Tata Global Beverage Directors Report, Tata Global Bev Reports by Directors
Tata Global Beverage
BSE: 500800|NSE: TATAGLOBAL|ISIN: INE192A01025|SECTOR: Plantations - Tea & Coffee
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Directors Report Year End : Mar '14    « Mar 13
The Directors are pleased to submit their fifty first report together
 with the audited statement of accounts for the year ended 31st March
 Your Company reported growth in revenues, and a significant increase in
 consolidated net Profit for the year ended 31st March 2014. Income from
 operations at Rs. 7,738 crores increased by 5% year-on-year, reflecting
 good performance in some key markets coupled with favourable foreign
 exchange translation impact.  Operating Profits at Rs 623 crores however
 declined from previous year attributable to higher spending on brands,
 increased costs to support scaling up in new ventures and market and
 competitive pressures in some regions. Group consolidated net Profit at
 Rs 481 crores registered 29 % increase over the previous year, the
 increase also reflecting the impact of higher exceptional income and
 improved performance in some associate companies.
 Your Company re-launched some of its key tea and coffee brands with new
 product variants and packaging supported by powerful marketing programs
 during the year, which have entailed significant marketing spend.
 In a few global markets, we also faced and responded appropriately to
 some challenging market conditions, particularly on account of
 commodity price trends in Coffee and significant competitor activity.
 In our newest category, water, we continue to witness very good growth
 of our offerings such as Himalayan, Tata Water Plus and Tata Gluco Plus
 through NourishCo, our JV with PepsiCo.
 Tata Starbucks Limited, the joint venture company with Starbucks made
 very good progress and has opened 43 stores as at 31st March 2014. Tata
 Starbucks as of date has presence in 6 cities – Mumbai, Delhi, Gurgaon,
 Bangalore, Pune and Chennai. The stores have been performing well and
 continue to see excellent consumer response.
 The Directors now present below the stand alone financial highlights for
                                                        Rs. in Crores
                                                  2013-14       2012-13
 Total revenue                                       2868          2439
 Profit before finance cost, depreciation,            468           351
 exceptional items and taxes
 Finance cost                                         (39)          (32)
 Depreciation                                         (16)          (16)
 Profit before exceptional items and taxes            413           303
 Exceptional items (net)                              172            18
 Profit before tax                                    585           321
 Provision for tax                                   (138)          (62)
 Profit after tax                                     447           259
 Add: surplus brought forward from 
 previous year                                        565           486
 Add: Transfer from debenture redemption 
 reserve                                               81             -
 Amount available for appropriation                  1093           745
 Proposed dividend                                   (139)         (133)
 Dividend distribution tax                             (8)          (21)
 Transfer to debenture redemption reserve             (81)             -
 Transfer to general reserve                          (45)           (26)
                                                     (273)          (180)
 Retained in Profit and loss account                  820            565
 The Directors are pleased to recommend for the approval of the
 shareholders a higher dividend of Rs. 2.25 per share on the paid-up
 equity share capital of the Company with respect to the financial year
 2013-14. The total outgo on account of dividend, inclusive of taxes,
 for 2013-14 is Rs. 147 crores which represents a pay-out of 33% of the
 Company''s stand alone Profits.
 (i) a.  As required under the listing agreement with the stock
 exchanges the audited consolidated financial statements of the Company
 incorporating all its subsidiary and associate companies prepared in
 accordance with applicable Accounting Standards are attached.
 b.  The Ministry of Corporate Affairs has by its notification dated 8th
 February 2011 granted a general exemption to companies, as per which,
 the provisions of Section 212 of the Companies Act 1956 shall not apply
 in relation to subsidiaries, subject to the fulfilment of certain
 conditions. Accordingly the consolidated financial statements of the
 holding company and all subsidiaries duly audited by its statutory
 auditors have been presented and the individual accounts of each of the
 subsidiary companies have not been attached.
 c.  Any shareholder may either ask for a copy or inspect at the
 registered office, a copy of the audited accounts of the subsidiary
 companies (where required to be prepared).
 (ii) Tata Coffee Limited, your
 Company''s subsidiary, recorded a turnover of Rs. 651 crores in 2013-14,
 a growth of 9% over the previous year. Profit after tax at Rs 107 crores
 for 2013- 14 is the highest recorded so far in the company. Tata Coffee
 is committed to growth through quality and continues to participate in
 domestic and International forums to popularize the company''s Coffee. In
 the year under review, Tata Coffee won awards as the best exporter of
 Coffee to the Far East, Russia and CIS Countries, USA and Canada at the
 Indian Coffee Export Awards.  The R&G unit at Kushalnagar has bagged the
 best Roaster Award in the IICF held in the current calendar year. The
 Valparai, Nullore, Mylemoney, Gorgolly, Margolly and Gubgul estates of
 the company have been adjudged as the best for their Arabica and
 Robusta Coffee. During the year under review, Tata Coffee exported 5,237
 MT of Coffee against 4,831 MT in the previous year. Tata Coffee continues
 to focus on growth through differentiated and premium Coffee. The
 Company''s expanded capacity for instant Coffee came on stream during the
 financial year.
 The Directors of Tata Coffee Limited have recommended a higher dividend
 of Rs. 13 per share for the year 2013-14.
 (iii) The Eight O''clock Coffee (EOC) brand performed well in USA, with
 good consumer demand delivering growth in the pod format. However the
 total income of Eight O''clock Coffee Inc. USA, a subsidiary of
 Consolidated Coffee Inc. (CCI), in turn a subsidiary of Tata Coffee,
 recorded a lower total income of Rs. 1,026 crores in 2013-14 against
 Rs. 1,099 crores in the previous year, under Indian GAAP, attributable
 to shift in consumer preference towards pods, higher competitive
 activity and the fact that the company records only the royalty income
 on sale of pods. During the year, to revitalize the EOC brand, the
 company invested in a brand re-launch, with new packaging graphics, new
 blends and a television advertising campaign.
 CCI, during the year, divested its stake in a US based functional
 beverage company, on account of changed market conditions, its
 performance and significant future funding requirements.
 (iv) Tata Tea Extractions, Inc. (TTEI) , the Company''s wholly-owned
 subsidiary in the USA, which supplies customer specific instant tea
 products reported net earnings of $ 3.3 million in 2013-14 against $
 2.1 million in the prior year. The operations of TTEI were re-certified
 under the Global Food Safety Initiatives for food safety compliance as
 per BRC (British Retail Consortium) standards. The USFDA had also
 conducted a surprise audit of the facility during the year and approved
 it for food safety compliance.
 (v) Mount Everest Mineral Water
 Limited (MEMW), recorded higher revenue from operations of Rs. 26
 crores during 2013-14 against Rs. 22 crores in the previous year,
 driven largely by marginally higher volumes, better realisation and
 higher service income. In an inflationary environment, MEMW was able to
 manage its costs which helped in the company reporting a Profit of Rs
 2.4 crores for the year as compared to a Profit of Rs. 0.5 crores in the
 previous year. The JV between Starbucks and your Company have opened up
 significant volume opportunities for the brand, Himalayan, as an
 exciting new alternate channel not only in India but also in other
 advanced markets across the globe. This also enabled Himalayan to be
 the only brand of water to be served/poured at all Tata Starbucks
 outlets in India. The first international foray with Starbucks
 Singapore, has ensured that Himalayan Water is now available across
 major Starbucks outlets in Singapore. The Company''s partnership with a
 leading business house in Singapore has also opened up the presence of
 Himalayan across major retail chains in Singapore.
 (vi) The consolidated Income from operations and Profits of Tata Global
 Beverages Group Limited, UK, under Indian GAAP, which substantially
 reffects the financial performance of the Tetley business and other
 international brands, for the year 2013-14 at Rs 3,459 crores was fat
 as compared to the previous year.  Whilst the rupee depreciation had a
 favourable impact, trading in Tata Gluco Plus to meet consumer needs.
 Tata Starbucks Limited reported strong growth as it continued to
 increase the number of outlets. It currently operates in Mumbai, Pune,
 Bangalore, Delhi, Gurgaon and Chennai.
 Your Directors at their meeting held on November 12, 2013 approved the
 amalgamation of MEMW with the Company under a Scheme of Amalgamation
 under Sections 391 to 394 and other applicable provisions of the
 Companies Act, 1956. The Scheme is subject to and would become effective
 on receipt of all requisite approvals. As per the directions of the
 Hon''ble High Court at Calcutta, a meeting of the shareholders of the
 Company was held on 4th June 2014, wherein the shareholders have
 approved with requisite majority, the Scheme of Amalgamation of MEMW
 with the Company with effect from the Appointed date, viz, 1st April
 2013. Additionally, as required under Clause 5.16 of the Securities and
 Exchange Board of India Circular CIR/ CFD/DIL/5/2013 dated 4th February
 2013 and Circular CIR/CFD/DIL/8/2013 dated 21st May 2013, approval to
 the said Scheme of Amalgamation was also accorded by the majority of
 the public shareholders by way of postal ballot/e-voting. The Company
 has since filed the consequential petition for sanction of the Scheme by
 the Hon''ble High Court at Calcutta. The same is pending.
 Your Directors are pleased to report that, subsequent to the end of the
 financial year, an overseas subsidiary of your Company, completed the
 acquisition of Earth Rules Pty Limited, Australia. Earth Rules, which
 operates under the brand name ''MAP'' is engaged in Coffee business, with
 presence in the R&G Coffee and Coffee in Pods (single service portions)
 segments in Australia. The investment is in line with the Company''s
 strategic vision of growing its presence in Australia, and it also
 helps Tata Global Beverages to expand its portfolio in Australia to
 include high growth single serve Coffee business.
 9.  REVIEW OF ACTIVITIES A. The Tea Industry
 India''s tea output stood at 1,200 million kgs in 2013 up 73.72 million
 kgs or 7% over previous year. Over 96% of the additional crop was
 produced in North India.  Export volumes for 2013 stood at 211.86
 million kgs, marginally up on 2012 by 3.63 million kgs.  Despite the
 additional crop and therefore domestic retention, prices in 2013 were
 higher than the previous year. The orthodox variety in the North saw
 higher levels within the mix mostly due to an increasingly easier trade
 and demand from Iran. In the South, unexpected weather and uneven
 overall crop caused temporary crop deficits and significant volatility in
 prices.  Adverse weather during the first flush in North India has
 resulted in a dearer market. We expect this strength to continue up
 until the peak quality second flush period post which higher crops and
 spot supply will allow overall prices to ease.
 B. Domestic Branded Tea Operations
 Your Company''s marketing and promotional strategy and launching of new
 products resulted in volume and market share growth over the previous
 year. Your Company took several initiatives which helped growth across
 brands and enables going into the next year with a strong momentum. All
 the national brands performed very well and Tata Tea Premium, Agni and
 Tetley Green Tea saw good growth. The regional brands also performed
 very well with a modest growth over last year, mainly due to restage of
 Chakra Gold and Kanan Devan brands and price increases across products
 even as competition held on to its prices.  Tata Global Beverages
 continued in maintaining its volume and value leadership position in
 The Tata Tea Jaago Re campaign has, over the years, become synonymous
 with ''Awakening'' by addressing serious issues like voting, corruption
 and positivity. During 2013-14, the focus has been on gender bias
 against women through the launch of our ''Bade Badlaav Ki Liye Choti
 Shuruaat'' campaign.  A TV ad film was launched on Women''s Day this year
 featuring Bollywood star Shahrukh Khan.  The advertisement appeals to
 each one to do their Choti Shuruaat” - small yet powerful acts
 inspired by simply changing one''s mindset. Further to take the thought
 forward, a new campaign, ''Power of 49'' was launched aiming to encourage
 women to exercise their right to vote at the next general elections.
 The ''Power of 49'' campaign, aims to make it one of India''s largest
 women-centric awareness campaigns in recent times with intent to reach
 out to 100 million women. Power of 49, a Jaago Re initiative for women,
 was launched in August 2013 with an objective to awaken women, who form
 49% of India''s voter base, inspiring them to cast an informed and
 independent vote and exercise the power they have to make or break a
 government in the forthcoming election. The campaign was conceptualised
 from the insight that women constitute 49% of the voter base in India
 but often do not get their due as they are not seen as a determining
 factor in elections.
 Your Company has large presence in rural India through Gaon Chalo, its
 innovative rural distribution model. This model was initiated in
 2005-06 in Uttar Pradesh and is today spread across 18 states through a
 strong network of NGOs. Gaon Chalo is a non- traditional business model
 that is Profitable and growing at a very fast pace. The model generates
 rural opportunities for youth and provides a platform to further the
 Company''s CSR and Affirmative Action initiatives.
 C. International Branded Operations
 In the international branded operations, whilst there has been growth
 in some markets, the trading environment generally remained challenging
 largely driven by intense retailer activity, competitor pressures and
 market decline in some categories driven by consumer preferences.  We
 have been proactive in addressing these challenges through innovation,
 restructuring of businesses and brand re-launches.
 The group performed well in markets like Canada, France, Australia,
 Africa and Middle East.  To address changing consumer preferences, the
 group focussed on growth segments like speciality tea and single serve
 pod formats.
 While black tea in the UK is declining, other categories like premium
 tea and speciality teas are seeing good growth. The group continues to
 focus on improving its brand strength and take share in the growing
 segments. Tetley Black tea bags and Tetley Green tea continue to be
 number two in their respective categories in UK, whereas Tetley Redbush
 is a category leader.
 The Canadian business had a good year with strong sales and
 Profitability. Australia had a good year recording sales growth over the
 prior year. Both these markets saw new product variants being launched
 during the year under consideration.
 In the US, Coffee sales volumes in traditional formats were lower than
 the prior year mainly driven by growth in consumer preference for Coffee
 in pods (single serve formats) and also due to competitive intensity in
 that market. We are present in the single serve format category through
 EOC K-cups, which recorded strong sales. Both Eight O clock and Grand
 brands were re-launched during the year with new packaging.
 The company continues to focus on category expansion and on improving
 brand recognition and loyalty for its portfolio of brands
 D. Tea Extractions
 The Instant Tea Division''s Sales turnover and Profitability improved
 compared to previous year, mainly on account of favourable foreign
 exchange and increased production volume.  Exports of Instant tea were
 made largely to US, Europe and Far Eastern Countries.
 The Instant Tea Operations achieved the following noteworthy
 milestones, which will greatly enhance their reach and sustenance of
 the business in the ever challenging global market:
 Ł FSSC 22000 Certification under the Global Food Safety Initiatives, a
 globally recognised food safety standard
 - Recipient of a globally recognised Ethical Tea Partnership (ETP)
 standard certification
 - Recipient of the prestigious Kerala State Pollution Control Board
 Award for environment protection & sustainability Zhejiang Tata Tea
 Extraction Company Limited, China which is a subsidiary of your
 company, is a Joint Venture with Zhejiang Tea Group Company Limited,
 China. The JV was set up for the manufacture and marketing of Instant
 tea, tea polyphenol and tea concentrates. The company commenced its
 production of green instant tea products after initial delays and has
 now commenced exports to USA. The company is conducting further trials
 to produce tea polyphenols under a new technology and improve efciency
 factors. It is also addressing marketing challenges to enter new
 E.  Exports
 The FOB value of exports during 2013-14 was Rs. 172 crores, against Rs.
 152 crores in the previous year. The tea bag unit at Kochi performed
 well and exported its products to several markets during the year. The
 division launched new format of tea bags for the Australian market.
 The Instant Tea unit performed well and is strengthening its marketing
 effort by undertaking new customer contacts, identifying sales channel
 partners and participation in international fairs with a view to meet
 new customers and understand industry trends.
 F.  Plantation Operations
 The crop production in 2013-14 at our Pullivasal and Periakanal estates
 at 20.73 lakh kgs was in line with the previous year crop.  The
 productivity achieved by the two estates to end March 2014 was 51.23
 Kgs against 47.44 kg achieved for the same period in the previous
 G. Community Development, Employees'' Welfare and Environment
 Transforming communities through proactive interventions has been an
 integral part of Tata Group long before Corporate Social Responsibility
 became a buzz phrase. Across Tata Global Beverages, we have nurtured
 and encouraged our businesses to proactively engage with the community
 and champion causes which are real and relevant. Tata Global Beverages
 undertakes an extremely strategic and well-thought-out exercise to
 understand the issues faced and the requirements of disadvantaged
 communities near our operations and take on projects to improve their
 socio-economic status. The community initiatives are being pursued
 through the General Hospital, Srishti complex and the High Range
 School, all based at Munnar in Kerala.
 The General Hospital continued to provide quality healthcare which
 includes free treatment to the Muthavan tribal community.  Srishti
 focuses on enhancing the hidden talents of differently abled children
 most of whom are the families of local tea pickers of Munnar. The High
 Range School continues to actively pursue enhancement of academics in
 the communities around our geographies of operation. Our continuous
 efforts have borne fruit, and the education style at our High Range
 School is now recognised as a benchmark in holistic education, at the
 Group level.
 Your Company is committed to its Affirmative Action (AA) initiatives
 which seek to directly conduct or support initiatives to ensure an
 equal footing for socially and economically disadvantaged sections in
 the country at large, and specifically the Scheduled Caste and Scheduled
 Tribe communities. Towards this, your Company''s efforts on 4E''s
 (Employment, Employability, Entrepreneurship and Education) are
 directed at addressing the national cause of ensuring equal
 opportunities to the historically disadvantaged. Tata Global Beverages
 ensures prime focus on enhancing health and education across the nation
 especially across our geographies. AA initiatives in India are driven
 primarily from Munnar and Bangalore.
 In pursuance of its Sustainability initiatives, your Group has
 identified five strong pillars of sustainability for the future - climate
 change, water management, sustainable packaging, ethical supply chain
 and community work. Following a review of the TGB sustainability
 agenda, the strategic objective for sustainability has been revised and
 updated as follows: integrating sustainability into our business,
 innovation processes, products and brands. The focus will be on
 establishing Global Key Performance Indicators (KPIs) and their
 deployment across the organisation building it into the DNA of your
 Your subsidiary, Tata Coffee, has always been committed to serving the
 communities where it operates. In this spirit, the company is actively
 engaging with the local community in Jayamangalam village located near
 the Theni plant. Initiatives like ''Self-Help Group'' and ''Girl Child
 Nutrition'' projects are aimed at enabling a better quality of life for
 women and girl children.
 During the year under review, industrial relations remained generally
 peaceful at all our offices and establishments.
 The HR priorities for the year 2014-15 were finalised as a part of the
 global HR budgeting process. The priorities included the institution of
 a global reward & recognition framework and focus on individual,
 regional, functional and global recognition systems. Your Company has
 improved its performance management process with focused training
 workshops for ''people managers''. A revised 360 degree feedback process
 is planned for the leadership level this year for improving leadership
 A detailed report on Corporate Governance is separately attached
 together with a report on Management Discussion and Analysis (MDA). The
 MDA also covers the consolidated operations and reflects the global
 nature of our business.
 Vide its Circular dated August 13, 2012, Securities and Exchange Board
 of India (SEBI) mandated the inclusion of Business Responsibility
 Report (BRR) as a part of the Annual Report for top 100 listed entities
 based on their market capitalisation on BSE Limited and National Stock
 Exchange of India Limited, as on March 31, 2012. Pursuant to the above,
 the Stock Exchanges amended the listing agreement by inclusion of
 Clause 55 providing a suggested framework of a BRR, describing
 initiatives taken by the company from an environmental, social and
 governance perspective. The Company''s BRR is hosted on its website www. Any shareholder interested in obtaining a
 physical copy of the same may write to the Company Secretary at the
 Registered Office of the Company.
 Progress has been made in implementing suggestions made by the
 Assessment team in the last assessment. The application for external
 assessment for 2014 has been submitted in June 2014.
 Pursuant to the requirement of Section 217 (2AA) of the Companies Act,
 1956 (''the Act'') and based on the representations received from the
 operating management, the Directors hereby confirm that:
 i) In the preparation of the Annual Accounts for 2013-14, the
 applicable Accounting Standards have been followed and there are no
 material departures.
 ii) They have 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 the financial year.
 iii) They 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, 1956.
 They confirm that there are adequate systems and controls for
 safeguarding the assets of the Company and for preventing and detecting
 fraud and other irregularities.
 iv) They have prepared the Annual Accounts on a going concern basis.
 During the year 2013-14, Mr. R K Krishna Kumar, Mr. U M Rao and Mr. F K
 Kavarana stepped down as Directors from the Board of your Company upon
 reaching the retirement age in keeping with the Tata Group Guidelines
 on retirement of directors. The Board places on record its deep
 appreciation to Mr. R K Krishna Kumar, Mr. U M Rao and Mr. F. K.
 Kavarana for the excellent contributions made by them as Directors.
 Mr. J S Bilimoria ceased to be a director consequent to his sad and
 untimely demise on 3rd May 2013.
 As reported last year, Mr. L Krishnakumar was appointed as an
 additional director and as Executive Director by your Board with effect
 from 1st April 2013.
 Mr. S Santhanakrishnan and Mrs. Ireena Vittal joined the Board as
 additional directors with effect from 28th May 2013 and 22nd October
 2013 respectively.
 Mr. Cyrus P Mistry retires by rotation at the forthcoming Annual
 General Meeting and being eligible, offers himself for re-election.
 As per Section 149(4) of the Companies Act, 2013, the independent
 directors of the Company are being appointed to hold office as
 independent directors for a period of five years with effect from 26th
 August 2014. Brief particulars and expertise of these directors and
 their other directorships and committee memberships have been given in
 the annexure to the Notice of the Annual General Meeting in accordance
 with the requirements of listing agreement with Stock Exchanges.
 The Members are requested to appoint the Auditors and fix their
 remuneration. Messrs. Lovelock and Lewes, the retiring Auditors have
 furnished certificate of their eligibility for re-appointment as
 required under the Companies Act, 2013.
 The Central Government has approved the appointment of M/s. Shome and
 Banerjee, 5A Nurulla Doctor Lane, 2nd Floor, Kolkata - 700 017 as cost
 auditors for the Company for conducting cost audit for the financial
 year 2013-14. The due date for fling the Cost Audit Report for the
 financial year ended 31st March 2013 was 30th September 2013 and the
 Cost Audit Report was filed by the Cost Auditors on 10th September 2013.
 Information as required under Section 217(2A) of the Companies Act,
 1956 read with the Companies (Particulars of Employees) Rules, 1975, as
 amended, forms part of this report. However as per the provisions of
 Section 219(1) (b) (iv) of the Companies Act,1956, the report and
 accounts are being sent excluding the statement containing the
 particulars to be provided under Section 217(2A) of the Companies Act
 1956. Any member interested in obtaining such particulars may write to
 the Company Secretary for a copy thereof
 A statement giving details of conservation of energy, technology
 absorption, foreign exchange earnings and outgo in accordance with
 Companies (Disclosure of Particulars in the Report of Board of
 Directors) Rules, 1988 is annexed to this report.
 The Directors are sure that the shareholders would like to join them in
 conveying their appreciation to all employees of the Company for their
 sincere and dedicated services during 2013-14.
                                  On behalf of the Board of Directors
 Mumbai,                          (CYRUS P MISTRY)
 16th July, 2014                  Chairman
Source : Dion Global Solutions Limited
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