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Tata Motors
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Download Annual Report PDF Format 2013 | 2012 | 2011 | 2010
Directors Report Year End : Mar '13    Mar 12
The Directors present their Sixty-Eighth Annual Report and the Audited
 Statement of Accounts for FY 2012-13.
 
 FINANCIAL PERFORMANCE SUMMARY
 
                                                      (Rs. in crores) 
 
                                Company Tata          Motors Group
                               (Standalone)          (Consolidated)
 
                        FY 2012-13   FY 2011-12   FY 2012-13   FY 2011-12
 
 FINANCIAL RESULTS
 
 Gross revenue           49,319.73    59,220.94   193,583.95   170,677.58
 
 Net revenue 
 (excluding excise 
 duty)                   44,765.72    54,306.56   188,817.63   165,654.49
 
 Total expenditure       42,621.98    49,894.76   162,248.74   141,954.02
 
 Operating profit         2,143.74     4,411.80    26,568.89    23,700.47
 
 Other income             2,088.20       574.08       811.53       661.77
 
 Profit before 
 interest, 
 depreciation, 
 amortization, 
 exceptional item 
 and tax                  4,231.94     4,985.88    27,380.42    24,362.24
 
 Finance cost             1,387.76     1,218.62     3,553.34     2,982.22
 
 Cash profit              2,844.18     3,767.26    23,827.08    21,380.02
 
 Depreciation, 
 amortization and 
 product development 
 / engineering
 expenses                 2,243.38     1,840.99     9,590.89     7,014.61
 
 Profit for the year
 before exceptional 
 items and tax              600.80     1,926.27    14,236.19    14,365.41
 
 Exceptional items
 - loss (net)               425.87       585.24       602.71       831.54
 
 Profit before tax          174.93     1,341.03    13,633.48    13,533.87
 
 Tax expense/(credit)      (126.88)       98.80     3,770.99       (40.04)
 
 Profit after tax           301.81     1,242.23     9,862.49    13,573.91
 
 Share of minority 
 interest and share 
 of profit of 
 associates (net)                -            -        30.12       (57.41)
 
 Profit for the year        301.81     1,242.23     9,892.61    13,516.50 
 
 APPROPRIATIONS
 
 Profit for the year        301.81     1,242.23     9,892.61    13,516.50
 
 Balance brought 
 forward from 
 previous year            1,663.91     2,078.92    18,195.96     6,461.49
 
 Amount available for 
 appropriations           1,965.72     3,321.15    28,088.57    19,977.99 
 
 Less: appropriations /
  (transfer from)
 
 Debenture Redemption 
 Reserve                   (130.00)       70.00      (130.00)       70.00
 
 General Reserve             30.18       125.00        59.48       158.03
 
 Other Reserves                  -            -        63.14        65.38
 
 Dividend (including 
 dividend distribution 
 tax)                       722.75     1,462.24       756.14     1,488.62
 
 Balance carried to 
 Balance Sheet            1,342.79     1,663.91    27,339.81    18,195.96
 
 DIVIDEND
 
 Considering the Companys financial performance, the Directors
 recommended a dividend of Rs.2/- per share (100%) on the capital of
 2,719,945,846 Ordinary Shares of Rs.2/- each [previous year: Rs.4/- per
 share (200%) of face value of Rs.2/- each] and Rs.2.10 per share (105%)
 on 481,959,620 A Ordinary Shares of Rs.2/- each [previous year:
 Rs.4.10 per share (205%) of face value of Rs.2/- each] fully paid-up
 and any further Ordinary Shares and/or A Ordinary Shares that may be
 allotted by the Company prior to August 1, 2013 (being the book closure
 date for the purpose of the said dividend entitlement) and will be paid
 on or after August 23, 2013. Based on the current paid- up capital, the
 said dividend, if approved by the Members, would involve a cash outflow
 of Rs.724 crores (previous year: Rs.1,464 crores) including dividend
 distribution tax, resulting in a payout of 240% (previous year: 118%)
 of the standalone profits for FY 2012-13 and 7% (previous year: 11%) of
 the consolidated profits of the Company.
 
 OPERATING RESULTS AND PROFITS
 
 FY 2012-13 was a challenging year for the economy - both globally and
 in India. The world economy grew by a mere 3.1% in 2012 as compared to
 3.9% in the previous year. The domestic situation in India was
 influenced by these global trends and the ripple effect of a global
 slowdown was felt. After years of strong positive growth, the Indian
 economy slowed down to a GDP of 5% from 6.5% in the previous year.
 
 The Tata Motors Group recorded a 13.4% growth in gross turnover from
 Rs.170,678 crores in the previous year to Rs.193,584 crores in FY
 2012-13. This is the highest turnover recorded by the Group. The
 consolidated revenues (net of excise) for FY 2012-13 of Rs.188,818
 crores grew by 14% over last year on the back of strong growth in
 volumes across products and markets at Jaguar Land Rover. The
 consolidated EBITDA margins for FY 2012-13 stood at 14.1%.
 Consequently, Profit Before Tax and Profit After Tax were Rs.13,633
 crores and Rs.9,893 crores, respectively.
 
 Tata Motors Limited recorded a gross turnover of Rs.49,320 crores,
 16.7% lower from Rs.59,221 crores in the previous year. Weak macro
 economic factors leading to a continued slow-down in the Medium and
 Heavy Commercial Vehicles (M&HCV), stiff competition, mainly in
 Passenger Vehicles business, severely affected the standalone
 operations and profitability. Additionally, the need to increase
 marketing expenses to protect and grow market share has resulted in
 EBITDA margins reducing from 8.1% to 4.8% for FY 2012-13.  The
 reduction of profits from operations was offset by dividend from
 subsidiary companies of Rs.1,584 crores (including dividend from JLR)
 as compared to Rs.114 crores for the previous year. The Profit Before
 Tax and Profit After Tax for the FY 2012- 13 were lower at Rs.175
 crores and Rs.302 crores, respectvely, as compared to Rs.1,341 crores
 and Rs.1,242 crores in the previous year, respectively.
 
 Jaguar Land Rover recorded a turnover of GB 15,784 million, a growth
 of 17% from GB 13,512 million in the previous year.  Volume growth
 was driven not only by a full year of the Range Rover Evoque, but also
 by increasing sales of existing models.  EBITDA growth also benefitted
 from a favourable market mix, operating exchange rates due to the
 strengthening US$ against the GB and the Euro. Further, cost
 efficiency improvements in material costs and manufacturing costs
 supported by increased production volume levels also attributed to
 improved results of operations. These resulted in a higher EBITDA and
 Profit Before Tax of GB 2,402 million and GB 1,675 million,
 respectively, as compared to GB 2,027 million and GB 1,507 million,
 respectively in the previous year. The effective tax rate was higher
 than the previous year, since last year it benefitted from recognition
 of previously unrecognised tax losses in the last year. The Profit
 After Tax for FY 2012-13 stood at GB 1,215 million as compared to
 GB 1,481 million last year (Jaguar Land Rovers figures as per IFRS).
 
 Tata Motors Finance Limited, the Companys captive financing
 subsidiary, registered total revenue of Rs.2,890 crores higher by 43%
 in the previous year and reported a Profit After Tax of Rs.309 crores
 in FY 2012-13 (previous year: Rs.240 crores). Tata Motors Finance
 Limited proposed a dividend of 7% per equity share for FY 2012-13.
 
 Tata Daewoo Commercial Vehicle Company Limited, South Korea registered
 revenues of KRW 823.9 billion (Rs.4,017 crores), a growth of 8% over
 the previous year. However, the positive impact of higher volumes and
 various cost control initiatives were negated by a provision of KRW
 18.9 billion (Rs.92 crores) on account of a Court verdict in an
 ordinary wage suit filed by its Union employees resulting in a loss of
 KRW 9.2 billion (Rs.45 crores) (previous year: profit of Rs.8.74
 crores).
 
 VEHICLE SALES AND MARKET SHARES
 
 The Tata Motors Group sales for the year stood at 11,91,968 vehicles,
 lower by 6% as compared to the previous year. Global sales of all
 Commercial Vehicles were 593,897 vehicles, while sales of Passenger
 Vehicles were at 598,071 vehicles.
 
 TATA MOTORS
 
 The Company recorded sales of 765,557 vehicles, a decline of 11% over
 last year. Industry growth during the year was also muted at 1.1%,
 resulting in the Companys market share decreasing to 22% in the Indian
 automotive industry from 25.1% in the previous year.  The Company
 exported 50,938 vehicles during the year, lower by 19%, as compared to
 the previous year.
 
 Commercial Vehicles
 
 Within the domestic market, the Company continued to strengthen its
 presence in Commercial Vehicles, with sales of 5,36,232 vehicles, an
 all time high for the Company, growing 1.1% from the previous year. T
 his represented a market leadership share of 59.5% in the domestic CV
 market which was mainly supported by steep growth in the LCV segment.
 
 Some of the highlights for the year were:
 
 - Sales in the LCV segment continued to drive performance, growing by
 a 21.8% during the year to 3,93,468 vehicles. Market share in the LCV
 segment expanded by 200 basis points registering a 62.2% market share
 in FY 2012-13. The Company has grown and consolidated its position in
 the LCV segment, leading to expansion of the market share, especially
 in the Ace Segment. Sales of the Tata ACE reached highest ever at over
 3,25,000 during FY 2012-13. The Tata Ace family crossed 10,00,000 sales
 since its launch. During this year, the Company launched Tata Xenon,
 a stylish and rugged pick-up, offering both single cab and dual cab
 versions, with best in class looks, operating economies and fuel
 efficiency
 
 - Slowdown in economic activity, sluggish infrastructure spending and
 weak macro outlook coupled with higher operating costs for transport
 operators, adversely impacted demand in the M&HCV industry. The M&HCV
 segment which is the harbinger for growth in the economy de-grew by
 23.3% in the year. The Companys sales in the M&HCVs segment were
 1,42,764 vehicles. The depressed market scenario combined with new
 player entry resulted in very high competitive intensity. Several new
 products and variants across the traditional, Prima and Construck range
 focusing on best in class performance, reliability and fuel
 efficiency, were introduced.
 
 - The year also marked the roll-out of the two millionth truck from
 the Companys manufacturing facility at Jamshedpur. The plant
 manufactures the Companys entire range of M&HCV trucks, including the
 Tata Prima, both for civilian and defence applications. Many first of
 its class heavy trucks designed and built specifically to offer best in
 class performance, reliability and fuel efficiency were introduced viz
 - Tata LPT 3723 - the first 5 axle rigid truck in the country in the 10
 x 4 configuration, the Tata Prima 3138.K Tipper, the Tata Prima 4938.S
 tractor and the Tata Prima 230 HP - LX range consisting of Tata Prima
 LX 4923.S, Tata Prima LX4023.S and Tata LPK 3118 tipper. Launches of
 buses such as MCV buses for intercity (AC - 45 Seater) and staff
 transportation (Non AC - 41 Seater), LP/ LPO Starbus Ultra with best in
 class features and fuel efficiency tailored to suit Indian conditions
 with highest capacity school bus in ICV platform in India (56 seats).
 
 In January 2013, Tata Motors became the first company in India to
 introduce warranty period of four years on heavy trucks. The Company
 also introduced a Telematics and Fleet Management Service, branded
 Tata FleetMan an intelligent vehicle and driver management solution.
 
 Passenger Vehicles
 
 The domestic passenger car industry was affected mainly by weak
 sentiments, high cost of ownership, high interest rates, fuel prices
 and reduction in discretionary spends. Overall growth in Domestic
 Passenger vehicle industry was flat in FY 2012-13, within which Utility
 Vehicles recorded a robust growth of 51.5% on the back of new launches
 catering not only to the traditional rugged SUV customers but also to
 the customer preferring the more car-like soft roader utility vehicles
 and cars segment de-grew by 6.9%.
 
 During the year, the Companys Passenger Vehicles sales were lower by
 31.1% at 2,29,325 vehicles, registering an 8.9% market share. The
 Company sold 1,80,520 cars and 48,805 utility vehicles and vans, lower
 by 34.6% and 14.4% respectively, over the previous year. The Companys
 sales in the mid-size segment suffered as competitive activity
 intensified with multiple new launches in this segment. The Company has
 taken various initiatives to improve its product refreshes/launch
 programmes, operational efficiency, dealer effectiveness, working
 capital management and restructuring customer facing functions.
 
 The Company sold 2,294 vehicles of Jaguar Land Rover brands during FY
 2012-13. Network for these brands continued to grow with 17 operational
 outlets across 15 cities in the Country by the year end. The plant in
 Pune expanded its capacity and commenced operations to roll out locally
 built Jaguar XF in India from November 2012.
 
 Some of the highlights of this years performance were:
 
 - Launches of the Vista D90; and refreshed Tata Indica eV2, the most
 efficient car in its class with a mileage of 25 kmpl, with new
 exteriors and additional convenience features.
 
 - Launched the Manza Club Class with first in class features like
 6.5 infotainment screen with voice enabled GPS guidance system,
 infinity roof, premium Italian leather seating system and plush
 interiors.
 
 - Launched the Tata Safari Storme with new interiors and improved
 performance - disc brake on all wheel and projector lens head lamp -
 first time in its class and Tata Aria Pure LX - a new variant with a
 bouquet of features, at a stunning price.
 
 - Launched the Nano MY13 with features like music system with
 Bluetooth/USB, glove box, refreshed interiors, etc., in an array of
 colours.
 
 The above launches of the Nano MY13, Manza, Vista D90 and the Safari
 Storme were in-line with the Companys objective of taking the brand to
 a higher level, while making it relevant for the younger buyer.
 
 - Showcased the Vista Extreme, a concept that combines the package
 efficiency of a hatch with the usability of the modern urban Utility
 Vehicle.
 
 - The Company continued to focus on building brand strengths,
 refreshing the products and enhancing sales and service experience. The
 Company also introduced a new look, stylish, tech savvy best in class
 flagship Passenger Vehicle showrooms, for superior customer experience
 at pilot dealership in Mumbai and Delhi and this initiative will now be
 replicated to other setups across the country.
 
 A new leadership team in the Passenger Vehicle business was in place
 towards the latter half of the year with rich experience not only from
 the automotive but from other sectors as well. The Company is working
 on a customer-centric strategy for providing the best customer
 experience with focus on products, world class manufacturing practices,
 purchase experience and consistent quality of services. As a precursor
 to future launches, the Company would be shortly unveiling improved and
 enhanced vehicles across its key brands.
 
 Exports
 
 For Tata Motors, traditionally strong markets in South Asia such as
 Bangladesh and Sri Lanka also were affected by internal conflict,
 political unrest and regulatory changes. As a result, export sales of
 the Company de-grew by 19.3% to 50,938 vehicles. With a view to expand
 its International Business, the Company re-entered the market of Saudi
 Arabia to re-establish its business in the Kingdom and launched its
 brand at the Jakarta Auto Show to address the Indonesian market - a key
 growth market. The Company introduced a host of new products on
 existing and new platforms in existing and new markets and showcased
 its vehicles in major auto shows in strategically important markets.
 
 The Company continued to outperform competition in terms of exports of
 Commercial Vehicles and enjoyed a total exports share of 57% in FY
 2012-13, exporting 44,109 Commercial Vehicles.  The Company exported
 6,829 Passenger Vehicles. Aria witnessed growth in shipments led by a
 strong push into European markets.  Indica grew due to strong fleet and
 entry level customer demand and Manza grew albeit over a low base, in
 South Africa. Other UVs - Safari, Sumo and Grande, showed growth led by
 the revival of demand in Nepal and Sub-Saharan Africa. Nano and Indigo
 were the only significant under-performers due to economic and
 political upheavals in key markets - Sri Lanka and Nigeria.
 
 Some of the highlights of this years performance were:
 
 - Inaugurated its first 3S (Sales, Service and Spares) setup in
 Yangon, Myanmar.
 
 - Won a tender for supplying 449 vehicles to Kuwait Municipality,
 Prestigious order for supply of 715 Xenons from the US Army.
 
 - Started Driver Training School in Bangladesh and Mechanic Training
 Centre in South Africa and Kenya.
 
 JAGUAR LAND ROVER
 
 Jaguar Land Rover has had a successful year of continued growth in all
 markets, despite uncertain trading conditions globally.  Jaguar Land
 Rover sold 372,062 vehicles in FY 2012-13, an increase of 18.3% over
 the previous year. At the brand level, wholesale volumes were 57,812
 vehicles for Jaguar and 314,250 vehicles for Land Rover, growing 7% and
 20.7%, over the previous year, respectively. All market regions have
 grown, led by China where retail sales at 77,075 vehicles were up by
 48% over previous year.  Retail volumes in Europe were 80,994 vehicles,
 18% increase over the previous year. UK retail volumes were 72,270
 vehicles, a 20% increase, whilst the North American retail volumes were
 62,959 vehicles, an increase of 9% over the previous year. Retail sales
 for the Asia Pacific region at 17,849 vehicles, were higher by 27% and
 for the rest of the world were 19% higher at 63,489 vehicles over the
 previous year.
 
 Jaguar Land Rover has a multifaceted strategy to position itself as a
 leading manufacturer of premium vehicles offering high-quality products
 tailored to specific markets. T he companys success is tied to its
 investment in product development and market expansion which drives the
 strategic focus on product design and quality.
 
 Jaguar Land Rover operates three major production facilities and two
 advanced design and engineering facilities all in the United Kingdom.
 Jaguar Land Rover markets products in 178 countries, through a global
 network of 17 national sales companies (NSCs), 85 importers, 62 export
 partners and 2,485 franchise sales dealers, of which 689 are joint
 Jaguar and Land Rover dealers.
 
 With the objective of increasing its marketing and dealer networks in
 emerging markets, Jaguar Land Rover established a National Sales
 company in China in 2010 to expand its presence and has plans to
 increase its network of dealers in China. Similar plans of increasing
 its dealer network are also underway in India.  Jaguar Land Rover also
 aims to establish new manufacturing facilities, assembly points and
 suppliers in select markets. T he joint venture with Chery Automobiles,
 China as also an established manufacturing operation for some of its
 products and product development activities in India are examples of
 these initiatives.
 
 Some of the highlights of this years performance were:
 
 - Launch of the all new aluminum Range Rover in December 2012, with a
 world-wide roll-out in the last quarter of the year, recording sales of
 over 13,000 vehicles in the first four months. The Range Rover has
 already received over 10 global awards including WhatCar? Best Luxury
 Car.
 
 - Launch of the all new aluminum Range Rover Sport in March 2013,
 with a world wide roll out in the first half of FY 2013-14.
 
 - Expanded the Jaguar XF range with an all wheel drive version and a
 new Sportbrake and introduced a more fuel efficient, 2.0l XF with an 8
 speed automatic gear box.
 
 - Introduction of new variants of the Jaguar XF, the launch of the
 new Range Rover, as well as the continued strength of the Evoque, were
 key contributors to the overall success.
 
 - Jaguar Land Rovers joint venture with Chery Automobiles, China has
 been formalised to develop, manufacture and sell certain Jaguar and
 Land Rover vehicles and jointly branded vehicles for the Chinese
 market.
 
 - Continued investment in new state-of-the-art facility at
 Wolverhampton, UK, to manufacture new advanced low emission engines.
 
 Jaguar Land Rover and Tata Motors participated in various international
 autoshows displaying its range of products, including at Geneva, New
 York, Detroit and Jakarta, wherein the displayed products won accolades
 and a positive response.
 
 TATA DAEWOO COMMERCIAL VEHICLES COMPANY LIMITED
 
 Tata Daewoo Commercial Vehicles Company Limited (TDCV) sold 10,100
 vehicles- higher by 6% over the previous year. TDCV exported 4,700
 vehicles in FY 2012-13, which is the highest ever in its history,
 registering a growth of 57.8% as compared to 2,979 vehicles exported in
 the previous year. However, in the domestic market, sales decreased by
 17.6% to 5,400 vehicles as against 6,552 vehicles sold in the previous
 year, due to economic slowdown.
 
 TATA MOTORS (THAILAND) LIMITED
 
 Tata Motors (Thailand) Ltd. (TMTL) sold 4,905 vehicles in FY 2012-13.
 These included Tata Xenon pickups, Super Ace and heavy commercial
 vehicles. During FY 2012-13, TMTL launched three additional variants of
 the pickup, tailor-made for the T hailand commercial vehicle market. In
 the single cab segment, which is used predominantly by the commercial
 users, Xenon continues to be ranked fourth amongst eight players in the
 segment.
 
 TATA MOTORS (SA) (PROPRIETARY) LIMITED
 
 Tata Motors (SA) (Proprietary) Limited (TMSA) sold 864 vehicles during
 FY 2012-13. During the year, TMSA introduced four new models of
 commercial vehicles and crossed a major milestone of rolling out its
 1,000th vehicle since start of operations last year.
 
 TATA MOTORS FINANCE LIMITED
 
 The vehicle financing activity under the brand Tata Motors Finance
 (TMF) of Tata Motors Finance Limited (TMFL) - a wholly owned subsidiary
 company, continued to show improved financial results inspite of
 challenging market conditions and rising costs of funds.
 
 With the Companys increased focus on financing of small commercial
 vehicles, the total disbursements for the year were at Rs.11,180 crores
 - 6% higher than disbursements of Rs.10,505 crores in the previous
 year. A total of 2,51,936 vehicles were financed representing an
 increase of 9.3% over the previous year. The disbursals for commercial
 vehicle were Rs.8,816 crores (1,81,374 vehicles) in FY 2012-13 compared
 to Rs.7,204 crores (1,20,032 vehicles) for previous year. For passenger
 cars, disbursals were Rs.2,364 crores (70,562 vehicles) in FY 2012-13
 compared to Rs.3,301 crores (1,10,556 vehicles) in the previous year.
 The overall market share in terms of the Tata vehicle unit sales in
 India financed by Tata Motors Finance increased from 27% to 33% - led
 by significant increase in commercial vehicle market share from 23% to
 34%.
 
 Tata Motors Finance Limited continued to expand its reach in the market
 place by growing its branch network and expanding its support to Tata
 Motors dealership network. Significant increase in its manpower
 resources as well as driving IT technology to improve productivity and
 output, ensures that Tata Motor Finance now reaches to over 75% of the
 dealers. With greater attention being placed on further enhancing
 customer experience through its Office of the Customer T MFL is
 confident of continuing to deliver profitable growth in the future.
 
 HUMAN RESOURCES
 
 The Tata Motors Group employed 62,716 permanent employees (previous
 year: 58,618 employees) as of the year end out of which 56,393
 employees were engaged in automotive operations. The increase over last
 year was mainly at Jaguar Land Rover in view of volume and product
 development activity. The Company employed 29,965 permanent employees
 (previous year: 29,217 employees) as of the year end. T he Tata Motors
 Group has generally enjoyed cordial relations with its employees and
 workers.
 
 All employees in India belonging to the operative grades are members of
 labour unions except at Sanand and Dharwad plants. All the wage
 agreements have been renewed in a timely manner and are all valid and
 subsisting. Operatives and Unions support in implementation of reforms
 that impact quality, cost erosion and improvements in productivity
 across all locations is commendable.
 
 SAFETY & HEALTH - PERFORMANCE & INITIATIVES
 
 Safety is an integral part of the Companys operations and is reviewed
 at the highest levels including the Board, Executive Committee, and the
 Safety, Health and Environment (SHE) Council.  The Board constituted a
 SHE Committee and also adopted its charter during the year. The senior
 leadership is fully committed to the ultimate goal of zero injury to
 its employees and all those who work in our facilities. In its 3 year
 journey with DuPont, the organization is progressing aggressively with
 the vision of Excellence in Safety. In association with DuPont 489
 internal trainers have been developed and 2,058 employees are trained
 on leading safety efforts, safety management fundamentals, incident
 investigations, contractor safety management and safety.  Defensive
 Driving Training was imparted to more than 8,000 employees and
 contractors who drive on business purpose or who are involved in
 operations.
 
 A revised Safety & Health Policy has been cascaded which reflects an
 increased commitment towards our visitors, contractors and business
 partners. A structured review mechanism of safety performance is in
 place with Lead and Lag indicators, major incidents and High
 Potential Incidents (HIPO) announcements being made monthly to the
 senior management and leaders.  The Lost Time Injury (LTI) rate for the
 year under review is lower at 0.68%, a reduction of 37% over the
 previous year. Improved governance in incident reporting with speedy
 investigations and corrections, and a collaborative functioning of
 Safety Committees across plants have led to an integrated organisation
 structure.
 
 The Company, in a collaborative initiative with Castrol India Limited,
 is integrating safety expertise and knowledge in dealer workshops and a
 safety manual has been released with the objective of reducing
 potential risks and improve SHE practices.
 
 This year has witnessed a significant improvement in Areas Beyond
 Factory Gates including warehouses, offices and channel partners,
 wherein structured audits, trainings and reporting have been initiated.
 
 At Jaguar Land Rover, the health and safety management system is based
 on the UK Health and Safety Executives guidance for Health and Safety
 Management - HSG65. Jaguar Land Rovers Occupational Health Department
 achieved re-accreditation to the SEQOH Standard (Safe Effective Quality
 Occupational Health Standard) for its activities and management
 systems. Jaguar Land Rovers growth plans have resulted in an increased
 headcount and a larger number of contractors are involved in civil and
 engineering activities requiring extensive inputs from a health and
 safety perspective. This has been met with an incremental rise in
 Health and Safety training, induction programmes and continued focused
 events around skilled workers being recruited into relevant functions.
 The business has continued its programme of proactive health promotion
 events for employees and has launched several Wellbeing Centres to aid
 in worker assessment, rehabilitation and piloted electronic WellPoint
 kiosks to allow employees to monitor their own health data and seek
 further advice.
 
 At TDCV, Korea, the accident rate and the safety index at 0.18% and 2.9
 were lower than 0.48% and 2.40, respectively, for the previous year. At
 TMTL, Thailand, the performance has been improving with increased
 safety trainings and reduction in the number of incidents. At TMSA,
 South Africa, 5 LTIs were reported, Safety Management Systems were
 deployed and several initiatives taken to improve safety and working
 conditions.
 
 FINANCE
 
 During the year, the free cash flows for Tata Motors Group were
 Rs.3,342 crores, post spend on capex, design and development of
 Rs.18,720 crores. Tata Motors Groups borrowing as on March 31, 2013,
 stood at Rs. 53,591 crores (previous year: Rs. 47,149 crores).  Cash
 and bank balances stood at Rs. 21,113 crores (previous year: Rs.18,238
 crores).
 
 Cash flows from operations were Rs.2,258 crores for standalone
 operations of the Company. Spend on capex, design and development were
 Rs.2,588 crores (net). The borrowings of the Company as on March 31,
 2013 stood at Rs.16,799 crores (previous year: Rs.15,881 crores). Cash
 and bank balances stood at Rs.463 crores (previous year: Rs.1,841
 crores).
 
 During the year, the Company repaid the Zero Coupon Convertible
 Alternate Reference Securities (CARS) amounting to US$ 623.38 million,
 (Rs.3,493.83 crores) inclusive of a redemption premium of US$ 150.38
 million. Consequent upon exercise of conversion option by the holders
 of 4% Foreign Currency Convertible Notes, aggregating Rs.342 crores
 (including Rs.141.62 crores in May 2013), the Company allotted
 28,308,896 Ordinary Shares/ Shares represented by ADSs (including
 11,789,695 Ordinary Shares/ Shares represented by ADSs in May 2013).
 
 The Company also repaid Tranche 2 of Rs.446 crores of Secured, Rated,
 Credit Enhanced, Listed, 2% Coupon Non-Convertible Debentures (NCDs)
 inclusive of premium on redemption of Rs.96 crores. Further, the
 Company also repaid Rs.1,747 crores forming part of the public fixed
 deposit scheme launched in December 2008.
 
 The Company issued rated, listed, unsecured, non-convertible debentures
 of Rs.2,100 crores. Further Rs.900 crores were issued in April and May
 2013.
 
 Due to significant reduction in volumes, the Company had to deploy
 short term funds to support critical long term finance needs. The
 Company is in the process of taking appropriate steps to increase the
 long term funds.
 
 At Jaguar Land Rover, post spend on capex, design and development of
 GB 1,846 million (Rs.16,814 crores), the free cash flows were GB
 583 million (Rs.4,885 crores) for FY 2012-13.  The borrowings of the
 Jaguar Land Rover as on March 31, 2013, stood at GB 2,167 million
 (Rs.17,791 crores) [previous year: GB 1,974million (Rs.16,206
 crores)]. Cash and bank balances stood at GB 2,847million (Rs.23,373
 crores) [previous year: GB 2,430 million (Rs.19,950 crores)]
 resulting in negative net debt position.  Additionally, JLR has undrawn
 committed bank lines of GB 865 million (as per IFRS).
 
 In January 2013, Jaguar Land Rover issued US$ 500 million Senior Notes
 due 2023, at a coupon of 5.625% per annum. This was an opportunistic
 fund raising which enabled Jaguar Land Rover to reinforce its market
 acceptance and demonstrated the continued confidence of the investors.
 This was a further step taken towards strengthening capital structure
 and enhancing the debt maturity profile.
 
 TML Holdings Pte Ltd, Singapore, a 100% subsidiary of the Company,
 holding the investment in Jaguar Land Rover raised Senior Notes
 aggregating SG$ 350 million in May 2013.
 
 Tata Motors Finance Limited raised Rs.100 crores by an issue of
 unsecured, non-convertible, subordinated perpetual debentures towards
 Tier 1 and Tier 2 Capital and Rs.90.40 crores by an issue of unsecured,
 non-convertible, subordinated debentures towards Tier 2 Capital in
 order to meet its growth strategy and improve its Capital Adequacy
 ratio.
 
 With healthy profitability and cash flow generation, the Consolidated
 Net Automotive Debt to Equity Ratio stood at 0.24:1on March 31, 2013,
 as compared to 0.25:1 on March 31, 2012.
 
 Tata Motors Group has undertaken and will continue to implement
 suitable steps for raising long term resources to match fund
 requirements and to optimise its loan maturity profile.
 
 During the year, the Companys rating for foreign currency borrowings
 was revised upwards by Standard & Poors to BB/ Positive and was
 retained at existing levels by Moodys at Ba3/ Stable. For borrowings
 in the local currency, the outlook on the ratings was improved from
 Stable to Positive and the rating stood at AA-/Positive by Crisil
 and at AA-/Positive by ICRA. The Non Convertible Debentures are rated
 by CARE at AA
 
 During the year, Jaguar Land Rovers rating for was revised upwards by
 Standard & Poors to  BB-/Positive. As on March 2013, the other
 ratings stood B1 /Stable by Moodys and BB-/Stable by Fitch.
 
 For Tata Motors Finance, CRISIL revised its rating outlook on long-
 term debt instruments and bank facilities to CRISIL AA - Positive
 from CRISIL AA - Stable. The ratings on the short-term debt
 instruments and bank facilities were reaffirmed at CRISIL A1+.
 
 FIXED DEPOSITS
 
 The Company has not accepted any public deposits during FY 2012-13. As
 on March 31, 2013, the Company had deposits aggregating Rs.314.14
 crores from 11,338 investors. There were no overdues on account of
 principal or interest on public deposits other than the unclaimed
 deposits as at the year end.
 
 INFORMATION TECHNOLOGY INITIATIVES
 
 The Company continues to leverage InformationTechnology (IT) as a key
 enabler of its strategy, business growth and competitiveness.  IT
 provides employees, customers, suppliers, dealers and business partners
 with best in class technology solutions. IT leverages strong
 partnerships with product and services companies to support business
 growth and innovation.
 
 The Company and JLR entered into a major long term outsourcing
 agreement with Tata Consultancy Services Ltd (TCS) after a rigorous two
 year long competitive process. This will harmonise and standardise the
 IT services, service level agreements and standards across the Tata
 Motors Group and lead to efficiencies in operations and lower IT costs.
 
 Other major highlights of IT at group level are -
 
 - The Companys unique CRM solution crossed 4,000 channel partner
 locations and 40,000 users interacting with customers, augumented by
 1,000+ agent call centers.
 
 - TDCV Korea implementing CRM, leveraging TML CRM capabilities.
 
 - Tata Motors Indonesia implementing SAP and CRM leveraging base
 capabilities.
 
 - JLR global expansion to China is being ably supported by IT
 capabilities.
 
 - JLR SAP implementation is progressing smoothly, including
 implementation in NSCs in major markets.
 
 - Developing key business capability enhancement initiatives like
 Analytics, Telematics, and Mobility solutions.
 
 In addition, product development processes in the Company continue to
 grow on best of the breed tools and technology solutions, for enhancing
 product development capabilities, addressing quality and speed. Digital
 product validation processes have evolved to provide solutions in key
 areas:
 
 - Enhanced Digital Manufacturing Planning capabilities.
 
 - In-house developed productivity improvement tools like Digital
 Vault were rolled out.
 
 - In-house Knowledge Based Engineering (KNEXT) applications spread
 and enhanced in various product design functions.
 
 - State-of-the-art visualization capabilities in digital product
 engineering review process is implemented.
 
 Tata Motors Group continue their collaboration in various Information
 Technology areas with synergies being explored for cross utilization of
 IT capabilities. The Group companies are working together in areas of
 ERP, outsourcing and technologies.  Tata Technologies continues to be a
 strategic partner in strengthening Tata Motors Groups IT capabilities
 in process transformation through technology.
 
 TECHNOLOGY AND ENVIRONMENT FRIENDLY INITIATIVES
 
 The Tata Motors Group continues to innovate, with a view to enhance the
 market share and aims at products, which cater to the changing needs of
 the customer for both fleet owners and individual customers. Besides
 new product developments covered above, some of the key initiatives on
 Environment friendly technologies include:
 
 - Fuel efficiency improvement through development of advanced oil
 formulation.
 
 - Fuel efficiency improvement initiatives on 4 cylinder and 6
 cylinder engines of LCV, M&HCVs through various engine measures such as
 Exhaust Gas Recirculation (EGR), common rail including latest software
 features in engine management system.
 
 - 1.2 L Bi-fuel CNG engine development for passenger car.
 
 - Bi-fuel CNG and Gasoline 273 MPFI engine for Nano.
 
 - Demonstrated a Mild Hybrid technology on Nano with advance
 engineering functions for enhancing the CO2 emission.
 
 - Nano Diesel variant is being developed with Electric Power Assist
 Steering (EPAS) for enhancing the ease of driving and good fuel
 economy.
 
 - Vista has been made compliant to the Euro V emission requirement
 with better drivability and higher technology features.
 
 - CNG variant of the Indigo CS is ready for launch in the market.
 
 SUBSIDIARY AND ASSOCIATE COMPANIES
 
 Tata Motors announces consolidated financial results on a quarterly
 basis. As required under the Listing Agreement with the Stock
 Exchanges, Consolidated Financial Statements of the Tata Motors Group
 are attached.
 
 Pursuant to the provisions of Section 212(8) of the Companies Act, 1956
 (the Act), the Ministry of Corporate Affairs vide its General Circular
 No 2/2011 dated February 8, 2011, has granted a general exemption
 subject to certain conditions to holding companies from complying with
 the provisions of Section 212 of the Act, which requires the attaching
 of the Balance Sheet, Profit & Loss Account and other documents of its
 subsidiary companies to its Balance Sheet. Accordingly, the said
 documents are not being included in this Annual Report. The main
 financial summaries of the subsidiary companies are provided under the
 section Subsidiary Companies: Financial Highlights for FY 2012-13 in
 the Annual Report. The Company will make available the said annual
 accounts and related detailed information of the subsidiary companies
 upon the request by any member of the Company or its subsidiary
 companies. These accounts will also be kept open for inspection by any
 member at the Registered Office of the Company and the subsidiary
 companies.
 
 SUBSIDIARY COMPANIES
 
 Tata Motors had 64 (direct and indirect) subsidiaries (10 in India and
 54 abroad) as on March 31, 2013, as disclosed in the accounts.  During
 the year, the following changes have taken place in subsidiary
 companies:
 
 Subsidiary companies formed/acquired
 
 - Jaguar Land Rover India Limited - an indirect subsidiary of Jaguar
 Land Rover Automotive PLC
 
 - PT Tata Motors Distribusi Indonesia - a wholly owned subsidiary of
 PT Tata Motors Indonesia Companies ceasing to be subsidiary companies
 
 - Tata Engineering Services (Pte) Ltd. - struck off from the Register
 of Accounting and Corporate Regulatory Authority (ACRA).
 
 - Miljobil Greenland AS, upon liquidation of TMETCs shareholding
 Name changes
 
 - Jaguar Cars Limited to Jaguar Land Rover Limited
 
 - Jaguar Land Rover PLC to Jaguar Land Rover Automotive Plc
 
 Besides the above, Jaguar Land Rover continued to integrate /
 restructure legal entities for manufacturing and for exporting
 globallly as combined brand legal entities. Other than the above, there
 has been no material change in the nature of the business of the
 subsidiary companies.
 
 ASSOCIATE COMPANIES
 
 As at March 31, 2013, Tata Motors had 8 associate companies and 4 Joint
 Ventures as disclosed in the accounts.
 
 ENERGY, TECHNOLOGY & FOREIGN EXCHANGE
 
 Details of energy conservation and research and development activities
 undertaken by the Tata Motors alongwith the information in accordance
 with the provisions of Section 217(1)(e) of the Companies Act, 1956,
 read with the Companies (Disclosure of Particulars in the Report of
 Board of Directors) Rules, 1988, are given as an Annexure to the
 Directors Report.
 
 DIRECTORS
 
 Mr Ratan N Tata stepped down as the Chairman and Director of the
 Company on December 28, 2012, in accordance with the Policy for
 Retirement Age of Non-Executive Directorsadopted by the Company. Mr
 Tata who was appointed on the Companys Board in 1981 and later as the
 Executive Chairman in 1988, had through his bold vision and strategic
 leadership and commitment to the Company transformed it from a domestic
 truck company to a complete automobile company with path breaking
 products such as the Indica and the Nano. Thereafter it was his
 understanding of the global dimensions and dynamics of the automobile
 business and his vision that led to the Company deciding to takeover
 Jaguar Land Rover in the UK. The transformation of Jaguar Land Rover
 through the change in its culture and the approach to its business led
 by Mr Tata has resulted in transforming Jaguar Land Rover into a
 profitable and successful company.
 
 Mr Tata was on the Board for more than 30 years and was the Chairman of
 the Executive Committee of the Board and a member of the Remuneration
 and Nominations Committees. The Directors place on record the
 immeasurable debt the Company owes to Mr Tata for the visionary
 leadership, strategic direction and stewardship so liberally given to
 the Company and in recognition of his immense contribution and great
 service to the Company, the Board conferred upon Mr Tata the title of
 Chairman Emeritus.  The traditions and values that he strove to imbibe
 will remain the guiding principles for this Company in the coming
 years.
 
 Mr Sam M Palia, Non Executive, Independent Director of the Company
 since May 2006, on completing the age of 75 years on April 25, 2013,
 retired as per the Policy for Retirement Age of Non-Executive
 Directors adopted by the Company. Besides being a Board member, Mr
 Palia was also an active member of the Audit Committee and Nominations
 Committee and Chairman of the Investors Grievance Committee and Ethics
 and Compliance Committee. Mr Palia was also designated as the Audit
 Committee financial expert as required under the Sarbanes Oxley Act
 and NYSE Listing Agreement. Mr Palia had by his counsel and guidance,
 significantly contributed to deliberations at the Board and Committee
 meetings. The Board also placed on record its appreciation for the
 contributions made and the role played by Mr Palia as an independent
 director of the Company Mr Ranendra Sen, Non Executive, Independent
 Director of the Company since June 2010, resigned from the Board of
 Directors of the Company with effect from October 16, 2012, due to
 personal reasons. The Board placed on record its appreciation of the
 contributions made by Mr Sen during his tenure on the Companys Board
 as an independent director of the Company Mr Cyrus P Mistry was
 appointed as the Chairman of the Company with effect from December 28,
 2012, consequent upon Mr Ratan N Tatas retirement. Tata Steel had vide
 their letter dated March 28, 2013, nominated Mr Cyrus P Mistry as the
 Steel Director pursuant to Article 127 of the Companys Articles of
 Association in place of Mr Ratan N Tata.
 
 Mr Karl J Slym and Ms Falguni S Nayar were appointed as an Additional
 Directors w.e.f. September 13, 2012 and May 29, 2013, respectively. In
 accordance with Section 260 of the Companies Act, 1956 (the Act) and
 Article 132 of the Companys Articles of Association, they will cease
 to hold office at the forthcoming Annual General Meeting and are
 eligible for appointment. Mr Slym was also appointed as the Managing
 Director of the Company for a period of 5 years with effect from
 September 13, 2012, subject to the approval of the Members and the
 Central Government. An abstract and memorandum of interest under
 Section 302 of the Act, has been sent to the Members of the Company.
 
 In accordance with the provisions of the Act and the Articles of
 Association of the Company, Mr Nusli N Wadia and Dr Raghunath A
 Mashelkar are liable to retire by rotation and are eligible for re-
 appointment. Attention of the Members is invited to the relevant items
 in the Notice of the Annual General Meeting and the Explanatory
 Statement thereto.
 
 CORPORATE GOVERNANCE
 
 A separate section on Corporate Governance forming part of the
 Directors Report and the certificate from the Practicing Company
 Secretary confirming compliance of Corporate Governance norms as
 stipulated in Clause 49 of the Listing Agreement with the Indian Stock
 Exchanges is included in the Annual Report.
 
 PARTICULARS OF EMPLOYEES
 
 The Information on employees who were in receipt of remuneration of not
 less than Rs.60 lakhs during the year or Rs.5 lakhs per month during
 any part of the said year as required under Section 217(2A) of the
 Companies Act, 1956 and the Rules made thereunder is provided in the
 Annexure forming part of the Report. In terms of Section 219(1)(b)(iv)
 of the Act, the Report and Accounts are being sent to the shareholders
 excluding the aforesaid Annexure. Any member interested in obtaining a
 copy of the same may write to the Company Secretary.
 
 CORPORATE SOCIAL RESPONSIBILITY INITIATIVES
 
 A separate section on initiatives taken by the Tata Motors Group to
 fulfil its Corporate Social Responsibilities is included in the Annual
 Report.
 
 BUSINESS RESPONSIBILITY REPORT
 
 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. The said reporting
 requirement is in line with the National Voluntary Guidelines on
 Social, Environmental and Economic Responsibilities of Business (NVGs)
 notified by Ministry of Corporate Affairs, Government of India, in
 July, 2011. 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. In line with the
 press release and FAQs dated May 10, 2013, issued by SEBI, the
 Companys BRR is hosted on its website www.tatamotors.  com. Any
 shareholder interested in obtaining a physical copy of the same may
 write to the Company Secretary at the Registered Office of the Company
 
 AUDIT
 
 M/s Deloitte Haskins & Sells (DHS), Registration No. 117366W, who are
 the Statutory Auditors of the Company, hold office until the conclusion
 of the ensuing Annual General Meeting. It is proposed to re-appoint
 them to examine and audit the accounts of the Company for the FY
 2013-14. DHS have, under Section 224(1) of the Act, furnished a
 certificate of their eligibility for re-appointment.
 
 Cost Audit
 
 As per the requirement of the Central Government and pursuant to
 Section 233B of the Act, the audit of the cost accounts relating to
 motor vehicles is carried out every year. Pursuant to the approval of
 Ministry of Corporate Affairs, M/s Mani and Company having registration
 No. 00004 were appointed as the Cost Auditors for auditing the
 Companys cost accounts relating to the Companys products for FY
 2012-13. An application has been made to the Central Government seeking
 their approval, for the appointment of M/s Mani and Company for
 auditing the Companys cost accounts relating to the Companys products
 for FY 2013-14.
 
 The cost audit report and compliance report for FY 2011 -12 were filed
 by the Company on December 28, 2012, well within the prescribed due
 date of February 28, 2013. The cost audit report and compliance report
 for FY 2012-13 is expected to be filed within the prescribed time.
 
 DIRECTORS RESPONSIBILITY STATEMENT
 
 Pursuant to Section 217 (2AA) of the Act, the Directors, based on the
 representation received from the Operating Management, confirm that:-
 
 - in the preparation of the annual accounts, the applicable accounting
 standards have been followed and that there are no material departures;
 
 - they have, in the selection of the accounting policies, consulted the
 Statutory Auditors and have 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;
 
 - 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 Act, for safeguarding
 the assets of the Company and for preventing and detecting fraud and
 other irregularities;
 
 - they have prepared the annual accounts on a going concern basis.
 
 ACKNOWLEDGEMENTS
 
 The Directors wish to convey their appreciation to all of the Companys
 employees for their enormous personal efforts as well as their
 collective contribution to the Companys performance.  The Directors
 would also like to thank the employee unions, shareholders, fixed
 deposit holders, customers, dealers, suppliers, bankers, Government and
 all the other business associates for the continuous support given by
 them to the Company and their confidence in its management.
 
                                   On behalf of the Board of Directors
 
                                                        CYRUS P MISTRY
 
                                                              Chairman
 
 Mumbai, May 29, 2013
Source : Dion Global Solutions Limited
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