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Tata Motors
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Directors Report Year End : Mar '14    « Mar 13
 The Directors present their Sixty-Ninth Annual Report and the Audited
 Financial Statement for FY 2013-14. As required under the Ministry of
 Corporate Affairs''General Circular 08/2014 No. 1/19/2013-CL-V dated
 April 4,2014, the Financial Statements and other reports required to be
 attached to the Annual Report for FY2013-14areqoverned by the relevant
 provisions, schedules, rules of the Companies Act, 1956.
                                                         (Rs. in crores)
                                Company               Tata Motors
                               (Standalone)          (Consolidated)
                         FY 2013-14  FY 2012-13  FY 2013-14   FY 2012-13
 Financial Results
 Gross revenue            37,758.00   49,319.73  236,626.43    193,69847
 Net revenue (excludinq 
 excise duty)             34,288.11   44,765.72  232,833.66   188,792.69
 Total expenditure        34,770.52   42,631.65  195,430.75   162,175.12
 Operatinq profit
 /(loss)                    (482.41)   2,134.07   37,402.91    26,617.57
 Other income              3,833.03    2,088.20      828.59       815.59
 Profit before Finance
 cost, depreciation, 
 exceptional item 
 and tax                   3,350.62    4,222.27   38,231.50    27,433.16
 Finance cost              1,337.52    1,387.76    4,733.78     3,560.25
 Cash profit               2,013.10    2,834.51   33,497.72    23,872.91
 amortization and 
 product development/
 enqineerinq expenses      2,499.04    2,243.38   13,643.37     9,622.87
 Profit/(loss) for year 
 before exceptional 
 items and tax              (485.94)     591.13   19,854.35    14,250.04
 Exceptional items-
 loss (net)                  539.86      416.20      985.38       602.71
 Profit/(loss) before tax (1,025.80)     174.93   18,868.97    13,647.33
 Tax expenses/(credit)    (1,360.32)    (126.88)   4,764.79     3,776.66
 Profit after tax            334.52      301.81   14,104.18     9,870.67
 Shareof minority 
 interest and share 
 of profit of 
 associates (net)                 -           -     (113.16)       21.94
 Profit for the year         334.52      301.81   13,991.02     9,892.61
 Profit for the year         334.52      301.81   13,991.02     9,892.61
 Add: Balance brouqht 
 forward from previous 
 year                      1,342.79    1,663.91   27,305.87    18,162.02
 Amount available for
 appropriations            1,677.31    1,965.72   41,296.89    28,054.63
 Less: appropriations /
 (transfer from)
 Debenture Redemption 
 Reserve                          -     (130.00)          -      (130.00)
 General Reserve              33.45       30.18       54.45        59.48
 Other Reserves                   -           -       21.88        63.14
 Dividend (includinq
 dividend distribution 
 tax)                        666.27      722.75      690.08       756.14
 Balance carried to 
 Balance Sheet               977.59    1,342.79   40,530.48    27,305.87
 Considering the Company''s financial performance, the Directors have
 recommended a dividend of Tl/- per share (100%) on the capital of
 2,736,713,122 Ordinary Shares of Tl/- each and Rs.2.10 per share (105%)
 on 481,966,945 ''A''Ordinary Shares of Tl/- each for FY 2013-14 (same as
 for FY 2012-13) and the same will be paid on or after August 1, 2014.
 The said dividend, if approved by the Members, would involve a cash
 outflow of Rs.742 crores (previous year: Rs.728 crores) including
 dividend distribution tax, resulting in a payout of 222% (FY 2012-13:
 241 %) of the standalone profits for the year and 5% (previous year:
 7%) of the consolidated profits of the Company
 The Global operating environment improved considerably in FY 2013-14,
 as economic activity strengthened and spending in most economies began
 to recover, howeverin a sporadic manner.Whilstthe advanced economies,
 particularly the US and UK, led the rebound, as growth became broader
 and more entrenched, Europe saw the first tentative signs of recovery
 after a long and painful slowdown. India''s economic growth rate in the
 current financial year remained weak at 4.7% (Previous Year: at 4.5%).
 The Industrial activity remained weak and the stagnation was broad
 based. Mining and manufacturing output remained negative and the
 economy witnessed decline in investment in new projects in line with
 slowdown in overall growth.  FY 2013-14 was a challenging year for the
 Company as the Indian economy continued to be under severe stress.
 The Tata Motors Group recorded a 22.2% growth in gross turnover from
 Rs.193,698 crores in the previous year to Rs.236,626 crores in
 FY2013-14.This is the highest turnover recorded by the Group. The
 consolidated revenues (net of excise) for FY 2013-14 of Rs.232,834
 crores grew by 23.3% 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 2013-14 stood at 16.1%.
 Conseguently, Profit Before Tax and Profit After Tax were Rs.18,869
 crores and Rs.13,991 crores, respectively.
 Tata Motors Limited recorded a gross turnover of Rs.37,758 crores,
 23.4% lower from Rs.49,320 crores in the previous year. On top of a
 16.7% decline in FY 2012-13, a decline of more than 40% over a 2 year
 period was witnessed. Sustained deceleration in the economic growth,
 high inflation, higherfuel prices, reduced availability of finance and
 elevated interest rate regime continued to impact demand for the Indian
 auto industry in general and commercial vehicle industry in particular.
 Additionally, the need to increase marketing expenses on account of
 severe competitive intensity and depressed market scenario impacted
 EBITDA margins from positive 4.8% in FY 2012-13 to negative 14% for FY
 2013-14.The reduction of profits from operations was offset by dividend
 from subsidiary companies of Rs.1,574crores (including dividend from
 JLR) as compared to Rs.1,584 crores for the previous year and profit of
 Rs.1,966 crores on divestment of investments in certain foreign
 subsidiaries to TML Holdings Pte Ltd, Singapore, a wholly owned
 subsidiary. Loss Before Tax and Profit After Tax for the FY 2013-14
 were at Rs.1,026 crores and Rs.335 crores respectively, as compared to
 Profit Before Tax and Profit AfterTax of Rs.175 crores and TiO''l crores
 respectively in FY 2012-13.
 With the expected positive momentum in the Indian economy, the Company
 is focused on growth and achieving profitability through a superior new
 product pipeline along with a renewed commitment to enhance guality and
 customer service and to reduce costs. The Horizonext strategy unveiled
 in the Delhi Auto Expo shed light on some of the new and exciting
 product initiatives like Zest, Bolt, improved Nano, Ultra trucks
 variants on Prima truck platform and a slew of other modified and
 refreshed products which will be introduced in the near future,
 boosting the Company''s revenues, nvestment in the right products and
 vehicle platforms are being made to ensure a competitive pipeline for
 the future. Together with forward looking product strategy, the Company
 is also focusing extensively on right sizing the business and
 operationa improvements through various strategic projects for
 operationa excellence and cost cutting initiatives.
 Jaguar Land Rover recorded a turnover of GB£19,386 million, a growth of
 22.8% from GB£15,784 million in the previous year. JLR had a successful
 year of continued growth in all markets with overall volumes up by 16%,
 reflecting continued product successes including the launch of the new
 Range Rover Sport and Jaguar F-TYPE and a full year of sales of the new
 Range Rover. More established models have also been performing well, in
 particular derivatives such as the XF Sportbrake and all-wheel drive
 and smaller engine options across the range. Consolidated EBITDA for FY
 2013-14wasa record GB£3,393 million, an increase of 45.1% compared to
 FY 2012-13. The EBITDA improvement comprises increased sales volumes
 and revenues, as well as favourable product and market mix. Profit
 before tax (PBT) for FY2013-14wasGB£2,501 million, an increase of
 GB£827 million (49%) compared to FY 2012-13. In FY 2013-14, JLR
 incurred one off costs for redemption of the higher coupon GB£500
 million and US0 million 2018 Notes (at 8.125% and 7.75% coupon
 respectively). The bond redemption was pre-financed by the successful
 issuances of US0 million 4.125% 2018 Notes and GB£400 million 5%
 2022 Notes, to reduce the Company''s overall cost of debt in line with
 the improving credit. (Jaguar Land Rover''s figures are as per IFRS)
 Tata Motors Finance Limited, the Company''s captive financing
 subsidiary, registered total revenues of Rs.3,026 crores higher by 7%
 of FY 2012-13 revenues and reported a Profit After Tax of Rs.101 crores
 in FY 2013-14 (FY 2012-13: Rs.309 crores). The results for the year
 were impacted due to tightness in the financial market, stress in the
 business environment and the conseguent higher provision on account of
 Non-Performing Assets.
 Tata Daewoo Commercial Vehicle Company Limited, South Korea registered
 revenues of KRW 884.1 billion (Rs.4,906 crores), a growth of 7.3% over
 the previous year. The positive impact of higher volume, various cost
 control initiatives and price increase in export market allowed company
 to achieve profit after tax of KRW 23.5 billion (Rs.130.4 crores) [FY
 2012-13: loss of KRW 9.2 billion (Rs.45 crores)] (TDCV Figures are as
 per Korean GAAP).
 The Tata Motors Group sales for the year stood at 10,20,546 vehicles,
 lower by 14.4% as compared to FY 2012-13. Global sales of all
 Commercial Vehicles were 432,600 vehicles, while sales of Passenger
 Vehicles were at 587,946 vehicles.
 Tata Motors recorded sales of 569,677 vehicles, a decline of 30.2% over
 FY 2012-13. Industry decline during the year was at 9.3%, resulting in
 the Company''s market share decreasing to 16.6% in the Indian automotive
 industry from 22.1% in the previous year. The Company exported 49,922
 vehicles, lower by 2.0%, as compared to FY 2012-13.
 Commercial Vehicles
 Within the domestic market, the Company sold 3,77,909 Commercia
 Vehicles (CV), a decline of 29.5% from FY 2012-13. This represented a
 market leadership share of 54.1 % in the domestic CV market which was
 mainly supported by consolidation in M&HCV segment.
 Some of the highlights for the year were:
 While the overall industry of M&HCV sales declined, the Company was
 able to improve market share by 1.6% to stand at 54.9%. A series of
 products were launched in this segment to augment the portfolio of
 product offerings and increase market share. These included the Prima
 LX series of trucks - a perfect combination of economy and technology -
 2523T, 3123T, 4028S (Single reduction and Hub reduction) and 4928S
 (Single reduction and Hub reduction), 4923.S LX, Prima 4938 Tractor,
 3138KTipper, LPT 3723 - India''s first 5 axle truck and LPK 3118, and
 Prima LX series of Tippers - 2523K, 3123K, 2528K and3128K.
 Other activities to stimulate market sentiments included the pioneering
 T1 Prima Truck Racing Championship event as well as the successful
 value added services, power of five campaign for trucks focusing on -
 1) Better KMPL, 2) Best Vehicle Uptime, 3) Highest Resale Value, 4)
 Best in class four year warranty, and 5) Lowest maintenance cost and
 five powerfu offerings -a)Triple benefit insurance, b) Increased Oil
 change interval, c) fourYear AMC, d)Tata Alert, and e) Fleetman.
 The bus segment also witnessed reversal in market share through
 intensive sales efforts coupled with launch of buses with mechanical
 Fuel Injection Pump (FIP), introduction of Starbus Ultra in Stage
 carriage, marketing initiatives such as ''Humare Bus Ki Baat Hain'' and
 ''Dream it to win it'' program The warranty for M&HCV buses and trucks
 were increased to three years and four years respectively, symbolizing
 improvement in guality. The Tata Alert'' service, to return a vehicle
 back on road within 48 hours, has been expanded across all national
 The LCV segment, which registered good growth last year, did not
 continue its run this year. More specifically a decline in SCV segment
 due to vehicle financing constraints was a major problem. Fund
 availability is the most critical element for SCV segment. The high
 default rates in CV loans coupled with early delinguencies have
 instigated financiers to tighten lending norms, reduce the (LTV) ratio
 with focus on collections impacted the SCV Cargo and SCV Passenger
 segments guite sharply. Some of launches this year included the Ace and
 Magic DICOR and facelifts.
 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 the domestic
 passenger vehicle industry was negative by 4.7% in FY 2013-14. During
 theyear, the Company''s PassengerVehicles sales were lower by 38.1% at
 141,846 vehicles, registering a 5.8% market share. However, the premium
 and luxury segment of the Company grew by 73.3% compared to last year.
 The Company sold 1,09,279 cars and 32,567 utility vehicles and vans,
 lower by 39.5% and 33.3% respectively, over the previous year. The
 Company''s 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 performances such
 as product refreshes/launch programmes, operational efficiency, dealer
 effectiveness, working capital management and restructuring customer
 facing functions. The Company sold 2,805 vehicles of Jaguar Land Rover
 brands during FY 2013-14, a growth of 12.5%.  This performance was
 driven by Jaguar XF sales that grew by 119% in FY 2013-14. The
 estimated market share increased from 9% to 10% in FY 2013-14. The JLR
 dealer network in India grew from 18 to 21 outlets by addition of 3 3S
 facilities, besides setting up 2 2S Workshops, and 11 Used Car Outlets.
 Some of the highlights of this year''s performance were:
 Unveiled the Horizonext Strategy in the Delhi Expo.
 Announced the launch of the all new Bolt Hatchback and Zest Sedan in
 the second half of the next fiscal.
 Launched the refreshed Sumo Gold with improved clutch and performance
 and new enhanced versions of Tata Indigo e-CS, Tata Nano and Tata
 Indica .
 Launched the NanoTwist with power steering.
 Launched the E-max range of CNG and petrol bi-fuel systems.  -Tata
 Indica CNG,Tata Indigo CNG and Tata Nano CNG
 Launched new Safari Storme Explorer edition.
 Showcased the Nexon compact UV and Connected car concept at the Delhi
 The above launches of the Nano Twist, , E-max, Sumo Gold refresh and
 unveiling of the Bolt, Zest and Connected Car concept were in-line with
 the Company''s objective of taking the brand to a higher level, while
 making it relevant for the younger buyer. The Company continued to
 focus on building brand strengths, refreshing products and enhancing
 sales and service experience. The Company expanded it''s new look,
 stylish, tech savvy best in class flagship Passenger Vehicle showrooms,
 for superior customer experience.
 More than 10 major Jaguar and Land Rover product actions in India
 including major launches of Jaguar F-TYPE and the all-new Range Rover
 Sport. Land Rover Experience (Dynamic Drive Off-road Experiences),
 launch of 1 st ever Land Rover Expedition and after-sales customer
 engagement initiatives were carried out by setting up Service Clinics
 in various cities.
 For Tata Motors, traditionally strong markets in South Asia such as
 Bangladesh and Sri Lanka were affected by internal conflict, political
 unrest and regulatory changes, especially in first half of FY 2013-14
 While sales partially rebounded in second half of FY 2013-14 in
 Bangladesh and Nepal as a net result, export sales of the Company
 de-grew by 2% to 49,922 vehicles comprising 43,083 units of CVs and
 6,839 units of PVs. With a view to expand its International Business,
 the Company has entered new markets like Australia and ndonesia and has
 also prepared to enter Malaysia and Philippines in early FY 2014-15.
 The Company introduced a host of new products on existing and new
 platforms in existing and new markets and showcased its vehicles in
 majorauto shows in strategically important markets.
 The Company continued to outperform competition in terms of exports of
 Commercial Vehicles and enjoyed a total CV exports share of 57% in FY
 2013-14. Shipments for M & HCV Trucks grew by 34% in FY 2013-14
 contributing significantly to the top line and the bottom line of the
 company. The shipments of SAARC countries and RHD African countries
 including South Africa, Kenya, Tanzania, Mozambigue and Zambia grew by
 6% and 12% respectively. The opening of new markets in Australia and
 ndonesia made up for some of the shortfall in the Middle East and LHD
 Africa countries.
 The Company exported 6,839 Passenger Vehicles. Indica grew ( 29%),
 Indigo grew ( 70%) led by Bangladesh, Safari Storme had a strong debut
 with 115% growth and Sumo showed steady performance ( 2.2%) and was the
 best-selling vehicle name-plate in Nepal. Tata Passenger vehicles
 debuted in Philippines and Brunei and also witnessed regular orders
 from Indonesia.
 The Company was awarded the EEPC ''Star Performer Award'' for outstanding
 contribution in Engineering Exports in the Motor Vehicle - Large
 Enterprise category. Members attention is also drawn on various export
 initiatives under ''Foreign Exchange Earnings and Outgo''in the Annexure.
 Jaguar Land Rover (JLR) had a successful year of continued growth in
 all markets with overall volumes up by 16%, reflecting continued
 product successes including the launch of the new Range Rover Sport and
 Jaguar F-TYPE and a full year of sales of the new Range
 Rover. More established models have also been performing well, in
 particular derivatives such as the XF Sportbrake and all-wheel drive
 and smaller engine options across the range. Retail volumes have grown
 across all markets, led by China up by 34% from last year to record
 retail sales of 103,077; North America and Asia Pacific regions also
 performed strongly, up by 20% and 28% to 75,671 and 22,795
 respectively; UK and Europe, partly reflecting the economic headwinds,
 showed more modest growth, up by 6% and 2% to 76,721 and 82,854 units
 respectively. Wholesale volumes for FY 2013-14 were 429,861 units, an
 increase of 16% on FY 2012-13. At a brand level, wholesale volumes were
 79,307 units for Jaguar and 350,554 units for Land Rover, reflecting
 growth of 37% and 11.6% respectively. Some of the highlights of this
 year''s performance were:
 Launch of the all new aluminum Range Rover Sport in March 2013, with a
 worldwide roll out in the first half of FY 2013-14
 Continued growth of the expanded Jaguar XF range with all- wheel drive
 Version, new Sportbrake and smaller and more fuel efficient engine
 options for the XF and XI, launch of the new Jaguar F-TYPE.
 The F-TYPE went on sale to retail customers from April 2013 onwards and
 since then has received numerous awards and appreciation by the auto
 media. In November 2013, Jaguar unveiled the F-TYPE Coupe which went on
 sale in Apri 2014. In 2013, the F-TYPE won Germany''s most prestigious
 automotive award, the Golden Steering Wheel and theWorld Car Design of
 the Year award, as well as the Convertible of the Yearaward from Top
 At the Frankfurt Motor Show in September 2013, Jaguar revealed its
 first ever crossover concept vehicle, the Jaguar C XI7, based on a new
 modular scalable advanced aluminum architecture, which will allow
 Jaguar to grow its product portfolio and target high growth areas of
 the premium market, beginning with a new mid-sized sedan in 2015. It
 later announced that the new mid-sized sedan will be named Jaguar XE
 at the Geneva Auto show in March 2014 and this will be launched in
 early 2015.
 The new Discovery Vision Concept car was unveiled at New York
 International Auto Show in April 2014. Land Rover Discovery Sport
 (Freelander replacement) was announced as first new member of Discovery
 family to be launched in late 2014.
 Jaguar Land Rover''s joint venture with Chery Automobiles, China has
 been progressing well to develop, manufacture and sell certain Jaguar
 and Land Rover vehicles and jointly branded vehicles for the Chinese
 market. The production will start in FY 2014-15.
 Continued investment in new state-of-the-art facility at Wolverhampton,
 UK, to manufacture new advanced low emission engines from FY 2014-15.
 The Company and Jaguar Land Rover participated in various international
 auto shows displaying its range of products, including at Geneva, New
 York, Detroit and Jakarta, wherein the displayed products won accolades
 and a positive response.
 In addition, JLR has also committed to a manufacturing facility in the
 State of Rio de Janeiro, Brazil.
 Further, JLR has signed a Letter of Intent with the Nationa ndustrial
 Clusters Development Program (NICDP) in the Kingdom of Saudi Arabia for
 set-up of an automotive facility
 Tata Daewoo Commercial Vehicles Company Limited
 Tata Daewoo Commercial Vehicles Company Limited (TDCV) sold 10,600
 vehicles, higher by 5% over FY 2012-13. TDCV Domestic sales were at
 6,584 vehicles, 2nd highest in its history, registering a growth of
 21.9% compared to 5,400 vehicles sold in previous year.  However, in
 Export market sales at 4,016 vehicles was lower by 14.6% compared to
 4,700 vehicles of last year mainly due to adverse economic conditions
 in global markets.
 Tata Motors (Thailand) Limited
 Tata Motors Thailand Limited (TMTL) sold 2,480 vehicles in the FY
 2013-14, a year which saw the automotive market in Thailand drop over
 the previous year by almost 24%. The Super Ace vehicles that are
 currently sold as CBU imports from India showed encouraging signs of
 acceptability in the market. TMTL continued to expand its dealer
 network in order to cover most of the provinces in the country TMTL
 also dispatched the first lot of test vehicles to Malaysia where
 regular exports of Xenon are planned beginning FY 2014-15.
 Tata Motors (SA) (PTY) Limited
 Tata Motors (SA) (Pty) Ltd (TMSA) sold 821 chassis for the South Africa
 market in FY 2013-14. TMSA homologated three new models in the LCV
 category, including a bus chassis LP713 for the first time. It also
 collaborated with TDCV to assemble a pilot lot of 6 chassis of a
 tractor truck model with the objective of expanding the TATA presence
 in the fastest growing (extra Heavy) segment of commercial vehicles in
 South Africa.
 Tata Motors Finance Limited
 The vehicle financing activity is being carried under the brand Tata
 Motors Finance of Tata Motors Finance Limited (TMFL) - a wholly owned
 subsidiary company.
 The sluggish macroeconomic environment and conseguent lower demand of
 all Commercial and Passenger Vehicles led to a significant decline in
 disbursements. Total disbursements for the year were at Rs.8,768 crores
 - 22% lower than disbursements of Rs.11,180 crores in FY 2012-13. A
 total of 1,57,886 vehicles were financed representing a decline of 38%
 over the previous year. The disbursals for commercia vehicle were
 Rs.7,504 crores (1,23,989 vehicles) in FY 2013-14 compared to Rs.8,815
 crores (1,83,514 vehicles) for FY 2012-13. For passenger cars,
 disbursals were Rs.1,214 crores (32,637 vehicles) in FY 2013-14
 compared to Rs.2,364 crores (70,563 vehicles) in the previous year. The
 overall market share in terms of the Tata vehicle unit sales in India
 financed by Tata Motors Finance declined from 33% to 30%.
 With a view to de-risk the portfolio and explore additional sources of
 revenue, the Used Vehicle Finance business was re-launched by seeding
 the business in select geographies during the year.  Disbursements
 achieved under refinance were at Rs.50 crores (1,260 vehicles) during
 the current year as against Tl crores (9 vehicles) in FY 2012-13.
 TMFL continued to expand its reach in the market place by opening a
 number of branches including limited services branches exclusively in
 Tier 2 and 3 towns. This has also helped in reducing the turn-around
 times to improve customer satisfaction.
 TMFL has further enhanced its Office of the Customer initiative and
 is confident that these investments will pay rich dividends through
 significantly increased interactions/relations with its customers and
 dealers. With a highly motivated employee workforce, significantly
 greater customer orientation and an increased branch network/ field
 infrastructure, TMFL is poised for significant, sustainable growth and
 is confident that it would deliver on its vision for the future.
 The Tata Motors Group employed 66,593 permanent employees (previous
 year: 62,873 employees) as of the year end, out of which 59,535
 employees were engaged in automotive operations. The Company employed
 29,566 permanent employees (previous year: 30,334 employees) as of the
 yea rend. The 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 our 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 guality, cost erosion and improvements in
 productivity across all locations which is commendable.
 Safety and Health - Performance and Initiatives
 The Company provides a safe and healthy workplace for its employees by
 establishing the right safety culture across the organization.The
 senior leadership is fully committed to the ultimate Goal of zero
 injury to its employees and all stakeholders who are associated with
 the Company''s operations. Emphasis is laid on creating a participatory
 safety governance model. Safety and Health Environment (SHE) Councils
 have been formed for both Commercia Vehicle business and Passenger
 Vehicle business. The Company has come up with Safety Manual for Fully
 Built Vehicle (FBV) Application Vendors. The Lost Time Injury Freguency
 Rate (LTIFR) for this year is 0.39%, a reduction of 44% over FY
 2012-13. Training and awareness among all concerned has been a key
 element of the strategic initiative. 5,07,738 man-hours of training
 have been spent on Safety. The Company has launched a campaign ''i-drive
 safe'' - A Tata Motors initiative on building a safe driving culture and
 also training of driver employees with an awareness that the main risk
 is related to road safety and thereby ensured safe driving behavior of
 the drivers. The Company launched health brand logo ''HealthPlus -
 Because you matter!'' to drive employee health initiatives. Series of
 initiatives like awareness sessions, mailers, etc.  have been conducted
 under this initiative. The Company has come up with a Health and
 Wellness manual.
 The Jaguar Land Rover business has recently restated its commitment of
 Safety and well-being. The philosophy of this commitment states that
 the company strives to continuously improve working conditions and
 promote safe working practices to ensure the safety and well-being of
 its employees and the wider communities which it engages with. 2013 saw
 the launch of Jaguar Land Rover''s strategic direction on Safety and
 well-being, Destination Zero - A Journey to Zero Harm. The activities
 to deliver Zero Harm are underpinned with everyone understanding and
 taking a responsibility for their own and their fellow workers safety
 and well-being. Health promotion activities take place at all Jaguar
 Land Rover locations, the active use of''WellPoint Kiosks'' during FY
 2013-14 was well received.
 At TDCV Korea, the accident rate was 1.23% as against 0.18% achieved
 last year. The increase in accident rate is on account of Muscular
 Disease which TDCV is incorporating from this year as directed by
 government body. The safety index was 2.74 against 2.09 achieved last
 year. TMTL, Thailand, completed more than two years of accident free
 operations. Safety Assessment and Safety Training (on Safety
 Observations and Leading Safety Efforts) were conducted in Korea and
 Thailand in June 2013. At TMSA, South Africa, a comprehensive Health &
 Safety Manual was released, which had the Health & Safety policy, all
 SOP''s (Standard Operating Procedures), contingency plans, etc. for
 TMSA. Safety audits have been initiated with involvement of management
 employees which is being conducted by an external agency, NOSA.
 The Company has continuously endeavoured towards improving gender
 diversity and creating a safe, just and fair workplace for its
 employees. The Sexual Harassment Avoidance and Redressa Policy(SHAR)
 of the Company is in line with the Tata Code of Conduct and under this
 Policy an Apex committee at the corporate centre and location specific
 committees at local level, have been formed with set guidelines to
 address issues of sexual harassment at the work place towards any woman
 associates. The Company is committed to providing egual opportunities
 without regard to their race, caste, sex, religion, colour,
 nationality, disability, etc. All women associates (permanent,
 temporary, contractual and trainees) as well as any women visiting the
 Company''s office premises or women service providers are covered under
 this policy. All employees are treated with dignity with a view to
 maintain a work environment free of sexual harassment whether physical,
 verbal or psychological.
 During the year FY 2013-14, the Company has received 20 complaints on
 sexual harassments and of which 19 were disposed off. 17 cases from
 these have been substantiated and appropriate action taken. 32
 workshops or awareness program were carried out against sexual
 During the year, the free cash flows for Tata Motors Group were
 Rs.9,226 crores, post spend on capex, design and development of
 Rs.26,925 crores. Tata Motors Group''s borrowing as on March 31, 2014,
 stood at Rs.60,642 crores (FY 2012-13:Rs.53,716 crores). Cash and bank
 balances and investments in mutual funds stood at Rs.39,206 crores (FY
 2012-13: Rs.28,624 crores). With healthy profitability and cash flow
 generation, the Consolidated Net Automotive Debt to Eguity Ratio stood
 at 0.07:1 as on March 31, 2014, as compared to 0.24:1 on March 31,
 Cash flows from operations were Rs.2,463 crores for standalone
 operations of the Company. Spend on capex, design and development were
 Rs.3,094 crores (net). The borrowings of the Company as on March 31,
 2014 stood at Rs.15,053 crores (FY 2012-13: Rs.16,799 crores). Cash and
 bank balances and investments in mutua funds stood at Rs.226 crores (FY
 2012-13: Rs.822 crores).
 During the year, the Company issued notice on April 16, 2013 to the
 holders of 4% Foreign Currency Convertible Notes, giving them time till
 June 10, 2013, to elect at their option to either convert the bond into
 eguity or to receive redemption proceeds as per the terms of the
 indenture. Conseguent upon exercise of conversion option, aggregating
 US.10 million, the Company allotted 28,549,566 Ordinary
 Shares/Shares represented by ADSs.
 The Company issued rated, listed, unsecured, non-convertible debentures
 of Rs.1,100 crores.
 The Company repaid Tranche 3 of Rs.1,800 crores of Secured, Rated,
 Credit Enhanced, Listed, 2% Coupon Non-Convertible Debentures (NCDs)
 alongwith premium on redemption of Rs.658.05 crores. Further, the
 Company also repaid Rs.362.19 crores forming part of the public fixed
 deposit scheme launched in December 2008.
 The Company divested its investments in foreign subsidiary companies -
 Tata Daewoo Commercial Vehicle Co Ltd, Korea, Tata Motors (Thailand)
 Ltd, and Tata Motors (SA) (Proprietary) Ltd toTML Holdings Pte Ltd,
 Singapore, a wholly owned subsidiary
 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 correct this
 and restructure the Balance Sheet.
 At Jaguar Land Rover (as per IFRS), post spend on capex, design and
 development of GB£2,680 million (Rs.25,774.36 crores), the free cash
 flows were GB£1,150 million (Rs.11,059.90 crores) for FY 2013-14. The
 borrowings of the Jaguar Land Rover as on March 31, 2014, stood at
 GB£2,010 million (Rs.19,330.77 crores) [previous year: GB£2,167million
 (Rs.17,791 crores)]. Cash and financial deposits stood at GB£3,458
 million (Rs.33,256.62 crores) [previous year: GB£2,847 million
 (Rs.23,373 crores)] resulting in negative net debt position.
 Additionally, JLR has undrawn committed long term bank lines of
 GB£1,290 million.
 In December 2013, Jaguar Land Rover issued US0 million Senior Notes
 due 2018, at a coupon of 4.125% per annum, followed by an issue of
 GB£400 million, at a coupon of 5.0% per annum in January 2014. The
 proceeds have been used for prepayment of high coupon Senior Notes
 issued in 2011 of eguivalent GB£750 million which was callable in May
 TML Holdings Pte Ltd, Singapore, a 100% subsidiary of the Company,
 holding the investment in Jaguar Land Rover raised SG0 million
 Senior Notes due 2018, in May 2013, at a coupon of 4.25% per annum
 followed with an issue of syndicated loan facility of US0 million
 and SG.8 million due 2017 and US0 million and SG4 million due
 Tata Motors Finance Limited raised Rs.75 crores by an issue of
 unsecured, non-convertible, subordinated perpetual debentures towards
 Tier 1 and Tier 2 Capital and Rs.155.10 crores by an issue of
 unsecured, non-convertible, subordinated debentures towards Tier 2
 Capital in order to meet its growth strategy and improve its Capita
 Adeguacy ratio.
 Tata Motors Group has undertaken and will continue to implement
 suitable steps for raising long term resources to match fund
 reguirements and to optimise its loan maturity profile.
 During the year, the Company''s rating for foreign currency borrowings
 was retained with an improvement in the outlook by Standard & Poors
 toBB/Stable and was retained at existing levels by Moodys
 atBa3/Stable. For borrowings in the local currency, the ratings was
 revised upwards by Crisil toAA/Stable and was retained at existing
 levels by ICRA at AA-/Positive. Post March 31, 2014, the ratings was
 revised upwards by ICRA to AAVStable. The Non-Convertible Debentures
 rating by CARE was revised upwards to AA /Stable.  During the year,
 Jaguar Land Rover''s rating was revised upwards by Moodys toBa2Stable
 and by Standard & Poors atBB/Stable.
 For Tata Motors Finance, CRISIL has revised its rating outlook on
 long-term debt instruments and bank facilities to ''CRISIL AA/ A 7
 The Company has not accepted any public deposits during FY 2013- 14.
 There were no over dues on account of principal or interest on public
 deposits other than the unclaimed deposits as at the year end. The
 Company proposes to invite and accept Fixed Deposits from the
 shareholders and the public in accordance with Sections 73 to 76 of the
 Companies Act 2013 read with Companies (Acceptance of Deposits) Rules,
 2014. Attention of the Members is invited to the relevant item in the
 Notice of the Annual General Meeting and the Explanatory Statement
 The Company''s business strategies are well supported by IT proactively
 building the capabilities. The Company''s IT leverages strong
 partnerships with productand services companies to support business
 growth and innovation. This has enabled us to strengthen our core
 technology capabilities.
 The major highlights of IT initiatives at the Company are:
 The Company commemorated 10 years of its path breaking CRM solution,
 one of the largest in automotive industry with 4,000  channel partners
 and more than 50,000  users.
 The Company played a key role in setting up AutoDX, a SIAM ACMA
 initiative for electronic data interchange (EDI).
 The Company is implementing cloud based employee collaboration tools
 which will bring a diverse and multi locational workforce closer,
 enabling the OneTeamOne Vision initiative.
 The Company is extending its enterprise applications to mobiles through
 mobile apps. First five applications have been piloted for Telematics,
 Rural Marketing, Dealer Sales Force (CV and PV) and Quality
 The Company won the ''CSI Award for the Excellence in IT'' for executing
 the large and complex migration of entire Manufacturing Execution
 System (MES) platform in car plant.
 JLR global expansion to China is being competently supported by IT
 All Tata Motors group companies continue to work together on IT
 synergies and sharing the expertise.
 Product development processes continue to grow on best of the breed
 tools and technology solutions, for enhancing product development
 capabilities, addressing guality and speed.  Capabilities were
 developed for realistic product visualization in digital platform for
 product style. Bid response mechanisms for specific customers were
 developed. Processes relating to early manufacturing feedback in
 engineering functions were evolved with state of the art toolsets.
 PLM processes continue to mature strengthening the product development
 processes across the extended organization.
 In-house Knowledge Based Engineering (KNEXT) applications spread
 enhanced by deploying 20 new applications in various product design
 Virtual validation as a strategic initiative introduced in the product
 development process providing better turnaround time and understanding
 of product in the field.
 Tools for collaboration of engineering information across multiple work
 locations, multiple geographies were developed as part of DRiVE
 Systems were developed to handle WCQ LI and other guality initiatives.
 30 new applications were conceived and developed on in- house pFirst
 framework to handle various cross functiona work stream delivery.
 Digital Manufacturing Planning (DMP) capabilities enhanced to use
 various process documents (PFD, PFMEA, CP, etc) in Pune manufacturing
 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 individua customers. Besides new
 product developments covered above, some of the key initiatives on
 Environment friendly technologies include:
 Fuel efficiency improvement through development of advanced driveline
 oil formulation in line with previous development of engine oil only
 Continuation of fuel efficiency improvement initiatives on commercial
 vehicle engines through software features in engine management system
 and vehicle level parameter optimization.
 Downsizing of gasoline engines using pressure charging technology
 (turbochargers) for Co2 reduction on passenger cars.
 Designed and developed electric vehicles based on Tata Magic and Tata
 Iris, which were demonstrated in Autoexpo 2014.  A fleet of small
 number of demonstrator vehicles is being developed.
 Start of a collaborative initiative to investigate sustainable
 synthetic fuels for India and developing nations.
 Designed, developed and demonstrated Hydrogen fuelled zero emission
 fuel cell bus for urban transportation. Further testing is in progress.
 Use of bio CNG in internal combustion engines for vehicles is under
 Unveiling the latest milestone of its advanced aluminium which would be
 high-strength, lightweight and the Jaguar Land Rover''s most aluminium
 intensive structure to date bringing considerable benefits in terms of
 dynamics, safety and efficiency.
 Jaguar Land Rover introduced world''s first hybrid electric vehicle with
 a diesel engine by bringing down fuel consumption to 6.41/100 km. which
 only few years ago, seemed to be totally unachievable in a vehicle size
 of Range Rover.
 Introduction of InControl Apps in the Cars manufactured by Jaguar Land
 Rover to minimize driver distractions.
 Collaborative innovation through Investment in a new UK advanced
 research facility, the National Automotive Innovation Centre providing
 dedicated facilities for an expanded Jaguar Land Rover Advanced
 Research Team.
 Tata Motors announces consolidated financial results on a guarterly
 basis. As reguired 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 Genera Circular
 No 2/2011 dated February 8, 2011, has granted a genera exemption
 subject to certain conditions to holding companies from complying with
 the provisions of Section 212 of the Act, which reguires 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 2013-14'' in the Annual Report. The Company will make available
 the said annual accounts and related detailed information of the
 subsidiary companies upon the reguest 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 70 (direct and indirect) subsidiaries (10 in India and
 60 abroad) as on March 31, 2014, as disclosed in the accounts.
 During theyear, the following changes have taken placein subsidiary
 Subsidiary companies formed/acquired:
 Tata Technologies Inc. acguired Cambric Holdings Inc., which included
 its subsidiaries, namely Cambric Corporation, Cambric Limited, Cambric
 Consulting SRL, Cambric GmbH, Cambric UK Limited, Cambric Managed
 Services Inc., Midwest Managed Services - all indirect subsidiaries
 ofTata Technologies Limited.
 Tata Technologies incorporated Cambric Manufacturing Technologies
 (Shanghai) Co. Limited.
 Land Rover Belux SA/NV merged with Jaguar Belux NV and changed its name
 from Jaguar Belux NV to Jaguar Land Rover Belux.
 All business and assets of Land Rover were acguired by Jaguar Land
 Rover Limited except Jaguar Land Rover Automotive Trading (Shanghai)
 Co. Ltd.
 Business of Land Rover Exports Limited was transferred to Jaguar Land
 Rover Exports Limited.
 Companies ceasing to be subsidiary companies/ ceased operations:
 Tata Hispano Motors Carrocera S.A. wound down factory and manufacturing
 activity but still exists as a subsidiary.
 Name changes
 Land Rover to Jaguar Land Rover Holdings Limited
 Jaguar Land Rover Exports Limited to JLR Nominee Company Limited
 Besides the above, Jaguar Land Rover continued to integrate /
 restructure legal entities for manufacturing and for exporting globally
 as combined brand legal entities. Other than the above, there has been
 no material change in the nature of the business of the subsidiary
 Associate companies/Joint Ventures
 As at March 31, 2014, Tata Motors had 6 associate companies and 5 Joint
 Ventures as disclosed in the accounts.
 The accounting of subsidiaries, associates and joint ventures have been
 done in consolidated financial statments in accordance with the
 Accounting Standards.
 Details of energy conservation and research and development activities
 undertaken by the Company 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''
 Mr Karl Slym, who was the Managing Director of the Company since
 September 13, 2012, died on January 26, 2014, in an untimely and tragic
 manner. Mr Slym provided leadership in a challenging market environment
 and had made a considerable positive impact on the Company''s culture by
 spearheading leadership and brand enhancing programs in the
 organization. He played a pivotal role in charting of the Company''s
 strategy to regain momentum for the Company''s products in the Indian
 market.The Directors have placed on record their profound grief on the
 passing away of Mr Slym.  The Board has initiated steps for appointing
 a Managing Director.  In the interim, the oversight of the key aspects
 of the Company''s operations is undertaken by a Corporate Steering
 Committee comprising Mr Cyrus P Mistry as Chairman, Executive Directors
 and Senior Executives of the Company.
 Mr Ravi Kant retires as the Vice Chairman of the Company on May 31,
 2014 in accordance with the Company''s Policy for Retirement Age of
 Directors. Mr Kant joined the Company in February 1999 and on
 superannuating as the Managing Director in June 2009, continued to be
 on the Company''s Board of Directors as the Non- executive Vice-
 Chairman. Mr Kant had by his stewardship and guidance significantly
 contributed to the Company''s growth and global aspirations. He has
 played a stellar role in the Jaguar Land Rover''s acguisition and its
 turnaround and guiding many of the Company''s key initiatives and
 strategies. The Board placed on record its appreciation for the
 contributions made and the role played by Mr Kant over the last 14
 years on the Board of the Company.
 The Company has, pursuant to the provisions of Clause 49 of the Listing
 Agreements entered into with Stock Exchanges, appointed Mr Nusli Wadia,
 Dr Raghunath Mashelkar, Mr Subodh Bhargava, Mr Nasser Munjee, Mr
 Vineshkumar Jairath and Ms Falguni Nayar as ndependent Directors of the
 Company. The Company has received declarations from the said
 Independent Directors of the Company confirming that they meet the
 criteria of independence as prescribed both undersub-section (6) of
 Section 149oftheCompanies Act, 2013 and under the said Clause 49. In
 accordance with the provisions of Section 149(4) and proviso to Section
 152(5) of the Companies Act, 2013, these Directors are being appointed
 as Independent Directors to hold office as per their tenure of
 appointment mentioned in the Notice of the forthcoming AGM of the
 In accordance with the reguirements of the Act and the Articles of
 Association of the Company, Dr Ralf Speth retires by rotation and is
 eligible for re-appointment.
 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.
 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 reguired under Section 217(2A)of the
 Companies Act, 1956 (the Act) 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.
 A separate section on initiatives taken by theTata Motors Group to
 fulfil its Corporate Social Responsibilities is included in the Annual
 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
 reguirement 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
 Company''s BRR is hosted on its website Any
 shareholder interested in obtaining a physical copy of the same may
 write to the Company Secretary
 M/s Deloitte Haskins & Sells LLP (DHS LLP), Chartered Accountants (ICAI
 Firm Registration No.117366W/W-100018), who a re 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 three years to hold office from the
 conclusion of this AGM till the conclusion of the seventy-second AGM of
 the Company to be held in the year 2017 subject to ratification of
 their appointment at every AGM. DHS have, under Section 139(1) of the
 Companies Act, 2013 and the Rules framed thereunder furnished a
 certificate of their eligibility and consent for re-appointment.
 DHS converted itself into a Limited Liability Partnership (LLP) under
 the provisions of the Limited Liability Partnership Act, 2008 and is
 now known as Deloitte Haskins & Sells LLP (DHS LLP) with effect from
 November 20,2013. In terms of the Ministry of Corporate Affairs,
 Government of India, General Circular No. 9/2013 dated April 30,2013,
 if a firm of CAs, being an auditor in a company under the Companies
 Act, 1956, is converted into an LLPthensuchan LLP would be deemed to be
 the auditor of the said company. The Board of Directors of the Company
 has taken due note of this change. Accordingly, the audit of the
 Company for FY2013-14was conducted by DHS LLP.
 Cost Audit
 As per the reguirement of the Central Government and pursuant to
 Section 233B of the Companies Act 1956, the audit of the cost accounts
 pertaing to motor vehicles and other relevent products groups is
 carried out every year. Pursuant to the approval of Ministry of
 Corporate Affairs, M/s Mani & Co. having registration No. 00004 were
 appointed as the Cost Auditors for auditing the Company''s cost accounts
 relating to the Company''s products for the year ended March 31, 2014,
 for which the approval of Central Government was received on July
 The Cost Audit Report and Compliance Report for the year ended March
 31, 2013 were filed by the Company on September 25, 2013 well within
 the prescribed due date of September 30, 2013. The Cost Audit Report
 and compliance report for the financial year ended March 31, 2014 is
 expected to be filed within the prescribed time.
 Pursuant to Section 217 (2AA) of the Companies Act, 1956 (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 adeguate 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.
 The Directors wish to convey their appreciation to all of the Company''s
 employees for their enormous personal efforts as well as their
 collective contribution to the Company''s performance. The Directors
 would also like to thank the employee unions, shareholders, 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
 Mumbai, May 29, 2014
Source : Dion Global Solutions Limited
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