1 I. The Issued and subscribed capital includes :
(a) Ordinary Shares allotted as fully paid up shares for consideration
other than cash:
7,53,470 Ordinary Shares allotted to Daimler - Benz AG in consideration
of materials supplied to the Company in the financial year 1956-57,
3,00,000 Ordinary Shares allotted to the Shareholders of erstwhile
Investa Machine Tools and Engineering Company Limited in terms of the
Scheme of Amalgamation sanctioned by the Bombay High Court in the
fnancial year 1966-67,
7,59,510 Ordinary Shares allotted to the Shareholders of the erstwhile
Central Bank of India in terms of the Scheme of Amalgamation in the
fnancial year 1970-71,
1,83,823 Ordinary Shares issued to the Shareholders of the erstwhile
Noduron Founders Maharashtra Limited in terms of the merger in the
fnancial year 1992-93,
15,24,30,083 Ordinary Shares issued to Financial Institutions and
holders of convertible debentures / bonds on conversion of term loans /
debentures / bonds,
1,45,04,949 Ordinary Shares issued to the Shareholders of the erstwhile
Tata Finance Limited in terms of the merger in the fnancial year 2005-
06.
(b) 11,12,92,760 Ordinary Shares issued as fully paid up Bonus Shares
by utilising Securities Premium Account, Capital Reserve, Capital
Redemption Reserve, Amalgamation Reserve, contribution for Capital
Expenditure Account and General Reserve.
(c) 2,55,02,678 (as at March 31, 2010 2,55,02,622) Ordinary Shares
allotted against the exercise of equivalent number of warrants
pertaining to the rights issue of 2001 at Rs.120/- per share.
(d) 7,60,78,654 (as at March 31, 2010 5,25,08,228) Ordinary Shares
issued upon conversions of Foreign Currency Convertible Notes (FCCNs).
Details are as follows:
(i) 1% FCCN due 2008 :
1,83,98,095 (as at March 31, 2010 : 1,83,98,095) Ordinary Shares issued
against 99,940 (as at March 31, 2010 : 99,940) Notes.
(ii) 0% FCCN due
2009 :
74,66,867 (as at March 31, 2010 : 74,66,867) Ordinary Shares issued
against 97,590 (as at March 31, 2010 : 97,590) Notes.
(iii) 1% FCCN due 2011 :
2,29,50,915 (as at March 31, 2010 : 1,88,16,152) Ordinary Shares issued
against 2,99,102 (as at March 31, 2010 : 2,29,634) Notes.
(iv) 0% FCCN due 2011
78,39,043 (as at March 31, 2010 : 78,27,114) Ordinary Shares issued
against 1,074 (as at March 31, 2010 : 1,071) Notes.
(v) 4% FCCN due 2014 :
1,94,23,734 (as at March 31, 2010 : Nil) Ordinary Shares issued against
2,576 (as at March 31, 2010 : Nil) Notes.
(e) 6,42,77,215 (as at March 31, 2010 : 6,42,76,883) Ordinary Shares
atRs. 340 per share and 6,42,77,215 (as at March 31, 2010 : 6,42,76,883)
A Ordinary Shares atRs. 305 per share were allotted on exercising of
options pertaining to Rights issue of 2008.
(f) 2,99,04,306 Global Depository Shares (GDS) each representing one
share at a price of US$ 12.54 per GDS, aggregating US$ 375 million (Rs.
1794.19 crores), issued in the year 2009-2010.
(g) During the year, the Company has issued 8,320,300 Ordinary Shares
at a price ofRs. 1,074 per Ordinary Share and 32,165,000 A Ordinary
Shares at a price ofRs. 764 per A Ordinary Share through Qualifed
Institutional Placement (QIP).
II. The entitlements to 99,310 (as at March 31, 2010 : 1,49,534)
Ordinary Shares and 54,832 (as at March 31, 2010: 99,790) A Ordinary
Shares are subject matter of various suits fled in the courts / forums
by third parties for which fnal order is awaited and hence kept in
abeyance.
The application for 49,836 Ordinary Shares and 44,626 A Ordinary
Shares have been received, to be issued out of shares kept in abeyance
as on March 31, 2011, for which allotment is pending.
2 Secured Loans :
(i) Nature of Security (on loans including interest accrued thereon) :
(a) Rated, Listed, Secured, Credit Enhanced, 2% Coupon, Premium
Redemption Non-Convertible Debentures amounting toRs. 3,400 crores are
secured by a second charge in favour of Vijaya Bank , Debenture Trustee
and frst ranking parri passu charge in favour of State Bank of India as
Security trustee on behalf of the Guarantors, by way of English
mortgage of the Companys lands, freehold and leasehold, together with
all buildings, constructions and immovable and movable properties
situated at Chinchwad, Pimpri, Chikhali and Maval in Pune District and
plant and machinery and other movable assets situated at Pantnagar in
the State of Uttarakhand and at Jamshedpur in the state of Jharkhand.
(b) Rated, Listed, Secured, 9.95% Coupon, Non-Convertible Debentures
amounting to Rs. 200 crores is being secured by frst ranking charge by
way of an English mortgage of the Companys freehold land together with
immovable properties, plant and machinery and other movable assets
(excluding stock and book debts) situated at Sanand in the State of
Gujarat.
(c) Rated, Listed, Secured, 10.25% Coupon, Non-Convertible Debentures
amounting to Rs. 500 crores is being secured by frst ranking charge by
way of an English mortgage of the Companys freehold land together with
immovable properties, plant and machinery and other movable assets
(excluding stock and book debts) situated at Sanand in the State of
Gujarat.
(d) Loans, Cash Credits, Overdrafts and Buyers line of credit from
Banks are secured by hypothecation of existing current assets of the
Company viz. stock of raw materials, stock in process, semi-fnished
goods, stores and spares not relating to plant and machinery
(consumable stores and spares), bills receivable and book debts
including receivable from Hire Purchase / Leasing and all other
moveable current assets except cash and bank balances, loans and
advances of the Company both present and future.
4. Future instalments receivable in respect of vehicle loans [Schedule
10 (A), page 80] includes Rs. 452.13 crores (as at March 31, 2010 Rs.
595.71 crores) in respect of instalments that have become due but have
not been recovered. Out of these Rs. 337.85 crores (as at March 31, 2010
Rs. 351.50 crores) are due for over six months. T here is an aggregate
provision of Rs. 245.77 crores (as at March 31, 2010 Rs. 269.29 crores)
made in respect of overdue instalments.
6 i) Related party disclosures for the year ended March 31, 2011
a) Related Party and their relationship
1. Subsidiaries :
Tata Technologies Ltd INCAT International Plc.
TAL Manufacturing Solutions Ltd Tata Technologies Europe Ltd
H V Axles Ltd INCAT SAS (liquidated w.e.f. April 30, 2010)
H V Transmissions Ltd INCAT GmbH
Sheba Properties Ltd Tata Technologies Inc
Concorde Motors (India) Ltd Tata Technologies de Mexico, S.A. de CV
Tata Daewoo Commercial Vehicle Co. Ltd Tata Technologies (Canada) Inc
Tata Motors Insurance Broking & Advisory Services Ltd Tata Technologies
(Thailand) Ltd
Tata Motors European Technical Centre Plc Tata Technologies Pte Ltd
Tata Motors Finance Ltd Miljobil Grenland AS
Tata Marcopolo Motors Ltd Tata Hispano Motors Carrocerries Maghreb
Tata Motors (Thailand) Ltd (Formerly known as Carrocerries Hispano
Maghreb, Morocco)
Tata Motors (SA) (Proprietary) Ltd Tata Daewoo Commercial Vehicles
Sales and Distribution Co. Ltd
TML Holdings Pte. Ltd, Singapore (Incorporated on April 9, 2010)
TML Distribution Company Ltd Tata Engineering Services (Pte) Ltd (from
February 15, 2011)
Tata Hispano Motors Carrocera S.A. Jaguar Land Rover North America LLC
Trilix S.r.l (w.e.f September 29, 2010) Land Rover Belux SA/NV
Tata Precision Industries Pte. Ltd Land Rover Ireland Ltd
(w.e.f February 15, 2011) Jaguar Land Rover Nederland BV
JaguarLandRover Ltd Jaguar Land Rover Portugal - Veiculos e Pecas, LDA
Jaguar Cars Overseas Holdings Ltd Jaguar Land Rover Australia Pty Ltd
Jaguar Land Rover Austria GmbH Land Rover Exports Ltd
Jaguar Belux NV Land Rover Italia SpA
Jaguar Cars Ltd Land Rover Espana SL
Jaguar Land Rover Japan Ltd Land Rover Deutschland GmbH
Jaguar Cars South Africa (pty) Ltd Jaguar Land Rover Mexico SA de CV
(upto July 12, 2010)
Jaguar Italia SpA Jaguar Land Rover Korea Co. Ltd
Jaguar Cars Exports Ltd Jaguar Land Rover Automotive Trading (Shanghai)
Co. Ltd
The Daimler Motor Company Ltd Jaguar Land Rover Canada ULC
The Jaguar Collection Ltd Jaguar Land Rover France, SAS
Daimler Transport Vehicles Ltd Jaguar Land Rover (South Africa) (Pty)
Limited
S.S. Cars Ltd Jaguar Land Rover Brazil LLC
The Lanchester Motor Company Ltd Limited Liability Company Jaguar Land
Rover (Russia)
Jaguar Hispania Sociedad Land Rover Parts Ltd
Jaguar Deutschland GmbH Land Rover Parts US LLC
Land Rover
Land Rover Group Ltd
2. Associates :
Tata AutoComp Systems Ltd Nita Company Ltd
Tata Cummins Ltd Tata Sons Ltd (Investing Party)
Tata Precision Industries Pte. Ltd (upto February 14, 2011) Automobile
Corporation of Goa Ltd
(subsidiary from February 15, 2011) Telco Construction Equipment Co.
Ltd
Tata Precision Industries (India) Ltd Jaguar Cars Finance Ltd
(w.e.f. February 15, 2011)
3. Joint Ventures :
Fiat India Automobiles Ltd TATA HAL Technologies Ltd
4. Key Management Personnel
Mr. Carl-Peter Forster (w.e.f. April 1, 2010) Mr. P M Telang
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