90 Crores in the
III. Alliance Coffee Limited:
During the year under review, the Honorable High Court of Karnataka
approved the Scheme of amalgamation of Alliance Coffee Ltd (ACL) - the
Company''s wholly owned subsidiary with the Company with effect from 1st
April, 2013; consequently the Assets and Liabilities of ACL stand
vested with the Company from the effective date and ACL stands
dissolved without undergoing the process of winding up and consequently
ceased to be a Subsidiary of the Company.
PERFORMANCE OF SUBSIDIARIES:
A Statement containing the salient features of the financial position
of the subsidiary company in Form AOC. 1 is annexed as per Annexure A.
The Company does not have any associate orjoint venture companies. The
policy for determining the criteria of material subsidiaries can be
viewed at the company''s website at www.tatacoffee.com.
PARTICULARS OF LOANS,GUARANTEES AND INVESTMENTS:
The details of loans and investments covered under the provisions of
Section 186 of the Companies Act, 2013 are given in the notes to the
Financial Statements forming part of Annual Report. The Company has not
provided any guarantees during the Financial Year.
The Company has not accepted any public deposits during the year under
RELATED PARTY TRANSACTIONS:
All Related Party Transactions that were entered into during the
Financial Year were on an arm''s length basis, in the ordinary course of
business and were in compliance with the applicable provisions of the
Companies Act, 2013 and the Listing Agreement. There were no materially
significant Related Party Transactions made by the Company during the
year that required Shareholders'' approval under clause 49 of the
All Related Party Transactions are placed before the Audit Committee
for approval. Prior omnibus approval of the Audit Committee is obtained
for the transactions which are repetitive in nature. A statement of all
Related Party Transactions is placed before the Audit Committee for its
review on a quarterly basis, specifying the nature, value terms and
conditions of the transactions.
The Company has adopted a Related Party Transactions Policy. The
Policy, as approved by the Board, is uploaded on the Company''s website
at the web link: http://www.tatacoffee.com/investors/ related_party.pdf
The details of the transactions with Related Parties are provided in
the accompanying financial statements.
The Company has adopted a Risk Management Policy in accordance with the
provisions of the Act and Clause 49 of the Listing Agreement. It
establishes various levels of accountability and overview within the
The Company has a Risk Management Committee which has been entrusted
with the responsibility to assist the Board in (a) Approving the
Company''s Risk Management framework (b) Overseeing that all the risks
that the organization faces such as strategic, financial, liquidity,
security, regulatory, legal, reputational and other risks have been
identified and assessed to ensure that there is a sound risk management
policy in place to address such concerns/risks. The Risk Management
process covers risk identification, assessment, analysis and
mitigation. Incorporating sustainability in the process also helps to
align potential exposures with the risk appetite and highlights risks
associated with chosen strategies.
INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:
The Company''s internal audit systems are geared towards ensuring
adequate internal controls commensurate with the size and needs of the
business, with the objective of efficient conduct of operations through
adherence to the Company''s policies, identifying areas of improvement,
evaluating the reliability of Financial Statements, ensuring
compliances with applicable laws and regulations and safeguarding of
assets from unauthorized use.
Details of the internal controls system are given in the Management
Discussion and Analysis Report, which forms part of the Directors''
The Company is in compliance with all the conditions of Corporate
Governance as stipulated in Clause 49 of the Listing Agreement entered
into with the Stock Exchanges. The Compliance Report on Corporate
Governance forms an integral part of this Report. The requisite
certificate from the Auditors of the Company confirming compliance with
the conditions of Corporate Governance is attached to the report on
The Management Discussion and Analysis Report for the year under review
as stipulated under clause 49 of the Listing Agreement with the Stock
Exchanges, is presented in a separate section and forms a part of the
Ms. Sunalini Menon, Mr. K. Venkataramanan, Mr. V. Leeladhar, Mr. Sanjiv
Sarin and Mr. Siraj Azmat Chaudhry were appointed as Additional
Directors of the Company and in terms of Article 101 of the Articles of
Association of the Company read with Section 161 of the Companies Act,
2013, they hold office upto the date of the ensuing Annual General
Meeting. It is
proposed to appoint Ms. Sunalini Menon, Mr. V. Leeladhar and Mr. Siraj
Azmat Chaudhry as Independent Directors at the forthcoming Annual
General Meeting in compliance with Section 149(6) of the Companies Act,
2013 and revised Clause 49 of the Listing Agreement. The Company has
received a notice from shareholder in terms of Section 160 of the Act
signifying its intention to propose the appointment of Ms. Sunalini
Menon, Mr. K. Venkataramanan, Mr. V. Leeladhar, Mr. Sanjiv Sarin and
Mr. Siraj Azmat Chaudhry as Directors in the forthcoming Annual
Mr. K. Venkataramanan was appointed as Executive Director- Finance and
Chief Financial Officer for a period of 3 years with effect from 25th
October 2014. His term of appointment was approved by the members on
13th January 2015 through E-voting/Postal Ballot.
Mr. Sanjiv Sarin was appointed as Managing Director and Chief Executive
Officer for a period of 3 years with effect from 25th April 2015. The
necessary resolution for his appointment is being placed before the
members for their consideration at the forthcoming Annual General
Mr. Venu Srinivasan resigned as a Director from the Board with effect
from 1st September, 2014. Mr. D.R. Kaarthikeyan demitted his office as
a Director in accordance with the Group Guidelines with effect from 1st
Mr. M. Deepak Kumar retired as Executive Director- Finance with effect
from 24th October, 2014; Mr. Hameed Huq, retired as Managing Director
with effect from 31st March, 2015.
The Board wishes to place on record its appreciation for the invaluable
services rendered by Mr. Venu Srinivasan, Mr. D.R. Kaarthikeyan, Mr. M
Deepak Kumar and Mr. Hameed Huq during their tenure as Directors of the
All the Independent Directors have given declarations that they meet
the criteria of independence as laid down under Section 149(6) of the
Act and Clause 49 of the Listing Agreement entered into with the Stock
Exchanges. In the opinion of the Board, they fulfill the conditions of
independence as specified in the Act and Rules made there under and are
independent of the management.
The Company has adopted Governance Guidelines on Board Effectiveness.
The Governance Guidelines cover aspects related to composition and role
of the Board, Chairman and Directors, Board diversity, definition of
independence, Director term, retirement age and Committees of the
Board. It also covers aspects relating to nomination, appointment,
induction and development of Directors, Director remuneration,
Subsidiary oversight, Code of Conduct, Board Effectiveness Review and
Mandates of Board Committees.
Procedure for Nomination and Appointment of Directors:
The Nomination and Remuneration Committee is responsible for developing
competency requirements for the Board based on the industry and
strategy of the Company. The Nomination and Remuneration Committee
reviews and evaluates the resumes of potential candidates vis-a-vis the
required competencies. The Nomination and Remuneration Committee also
meets with potential candidates, prior to making recommendations of
their nomination to the Board. At the time of appointment, specific
requirements for the position, including expert knowledge expected, is
communicated to the appointee.
Criteria for Determining Qualifications, Positive Attributes and
Independence of a Director:
The Nomination and Remuneration Committee has formulated the criteria
for determining qualifications, positive attributes and independence of
Directors in terms of Section 178(3) of the Act and Clause 49 of the
In accordance with the above criteria, a Director will be considered as
an ''Independent Director'' if he/she meets with the criteria for
''Independent Director'' as laid down in the Act and clause 49 of the
A transparent Board nomination process is in place that encourages
diversity of thought, experience, knowledge, perspective, age and
gender. It is also ensured that the Board has an appropriate blend of
functional and industry expertise. While recommending the appointment
of a Director, the Nomination and Remuneration Committee considers the
manner in which the function and domain expertise of the individual
will contribute to the overall skill-domain mix of the Board.
In addition to the duties as prescribed under the Act, the Directors of
the Board of the Company are also expected to demonstrate high
standards of ethical behavior, strong interpersonal and communication
skills and soundness of judgment. Independent Directors are also
expected to abide by the Code of Independent Directors as outlined in
Schedule IV to the Act.
Annual Evaluation of Board Performance and Performance of its
Committees and of Directors:
Pursuant to the provisions of the Act and clause 49 of the Listing
Agreement, the Board has carried out an annual evaluation of its own
performance, performance of the Directors as well as the evaluation of
the working of its Committees.
The Nomination and Remuneration Committee has defined the evaluation
criteria and the performance evaluation process for the Board, its
Committees and Directors.
The Board''s functioning is evaluated on various aspects, including
inter alia degree of fulfillment of key responsibilities, Board
structure and composition, establishment and delineation of
responsibilities to various Committees, effectiveness of Board
processes, information and functioning.
Directors were evaluated on aspects such as attendance, contribution at
Board/Committee meetings and guidance/support to the management outside
The Committees of the Board were assessed on the degree of fulfillment
of key responsibilities, adequacy of Committee composition and
effectiveness of meetings.
The performance evaluation of the Independent Directors was carried out
by the Board. The performance evaluation of the Chairman and the Non
Independent Directors was carried out by the Independent Directors who
also reviewed the performance of the Board, its Committees and the
The Chairman of the Board provided feedback to the Directors on the
significant highlights with respect to the evaluation process of the
The Company has adopted a Remuneration Policy for the Directors, Key
Managerial Personnel and other employees, pursuant to the provisions of
the Companies Act, 2013 and Clause 49 of the Listing Agreement
The Board has on the recommendation of the Nomination and Remuneration
Committee framed a policy for Remuneration for Directors, Key
Managerial Personnel and other employees which lay down criteria for
selection and appointment of Board Members. The remuneration determined
for Executive/Independent Directors is subject to the recommendation of
the Nomination and Remuneration Committee and approval of the Board of
Directors. The Non-Executive Directors are compensated by way of profit
sharing commission and the criteria being their attendance and
contribution at the Board/ Committee Meetings.
It is affirmed that the remuneration paid to Directors, Key Managerial
Personnel and all other employees is as per the Remuneration Policy of
As a policy, the Executive Directors are not paid sitting fees; the
Non-Executive Directors are entitled to sitting fees for the Board/
BOARD AND COMMITTEE MEETINGS:
A calendar of Board and Committee Meetings to be held during the year
was circulated in advance to the Directors. Ten Board Meetings were
convened and held during the year.
The Board has constituted an Audit Committee with Mr. S.
Santhanakrishnan as Chairman, Prof. Arun Monappa, Ms. Sunalini Menon
and Mr. V Leeladhar as Members.
The details of the composition of the Board and its Committees and of
the Meetings held and attendance of the Directors at such Meetings are
provided in the Corporate Governance Report.
DIRECTORS'' RESPONSIBILITY STATEMENT
Based on the framework of Internal Financial Controls and compliance
systems established and maintained by the Company, work performed by
the Internal, Statutory, and Secretarial Auditors and the reviews
performed by Management and the relevant Board Committees, including
the Audit Committee, the Board is of the opinion that the Company''s
Internal Financial Controls were adequate and effective during the
Financial Year 2014-15.
Accordingly, pursuant to Section 134(3)(c) and 134(5) of the Companies
Act, 2013, the Board of Directors, to the best of their knowledge and
ability, confirm that:
(i) In the preparation of the accounts for the Financial Year ended
31st March, 2015, the applicable accounting standards have been
followed and that there are no material departures;
(ii) That the Directors have selected such accounting policies and
applied them consistently and made judgments and estimates that were
reasonable and prudent so as to give a true and fair view of the state
of affairs of the Company as at the end of the Financial Year and of
the profits of the Company for that period;
(iii) That the Directors have taken proper and sufficient care to the
best of their knowledge and ability for the maintenance of adequate
accounting records in accordance with the provisions of the Companies
Act, 2013 for safeguarding the assets of the Company and for preventing
and detecting fraud and other irregularities;
(iv) That they have prepared the accounts for the Financial Year ended
31st March, 2015 on a ''going concern'' basis;
(v) The Directors have laid down Internal Financial Controls for the
Company which are adequate and are operating effectively;
(vi) The Directors have devised proper systems to ensure compliance
with the provisions of all applicable laws and such systems are
adequate and are operating effectively.
The Company''s focus on welfare and improving the quality of lives of
its people continues as always. In order to improve the quality of
living for our employees, we have been providing educational assistance
to their children, creche and child care facilities, transport at
subsidized rate to school going children, supply of provisions at cost
through co-operative store branches located at each Unit/Estate.
CORPORATE SOCIAL RESPONSIBILITY - SERVICE TO THE COMMUNITY:
Corporate Social Responsibility Initiatives:
Your Company is committed to ensuring that its growth is sustainable
and significantly enhances the quality of life of the communities in
which it operates. The Company has constituted a Corporate Social
Responsibility Committee in compliance with Section 135 of the
Companies Act, 2013 comprising of two Independent Directors and the
Managing Director of the Company.
The focus areas that have been chosen for serving the community are
Education, Health, Hygiene and Nutrition, Gender Equality,
Environmental Sustainability, Affirmative Action and Promotion of Rural
The educational programmes include Swastha, DARE, and Merit
Scholarships for students of Coorg and Anamallais, promoting education
and support for children with visual disabilities and skill development
for the underprivileged through sponsoring programmes.
The Coorg Foundation - a Public Charitable Trust (Foundation)
established by your Company continues to provide admirable support to
various individuals and institutions in the field of education, health
care and culture during the year. Swastha which was established by
The Coorg Foundation in 1994 as a fully residential institution for
differently abled, continues to extend its support to the needy
children in Coorg and neighbouring areas through its centres in
Suntikoppa and Pollibetta by imparting required education and training.
They are trained in making stationery items, offset and screen
printing, greeting cards and table mats. These products are procured by
the public and Institutions in the Kodagu District. The sale proceeds
of the same are utilized for meeting the day to day expenses of
In pursuance of the objectives of the SWASTHA, the DARE (Developmental
Activities for Rehabilitative Education) was set up in 1996 in the
Anamallais to train differently abled children to be self reliant.
Rural India Health Project Hospital (RIHP), Ammathi, which is supported
by the Company, continues to serve the needy sections of the society.
The Coorg Foundation provides grant to RIHP for treatment of patients
belonging to the lower income group.
In addition, the Company has continued its initiatives for the
development and protection of the girl child by conducting regular
camps for detection of nutrition deficiency in girl children and
promotion of self employment opportunities for women in Theni;
providing clean drinking water to the residents near the Toopran Unit
and operating primary school at Anamallais.
The Company has a Corporate Social Responsibility Policy and the same
has been hosted in the website of the Company (www.tatacoffee.com);
The above projects are in accordance with Schedule VII of the Act. The
Annual Report on CSR activities is annexed as Annexure B.
POLICY ON PREVENTION, PROHIBITION AND REDRESSAL OF SEXUAL HARASSMENT AT
The Company has zero tolerance for sexual harassment at workplace and
has adopted a Policy on Prevention, Prohibition and Redressal of Sexual
Harassment at workplace in line with the provisions of the Sexual
Harassment of Women at Workplace (Prevention, Prohibition and
Redressal) Act, 2013 and the Rules there under. The policy aims to
provide protection to employees at the workplace and prevent and
redress complaints of sexual harassment and for matters connected or
incidental thereto, with the objective of providing a safe working
environment, where employees feel secure. The Company has also
constituted an Internal Complaints Committee, known as the Prevention
of Sexual Harassment (POSH) Committee, to inquire into complaints of
sexual harassment and recommend appropriate action.
During the Financial Year 2014-15, the Company received one complaint
on sexual harassment, which has been disposed off and appropriate
action taken. No complaints were pending.
VIGIL MECHANISM/ WHISTLE BLOWER POLICY:
The Company has adopted a Whistle Blower Policy to provide a formal
mechanism to the Directors and employees to report their concerns about
unethical behavior, actual or suspected fraud or violation of the
Company''s Code of Conduct or ethics policy. The Policy provides for
adequate safeguards against victimization of employees who avail of the
mechanism and also provides for direct access to the Chairman of the
Audit Committee. It is affirmed that no personnel of the Company has
been denied access to the Audit Committee. The Whistle Blower Policy
has been posted on the website of the Company www.tatacoffee.com
significant and material orders passed by the regulators OR COURTS:
There are no significant or material orders which were passed by the
Regulators or Courts or Tribunals which impact the going concern status
and the Company''s Operations in future.
KEY MANAGERIAL PERSONNEL:
In compliance with provisions of Section 203 of the Companies Act,
2013, during the Financial Year 2014-15, The Managing Director and CEO,
Executive Director Finance and CFO, Executive Director- ICD Operations
and the Company Secretary have been nominated as Key Managerial
(1) STATUTORY AUDITORS:
M/s. SNB Associates, Statutory Auditors of the Company hold office till
the conclusion of the ensuing Annual General Meeting. They have
confirmed their eligibility to the effect that their appointment, if
made, would be within the prescribed limit under the Act, and they are
eligible for appointment.
(2) COST AUDITORS:
Pursuant to Section 148 of the Companies Act, 2013 read with Companies
(Cost Records and Audit) Rules, 2014 as amended from time to time, your
Company has appointed M/s Rao, Murthy & Associates, Cost Accountants to
carry out Audit of Cost Records for the Financial Year 2015-16. As
required under the Companies Act, 2013, a resolution seeking members
approval for the remuneration payable to the Cost Auditor forms part of
the notice convening the Annual General Meeting.
(3) SECRETARIAL AUDITOR:
Pursuant to the provisions of Section 204 of the Companies Act, 2013
and the rules made there under, the Company had appointed Mr. Sudhir V.
Hulyalkar, Company Secretary in Practice (CP No. 6137) to undertake the
Secretarial Audit of the Company for the year ended 31st March, 2015.
The Secretarial Audit Report is annexed as Annexure C.
The Auditors'' Report and the Secretarial Audit Report for the Financial
Year ended 31st March, 2015 do not contain any qualification,
reservation, adverse remark or disclaimer.
PARTICULARS OF CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND
Foreign Exchange Earnings AND OUTGO:
The statement pursuant to Section 134 (3) (m) of the Companies Act,
2013 read with Rule 8(3) of the Companies (Accounts) Rules 2014 is
annexed as Annexure D.
PARTICULARS OF EMPLOYEES AND REMUNERATION:
Statement containing information as required under Section 197(12) of
the Companies Act, 2013, read with Rule 5 of the Companies (Appointment
and Remuneration of Managerial Personnel) rules, 2014, is annexed as
In terms of the first proviso to Section 136 of the Act, the Reports
and Accounts are being sent to the shareholders excluding the
information required under Rule 5(2) and (3) of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014. Any
shareholder interested in obtaining the same may write to the Company
Secretary at the Registered Office of the Company.
Pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of
the Companies (Management and Administration) Rules, 2014, the extract
of the Annual Return in Form MGT-9 is annexed herewith as Annexure F.
Dated: 15th May, 2015
On behalf of the Board
R. HARISH BHAT