Tata Motors Annual Report
Tata Motors Annual Report
Tata Motors Annual Report
TATA
BSE Limited Listing Compliance Department
First Floor, New Trading Ring National Stock Exchange of India Ltd.
Rotunda Building , P J Towers, Exchange Plaza, Sandra Kurla Complex ,
Dalal Street, Fort, Mumbai 400 001 Sandra (E), Mumbai 400 051
Kind Attn: Mr Khushro A. Bulsara Kind Attn: Mr Avinash Kharkar
General Manager & Head Asst. Vic·e President
Listing Compliance & Legal Regulatory Listing & Compliance
July 06 , 2019
Sc no -15533
Dear Sirs,
Re: Annual Report (Integrated) for the Financial Year 2018-19 and Notice convening the
74th Annual General Meeting
With further reference to our letter dated June 28, 2019 bearing Sc no. 15512 and pursuant to
Regulation 30 and Regulation 34 of the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, we submit herewith the Annual Report (I ntegrated) of the
Company for the Financial Year 2018-19 alongwith Notice convening the 741h Annual General
Meeting scheduled to be held on July 30, 2019 at 3.00 p.m. at Birla Matushri Sabhagar, 19,
Sir Vithaldas Thackersey Marg, Mumbai 400 020. The Annual Report (Integrated) for the FY18-
19 is also available on the Company's website at www.tatamotors.com.
Yours faithfully,
Tata Motors Limited
~c.o.L-~zf '-...o.
; t r
.J Hoshang K Sethna
V Company Secretary
SEIZING TODAY,
EMBRACING TOMORROW
Technological disruptions are defining and influencing mobility habits globally and today’s
value-focused preferences are driving the business operations of tomorrow. With climate,
demographics, urbanisation and rapid technological changes assuming centre-stage, the future
increasingly seems to be moving towards being autonomous, connected, electric and shared.
As next-generation technologies and automotive worlds merge, we, at Tata Motors Group,
are well prepared to embrace the future with 'Charge' and 'Accelerate', our turnaround and
transformation programmes for Jaguar Land Rover (JLR) and a stronger Turnaround 2.0 for Tata
Motors Limited (TML). We believe that tomorrow belongs to those who prepare for it today. As
responsible automakers, we are committed to transforming the future of mobility and more.
2
Contents
INTEGRATED REPORT STATUTORY REPORTS
Our approach to reporting 4 Board’s Report 78
What sets us apart 5 Management Discussion and Analysis 116
The strong fundamentals 6 Risk Factors 142
Introduction 8 Report on Corporate Governance 162
Product profile 14 Business Responsibility Report 184
Recognitions 18
Chairman’s message 20 FINANCIAL STATEMENTS
Leadership messages 22 Standalone
Board of Directors 24 Independent Auditors’ Report 196
Corporate governance 26 Balance Sheet 206
Events FY 2018-19 28 Statement of Profit and Loss 207
Operating context 30 Cash Flow Statement 208
Risks and opportunities 34 Statement of Changes in Equity 210
Business model 38 Notes Forming Part of Financial 212
Key performance indicators 40 Statements
Stakeholder inclusiveness 42 Consolidated
Material issues 43 Independent Auditors’ Report 279
6 cylinders of our value 44 Balance Sheet 288
creation engine Statement of Profit and Loss 289
JLR and CJLR 46 Cash Flow Statement 290
TML CV and PV 50 Statement of Changes in Equity 292
Tata Motors Finance and 54 Notes Forming Part of Consolidated 294
Net Debt & Others Financial Statements
Outlook 56 Summarised Statements 386
Holistic approach to value creation 58
JLR 60 Notice 396
TML (Standalone) 66
Tata Motors Finance 76
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Integrated Report & Annual Accounts 2018-19 | 74th year
4
INTEGRATED REPORT (1-77)
What sets us apart
Tata Motors Group is a leading manufacturer of some of the world’s most admired vehicles.
Continuing its legacy, with a focus on engineering and tech-enabled automotive solutions, the
Group is catering to the future of mobility. Addressing every challenge, there are key aspects
that set us apart from the rest and on the basis of which, we build our competitive advantage.
• Committed to safety and Tata Nexon becomes India’s first car to receive
sustainability, as an integrated part GNCAP ‘5 stars’ for safety
of the business model.
• Leading innovation for the next frontier Two iconic brands of JLR include Jaguar and Land Rover, with an award
technologies, with a focus on electrified, winning, outstanding product portfolio
connected and driverless vehicles
Pursuing a clear vision and plans, with a significant transformation
underway, leveraging the passion of teams
• Project Charge is on track to achieve its
GBP 2.5 BN target with GBP 1.25 BN of All new Evoque with hybrid options launched in FY 2018-19
benefits already delivered
Launch of New Defender announced
• Continued focus on new product
development, with award winning I-PACE won the World Car, World Car Design and World Green Car,
vehicles added to the existing and European Car of the Year
illustrious line
5
THE STRONG
FUNDAMENTALS
6
TATA MOTORS JAGUAR LAND ROVER
Part of the Tata group, Tata Motors was established in Jaguar Land Rover brings together two iconic British
1945. A leading global automobile manufacturer, the brands with a long and illustrious legacy into a single
Company remains committed to ‘Connecting Aspirations’ company. JLR became part of the Tata group in 2008.
by offering innovative mobility solutions.
Introduction 8
Product profile 14
Recognitions 18
Chairman’s message 20
Leadership messages 22
Board of Directors 24
Corporate governance 26
Events FY 2018-19 28
Operating context 30
Risks and opportunities 34
Business model 38
Key performance indicators 40
Stakeholder inclusiveness 42
Material issues 43
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Integrated Report & Annual Accounts 2018-19 | 74th year
Introduction
TATA MOTORS GROUP
Tata Motors is one of WHO WE ARE Tata Motors Limited (TML)
the leading automobile
TML is India’s largest original
manufacturers in
23%
equipment manufacturer (OEM)
the world, providing offering an extensive range of
integrated, smart and e-mobility
mobility solutions to solutions.
over 175 countries.
TML has established top-of-the-line TML's contribution
Our portfolio includes manufacturing facilities, research to the Tata
Motors Group revenue
a wide range of cars, & development and design centres
at across 9 locations in India, UK
utility vehicles, trucks, (TMETC), Italy (Trilix) and South
and buses . We have a Korea (TDCV).
8
The strong fundamentals (6-43)
JLR is Britain’s largest automobile manufacturer, housing two iconic British brands under
74%
the Tata group.
Land Rover is the world’s favourite SUV brand. Its pioneering spirit and industry-leading JLR's contribution to the
expertise in all-terrain technologies put Land Rover at the forefront of future mobility. Tata Motors Group revenue
JLR has two major design and engineering sites, three vehicle manufacturing facilities, and
an engine manufacturing centre in the UK. It also has plants in China, Slovakia, Austria,
Brazil and India, with a new Battery Assembly Centre to be opened in the UK in 2020.
5,78,915
VEHICLES SOLD IN FY 2018-19,
PURPOSE
Destination Zero
JLR's vision is a world
of sustainable, smart
mobility: Destination
PASSIONS
Zero – enhancing
the quality of
everyone’s life with VALUES
zero emissions, zero
accidents and zero
congestion through
relentless innovation.
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Integrated Report & Annual Accounts 2018-19 | 74th year
Introduction
WHO WE ARE Tata Motors Finance Tata Motors Group - other subsidiaries
Tata Motors Finance Limited (TMFL)
Tata Daewoo Commercial Vehicle
and Tata Motors Finance Solutions
Limited (TMFSL) are non-banking
financial companies (NBFCs). They are
1% Company Limited (TDCV)
TDCV is one of South Korea's most
reputed truck makers. Today, it exports
subsidiaries of TMF Holdings Limited
its vehicles to more than 40 countries.
(TMFHL).
TMFHL's contribution Tata Technologies Limited (TTL)
TMF Holdings Limited is a 100% to the Tata A leading company in engineering
subsidiary of TML and a core Motors Group revenue
services outsourcing and product
investment company (CIC).
development IT services, Tata
Technologies is a company of
innovators and specialists in the
design engineering space, who
apply cutting-edge technologies to
WHAT WE DO TMFL facilitates new vehicle financing. provide competitive advantage to
TMFSL undertakes the dealer/vendor financing business customers in the manufacturing sector.
and the used vehicle refinance/repurchase business. The company is headquartered in
Pune.
37%
STRONG GROWTH IN ASSETS UNDER
MANAGEMENT (y-o-y)
Core Purpose
Reach out to customers to help them realise their dream of
owning a Tata vehicle, easily
Core values
• Agility
• Empathy
• Synergy
• Transparency
• Integrity
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The strong fundamentals (6-43)
Marcopolo Waymo
A 51:49 joint venture between Tata Motors and Marcopolo A long-term strategic partnership to develop the world’s
S.A., Brazil, for manufacturing buses in India. first premium self-driving electric vehicle for Waymo’s
driverless transportation service.
Fiat
An industrial joint venture between Tata Motors and Fiat BMW
Group Automobiles to manufacture passenger cars, engines A collaboration between Jaguar Land Rover and BMW
and transmissions for the Indian and overseas markets. Group to develop next generation Electric Drive Units
(EDUs) in a move that will support the advancement of
Cummins electrification technologies.
Pioneering electrification
Group companies providing one Tata ecosystem orking together to bring ACES to life
W
Charging Infra
Data Insurance
Platform/ BMS
EV Offering
Financing Localisation
Operations
Platform
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Integrated Report & Annual Accounts 2018-19 | 74th year
Introduction
OUR GEOGRAPHICAL
PRESENCE
KEY MANUFACTURING, DESIGN, R&D AND
ENGINEERING FACILITIES #
TATA MOTORS LIMITED
1 TML, Jamshedpur, Jharkhand
2 TML, Pantnagar, Uttarakhand
3 TML, Dharwad, Karnataka
4 TML, Pune, Maharashtra
5 TML, Sanand, Gujarat
6 TML, Lucknow, Uttar Pradesh
7 Tata Marcopolo, Dharwad, Karnataka
TATA DAEWOO
1 TDVC, Gunsan, South Korea
JLR
1 JLR, Halewood, UK
2 JLR, Solihull, UK 8
3 JLR, Castle Bromwich, UK
4 JLR, Wolverhampton, UK (Engine
Manufacturing Centre)
5 JLR, Itatiaia, Rio de Janeiro, Brazil
6 JLR, Graz, Austria
(Contract manufacturing)
7 JLR, Changshu, China
8 JLR, Nitra, Slovakia
9 JLR, Pune, India
12
INTEGRATED REPORT (1-77) STATUTORY REPORTS (78-195) FINANCIAL STATEMENTS (196-395)
13
4
3
1
3
2
2
4
1
1
6
7
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The strong fundamentals (6-43)
*
Integrated Report & Annual Accounts 2018-19 | 74th year
Product profile
OUR AUTOMOTIVE OFFERINGS
Tata Motors Limited
PV
HATCHBACKS
Tiago Bolt
SEDANS SUVs
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The strong fundamentals (6-43)
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Integrated Report & Annual Accounts 2018-19 | 74th year
Product profile
F-TYPE I-PACE XJ
E-PACE XF + XFL
REFRESHED XE + XEL
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The strong fundamentals (6-43)
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Integrated Report & Annual Accounts 2018-19 | 74th year
Recognitions
Awards earned by our vehicles
Tata Motors Limited (Standalone)
COMMERCIAL VEHICLES (CV)
8 AWARDS
won by Tata Motors at ET
Now Awards 2019 5 AWARDS
were bagged by TATA Motors
at Flywheel awards 2019 for
CV, including CV Manufacturer
of the year and CV of the year
Recognised as the
CV OF THE YEAR
at Apollo CV Awards
PASSENGER VEHICLES (PV) Autocar, TopGear and Cars India awarded Tata Motors
Passenger Vehicle Business as
MANUFACTURER
OF THE YEAR
232
EUROPEAN CAR
OF THE YEAR
60+
DESIGN AND WORLD GREEN
AWARDS CAR TITLES FOR I-PACE;
THE FIRST CAR TO WIN ALL 3
WON BY I-PACE TOGETHER
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Integrated Report & Annual Accounts 2018-19 | 74th year
Chairman’s message
Mr N Chandrasekaran
Chairman & Non-Executive Director
Dear Shareholders, In this backdrop, I would like to share with you the performance,
status and future direction of your company.
It is my privilege to write to you and present the Annual Report for
2018-19. Tata Motors Limited (India Market)
The global automotive industry is witnessing disruptive At Tata Motors Limited – India, we had announced a “Turnaround”
innovations. The technological changes are leading to new programme in July 2017. Since then, your company has
products and business models including shared mobility, undertaken a series of comprehensive steps to address different
autonomous and connected vehicles. Concerns about aspects of the business. I am happy to share with you that the
sustainability are leading the governments across the world result of these initiatives has been visible in your company’s strong
to push for reduction in the carbon footprint, encouraging the operational and financial performance.
adoption of electric vehicles. These changes coupled with
geo-political trade situation, uncertainty around Brexit and In the commercial vehicles segment, which is the back-bone of the
slow-down in China have led to a period of uncertainty for the domestic business, the company has maintained its leadership
global auto industry. position in the industry with a 45.1% market share in FY 2018-19.
The business delivered a 17.2% volume growth compared to the
In the Indian context, the automotive industry is expected to previous year. This is a strong performance in the background of
emerge as the world’s third largest passenger vehicle market a weaker second half of the year driven by increased axle load
by 2021, driven by the underlying economic growth, increasing norms, liquidity crunch and lower demand.
consumption demand and mass urbanisation. However, in the
short to medium term, the sector faces some challenges due to the In the passenger vehicles segment, your company delivered a
ongoing credit crunch, low consumer spending and the transition credible performance by growing its volumes at 13.9% compared
from BS IV to BS VI emission norms by April 1, 2020. The growth to the industry growth rate of 2.8% in FY 2018-19 and achieved
in the commercial vehicle market is likely to pick-up driven by the highest unit sales and market share over the past five years.
increased infrastructure spending, growth of new-age industries Your company launched a portfolio of successful products
like E-Commerce and further progress in the hub and spoke model including Nexon, which is the only car in India with a “5-star”
of distribution. safety rating from GNCAP and the second most selling SUV
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The strong fundamentals (6-43)
in India. The Tata Harrier was launched in January 2019 to an business reporting a revenue decline this year and an operating
overwhelmingly positive customer reaction. loss. Our sales from China declined by 34.1% this year compared
to the previous year. The company faced headwinds from external
While your company continues to make significant progress, by no
factors including slowdown of sales in China and Europe along
means the work is done. In the CV segment, your company needs
with internal factors of high fixed cost structures, dealer network
to grow and secure the sustainable cashflow from the business
profitability and high investment leading to cash outflows.
and ensure smooth transition to BS VI emission norms. In the PV
segment, your company needs to enhance its sales and service JLR is taking steps to cut costs while taking a calibrated approach
offering which is a key to growth in volumes and execute its plan towards future investment in the product portfolio. The company
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Integrated Report & Annual Accounts 2018-19 | 74th year
of after sales support and ‘best in class’ Turnaround time. Our spare • Leveraging digital to bring immersive experience to our
parts and aggregate business in CV grew by 36% in revenue and customers and enhance our interface with channel partners.
added to the overall profitability.
Our new vertical for ‘e-Mobility’ is uniquely positioned to capture
We achieved some industry first recognitions this year - the EV opportunities in India. We are leading the ecosystem
• CV launched the modular Ultra with a range of 14 trucks in the development by preparing a tailor made product strategy, leveraging
the synergy between the Group companies and playing an active
Intermediate and Light Commercial Vehicles segment, available
role liasoning with the Government in developing the policy
with highly customized options and fully built applications. framework.
• CV managed the transition of increased axle load regulations for We have demonstrated an innovation mindset in our product
its MHCV range of trucks in record time. development process by receiving 104 patents last year, the second
highest in India. We are currently working on a comprehensive
• We unveiled 4 new products at the recent Geneva Motor Show strategy of mobility solutions to leverage CESS (Connected, Electric,
- the Harrier, our entry in the Mid SUV premium segment and Shared and Safe) conditions of sustainable growth by enhancing the
its 7-seater sibling, the Altroz EV and our showstopper, the H2X organization’s skill, capabilities and talent pipeline.
Concept, a sub-compact SUV. Our approach on safety, health, environment and sustainability
• Nexon became India’s safest car achieving a first time ever 5 Star evolves out of a long-term, holistic view for the processes and
systems that govern the organization by
Mr Guenter Butschek Global NCAP (New Car Assessment Program) safety rating.
CEO and Managing Director, Tata Motors • Increasing the use of renewable energy and improving our
• Taking industry lead to shift focus from wholesale to retail,
where the benefits for the entire value chain will be far-reaching operational efficiency.
and long lasting. • Supporting the climate change principles through
Dear Shareholders,
• PV won the Manufacturer of the Year Award and CV bagged reduced carbon emissions.
I am delighted to present the Tata Motors Annual Report for the FY19.
the top awards across 7 categories including the most coveted • Fostering a safe and ethical workplace, promoting gender
As the year has been challenging, it has been exciting. We faced honors - CV of the Year and CV Maker of the Year. diversity
external uncertainties throughout the year, starting with the
increased axle load regulation, liquidity crisis, muted consumer • TML regarded as the Second Most Attractive brand adjudged by • Contributing to the Sustainability Initiative, covering 233 critical
sentiments, aggressive discounting – all leading to a subdued growth ET and the Most Trusted Automotive Brand by Brand Equity. suppliers and 237 dealerships
in the H2FY19 after a successful H1FY19. Our continued focus on Although the second term of the incumbent Government is likely to • Rededicating to the cause of community development as our
sales enhancement by market activation and new product launches, augur well for the economy, the ongoing muted demand scenario
rigorous cost reduction and more efficient alignment of demand and ‘Triple Bottom Line’ responsibility, spending `22.4 Crore on CSR
with the impending challenges of the BS VI transition in Q3/
supply helped us to deliver a comprehensive Turnaround across Q4FY20 make our business cycle volatile. The Turnaround therefore and touching over 7,23,000 lives in FY 2018-19.
the board. continues, as we put in even more rigour in execution to bring In order to lead your company successfully into the future, we need
sustainability to our overall performance. Our immediate priorities to be globally competitive, develop India centric customer solutions
The market performance improved across all segments in
would be to generate better profitability and cash flows through and be ahead of the curve. Our aspirations are high as we set
Commercial Vehicles (CV) and Passenger Vehicles (PV). In PV,
structural cost reductions and capex prioritization, ensure a smooth ourselves towards a 5-year Vision horizon.
as against the industry growth of 2.8%, TML outperformed the
market with a growth of 13.9%. Market share for the year was transition into the BS VI regime with a portfolio refresh and product
By fiscal year 2024, we will become the most aspirational Indian
6.3%, an improvement of 60 basis points from the last year. In CV, enhancements, and maximize the sales opportunity with the recent
Auto brand, consistently winning, by
after outgrowing the industry for H1FY19, we were impacted launches of Harrier, Intra and upcoming Altroz.
by the reduced market demand leading to a more competitive • delivering superior financial returns
As we commit to manage the present successfully, we need
environment, affecting our cumulative market share and resulting to lead the future sustainably. To step up the game, we are • driving sustainable mobility solutions
in a flat performance for the fiscal year. However, the favorable mix reprioritizing our actions against five angles of attack – product,
of medium and heavy commercial vehicles and the structural cost scale, cost, technology and digital; all centered on the customer. • exceeding customer expectations, and
reductions led to a strong financial performance. CV delivered an A comprehensive set of actions is underway to support our • creating a highly engaged work force
industry leading EBITDA of 11% and PV achieved EBITDA break-even. aspirations.
We remain committed to meet our aspirations and your expectation
Our financial backbone rests on the CV performance and therefore • Defining brands with the birth of our new modular architectures of further improved performance in the FY 2019-20.
the CV business needs to keep firing consistently. We have intensified
in CV and PV.
our sales efforts across the board by active engagement with the Thanking you for your continued support and confidence in our
dealer community, the fleet owners, the financiers, the customers • Accelerating cost reductions by re-energizing the organization passion for your company.
and the drivers. 100+ new products got launched in CV addressing towards challenging targets.
customized requirements. Specific interventions have been launched Best Regards,
in target markets and regions to make a sustainable impact on • Building scale through simplification in our supplier strategy -
brand pull and sales acceleration. As a market leader, we have more buy from less partners, unleashing economies of scale. Guenter Butschek
always believed in value enhancement rather than value erosion. Mumbai, May 20, 2019
• Driving technology through a unified Connected Vehicle Platform
Therefore, we will continue to play the game responsibly, but
aggressively. Our service campaign ‘Sampoorna Seva’ promises to (CVP) to bring enhanced value proposition to the customer
provide seamless customer experience through an extensive network use cases
22
The strong fundamentals (6-43)
Dear Shareholders,
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Integrated Report & Annual Accounts 2018-19 | 74th year
Board of Directors
LEADING US TO THE FUTURE
He was the National Science Talent Search She is a post-graduate in Economics and
Scholar in Physics at DAV College, Dehradun, and Management from the University of Aarhus.
holds a post-graduate degree in English Literature
from Meerut University.
24
The strong fundamentals (6-43)
COMMITTEES Audit Nomination & Remuneration Stakeholders' Relationship Corporate Social Responsibility
Risk Management Safety, Health and Sustainability
25
Integrated Report & Annual Accounts 2018-19 | 74th year
Corporate governance
GOVERNANCE EMPOWERING
SUSTAINABLE VALUE CREATION
Led by visionaries, Tata Motors
Group upholds corporate
governance standards that are
best in class and that strengthen
stakeholder trust in the Company.
TATA MOTORS LIMITED
Mr Guenter Butschek Mr N.Chandrasekaran JAGUAR
BOARD'S KEY AREAS OF FOCUS Mr Vinesh K Jairath Mr Nasser Munjee LANDROVER
The Board of Directors oversees several areas Ms Falguni S Nayar Dr Ralf Speth LIMITED
of the Company's business, as well as its value Mr O P Bhatt Ms Hanne Sorensen Mr Andrew M.Robb
creation process. Ms Vedika Bhandarkar Mr P B Balaji*
Mr Satish Borwankar
• Direct, supervise and control the performance of the
Company
• Provide leadership and guidance to the Company’s
management
• Review the Company’s strategic and business plan
• Monitor the responsibilities delegated to the
Board Committees, to ensure proper and effective *
Group CFO - Tata Motors and Director - Jaguar Land Rover
governance and control of the Company’s activities
• Establish a framework for the risks to be assessed
and managed
BOARD EFFECTIVENESS EVALUATION Directors includes aspects, such as the Director’s contribution
The Board of Directors carry out annual evaluation of its to our Board of Directors and Committee meetings, including
performance, and the performance of its committees as preparation on the issues to be discussed, meaningful and
well as individual Directors. This involves input from all the constructive contribution and input during meetings. In
Directors. A separate meeting of Independent Directors addition, the Chairperson is evaluated on the key aspects of
is held to review the performance of Non-Independent his/her role.
Directors, the performance of our Board of Directors and the
performance of the Chairperson of TML. The Independent INTEGRATED GOVERNANCE STRUCTURE
directors consider the views of Executive Directors and Non- The governance structure of the Tata Motors Group companies
Executive Directors. ensures that the key businesses although diverse in nature are
led by the Board of Directors based on common principles and
The criteria for the performance evaluation of our Board of Tata group ethos. As part of our ‘integrated thinking’ process,
Directors includes aspects such as our Board of Directors’ the Board Committees make key decisions on the Company’s
composition and structure, and the effectiveness of our Board holistic value-creation process across the six capitals.
of Directors’ processes, information flow and functioning.
The criteria for the performance evaluation of the individual Although there are two different Boards for TML and JLR, there
are four common Board members, including the Chairman.
26
The strong fundamentals (6-43)
Safety, Health and Sustainability Reviewing the Company’s performance on Safety, Health, Environment and Sustainability
aspects and overseeing the implementation of SHS policies and strategies
BOARD DIVERSITY
The overseers of governance in the Demographics Experience
Company are the Board and the Committees
– comprising 2 Executive, 2 Non-Executive
Executive x2 Non-executive x2
and 6 Independent members, who are
empowered to lead the Company. The Board
also brings in diverse and wide experiences • Automobile engineering
Independent x6 • Engineering
to the table, in the areas of automobile • Business and economics
engineering; business and economics; • Banking and finance
banking and finance; and legal affairs; • Financial services
Female x3 Male x7 • Legal affairs
coupled with a global outlook. • Technology
11.4% 10.7%
TATA MOTORS 20.5%
SHAREHOLDING PATTERNS 18.0%
Promoters
30.9%
FII Ownership Voting Rights 35.8%
ADR
12.9% 14.9%
Domestic institutions and Mutual Funds
Others
24.3% 20.7%
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Integrated Report & Annual Accounts 2018-19 | 74th year
Events FY 2018-19
Q1 Q2
TML TML
TATA MOTORS CREATED THE ELECTRIC MOBILITY TATA MOTORS EMERGED AS ONE OF THE EIGHT
BUSINESS VERTICAL TO CAPTURE OPPORTUNITIES SUSTAINABILITY LEADERS AMONG THE GLOBAL
ARISING OUT OF NEW MOBILITY TRENDS AUTOMOBILE COMPANIES ON THE DOW JONES
SUSTAINABILITY INDEX (DJSI) 2018.
• Tata Motors announced the launch of Nex-Gen ULTRA range
of trucks to strengthen its leadership in the Intermediate Light • Tata Motors celebrates the roll-out of its 1500th GS800
Commercial Vehicle category (ICLV). Safari Storme for the Indian Army
• Tata Motors announces the nationwide launch of TATA • Tata Motors’ Sanand facility reaches 100% capacity
NEXON A.M.T. with HyprDrive Self-Shift Gears utilisation to meet growing demand for Tiago and Tigor
• JLR is making all-terrain autonomy a reality and developing JLR’S RANGE ROVER SPORT COMPLETED THE FIRST
autonomous cars capable of all-terrain, off-road driving in any EVER SELF-DRIVING LAP OF ONE OF THE UK’S MOST
weather condition. CHALLENGING ROAD LAYOUTS, HANDLING JUNCTIONS,
SLIP ROADS AND LANE CHANGES, ALL AUTONOMOUSLY
AT A 40MPH SPEED LIMIT.
• Plugsurfing puts JLR drivers on the road to easier
charging, with the supply of a premium charging service for
JLR's electric vehicles in selected markets in Europe
• JLR celebrates past, present and future at Paris Motor
Show, with two landmark anniversaries: 70 years of
all-terrain superiority and 50 years of a flagship saloon
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The strong fundamentals (6-43)
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Integrated Report & Annual Accounts 2018-19 | 74th year
Operating context
OPPORTUNITY LANDSCAPE
TATA MOTORS LIMITED
TECHNOLOGICAL ADVANCEMENTS
Electric Vehicles Shared mobility Connected environment
With the Government’s incentives India is expected to be a leader in In India, the market for connected
supporting EV business, success of shared mobility by 2030 as the rising vehicles and telematics is displaying
Faster Adoption and Manufacturing share of electric and autonomous incredible promise. Due to various
of (Hybrid&) Electric Vehicles in vehicles improves shared mile factors like availability and
India – Phase 2 (FAME II), burgeoning economics. By 2030, shared miles affordability of high-speed internet
demand for cleaner fuel options, will likely reach 35% of all miles connectivity, smartphone integration
rising costs of Internal Combustion travelled in the country and are likely via apps, the adoption of telematics
Engines (ICE) technologies and wide to increase to 50% in 2040. India had is increasing. Furthermore, OEMs are
adoption of EVs in shared and public driven 257 billion miles in 2017, of incorporating advanced telematics
transport, India is on the way of which 10% were shared (including solutions in the passenger as well as
achieving high penetration of EVs, traditional taxis and app-based plays). the commercial vehicle segments,
with an estimated 3 million vehicles which is expected to fuel growth of
by 2030. automotive telematics ecosystem.
Our response
Tata Motors is already prepared Tata Motors created a separate In 2015, Tata Motors became the
to leverage its existing EV ready division—Mobility Innovations Hub— first OEM to adopt telematics—an
architecture and is equipped with to explore ways to tap its entire efficient way of designing, driving and
the engineering, sourcing and range of passenger and commercial managing automobiles. In 2019, we
manufacturing resources that are vehicles for offering shared became the first vehicle manufacturer
shared with its core business. It is mobility solutions. in India to install 1,00,000 advanced
also leveraging the wide distribution telematic systems on our CVs under
network. The Company is playing the Tata Fleetman brand. TMETC has
a crucial role under ‘One TATA’ successfully completed the connected
ecosystem to drive electrification. and autonomous vehicle technology
trials on the new generation SUV,
Tata Hexa.
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The strong fundamentals (6-43)
In 2018, the government increased With rising concerns about air pollution With the implementation of GST and
the permissible gross vehicle weight levels in India, the government in 2017 uniformity in tax structure and the
(GVW) of over 16 tonne heavy trucks decided to leapfrog from BS IV to BS VI seamless flow of input tax credit
by about 20-25%. The norm allows emission standards to reduce vehicular for both input goods and services,
truck owners to increase load on pollution. BS VI is the most advanced production costs have come down.
the vehicle up to the new prescribed emission standards for automobiles Reducing production costs have
limit. This change has legalised and is equivalent to Euro-VI, which is impacted manufacturing sectors
overloading and has given fleet already rolled out across countries positively. This has also benefitted
20-25%. 2020
INTRODUCTION OF BS VI
POSITIVE IMPACT
OF GST IMPLEMENTATION
INCREASE IN PERMISSIBLE
GROSS VEHICLE WEIGHT (GVW)
Source: Government of India
Our response
Capitalising on the axle load As part of our continued pursuit in our Tata Motors revised prices for its
regulations, Tata Motors launched turnaround journey, a state-of-the-art commercial vehicles to pass on the
newly designed products with ‘Emission Test Facility’ was installed at benefit of GST rates to its customers.
changes in many aggregates. the Power Systems Engineering Division
Enhancing the value proposition (PSE), in ERC, Pune. This facility serves
for the customers by calibrations as one of the crucial milestones for
across products which improve BS VI implementation. Moreover, Tata
the total cost of ownership. Motors is ready with BS VI compliant
Besides re-engineering the new engines across the board while the
BS VI compliant models, we are deployment on vehicles and validation
reconfiguring the current prototypes is on track as per timeliness.
as well.
31
Integrated Report & Annual Accounts 2018-19 | 74th year
Operating context
TECHNOLOGICAL ADVANCEMENTS
ACES
Autonomous driving, Self-driving vehicles are to communicate not only which is mainly driven
connectivity, electrification, expected to revolutionise with other vehicles but by the subsidies and cost
and smart mobility the way people and goods also with their surrounding effectiveness and availability
will transform the are moved around, with infras ected to bring a of charging infrastructure.
way the industry and major benefits expected in number of major benefits
Platform-based mobility,
consumers define terms of safety, accessibility – in terms of safety, traffic
virtually unknown a decade
mobility. Developments in and traffic flow. flow, productivity and the
ago, continues to gain
technology are changing environment.
While self-driving cars traction. Some cities have
our world more quickly
have tended to hog The future is electric. started restricting private
than at any time in history,
the limelight when it The industry is being vehicles; for example, Oslo in
nowhere more so than
comes to future vehicle pushed towards Electric Norway will ban all vehicles
in the automotive sector.
technologies, many in Vehicles at an accelerating from 2019. People are
Autonomous, Connected,
the industry believe that pace. Regulators are increasingly seeking new
Electric and Shared Mobility
connected cars could demanding increasing ways to access vehicles
(ACES) will transform not
have just as big an impact, numbers of EVs. The EV outside of the traditional
just how people travel but
particularly in the near- to penetration depends on ownership models.
how they live.
mid-term. Enabling cars the customer demand
JLR's response
Electrifying technologies Together, they will power JLR's to their vehicles from a premium car rental service,
Designed and developed future battery electric and distance. JLR continues providing London residents
in-house, the revolutionary plug-in hybrid vehicles. to introduce new driver access to JLR vehicles.
electric Jaguar I-PACE assistance technologies
Autonomous, connected and Collaboration is key
has given JLR advanced into its vehicles and are JLR is working with pioneering
shared mobility
knowledge in electric motor JLR recognises that in-car developing more advanced organisations such as
design and lithium-ion experiences must keep self-driving technologies in Waymo and UK Autodrive to
battery technology. JLR has pace with the fast-moving response to legal frameworks develop and pilot self-driving
200+ patents pending on technology industry, offering permitting higher degrees of technologies. The National
this game-changing electric customers products and automation. Through InMotion, Automotive Innovation Centre
vehicle. From 2020, JLR will services that are simple, JLR's venture capital arm, (NAIC), located at Warwick
begin the manufacture of intuitive and convenient. it develops transport University, offers JLR a critical
next generation Electric Drive JRL’s InControl services and mobility solutions. mass of research capability
Units (EDUs) at its Engine and applications, including InMotion has invested in Lyft, in an environment designed
Manufacturing Centre in 4G Wi-Fi hotspots and the the successful ride-hailing to encourage large-scale
Wolverhampton. These EDUs Remote smartphone app, Company and Voyage, collaboration with academia,
will be powered by batteries link seamlessly and securely deploying self-driving cars in supply chain partners and
assembled at a new facility with the outside world and private communities. THE OUT leading technology companies.
near Birmingham, UK. already connect customers is InMotion’s new on-demand
32
The strong fundamentals (6-43)
33
Integrated Report & Annual Accounts 2018-19 | 74th year
FUTURE PROOFING
KEY RISK CATEGORIES WHAT ARE THE RISKS WHAT ARE WE DOING ABOUT IT
Global Tata Motors Group's expanding global presence Tata Motors Group continues to maintain
economic and increases its exposure to global economic, geopolitical its international manufacturing footpring
geopolitical and other external factors (BREXIT, China, political and a balanced retail sales profiles
environment instability, rising protectionism, wars, terrorism and across its key regions. It also continues
natural disasters) that may negatively impact its to closely monitor and assess the risk
business of global developments and implement
mitigation plans where appropriate.
Competitive Delivering on operational efficiency objectives is key With the launch of Turnaround 2.0,
business to sustaining profitable growth. Uncertainty relating to TML intends to drive its journey
efficiency the achievement of the projected benefits needs to be towards competitive, consistent and
managed to a minimum. cash-accretive growth, successfully
navigating the headwinds in the Indian
automotive market. The broader
objectives of the plan include: ‘Win
Decisively’ in CV, ‘Win Sustainably’ in PV,
‘Win Proactively’ in EV and ‘Embed the
turnaround culture’. JLR has launched
Project Charge and Project Accelerate
to conserve cash, reduce costs and
increase operational efficiency.
From 2020, JLR will be introducing its
next-generation modular
architecture, which will streamline
engineering and manufacturing
processes and reduce complexity
with the aim to reduce costs
and improve quality.
Brand Brand positioning is becoming increasingly Recent successful model launches (like
positioning challenging, as the dynamics of the automotive market Harrier, Nexon, Tiago, Tigor EV, Jaguar
(like automated driving, electrification and digital I-PACE, Jaguar E-PACE, Range Rover
connectivity) and the competitive pressures from Velar and Range Rover Evoque) have
existing automotive manufacturers and new disruptive broadened Tata Motors Group's product
entrants evolve. range to existing and new customers
in established and emerging segments.
In addition, Tata Motors Group regularly
monitors the perception of its brands to
quickly identify and address uncertainties
that may arise to inform how it articulates
brand values to its customers.
34
The strong fundamentals (6-43)
Enhanced overall business efficiency will yield sustainable financial results and
greater opportunities for growth and continued investment in Tata Motors Group's
product portfolio and new technologies.
35
Integrated Report & Annual Accounts 2018-19 | 74th year
KEY RISK CATEGORIES WHAT ARE THE RISKS WHAT ARE WE DOING ABOUT IT
Environmental Tata Motors Group is subject to a rapidly evolving Tata Motors Group is committed to offering
regulations regulatory landscape with associated laws, its customers a wide range of clean,
and compliance regulations and policies that impact the vehicles it sustainable propulsion technologies
produces and its manufacturing facilities (like CO2 – whether petrol, diesel, plug-in and
emissions, fuel economy and noxious/air quality mild hybrids or EVs. TML has achieved
emissions). Continued adverse public perception of the BS VI engine certification milestone
diesel-powered vehicles, largely driven by the media with intense design and development
and government policy, could sustain declining diesel focus, leveraging in-house capabilities
sales and customer uncertainty, primarily in the UK and those of the technology partners.
and Europe. TML is also leveraging synergy across
group companies to drive electrification.
EVs have been strongly positioned to
address tailpipe emission concerns.
JLR have invested substantially in the
development of its next-gen modular
architecture, the in-house manufacture
and continued refinement of its internal
combustion engines and electrification
technologies. JLR retains an EU derogation
permitting alternative fleet average
CO2 targets. The continued refinement
of its internal combustion engines and
production flexibility within its Engine
Manufacturing Centre remains a priority.
Rapid The fast pace of technological development together Tata Motors Group continue to invest
technology with scarcity of specialist resources could result in in R&D and also continues its strategic
change a significant change in the automotive industry and focus on key technology areas, including
increases the risk of delivering superior products Autonomy, Connectivity, Electrification
demanded by current and future customers. and Shared Mobility (ACES), with the aim
of launching pioneering products ahead
of its competition.
Product liability Potential defects and quality deficiencies could Enact swift management of recalls
and recalls increase Tata Motors Group's exposure to risks to minimise customer impact
associated with product liability. and subsequent warranty costs.
Proactively issue technical updates to
dealer network to efficiently manage
potential defects.
For details of all the risks, please refer to the Management Discussion and Analysis on Page 116.
36
The strong fundamentals (6-43)
Enhanced use of vehicle connectivity and digital capability to analyse potential failure
modes and implement corrections.
37
Integrated Report & Annual Accounts 2018-19 | 74th year
Business model
2,10,500 4,68,788
OUR PEOPLE
PVs SOLD* CVs SOLD*
Our people’s collective skills and experience are key to *
This does not include exports.
our business and we provide them the opportunity for
continuous development.
38
The strong fundamentals (6-43)
PRODUCT MANUFACTURING
DEVELOPMENT OF VEHICLES
• Connecting aspirations of
customers and creating quality
experiences
• Sustainable growth for investors
• Safe and healthy working
`21,993 crore
5,78,915 WORTH OF VEHICLE
RETAILS INCLUDING CJLR FINANCE DISBURSED Jaguar Land Page
Rover 60
39
Integrated Report & Annual Accounts 2018-19 | 74th year
PERFORMANCE SNAPSHOT
(Tata Motors Group in FY 2018-19)
FINANCIAL
Automotive Free Cash Flow (D in '000 crore) Net Auto Debt/Shareholders Equity (x)
40
The strong fundamentals (6-43)
2018-19 0.69
50.7%
REDUCTION IN GLOBAL
2017-18 0.71 OPERATING CO2 EMISSIONS PER
VEHICLE BUILT VERSUS A
2016-17 0.74
2007 BASELINE
2018-19 104
23%
REDUCTION IN OPERATING
2017-18 80 WATER USE PER VEHICLE
BUILT IN THE UK VERSUS A
2016-17 22
2007 BASELINE
Ratio of Female Employees to Total Employees (in %) CO2 emissions for UK operations (tonnes)
41
Integrated Report & Annual Accounts 2018-19 | 74th year
Stakeholder inclusiveness
ENGAGING CLOSELY
WITH STAKEHOLDERS
Stakeholder engagement is critical to the
Tata Motors Group’s long-term performance
and sustainability.
Engagement aimed at establishing and maintaining mutually beneficial relationships creates both
opportunities to enhance performance and manages emerging risks to the business.
Communities Meetings
Suppliers/ Sustainable Supply Chain Initiative, Technology Days, Supplier Meets, Vendor Council,
Service Providers Audits
Experts/Academic &
Case Based Meetings
Research Institutions
Dealers & Dealer Meets, Joint Programmes, Special Training Programmes, Dealers Council; Dealer
Service Centres Visits; Audits; Dealers Sustainability Initiative
Customer Meets, Key Account Process, Surveys; Feedback Calls; Training Forums;
Customers
Direct Visits
Investors & Investor Meets, Investor Calls, Shareholder/ Investors Grievance Forum; Stakeholders'
Shareholders Grievance Committee; One-to-one interactions
Regulators/
One-on-one Meetings; Meetings in Industry Forums
Government Authorities
42
The strong fundamentals (6-43)
Although there are a wide range of issues on our radar, and every one of them matters
they are not all under our direct influence. In order to make a positive contribution
to addressing the challenges while making the most of the opportunities, we have
categorised the issues as per their priorities. These issues are further addressed
through our strategy.
Note: The material issues listed have been identified by Tata Motors Limited (Standalone) through a detailed assessment carried out in 2017-18.
43
6 CYLINDERS
OF OUR VALUE-
CREATION ENGINE
44
As part of our strategy, we have prioritised six areas for the Tata Motors
group, which form the six cylinders of our value-creation engine. The six
cylinders represent our key value drivers. Identifying these drivers will help
us take focused actions on areas that will have the greatest impact on value.
01 02 03 04 05 06
Jaguar Land Chery Jaguar Tata Motors Tata Motors Tata Motors Net Debt
Rover (JLR) Land Rover Limited Limited Finance and Others
(CJLR) (Standalone) (Standalone)
– CV – PV
Jaguar was the creator of the world’s first disc brake in 1953, an industry leader in aluminium
lightweighting and closed-loop recycling.
Land Rover has 70 years of off-roading experience providing extensive know-how and patented
technologies, such as Dynamic Stability Control and the industry-leading Terrain Response.
01 02
03 04 05 06
CJLR
JLR
46
6 cylinders of our value-creation engines (44-57)
Project Charge These comprise the following: Paving the way to a sustainable,
JLR has launched Project Charge in • A GBP 700 million reduction in profitable future
response to the unprecedented market, investment (of GBP 3.8 BN versus the
Reducing the size of JLR's global
technological and regulatory challenges GBP 4.5 BN originally anticipated)
workforce by 6,000 people is expected to
that are impacting its current financial following rigorous spend reviews to
deliver over GBP 400 million of ongoing
performance. The objective of this identify non-core and non-product
cost efficiencies starting from FY 2019-20,
programme is to identify and implement investment savings without compromise
with further cost savings expected as
at speed, short-term gains to improve to JLR's revenue-generating product
Project Charge continues its review of
cost, cash, revenue and profitability. plans;
costs, including commercial, purchasing
Positively charged • GBP 400 million of working capital and marketing activities. Project Charge
improvements, with inventory reduced will also maintain a focus on investment
Through decisive actions, JLR will reduce
by GBP 800 million since September spend and working capital to identify,
investment spending by GBP 1 BN,
through actions including improved deliver and sustain the additional savings
improve working capital by GBP 500
production and demand management necessary to meet our GBP 2.5 BN target.
million and make GBP 1 BN of profit
enabled by advanced forecasting and
growth and cost efficiencies, all by the The cost and cash improvements
analytics; and
end of FY 2019-20. Project Charge is on achieved by Project Charge enable vital
track to achieve its GBP 2.5 BN target • GBP 150 million of savings in costs ongoing investment into next generation
with GBP 1.25 BN of benefits already including labour overhead savings ACES products and services to deliver
delivered during FY 2018-19. through our workforce reduction experiences that people love, for life.
programme.
47
Integrated Report & Annual Accounts 2018-19 | 74th year
CHARGE ON TRACK
JLR has already taken significant steps towards
reducing investment spending and identifying
various cost reduction opportunities. Out of the
target GBP 2.5 BN, GBP 1.25 BN benefits already
delivered in FY 2018-19.
PROJECT ACCELERATE
The focus of Project Accelerate is medium to long term.
The key focus areas of the project are to enhance sales performance, deliver
competitive variable cost, reduce delays and improve quality. Through 'Accelerate', JLR
plans to simultaneously drive large-scale systemic and structural change with root-
and-branch reviews of all of its processes and working practices. JLR has planned a
set of actions for each of these focus areas.
Reducing Delay and Improving Quality Delivering Competitive Material Cost Enhancing Sales Performance
As a medium- to long-term plan, To deliver competitive costs, JLR will JLR plans to work on the pricing,
improving quality and reducing delays focus on purchase lifecycle planning positioning and launch approach of its
become crucial. In order to meet these and customer value-driven standards. At products while providing value-added
objectives, JLR plans to optimise the same time, it would like to minimise products and features to its customers.
resource planning. Improved quality per unit manufacturing costs by making JLR is also focusing on customer
is also related to the commonality a strategic choice between Make or Buy. marketing effectiveness while expanding
between products and the drive This would require a change in the the network coverage. The goal is to
consistency between them. Modularity global material sourcing strategy. JLR improve customer perception of product
will help in consistent production analyses the 'Should Cost' and 'Should quality and services. JLR seeks to 'fix
planning and reducing delays. That said, Design' with a thorough benchmarking right first time' with rapid diagnosis and
these objectives cannot be met without process. prompt issue resolution.
bringing in a process discipline, vendor
collaborations and stepping up risk JLR is also reviewing its organisational
management and change management. design and business behaviours to
Underpinning all these action areas is improve role and process clarity. By
the way JLR brings in process quality evaluating and improving JLR's core
and brings about a change change in systems, its culture and the ways JLR
enterprise-wide systems. works, it will create greater efficiency
and drive a relentless focus on quality
and competitiveness throughout JLR.
48
6 cylinders of our value-creation engines (44-57)
49
Integrated Report & Annual Accounts 2018-19 | 74th year
TML CV and PV
THE TURNAROUND
2.0 STORY
03 04
01 02 05 06
TML PV
With the launch of Turnaround 2.0, TML intends to drive its journey TML CV
Strategic focus areas of
towards competitive, consistent and cash-accretive growth. TML has Turnaround 2.0
been successfully navigating the headwinds in the Indian automotive To continue the Turnaround 2.0
success, the Company has identified
market with its Turnaround 2.0 plan. The broader objectives of six focus areas:
the plan are: ‘Win Decisively’ in CV, ‘Win Sustainably’ in PV, ‘Win
Proactively’ in EV and ‘Embed the turnaround culture’. The roadmap • Volume growth ahead of industry
to meeting these objectives is guided by the six identified strategic • Pricing ahead of net inflation;
focus areas that underpin the Turnaround 2.0 plan. ensuring secure mix
• Reduce business break-evens
+`1,539 crore
POSITIVE FREE CASH FLOW IN SECOND
• Stress test plan to deliver value
even in downturns
SUCCESSIVE YEAR
+20.3%
REVENUE Y-O-Y GROWTH
50
6 cylinders of our value-creation engines (44-57)
22.6%
RETAIL EXPANSION
+11%
STABLE EBITDA MARGINS INTENSIFYING
TURNAROUND
+61
r e
NET PROMOTER SCORE (AS
tom
rat
s
ion
Cu
88
SALES SATISFACTION INDEX (AS
COMPARED TO 83 IN FY 2016-17)
Intensifying turnaround
The turnaround in the CV segment is intensifying with
enhanced sales productivity and market activation. This is
driven by our ‘Dealer Centre of Excellence’ in SCV and ‘Go to
Market Excellence’ initiatives. A slew of focused marketing
initiatives will further strengthen the brand. There is also an
accelerated focus on dealer performance and profitability
to become the most attractive franchise. In addition, we are
undertaking a multitude of actions to improve customer
experience, like improving last-mile service networks. We plan
to improve the CV after-market share and drive sustainable
and profitable growth, particularly in parts and aggregates.
Leveraging digital at the front end and delivering impactful
products for our customers are some of our other priorities,
along with intensified cost reduction efforts and maintaining
world-class quality.
51
Integrated Report & Annual Accounts 2018-19 | 74th year
TML CV and PV
WIN SUSTAINABLY IN PV
The PV business is on track to ‘Win
Sustainably’ by getting the basics
right. TML’s PV business continued
to gain market share. In the year
under review, market share improved,
and volume growth was ahead of
the industry average. This has been
mainly driven by the Company’s
relentless focus on strengthening
its business fundamentals. The
Company was able to overcome the
seasonality of the PV market through
new product launches. Within 51
days during the festival season,
TML introduced – Tiago NRG, Nexon
KRAZ, Tigor Refresh and Tiago/Tigor
JTP. These interventions helped to
+13.9%
VOLUME GROWTH
9
QUARTERS OF INDUSTRY
+4.4%
RETAIL EXPANSION
attract additional set of customers (WHOLESALE DOMESTIC) OUTPERFORMANCE
and sustain market buzz.
Another significant development
was the adoption of ‘Impact’ design,
which supports best-in-class features
5
EXCITING PRODUCTS
NEXON
BECOMES THE FIRST CAR
EBITDA
BREAKEVEN
and user experiences which, in turn, LAUNCHED IN 51 DAYS TO ACHIEVE 5-STAR ACHIEVED
improve brand perception. In the PV GNCAP RATING
segment the Company’s focus has
been on adoption of best-in-class
designs, safety features and closer
engagement with dealers.
2ND RANK +20
JD POWER CUSTOMER NET PROMOTER SCORE
Overall market share stood at 6.3%, SATISFACTION FOR THE (AS COMPARED TO
a 60bps growth year on year and 2ND CONSECUTIVE YEAR -1 IN FY 2014-15)
breakeven was achieved with regard
to EBITDA.
ct Ne
Intensifying turnaround tw
du o
To intensify focus as well as • Aiming to be the most customer caring ro
rk
P
• B
ringing about a paradigm shift in the MINDSET
• Leveraging new architecture (Alpha and mindset from wholesale to retail
Bran
Cost
52
6 cylinders of our value-creation engines (44-57)
rs
stem Enable
create excitement among consumers;
Micr
• Delivering a compelling value
o Markets
proposition that breaks barriers
• Leveraging partnerships and new
o sy
business models .
Ec
‘FUTUREADY’: STEPPING UP Ch
argin ns
THE GAME g Solutio
The Turnaround continues as we are
getting FutuReady with a roadmap for
53
Integrated Report & Annual Accounts 2018-19 | 74th year
01 02 03 04
54
6 cylinders of our value-creation engines (44-57)
55
Integrated Report & Annual Accounts 2018-19 | 74th year
Outlook
GEARED FOR THE FUTURE
As we move ahead with our turnaround plans, we will
continue enhancing our value with the six cylinders—
our key value drivers. Based on the challenges and
opportunities globally, we have charted our
medium- to long-term plans.
3-4%
EBIT
4-6%
EBIT
7-9%
EBIT
56
6 cylinders of our value-creation engines (44-57)
4-6%
EBIT
5-7%
EBIT
COMMITTED TO
COMPETITIVE,
CONSISTENT AND
> MARKET > MARKET
VOLUME GROWTH VOLUME GROWTH
CASH-ACCRETIVE
GROWTH OVER
POSITIVE POSITIVE
FCF FCF THE MEDIUM TO
LONG TERM
57
HOLISTIC
APPROACH TO
VALUE CREATION
58
At the Tata Motors Group, we are committed to creating value for all our
stakeholders by adopting an ‘integrated thinking’ approach. We believe our
financial performance is as important as our non-financial performance.
JLR 60
TML (Standalone) 66
Tata Motors Finance 76
59
Integrated Report & Annual Accounts 2018-19 | 74th year
JLR
APPROACH TO
DESTINATION ZERO
INPUTS
Financial
GBP 3.8 BN
Investment spend
Manufactured
8
Manufacturing facilities
Intellectual
8
Number of technology hubs
Human
340
41,710
of our employees are currently being sponsored
to achieve an academic degree or higher qualifi-
Total employees cation at the Jaguar Land Rover Academy
100%
Zero carbon
Natural
3,00,000 tonnes 2.79m3/Vehicle electricity at
of scrap recycled back into vehicles over Water withdrawn per vehicle built core UK sites
the last six years and Slovakia plant
Social and
relationship
75,000 GBP 7.020 MN
Number of employee hours volunteered Total CSR spend
60
Holistic approach to value creation (58-77)
GBP 24.2 BN
Revenue
01 02
RESEARCH & DESIGN,
INNOVATION ENGINEERING
& TECHNOLOGY
5,78,915
Retail sales (in no.)
09 03
08 1,306 18.5%
FINANCIAL 04 days lost due to injuries Increase of women
in workforce
SERVICES MANUFACTURING
OF VEHICLES
05 0.52tCO2e/Vehicle
SUPPLY & Specific GHG emissions*
LOGISTICS
45,601 tonnes
Total waste generated and disposed #
07 06 1.01MN 75%
SALES & DEALERS MARKETING
& BRANDING CSR beneficiaries Production suppliers
NETWORK have registered and
COMMUNICATION
completed the Achillies
sustainability index
Conserving
natural capital
corporate
tailpipe CO2 emissions by 2020 versus as Carbon Neutral, from April 2017 to
2007. JLR’s concerted efforts towards
March 2018. The Company continues to
creating modern, clean and efficient
citizenship drives combustion engines will continue to play
a crucial role in its complete transition to
purchase 100 per cent renewable, zero
carbon electricity at its core UK sites, as
our continuous electric mobility from 2020. well as its manufacturing plant in Slovakia.
communities.
tracks as well as on complex, busy tailpipe CO2 emissions. All Jaguar Land
routes in UK cities. Self-driving Range
Rover models meet the standards required
Rover prototypes are already capable
by the Real Driving Emissions (RDE) testing
of negotiating traffic lights, parking
themselves and avoiding vehicle hazards procedure. From January 2020, RDE2 will
while avoiding pedestrians and other require vehicles to emit 80mg/km NOx or
road users. less. The Evoque is the first luxury compact
SUV to achieve this standard.
Zero congestion
JLR is testing the Green Light Optimal
Speed Advisory (GLOSA) system, a new
vehicle-to-everything (V2X) technology
designed to communicate with traffic
lights to find the optimal driving speed
that minimises frequency of stops
at traffic junctions. Reducing harsh
acceleration and sudden braking comes
with positive environmental benefits, in
the form of improved air quality.
62
Holistic approach to value creation (58-77)
JLR’s latest project, REALITY builds on its For example, the GO I-PACE app uses The tier-1 suppliers are also required to
long-standing work – 2016’s REALCAR Artificial Intelligence to help our customers uphold the highest standards of business
initiative – and finds innovative ways understand how the Jaguar I-PACE would ethics, environment management,
to recover aluminium from end-of-life fit their lifestyle. Safety of customer data human rights and working conditions, as
vehicles to build next-generation models. It is of utmost importance to us. prescribed by our Code of Conduct. In
CIRCULAR ECONOMY
IN PRACTICE
The new Range Rover Evoque
interior features eucalyptus
textile made from 30 per cent
natural wool fibres, along with
polyurethane fabric, creating a
durable yet lightweight material.
63
Integrated Report & Annual Accounts 2018-19 | 74th year
64
Holistic approach to value creation (58-77)
65
Integrated Report & Annual Accounts 2018-19 | 74th year
TML (Standalone)
APPROACH TO LONG-TERM
VALUE CREATION
INPUTS
Financial
`22,163 `4,753 `5,325
crore crore crore
Net worth CAPEX Investment spend
Manufactured
7
Manufacturing facilities
Intellectual 86 113
Total patents filed Total design applications filed
(India and international) (India and international)
Human
1,95,083 17,735 4,001 4,71,842
Training hours Training hours on R&D team Total traininghours
women strength on safety
20,17,690.86 Gj 5.04Gj/Vehicle
Absolute indirect energy consumed Specific total energy consumption
Natural
15,75,788.8Gj (Total = Direct + Indirect)
Social and
relationship
60,000 15 `22.2
Number of employee Number of dealer
crore
hours volunteered workshops conducted Total CSR spend
66
Holistic approach to value creation (58-77)
01 02
RESEARCH & DESIGN,
INNOVATION ENGINEERING
& TECHNOLOGY
7,55,534 13.2%
Number of vehicles produced Increase in volumes in FY 2018-19
(both CV and PV) as compared to FY 2017-18
09 03
08 0.08 1.833%
FINANCIAL 04 per million manhours
Lost time injury
Increase of women
in workforce
SERVICES MANUFACTURING
frequency rate (LTIFR)
OF VEHICLES
05
SUPPLY &
LOGISTICS
0.69tCO2e/Vehicle 16.22%
Energy consumed
Specific total GHG Emissions from RE sources
67
Integrated Report & Annual Accounts 2018-19 | 74th year
68
Holistic approach to value creation (58-77)
REVOTRON Engine
69
Integrated Report & Annual Accounts 2018-19 | 74th year
Female 2,722
Lost time injuries (nos.) 11 1
Lost time injury frequency rate including fatalities 0.09 0.16
(per million man-hours)
Total recordable cases (nos.) 97 1
Total recordable cases frequency rate (per million man-hours) 0.78 0.16
Lost work day rate (%) 2.95 9.98
70
Holistic approach to value creation (58-77)
We acknowledge and Committee at the Board of Director level undertaken at the paint booth, weld shop
understand the impact of our oversees the environmental performance and press shop of the Pune PV plant. Such
of the Company every quarter. The SH&S initiatives include the installation of LED
operations on the natural Councils at the business level, supported lights, the optimisation of blower speeds,
ecosystem where we operate. by the SH&S Apex Committee at plant the installation of Variable Frequency
level, are responsible for reviewing the Drives (VFDs), and the use of motion
71
Integrated Report & Annual Accounts 2018-19 | 74th year
Nurturing long-term
relationships
WASTE REDUCTION AND REUSE Our relations with our suppliers, data templates, conducting workshops for
Our plants are vertically integrated. While vendors, dealers and customers suppliers and training sessions for local
we dispose of waste as per regulatory TML’s purchase and supply chain team,
requirements, we adopt a three-pronged
have significant impact on data collection from suppliers, and on-site
approach to waste management including our operations. We, at TML, sustainability assessment of suppliers. We
minimisation, recovery and recycle, and collaborate and create value embarked on this initiative by shortlisting
development and adoption of eco-friendly for them through engagement our top 200 suppliers on the basis of share
waste disposal methods. In order to reduce of revenue and ESG criticality (80/20). As
the waste burden on landfills, we have
programmes, knowledge a part of this initiative, we have covered a
taken steps such as the conversion of paint exchange programmes, sharing cumulative of 233 suppliers – 52 in
sludge into secondary paints, which can technical knowhow and FY 2016-17, 66 in FY 2017-18 and 115 in
be used in-house or in the supply chain for advocating global best practices. FY 2018-19.
casting and frames.
Taking a step further, we have extended
In addition to engaging this initiative to our downstream
CIRCULAR ECONOMY – with our business partners, channel partners and authorised service
ProLife BUSINESS our interactions with the stations in 2018-19. We have developed
communities residing near our sustainability guidelines and conducted
TML’s ProLife business is a sensitisation sessions for our dealers
pioneering aftermarket product plants and operations are of across different locations in India. We
support strategy for customers. great significance for our social also develop customised data templates
The use of Tata Motors license to operate. and conduct detailed site assessments to
build capacities and motivate our channel
Prolife aggregate ensures partners and authorised service stations to
original equipment-like vehicle integrate sustainability into their business
ENGAGING WITH SUPPLY CHAIN
performance even after the first PARTNERS practices. During the year, we have
lifecycle. The customer receives We rely on a large network of suppliers covered a total of 237 channel partners,
and dealers. We engage with our supply conducted 15 sensitisation workshops and
reconditioned aggregates in assessed 27 dealers.
chain on a range of issues through
exchange for old aggregates. various departments such as Engineering
ENCOURAGING SUSTAINABLE
Research Centre, Strategic Sourcing and
In 2018-19, 32,092 engines were Purchase, and Supply Chain. Our Supplier PRACTICES AT SUPPLIER SITES
reused or recycled (up 19% over and Dealer Codes of Conduct ensure We encourage our supply chain
ethical and sustainable practices across partners to fulfill their energy
the previous year) under our the value chain. We have developed
take-back programme, vendor parks at our new manufacturing
requirements from renewable
resulting in revenue of locations to ensure emission reductions sources. Minda Stoneridge,
`240 Crore. The ProLife linked to logistics as well as to increase a supplier covered under the
local employment. In our endeavour to Sustainable Supply Chain Initiative,
business has maintained the minimise the ecological and social impacts
energy consumption level at 74 of our supply chain, we have taken up the
has installed a rooftop solar plant
kWh per equivalent engine for ‘Sustainable Supply Chain Initiative'. We with a generation capacity of 741
remanufacturing since 2011-12. have been adopting a systematic approach kW. As a result of this installation,
since 2016-17. This includes sensitisation they have achieved 12% reduction
of our supply chain on ESG issues through
formulation of Guidelines, preparation of
in their carbon emissions in
FY 2018-19.
72
Holistic approach to value creation (58-77)
73
Integrated Report & Annual Accounts 2018-19 | 74th year
of their training programmes, most of As part of our environmental stewardship Our rural development programmes aim
which are National Skill Development (Vasundhara), we are making concerted at improving the overall development of
Corporation (NSDC) certified, they find efforts to increase green cover through a village through an integrated village
ready employment either in the Tata sapling plantation on one hand while development approach. One key element
Motors ecosystem or in the open market. enhancing the environmental awareness of these programmes is to leverage the
We also engage with community-based levels in the community on the other. synergistically working government
groups of women and farmers and help schemes. In doing so, Tata Motors has
them earn supplementary income through Impact of our environmental collaborated with Sahabhag – CSR cell
our agriculture and allied programmes. stewardship programme of the Government of Maharashtra – to
We planted 11,17,186 saplings (of indigenous improve the quality of life of the 3,000
Impact of our employability or varieties) and ensured a significantly high tribal communities of the Pathardi
skills development programme (85%) survival rate. At a few locations, gram panchayat in the Palghar district
During FY 2018-19, we trained 1,06,038 these places have turned into micro- where 70% of the resources for village
youths and farmers, of whom over 56% habitats which host varied species of flora development came from the government.
found employment (or are self-employed) and fauna. Our environmental awareness
resulting in an annual increase in family programmes aim to sensitise young
income by `1 lakh. children and we have been able to reach
out to 89,263 persons.
Well construction - Rural development project Sapling distribution for plantation activity
74
Holistic approach to value creation (58-77)
TML was the only Indian Selected in the Dow Jones Recognised as one of India’s top
automobile manufacturer at the Sustainability Index (DJSI) 2018. companies for Sustainability
Leadership level in the Global Recognised as one of the eight and CSR 2018, as per the
CDP 2018 ranking. sustainability leaders among Responsible Business Rankings
global automobile companies 2018, Indian Institute of
This Integrated
Report also addresses
requirements of Reporting
Frameworks such as GRI,
Won Asia’s Best Report Design for 2018 Won the Sustainable Supply Chain
at the 4th Asia Sustainability Reporting Management 2019 Award" at India
Awards (ASRA) Sustainability Summit and Awards 2019
75
Integrated Report & Annual Accounts 2018-19 | 74th year
Financial
`21,993
crore 02 `84 crore
Total funds disbursed 01 STRATEGIC
Absolute reduction in GNPA
FINANCING
PARTNERSHIPS IN
INNOVATION
FINTECH, LEASING,
Multiple market surveys CO-LENDING,
Intellectual to measure customer E-LOGISTICS AND
satisfaction, gauge their OTHERS Bespoke financing solutions that cater
feedback and understand
their requirements better 06 to the varying needs of dealers and
transporters in the short and long term
CUSTOMER
CONVERSION
Human 5,625 WITH
CONTINUED 5%
Employees trained
LIFECYLE Women as of
`220.56 lakh ENGAGEMENT total workforce
Total expenses related to
learning and development
03
1,10,800 OFFERINGS FOR
PRIMARY AND
Total training hours WHOLESALE
76
Holistic approach to value creation (58-77)
TMFL has a strong footprint across India and operates through its own 260+ branch networks, in addition
to Tata Motors dealers’ sales outlets.
Tata Motors Finance has prioritised the capitals which it measures and manages. Apart from financial
capital, intellectual capital, human capital and social and relationship capitals are its priority capitals.
77
Integrated Report & Annual Accounts 2018-19 I 74th Year
Board’s Report
TO THE MEMBERS OF TATA MOTORS LIMITED
The Directors present their Seventy Fourth Annual Report along with the Audited Financial Statement of Accounts for the Financial Year
2018-19.
* These include the Company’s proportionate share of income and expenditure in its two joint operations, namely, Tata Cummins Pvt. Ltd. and Fiat India
Automobiles Pvt. Ltd.
78
production and export growth have decelerated, reflecting revaluation of hedges and foreign currency debt in FY 2018-19
79
Integrated Report & Annual Accounts 2018-19 I 74th Year
first 4 cylinder engine offering in M&HCV range, SIGNA 4923.T Passenger Vehicles ('PV')
and 4823.T – India’s first range of 16 wheeler trucks with 49T
The domestic PV Industry grew by 2.8% during FY 2018-19
and 47.5T GVW, the entire range of Increased Axle Load range
registering a volume of 3.35 million vehicles. Barring the first
of products from 18.5T to 55T GVW across trucks, tractors and
quarter, industry de-grew consecutively for three quarters.
new range of Tippers: - 1913.T and 1918.T, 2818.T, 3518.T,
Overall, the Industry performance was affected by delay
4223.T, 4623.S, 5523.S, 2823.TK/K, 1918K, 1923K. Tata
in availability of retail finance, higher interest rate, higher
Motors inched up its market share by 0.7% in this segment,
acquisition price because of requirement of buying three year
with a growth for the first time after 10 years.
insurance at the time of purchase, negative sentiment in market
• I LCV volumes registered a strong growth of 23% in the FY and postponement of purchase decisions. As a result, the retail
2018-19. Tata Motors reinforced its position through the sales was far below expectations. This led to higher stock at
introduction of the Ultra 1518.T, Ultra 1412, Ultra T.7 with dealerships and dealers faced the challenge of the working
smaller cabin design suitable for intercity operations in capital rotation.
domestic and international markets. In addition the launch of
The festival seasons during the year did not give the expected
LPT407/27 FE, LPT 1412SLP, LPT 1212CRX, LPT1512 CRX,
impetus. The beginning of the festive season was washed out due
SFC 909, LPT 909/49 CNG and India’s first 13.8T CNG vehicle
to unprecedented floods in Kerala. During Navaratri and Diwali,
LPT1412 CNG in the regular ICV range helped Tata Motors
the market was expected to bounce back and infuse positive
establish itself as No. 1 in ICVs sub-segment. Tata Motors
energy into the system. But just before this festive season the
also launched specialized e-commerce containers range with
liquidity was severely impacted because of NBFC crisis. The festive
advanced features like surveillance cameras, OTP based Lock,
season reported a 14% de-growth, one of the worst festive sales
Load sensors etc. in the year. Tata Motors market share in the
performance in the recent past.
segment was up by 0.5% compared to FY 2017-18.
Whilst market situation remained challenging throughout the year,
• CV & Pickup Volumes grew by 23.9% in FY 2018-19. The
S
Tata Motors PV business outperformed the market. The Company
launch of Tata Ace Gold with the legendary facia, popular
registered a 13.9% overall growth in FY 2018-19 with a total
among the target customer group added to the Company’s
volume of 2,10,500 units. The market share for the year was 6.3%,
strength in the Ace family. The market share was up by 0.7%
an improvement of 60 basis points from FY 2017-18. The growth
compared to FY 2017-18.
rate 13.9% for the Company is ahead of the industry. This is the
• olumes in the CV passenger segment grew by 3.5% in
V highest unit sales and market share over the last 5 years.
FY 2018-19. The introduction of 15 seater and 12 seater
Tiago registered a growth of 17% in its 3rd year of market presence
Winger helped to cater to the ever increasing tour and travel
with 2,00,000 + customers. Nexon was awarded with 5 star safety
segment. The year also saw introduction of 1623, a 230 HP 12
rating by GNCAP, the only car in India with 5 star safety rating,
meter bus, typically used for intercity coaches. In addition EGR
and established itself as the second most selling SUV with annual
vehicles on the 1515 range and 1212, a bus meant to cater to
sales of over 55,000 units.
the higher seating capacity rugged application, very prevalent
in the country today were launched. On the other end of the To counter the market slowdown, the Company did four critical
spectrum, 407 on the smaller wheel base (2900 WB) was product interventions within 51 days in festival season, namely,
introduced as a perfect fit to intra-city congested roads for Tiago NRG, Nexon KRAZ, Tigor Refresh and Tiago/Tigor JTP range
both school and staff applications. of products. These interventions helped to attract additional set of
customers and continue the market buzz. On January 23, 2019, the
• eiterating its commitment to greener fuel options, the
R
Tata Harrier was launched and the initial response from customers
Company started delivery of electric buses to various State
is overwhelming.
Transport Units.
Customer satisfaction remained as the centre of business. The
• The Company significantly improved the ability to provide
Company ranked a clear 2nd in JD Power customer satisfaction
customers with end-to-end support and comfort through
survey. In FY 2017-18, the Company shared the 2nd rank with
enhancing value added services under a umbrella brand of
Maruti Suzuki. Non-vehicular business revenue improved 15%
“Sampoorna Seva”. The key elements include 6 Year 6 lakh km
over last financial year. The Net Promoter Score of PV business
warranty on the entire range of M&HCVs, Tata Alert breakdown
significantly improved from a negative score of 13 in FY 2014-15
assistance service available across 3 million kilometers of
to a positive score of 18 in FY 2018-19 signifying improvement in
Indian roads and Tata Delight Loyalty Program.
brand perception. This helped the Company to gain pricing power
• on-vehicle business revenue for CVBU from spares, prolife
N across models and exercise pricing leadership.
and aggregates increased by 21.6% in FY 2018-19. Tata Motors
Exports
Genuine Oil ('TMGO') launched last year reached 17,000 KL of
sale helping to bring down the Total Cost of Ownership for its The Company exported 53,140 vehicles (FY 2017-18: 52,404
customers. vehicles).
80
Export of CV marginally increased by 2% in FY 2018-19 with 51,119 • nnounced the reveal of the All New Land Rover Defender for
A
The total wholesale volumes (excluding sales from the China Joint TMFHL
Venture) at 5,07,895 units were down 6.9% as compared to the
It is the vehicle financing arm under the brand “TMF Holdings
5,45,298 units in FY 2017-18, generally reflecting the trends seen
Limited”. TMFHL’s disbursements (including refinance) increased
in the retail sales above.
by 42.8% at `21,993 crores in FY 2018-19 as compared to
Some of the key highlights of FY 2018-19 were: `15,406 crores in FY 2017-18. New Vehicle disbursements are
done through its subsidiary Tata Motors Finance Ltd ('TMFL'). TMFL
• LR’s first battery electric vehicle, the Jaguar I-PACE went on
J
financed 2,16,015 vehicles reflecting an increase of 23.3% over
sale in June 2018 (2019 World Car of the Year, 2019 World Car
1,75,128 vehicles financed in FY 2017-18. Disbursements for CV
Design of the Year, 2019 World Green Car, 2019 European Car
increased by 39.6% and were at `15,978 crores (142,187 units) as
of the Year).
compared to `11,448 crores (115,689 units) in FY 2017-18 mainly
• -Pace launched and on sale from the China joint venture in
E due to gain in market share (28.3% in FY 2018-19 vs. 26.1% in FY
September 2018. 2017-18). Disbursements of PV increased by 28.5% to `3,013
crores (46,500 units) from a level of `2,345 crores (42,619 units).
• ll new Range Rover Evoque with hybrid options went on sale
A
Used Vehicle disbursements done through Tata Motors Finance
in Q4.
Solutions Limited ('TMFSL'), a 100% Subsidiary of TMFHL were
• efreshed Jaguar XE launched in Q4 with exterior updates and
R at `3,002 crores (27,328 vehicles) as compared to `1,614 crores
significantly improved infotainment. (16,820 vehicles) during FY 2017-18.
81
Integrated Report & Annual Accounts 2018-19 I 74th Year
Tata Motors (Thailand) Limited ('TMTL') crores) [as at March 31, 2018: GB£3,731 million (`34,238 crores)].
Cash and financial deposits stood at GB£3,775 million (`34,168
TMTL wholesales in FY 2018-19 was 633 units as compared
crores) [as at March 31, 2018: GB£4,657 million (`42,977 crores)].
to 682 units in FY 2017-18. The Thai Commercial Automobile
Additionally, JLR has undrawn committed long term bank lines of
Industry has witnessed a growth of 22% in FY 2018-19 compared
GB£1,935 million (JLR data as per IFRS).
to 14% growth in the year before, however as part of ongoing
review, TMTL have undertaken a reassessment of its business During FY 2018-19, JLR issued €500 million senior notes due in
model in Thailand to ensure it is sustainable over the long term. 2026 at a coupon of 4.50% per annum. JLR also raised US$ 1,000
As a part of the restructuring, the Company has ceased the million through syndicated loan. The proceeds were for general
current manufacturing operations in the financial year and are in corporate purposes, including support for JLR’s ongoing growth
the process of scaling down the operations including reduction and capital spending requirements.
of manpower. The Company shall address the Thailand market
At TMFHL and its subsidiaries, the borrowings as on March 31,
with a revamped product portfolio, suitable to local market needs,
2019 stood at `37,814 crores (as at March 31, 2018: `27,470
delivered through a CBU distribution model. TMTL bagged a
crores). Cash and bank balances and investments in mutual funds
prestigious order from Royal Thai Army to supply 614 units of the
stood at `2,119 crores (as at March 31, 2018: `1,206 crores).
1.25 ton Tata Truck.
TMFHL and its subsidiaries, raised `2,066 crores by issuing NCDs.
FINANCE Bank borrowings through secured term loans continued to be a
major source of funds for long-term borrowing and raised `6,306
During the year, the free cash flows for Tata Motors Group were crores during FY 2018-19. TMFL has also done securitization of
negative `16,346 crores (FY 2017-18: negative `11,191 crores), `3,862 crores in FY 2018-19.
post spend on capex, design and development of `35,236 crores.
Tata Motors Group has undertaken and will continue to implement
Tata Motors Group’s borrowing as at March 31, 2019 stood at
suitable steps for raising long term resources to match fund
`106,175 crores (as at March 31, 2018: `88,951 crores). Cash and
requirements and to optimise its loan maturity profile.
bank balances and investments in mutual funds stood at `42,086
crores (as at March 31, 2018: `48,974 crores). The consolidated Credit Rating : During FY 2018-19, the Company’s rating for
net automotive debt to equity ratio stood at 0.47 as at March 31, foreign currency borrowings was downgraded to “Ba2” / Negative
2019, as compared to 0.15 as at March 31, 2018. by Moody’s and to “B+” / Watch Negative by Standard & Poor’s.
For borrowings in the local currency, Non-Convertible debentures
Free cash flows were `1,539 crores (FY 2017-18: `1,339 crores)
and long term bank facilities i.e. (Buyers Credit and Revolving
standalone basis with joint operations of the Company. Spend
Credit Facility), the ratings were downgraded by CARE to “AA” /
on capex, design and development were `4,753 crores (net).
Stable and the ratings were retained with a change in outlook by
The borrowings of the Company as on March 31, 2019 stood at
CRISIL at “AA / Negative and by ICRA at “AA / Negative”. During the
`18,640 crores (as at March 31, 2018: `18,464 crores). Cash and
year, JLR’s rating was downgraded by Moody’s at “Ba3” / Negative
bank balances including mutual funds stood at `2,981 crores (as
and by Standard & Poor’s at “B+” / Watch Negative on account of
at March 31, 2018: `2,312 crores). Additionally, the Company has
weak performance and challenging external environment at JLR.
undrawn committed lines of `1,500 crores.
During FY 2018-19, for TMFHL and its subsidiaries, CRISIL and
During FY 2018-19, the Company raised unsecured term loans
ICRA has maintained its rating and changed its outlook on long-
amounting to `1,500 crores from Banks for general corporate
term debt instruments and long term bank facilities to “AA /
purpose.
Negative”. Further CARE has changed the ratings on long term
The Company successfully completed liability management debt and long term bank facilities to CARE AA / Stable.
exercise by part refinancing of US$ 500 million notes due for
Material Changes and Commitment Affecting the Financial
repayment on April 30, 2020. The Company raised ECB of US$
Position
237.468 million maturing in June 2025 which was used to repay
the bonds through the tendering process. There are no material changes affecting the financial position of
the Company subsequent to the close of the FY 2018-19 till the
Deposits: The Company has not accepted any public deposits
date of this report.
during FY 2018-19. There were no over dues on account of
principal or interest on public deposits other than the unclaimed CONSOLIDATED FINANCIAL STATEMENT
deposits as at the end of FY 2018-19 which is `7.30 crores
The consolidated financial statement of the Company and its
(Previous year `10.80 crores).
subsidiaries for FY 2018-19 are prepared in compliance with
At JLR, post spend on capital expenditure, design and development the applicable provisions of the Act and as stipulated under
of GB£3,373 million (`30,325 crores) [FY 2017-18: GB£4,186 Regulation 33 of the SEBI Listing Regulations as well as in
million (`35,776 crores)] the free cash flows were negative accordance with the Indian Accounting Standards notified under
GB£1,267 million (`9,962 crores) for FY 2018-19. The borrowings the Companies (Indian Accounting Standards) Rules, 2015. The
of JLR as on March 31, 2019, stood at GB£4,511 million (`40,829 audited consolidated financial statement (condensed) together
82
with the Auditor’s Report thereon form part of this Annual Name of the companies which have ceased to be subsidiaries,
83
Integrated Report & Annual Accounts 2018-19 I 74th Year
as approved by the Board, is available on the Company’s website 2 year Management Program ('EPGDBM') with curriculum around
URL: https://investors.tatamotors.com/pdf/material.pdf. operations, finance, people management, supply chain & marketing
and 90 employees joined in the 1st batch. To enable comprehensive
Other than the above, there has been no material change in the
development of white collar workforce, the Company has created
nature of the business of the subsidiary companies.
4 Learning Academies – Commercial Excellence, Management
RISK MANAGEMENT Development, Operations Excellence, and Product Leadership.
During FY 2018-19, 8443 permanent white collar employees
The Board takes responsibility for the overall process of risk
were trained under these academies on various functional
management throughout the organization. Through an Enterprise
and managerial aspects. To develop its blue collar workforce,
Risk Management programme, the Company's business units and
the Company trained 11,721 employees in technician’s skill
corporate functions address risks through an institutionalized
development, quality management and productivity improvement.
approach aligned to the Company's objective. This is facilitated
by internal audit. The Business risk is managed through cross- Inclusion and Diversity
functional involvement and communication across businesses.
The Company believes that with diversity and inclusion at
The result of the risk assessment are presented to the senior
workplace, it can leverage the multiplicity of skillsets in all
management. The Risk Management Committee reviews business
its operations. The Company has established policies and a
risk areas covering the top operational, financial, strategic and
supportive work environment, especially for its women employees
regulatory risks.
and for employees from different backgrounds, age-groups and
INTERNAL FINANCIAL CONTROL SYSTEMS AND ethnicities as well.
ADEQUACY
The Company also endorses the initiative from Tata Group –
The Board has adopted policies and procedures for governance of Second Career Initiative Program ('SCIP') to offer an opportunity
orderly and efficient conduct of its business, including adherence to returning mothers who would like to restart their professional
to the Company’s policies, safeguarding its assets, prevention careers. ‘GearUp’ initiative for mid-level women managers is
and detection of frauds and errors, accuracy and completeness designed to provide management development inputs focussed on
of the accounting records and timely preparation of reliable leadership skills to make them ready as future leaders. Company’s
financial disclosures. The Company’s internal control systems Human Resource ('HR') policy framework, including maternity
commensurate with the nature of its business, the size and leave policy, sabbatical and half-day-half-pay policy and flexible
complexity of its operations. timings, helps employees to establish a work-life balance. The
company employed 3.5% permanent women employees as of FY
The Company has an independent in-house Internal Audit ('IA')
2018-19. (FY 2017-18: 3.3%).
department that functionally reports to the Chairman of the Audit
Committee, thereby maintaining its objectivity. Remediation of Prevention of Sexual Harassment
deficiencies by the IA department has resulted in a robust framework
The Company has zero tolerance for sexual harassment at
for internal controls. These are detailed in the Management
workplace and has adopted a Policy on Prevention, Prohibition
Discussion and Analysis Report, which forms part of this Report.
and Redressal of sexual harassment at workplace in line with
HUMAN RESOURCES the provisions of the Sexual Harassment of Women at Workplace
(Prevention, Prohibition and Redressal) Act, 2013 and the Rules
The Tata Motors Group employed 82,797 permanent employees
thereunder. Internal Complaints Committee ('ICC') is in place for all
as of FY 2018-19 (FY 2017-18: 81,090 employees). The Company
works and offices of the Company to redress complaints received
employed 27,572 permanent employees as of FY 2018-19 (FY
regarding sexual harassment. All women associates (permanent,
2017-18: 24,989 employees).
temporary, contractual and trainees) as well as any women visiting
The Company has labour unions for operative / worker grade the Company’s office premises or women service providers are
employees at all its plants across India, except the Dharwad Plant. covered under this Policy.
The Company has generally enjoyed cordial relations with its
During FY 2018-19, the Company had received 11 complaints
employees and unions at its factories and offices and have received
on sexual harassments, 10 of which have been substantiated
unions’ support in the Company’s implementation of reforms that
and appropriate actions taken. The remaining 1 complaint was
impact safety, quality, cost and productivity improvements across
received during mid March and is being investigated. There were
all locations. Employee wages are being paid in accordance with
no complaints pending for more than 90 days. The Company
wage agreements that have varying terms (typically three to four
organized 103 workshops or awareness programs against sexual
years) at different locations.
harassment.
In line with the Company’s philosophy of continuously harnessing
Tata Motors Limited Employees Stock Option Scheme
employee potential and developing them to become more capable
professionals and future leaders, in FY 2018-19 we have partnered In order to ring fence and incentivize key talent, for driving long term
with Symbiosis International (Deemed University) and launched a objectives of the Company and ensuring that employee payoffs
84
match the long gestation period of certain key initiatives whilst ('TRCFR') being 0.60 against the target of 0.89. Unfortunately 3
85
Integrated Report & Annual Accounts 2018-19 I 74th Year
(GHG) mitigation approach includes driving Energy Conservation Circular economy, natural capital evaluation of key dependencies,
in manufacturing operations and generation / procurement of design for environment, biodiversity assessment, life cycle
renewable energy. The Company consumed 94.2 million units assessment of products, climate adaptation study were some
of renewable electricity in its operations (16.1 % of total power of the other initiatives the Company has taken in sustaining its
consumption), compared to 99.38 million units in FY 2017- business and planet.
18 (20.76% of total power consumption). The proportion of
renewable power in previous financial year was greater due to JLR continues to drive health and safety through Destination
allocation of wind power arrears. RE capacity was enhanced by Zero – A Journey to Zero Harm. The ambition is reflected in the
2MWp Roof-top Solar PV Project at Lucknow and Pimpri Pune JLR commitment with the key statement being “Our most valuable
Plants and 0.5MW at Chinchwad Pune in FY 2018-19, which will asset is our people, nothing is more important than their safety and
help offset GHG emissions in the FY 2019-20. Taking this further, wellbeing. Our co-workers and families rely on this commitment.
the Company has signed a Power Purchase Agreement ('PPA') There can be no compromise”. The concept of Destination Zero
with Tata Power Renewable Energy Ltd. ('TPREL') for setting up Harm enables the consistent message on safety to continue to be
an additional 7 MWp capacity of roof and ground mounted solar highly visible in the business.
photovoltaic ('PV') installations across Jamshedpur, Pantnagar The development of focused plans has ensured that each
and Dharwad Plants. functional area, aligned at Board level, has a specific ‘Destination
The Company monitors water sourcing practices at its Zero’ Harm Plan. These have assisted each functional area to tailor
manufacturing Plants and continued to work on lowering water their own plan of activities to lead improved safety and wellbeing
consumption through water conservation in operations, re-cycling within their own area of responsibility, sponsored from the most
treated effluent for re-use in process and harvesting rainwater. A senior level functionally.
total of 9,77,656 m3 of water was conserved through these efforts To support the wider ambition of zero harm as well as focusing
in FY 2018-19, which is 13.8% of total water consumption as on incidents, JLR also continued to mature the approach
compared to 17.3% in FY 2017-18. to wellbeing activities with a focus on mental health and
Hazardous wastes are disposed in accordance with authorizations the continuation of programmes designed to support open
issued by the Authorities in the States we operate. These include discussions on matters of mental health, as well as other
destruction of hazardous waste at cost by landfilling and support interventions to assist in improved wellbeing, both in
incineration at Approved Common Treatment Storage and Disposal mental and physical health.
Facilities; energy and material recovery from hazardous wastes Performance on Lost Time Injuries ('LTI') remained relatively
through co-processing in cement plants; and material conversion stable, especially within manufacturing. Many locations within
through approved re-cyclers for hazardous wastes such as spent the sites celebrated sustained zero lost time injuries. The
thinner, paint sludge and sealant. performance on safety was assisted in part through various
The Company commenced an initiative across Plants in FY 2018- activities taken during the year, such as improving quality of
19 called “Value from Hazardous Waste”, aimed at diverting safety behavioural observations, introduction of revised internal
hazardous waste from landfill / incineration at approved sites and audit programme called SHARP, effective implementation of
instead derive value from the same. This initiative aims to ultimately existing safety management programs, safety and wellbeing
achieve ‘Zero Waste to Landfill’ status from manufacturing weeks, robust safety training, leadership training and driving
operations. The quantum of hazardous waste diverted from landfill assessments etc.
/ incineration was higher by 15.5% over FY 2017-18. However, The business has gone through OHSAS 18001 - surveillance
due to higher waste generation on the back of higher volumes, visits in 2018-19, within all the UK locations and maintained
hazardous waste sent for disposal to Common Treatment Storage its accreditation to this standard through a series of external
and Disposal Facilities also increased by 41.2%. assessments. It has now started the cycle of assessments to
The Company has also initiated actions to minimise the migrate to the new International Standard ISO 45001 with
consumption of flexible plastic packaging in its operations. While accreditation to ISO 45001 expected at the end of the assessment
plastic packaging used for dispatch of auto parts between Plants period in 2019-20.
and to Warehouses has been significantly reduced, work is on-
TDCV’s Safety Index continued to improve from 1.24 to 0.52 in
going on plastic packaging used by our Suppliers. This is being done
FY 2018-19. TDCV has implemented reinforced High-risk Control
by elimination of plastic packaging where feasible and converting
Program [LockOut Energy Control ('LOEC'), Pedestrian and In-
expendable (single-use) plastic packaging to returnable (multiple-
Plant Vehicle ('PIV') and Confined Space entry] and operated
use) packaging.
the standing committee (PIV Committees and LOEC Committee)
On Sustainability, we continued implementation of sustainable from 2018. In addition, TDCV has assigned emergency medical
supply chain initiatives during FY 2018-19. 115 suppliers have technicians ('EMTs') to designated places and conducted training
been trained and provided handholding to improve sustainability sessions for all the employees to ensure a prompt response to any
performance and assessed towards sustainability expectations. emergency situations within the company.
86
CORPORATE SOCIAL RESPONSIBILITY record its appreciation for their valuable contribution and guidance
87
Integrated Report & Annual Accounts 2018-19 I 74th Year
• Stakeholders, Relationship Committee The details of the Familiarisation Programme for Independent
• Risk Management Committee Directors with the Company in respect of their roles, rights,
• Safety Health and Sustainability Committee responsibilities in the Company, nature of the industry in which
Company operates, business model of the Company and related
Details of composition, terms of reference and number of meetings matters are available on the Company's website URL: https://
held for respective committees are given in the Corporate investors.tatamotors.com/pdf/familiarisation-programme-
Governance Report, which forms a part of this Report. Further, independent-directors.pdf.
during the year under review, all recommendations made by the
Audit Committee have been accepted by the Board. POLICY ON DIRECTORS’ APPOINTMENT AND
REMUNERATION
BOARD EVALUATION
The Company’s policy on directors’ appointment and remuneration
The annual evaluation process of the Board of Directors, individual and other matters provided in Section 178(3) of the Act (salient
Directors and Committees was conducted in accordance with the features) has been briefly disclosed hereunder and in the Corporate
provision of the Act and the SEBI Listing Regulations. Governance Report, which is a part of this Report.
The Board evaluated its performance after seeking inputs from all Selection and procedure for nomination and appointment of
the directors on the basis of criteria such as the Board composition Directors
and structure, effectiveness of board processes, information and
functioning, etc. The performance of the Committees was evaluated The Nomination and Remuneration Committee ('NRC') is
by the Board after seeking inputs from the committee members responsible for developing competency requirements for the
on the basis of criteria such as the composition of committees, Board based on the industry and strategy of the Company. The
effectiveness of committee meetings, etc. The above criteria are as Board composition analysis reflects in-depth understanding of
provided in the Guidance Note on Board Evaluation issued by the the Company, including its strategies, environment, operations,
Securities and Exchange Board of India. financial condition and compliance requirements.
The Chairman of the Board had one-on-one meetings with the The NRC conducts a gap analysis to refresh the Board on a
Independent Directors and the Chairman of NRC had one-on-one periodic basis, including each time a Director’s appointment or re-
meetings with the Executive and Non-Executive, Non-Independent appointment is required. The NRC reviews and vets the profiles
Directors. These meetings were intended to obtain Directors’ of potential candidates vis-à-vis the required competencies,
inputs on effectiveness of the Board/Committee processes. undertakes due diligence and meeting potential candidates, prior
to making recommendations of their nomination to the Board.
The Board and the NRC reviewed the performance of individual
directors on the basis of criteria such as the contribution of the Criteria for determining qualifications, positive attributes and
individual director to the board and committee meetings like independence of a Director
preparedness on the issues to be discussed, meaningful and In terms of the provisions of Section 178(3) of the Act, and
constructive contribution and inputs in meetings, etc. Regulation 19 of the SEBI Listing Regulations, the NRC has
In a separate meeting of independent directors, performance of Non- formulated the criteria for determining qualifications, positive
Independent Directors and the Board as a whole was evaluated. attributes and independence of Directors, the key features of
Additionally, they also evaluated the Chairman of the Board, taking which are as follows:
into account the views of Executive and Non-Executive Directors in • Qualifications – The Board nomination process encourages
the aforesaid meeting. The above evaluations were then discussed diversity of thought, experience, knowledge, age and gender.
in the Board meeting and performance evaluation of Independent It also ensures that the Board has an appropriate blend of
Directors was done by the entire Board, excluding the Independent functional and industry expertise.
Director being evaluated.
• Positive Attributes - Apart from the duties of Directors as
FAMILIARISATION PROGRAMME FOR INDEPENDENT prescribed in the Act the Directors are expected to demonstrate
DIRECTORS high standards of ethical behavior, communication skills and
All Board members of the Company are afforded every opportunity independent judgment. The Directors are also expected to
to familiarize themselves with the Company, its management, its abide by the respective Code of Conduct as applicable to them.
operations and above all, the Industry perspective and issues. • Independence - A Director will be considered independent if
They are made to interact with senior management personnel he / she meets the criteria laid down in Section 149(6) of the
and proactively provided with relevant news, views and updates Act, the Rules framed thereunder and Regulation 16(1)(b) of
on the Company and sector. All the information/documents the SEBI Listing Regulations.
sought by them is/are also shared with them for enabling a good
understanding of the Company, its various operations and the The Directors affirm that the remuneration paid to Directors, KMPs
industry of which it is a part. and employees is as per the Remuneration Policy of the Company.
88
The said policy is also available on the Company's website URL: Secretarial Audit
89
Integrated Report & Annual Accounts 2018-19 I 74th Year
The Policy on Related Party Transactions was amended during DIRECTORS’ RESPONSIBILITY STATEMENT
the year in line with amendment to the Act and SEBI Listing
Based on the framework of internal financial controls and
Regulations. The Revised Policy is available on the Company's
compliance systems established and maintained by the Company,
website URL: https://investors.tatamotors.com/pdf/rpt-policy.pdf
work performed by the internal, statutory, cost, secretarial auditors
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS and external agencies, including audit of internal financial controls
over financial reporting by the Statutory Auditors and the reviews
The details of Loans and Investments made during FY 2018-19 are
performed by Management and the relevant Board Committees,
given below:
including the Audit Committee, the Board is of the opinion that the
(` in crores) Company’s internal financial controls were adequate and effective
Nature of during FY 2018-19.
Name of Companies Loans Investment
Transactions
Accordingly, pursuant to Section 134(5) of the Act, the Board of
JT Special Vehicle Loan 3.75 - Directors, to the best of their knowledge and ability, confirm that:
Private Limited
(a) in the preparation of the accounts for the financial year ended
TAL Manufacturing Acquisition of Non- - 0.1 March 31, 2019, the applicable accounting standards have
Solutions Limited Aerospace Business been followed and that there are no material departures;
TMF Holdings Call option exercised for - 130 (b) we have selected such accounting policies and have applied
Limited Compulsorily convertible them consistently and made judgments and estimates that are
preference shares: Series A
reasonable and prudent, so as to give a true and fair view of the
TMF Holdings Limited Equity Infusion - 600 state of affairs of the Company at the end of the financial year
Tata Precision Loan 0.5 - and of the profit of the Company for that period;
Industries Singapore (c) proper and sufficient care for the maintenance of adequate
Trilix S.R.L Acquisition of remaining - 7.97 accounting records in accordance with the provisions of
20% stake the Act, for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities;
During FY 2018-19, the Company has not given guarantee to any
(d) the annual accounts have been prepared on a going concern
of its subsidiaries, joint ventures and associate companies.
basis;
SECRETARIAL STANDARDS (e) proper internal financial controls were laid down and that such
The Company has devised proper systems to ensure compliance internal financial controls are adequate and were operating
with the provisions of all applicable Secretarial Standards issued effectively*; and
by the Institute of Company Secretaries of India and that such (f)
proper systems were devised to ensure compliance with
systems are adequate and operating effectively. the provisions of all applicable laws and such systems are
adequate and operating effectively.
DIVIDEND DISTRIBUTION POLICY
*please refer to the Section “Internal Control Systems and their
Pursuant to Regulation 43A of SEBI Listing Regulations, the Adequacy" in the Management Discussion and Analysis.
Board of Directors of the Company have formulated a Dividend
ACKNOWLEDGEMENTS
Distribution Policy ('the policy'). The Policy was amended by the
Board to make it more dynamic yet simple. The Directors wish to convey their appreciation to all of the Company’s
The amended policy is annexed to this Report as Annexure - 6 and employees for their contribution towards the Company’s performance.
is also available on the Company's website URL: https://investors. The Directors would also like to thank the shareholders, employee
tatamotors.com/pdf/dividend-distribution-policy.pdf unions, customers, dealers, suppliers, bankers, Governments and
all other business associates for their continuous support to the
SIGNIFICANT & MATERIAL ORDERS PASSED BY THE Company and their confidence in its management.
REGULATORS OR COURTS OR TRIBUNALS
On behalf of the Board of Directors
There are no significant material orders passed by the Regulators
or Courts or Tribunal, which would impact the going concern
status of the Company and its future operation. However, N CHANDRASEKARAN
Members attention is drawn to the Statement on Contingent Chairman
Liabilities and Commitments in the Notes forming part of the (DIN: 00121863)
Financial Statement. Mumbai, May 20, 2019
90
ANNEXURE-1
1. a. The ratio of the remuneration of each Director to the median remuneration of the employees of the Company and the percentage
increase in remuneration of each Director, Chief Executive Officer, Chief Financial Officer and Company Secretary in the FY 2019:
Sr Names of Directors Designation Ratio of remuneration % increase in the
No. to median remuneration
remuneration
I Non-Executive Directors
1 Mr N Chandrasekaran(1) Chairman- NED -- --
2 Mr N Munjee Independent Director 12.77 --(3)
3 Mr V K Jairath Independent Director 12.59 --(3)
4 Ms Falguni Nayar Independent Director 10.58 --(3)
91
Integrated Report & Annual Accounts 2018-19 I 74th Year
ANNEXURE-2
Annual Report on CSR Activities
[Pursuant to Section 135 of the Companies Act, 2013 and the Companies (Corporate Social Responsibility policy) Rules, 2014]
1.
A brief outline of the Company’s CSR policy, including 2.
Composition of CSR Committee: The CSR Committee
an overview of projects or programmes proposed to be of the Board of Tata Motors comprises of (i) Mr Om
undertaking and a reference to the web-link to the CSR Policy Prakash Bhatt, Non-Executive, Independent Director
and projects or programmes: [Chairman of the Committee]; (ii) Ms. Falguni S. Nayar,
Non-Executive, Independent Director [Member of the
1. Overview:
Committee] (iii) Mr Guenter Butschek, CEO & Managing
(i)
Outline of CSR Policy - As an integral part of our Director [Member of the Committee] and (iv) Mr. Satish B
commitment to good corporate citizenship, we at Tata Borwankar, Executive Director and Chief Operating Office
Motors believe in actively assisting in improvement [Member of the Committee].
of the quality of life of people in communities, giving
3. Average Net Profit of the Company for last three financial
preference to local areas around our business
years: Nil: Loss (`1496.61 crores)
operations. Towards achieving long-term stakeholder
value creation, we shall always continue to respect 4. Prescribed CSR Expenditure (two per cent of the amount
the interests of and be responsive towards our key as in item 3 above): Not applicable in view of the losses.
stakeholders - the communities, especially those
5. Details of CSR Spend during the financial year:
from socially and economically backward groups, the
underprivileged and marginalized; focused on inter alia
` 22.21 crores was spent towards various schemes of CSR
the Scheduled Castes and Scheduled Tribes, and the as prescribed under Section 135 of the Act.
society at large. In order to leverage the demographic
(a) Total amount to be spent for the financial year: Not
dividend of our country, Company’s CSR efforts
applicable
shall focus on Health, Education, Environment and
Employability interventions for relevant target groups, (b) Amount unspent, if any: Not applicable
ensuring diversity and giving preference to needy and
(c) Manner in which the amount spent during the financial
deserving communities inhabiting urban India. CSR at
year: For details, please refer Annexure A
Tata Motors shall be underpinned by ‘More from Less
for More People’ philosophy which implies striving to 6. In case the company has failed to spend the two per cent
achieve greater impacts, outcomes and outputs of our of the average net profit of the last three financial years or
CSR projects and programmes by judicious investment any part thereof, the company shall provide the reasons
and utilization of financial and human resources, for not spending the amount: Not Applicable
engaging in like-minded stakeholder partnerships for
7. Responsibility Statement of CSR Committee of Board:
higher outreach benefitting more lives.
The CSR Committee of the Company’s Board states that
Weblink for Tata Motors India CSR Policy: http://www. the implementation and monitoring of the CSR Policy,
tatamotors.com/about-us/policies.php is in compliance with the CSR objectives and Policy of
the Company. The Company had engaged M/s KPMG
(ii) CSR Projects: 1. Aarogya (Health): Addressing child
India (Registered) for assurance on CSR spend by the
malnutrition; health awareness for females; preventive
Company under Section 135 of the Companies Act,
& curative health services, drinking water projects;
2013, Schedule VII.
2. Vidyadhanam (Education): Scholarships; Special
coaching classes for secondary school students; IIT-
JEE & competitive exams coaching, school infrastructure
Guenter Butschek Om Prakash Bhatt
improvement; co-curricular activities; Financial aid to
CEO & Managing Non-Executive, Independent Director
engg. students, 3. Kaushalya (Employability): Divers
training – novice and refresher; ITI partnership & allied- Director (Chairman CSR Committee)
auto trades; Motor Mechanic Vehicle (MMV); Training in (DIN 07427375) (DIN 00548091)
retail, hospitality, white goods repair, agriculture & allied
trades; 4. Vasundhara (Environment): Tree plantation,
environmental awareness for school students; Mumbai, May 20, 2019
92
ANNEXURE – A
Sr. CSR project/ Sector in which the Projects/Programmes Amount Amount spent on the Cumulative Amount spent:
No.# activity Project is covered 1. Local area/ others outlay projects or programs spend Direct/ through
1. Employability : AB FOUNDATION FOR SKILLS AND SUSTAINABILITY, Ador Welding Academy Pvt. Ltd., Ambika Motor Drving School, Avashya Foundation, BAIF Development
Research Foundation, Balasore ITI, CBDRDSETI, Centum Foundation, DB Guwahati, DB Skills And Livelihood Pvt Ltd, Edujobs Academy Pvt Ltd, GANATAR, Gram Tarang
Employability Training Services Pvt Ltd, Gram Vikas Kendra, GTET Balangir, GTET Parlakhimidi, Hubert Ebner India Pvt Ltd, IDTR, IIIM Bihar, IIIM Tripura, IIIM WB, Indian Academy
for Self Employed Women (IASEW), Indus Integrated Information Management Limited, Institute of Driving Training and Research, Institute of Social Development, ITI Nandnagari,
JSS Shri Manjunatheshwara Pvt ITI Vidyagiri Dharwad, LAURUS EDUTECH LIFE SKILLS PVT LTD, Laurus Selam, Manikbag Automobile Pvt Ltd, MITCON Foundation, Mukund
Service station Pvt. Ltd., Navjyoti Education Society, PACE Center Chembur, Paryawaran Evam Jan Kalyan Samiti(PEJKS), Pipal Tree Rangareddy, Prasad Chikitsa, Pratham
Education Foundation, Ramakrishna Mission Belur, Ramkrishna Mission Sakwar, Saath Charitable Trust, Samaj Vikas Kendra, Sambhav Foundation, SANAND EDUCATION TRUST,
Shashwat, Skill For Progress, SUVIDHA, Swaroopwardhinee, Tangent Tech Solutions, Tata Strive, TTC Fudi, Vedanta Foundation, Vedanta Foundation (Motor Driving School),
Vedanta Foundation Motor Driving School, Vedanta Jalna, Vedanta Patna, Vedanta Reengus, Vikas Samities, VRUKSHA, Yashaswi Academy For Skills
2. Education : Agastya International Foundation, Avanti Fellows, Children’s Movement for Civic Awareness - CMCA , College of Engineering Pune, DGB Infosystem, Foundation
for Academic Excellence and Access (FAEA), GANATAR, Global Education Trust, Gram Vikas Kendra, IIT Bombay Alumni Association - IITBAA, Indian Institute of Management
Bangalore, Indian Institute Of Science, Indian Institute of Technology - Gandhinagar, IndiaNow Foundation, Institute of Driving Training and Research, Institute of Social
Development, Jeevantirth, Moinee Foundation, Moinee Foundation_Pune, Nav Jagrat Manav Samaj, Navneet Foundation, Paryawaran Evam Jan Kalyan Samiti (PEJKS),
Prayas Organisation for Sustainable Development, Samaj Vikas Kendra, Samata Shikshan Sanstha, Seva Sahyog Foundation, Shiksha Prasar Kendra, Society for Human
Environmental Development (SHED), SRI SARADA MATH, Suprabhat Mahila Mandal, Swami Vivekananda Youth Movement, Swaroopwardhinee, Tangent Tech Solutions, Tata
Institute of Social Sciences, The South Indian’s Organization, Urmee Charitable Trust, VASUNDHARA PUBLIC CHARITABLE TRUST, Vidya Poshak, Vikas Samities
3. Health : Family Planning Association of India Dharwad Branch, GANATAR, Gram Vikas Kendra, Impact India Foundation, Institute of Social Development, Jan Parivar Kalyan Sansthan,
Lokmanya Medical Research Centre, LTH SILVER JUBILEE RESEARCH FOUNDATION, Manav Seva Education Trust , NAMASTE LIFE, Nav Jagrat Manav Samaj, Parivar Kalyan
Sansthan, Prasad Chikitsa, Ramkrishna Mission Sakwar, Sneh Foundation, Snehdeep Jankalyan Foundation, Tangent Tech Solutions, Unik Medicare Solution, Vikas Samities
4. Environment : BAIF Institute for Sustainable Livelihood and Development, Bansilal Ramntath Agarwal Charitable Trust, BNHS ( Bombay Natural History Society), Gram Vikas
Kendra, Green Thumb, Institute of Social Development, Manav Seva Education Trust, Prasad Chikitsa, Samaj Vikas Kendra, Shri Nityanand Education Trust, SUVIDHA, Terre
Policy Center, Wildlife Research and Conservation Society
Rural Development : BSILD
5.
93
Integrated Report & Annual Accounts 2018-19 I 74th Year
ANNEXURE-3
Particulars of Conservation of Energy, Technology Absorption and Foreign Exchange Earnings and Outgo
[Pursuant to Section 134 (3) (m) of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014]
A. CONSERVATION OF ENERGY - 21.95 MW Captive Wind Power Plant (off-site) at Supa and
The Company has always been conscious of the need to Satara in Maharashtra;
conserve energy in its Manufacturing Plants which leads - 3.8 MW Roof-top Solar PV installation at Pimpri & Chikhali (Pune);
to optimized consumption of non-renewable fossil fuels, - 2 MW Roof-top Solar PV installation at Sanand;
energy productivity, climate change mitigation and reduction - 2 MW Roof-top Solar PV installation at Lucknow;
in operational costs. The Company is also signatory to RE100 - 18.5 kWp Solar PV installation at Pantnagar; &
- a collaborative, global initiative of influential businesses - 7.2 kW hybrid-wind and solar installation at Dharwad
committed to 100% renewable electricity, and is working ● In FY 2019, the in-house RE capacity was enhanced by 2MWp
towards massively increasing the demand for RE deliverables. Roof-top Solar PV installations each at Lucknow and Pimpri
(i) Steps taken or impact on conservation of energy: Plants and by 0.5 MW at Chinchwad, Pune, which will help offset
Energy Conservation (ENCON) projects have been implemented at GHG emissions in the coming FY’19-20. The Company sources
all Plants and Offices of the Company in a planned and budgeted off-site wind power at its Pune, Sanand and Dharwad Works
manner. Some of the major ENCON Projects in FY 2019 include: through Power Purchase Agreements (PPA) with Third Party
●
Jamshedpur Plant: Use of Glow Plug device in place of LPG Wind Power Generators and will continue to source renewable
in Heat Treatment, Optimising HT furnace operation for crown power from the grid in line with regulatory policies / frameworks
wheel processing, Optimizing FDV (Forced Draft Ventilation) and tariffs in the States of operations. Taking this further, the
unit operation running in VFD (variable frequency drive) modes, Company has signed a Power Purchase Agreement (PPA) with
Reduction in propane consumption in Long Member PT-CED Ovens M/s Tata Power Renewable Energy Ltd. (TPREL) for setting up
by installation of Flux Maxiox (fuel saving device) and optimizing an additional 7 MWp capacity of roof and ground mounted solar
shell temperature of Ovens through regular energy audits. photovoltaic (PV) installations across Jamshedpur, Pantnagar
● Pimpri Plant: Converting 8500 Nos. of 36W fluorescent tubes and Dharwad Plants.
to 18WLED tubes, Optimized equipment running by proper shift ● In FY 2019 the Company generated / sourced 94.30 million
management. kWh of renewable electricity for its manufacturing operations,
● Chinchwad Plant: Replacement of 500 Nos. of 400W high contributing to avoidance of 77,333 tCO2e and financial saving
bay lamps with 300 Nos. of 120W LED fixtures, Separation of of `39.12 Crores.
compressed air supply to Grey Iron and Aluminium Foundry to
(iii) Capital investment on energy conservation equipment:
reduce energy consumed by Compressors.
● Maval Foundry: Yield Improvement projects on Moulding Line, In FY 2019, the Company has invested `333.22 lakhs in various
Reduced heating time through integral heater core box design energy conservation projects.
for all new core boxes. Awards / Recognition received during the year is as below,
● Lucknow Plant: Reduction in compressed air consumption and
●
Lucknow Plant won the “Uttar Pradesh State Energy
AC power consumption at Plant level.
Conservation Award 2018” (under Industries General Category
● Pantnagar Plant: Reduction in compressed air consumption
having connected load 1MW and above), - a State level
at Plant level, Installation of VFDs on 75KW exhaust blowers
competition conducted by Uttar Pradesh New and Renewable
of Paint Booths, Start-up time reduction in ASU Burners in
Energy Development Agency (UPNEDA).
Surfacer and Base Coat booth, Streamlined production planning
for metallic color batch painting. ●
CV Pune won the “Renewable Energy Excellence End User
● Dharwad Plant: Fuel conservation by improvements in start-up Award 2018” at Renewable Energy India Awards 2018 - Asia’s
of ACC oven. largest Renewable Energy Expo organized by UBM India.
● Chikhali Plant: Optimization of line running in Press & Weld ● CV Pantnagar Plant won the “Golden Peacock Award for Energy
Shop as per production plan. Efficiency 2018” organized by Institute of Directors.
● Sanand Plant: Optimising running hours of ASU Chillers, VFD ● CV Pune and Pantnagar Plants recognized as “Excellent Energy
for ED circulation pumps, Magnetic Fuel Saver, Arresting heat Efficient Unit” at the CII National Award for Excellence in Energy
leakages in all Paint Baking Ovens. Management 2018. CV Pune and CV Pantnagar Plants were
These ENCON efforts in fiscal 2019 have resulted into - energy also among only 3 units awarded “National Energy Leader” in
savings of 1,07,415 GJ (76,185 GJ power + 31,230 GJ fuel), avoided the ‘Automobile & Engineering’ Sector.
emission of 20,218 tCO2e and cost savings of INR 1,834 lakhs.
● Jamshedpur Plant recognized as “Energy Efficient Unit” at the
(ii) Steps taken for utilizing alternate sources of energy: CII National Award for Excellence in Energy Management 2018.
● The Company has set up Renewable Energy generation capacity ● Jamshedpur Plant received 4.5/5 Star rating at the CII Energy
(solar and wind) which includes: Conclave-2018 organized by CII –Eastern Region.
94
● Pantnagar Plant was certified ‘PLATINUM’ under CII’s “GreenCo ● Advanced HMI technologies for improved user experience
global automotive industry. Strict emission norms, crash suspension and tire parameters on steering dynamic behavior
safety requirements and congestion is resulting in mobility ● Effect of suspension bush stiffness on vehicle K&C Attributes
transformation. The challenges faced by the Indian automotive ● Vehicle SPMM & Handling Attribute Simulation
industry remain the same, pressure from regulation and ● Methodology Development for Brake Squeal Simulation using
customer affordability. The Company aims to deliver well Abaqus FEA Software and Appropriate Squeal Reduction
engineered, safe, advanced cars to the market. The company’s Strategy.
future technology pipeline focuses on four key pillars namely ● Development of simulation methodology for predicting tire
Smart Autonomous & Connected vehicle, Clean Vehicle, Capable durability.
Vehicle and Desirable vehicle. To kindle innovation, Tata Motors ● Methodology development of engine mount target cascading
is setting up lean and agile innovation hubs. These hubs which and design optimization to meet NVH PAT.
will operate like startups with focus on testing of solutions (ii) Benefits derived as a result of the above efforts
and go-to-market strategies. The first of these centers was The Company continues to strengthen its capabilities across
established in Palo Alto, California. the technology domains to meet emerging and future market
Key areas of technology engagement in line with global and needs. By careful selection of advanced engineering and
Indian trends: future technology portfolio, the Company intends to capitalize
95
Integrated Report & Annual Accounts 2018-19 I 74th Year
96
(iv) Specific areas in which R & D is undertaken on technology front strengthening the Company’s position in
97
Integrated Report & Annual Accounts 2018-19 I 74th Year
Motors has been able to stay ahead of the curve and create ● Enhancing user experience with natural voice recognition and
superior offerings for the customer. Our keen eye for digitisation, smart access systems
connectivity, automation and advanced regulations' compliance ● Improving vehicle efficiency and alternate propulsion systems
98
application were delivered for Air brake systems and fuel ● The 5th edition of the Company One World - International CV
99
Integrated Report & Annual Accounts 2018-19 I 74th Year
ANNEXURE–4
Form No. MGT – 9
Extract of Annual Return
as on the financial year ended on 31st March, 2019
[Pursuant to Section 92(3) of the Companies Act, 2013 (the Act) and Rule 12(1) of the Companies (Management and Administration) Rules, 2014]
i) CIN:- L28920MH1945PLC004520 vii) Name, Address and contact details of Registrar and
Transfer Agent, if any:-
ii) Registration Date:- 1st September, 1945 TSR Darashaw Consultants Pvt. Limited
iii) Name of the Company:- Tata Motors Limited 6-10 Haji Moosa Patrawala
Industrial Estate, Near Famous Studio,
iv) Category / Sub-Category of the Company: 20, E Moses Road, Mahalaxmi (W), Mumbai 400 001
Public Company / Limited by shares Tel: 022-6656 8484; Fax: 022-66568494
Email: csg-unit@tsrdarashaw.com;
v) Address of the Registered office and contact details:- Website: www.tsrdarashaw.com
Address: Bombay House, 24 Homi Mody Street,
Mumbai 400 001 For Rights Issue 2015:
Tel: 022-6665 8282 Link Intime India Private Limited
Email: inv_rel@tatamotors.com No.C-13, Pannalal Silk Mill Compound,
Website: www.tatamotors.com Lal Bahadur Sharstri Road, Bhanpud (W), Mumbai 400 078
Email: tatamotors.rights@linkintime.co.in;
vi) Whether listed company:- Yes Website: www.linkintime.com
III. PARTICULARS OF HOLDING, SUBSIDIARIES AND ASSOCIATE COMPANIES (INCLUDING JOINT VENTURES)
Sr. Percentage of
Name and address of Company CIN/GNL
No shares held
Subsidiaries [pursuant to Section 2(87) of the Act]
1 Concorde Motors (India) Limited U24110MH1972PLC015561 100
3rd Floor, Nanavati Mahalaya, 18 Homi Mody Street, Hutatma Chowk, Mumbai 400 001
2 Tata Motors European Technical Centre PLC 05551225 100
18, Grosvenor Place, London, SW1X7HS
3 Tata Motors Insurance Broking and Advisory Services Limited U50300MH1997PLC149349 100
3rd Floor, Nanavati Mahalaya, 18 Homi Mody Street, Hutatma Chowk, Mumbai 400 001
4 TML Holdings Pte Ltd 200802595C 100
9 Battery Road, #15-01, Straits Trading Building, Singapore 049910
5 TML Distribution Company Limited U63000MH2008PLC180593 100
3rd Floor, Nanavati Mahalaya, 18 Homi Mody Street, Hutatma Chowk, Mumbai 400 001
6 Tata Hispano Motors Carrocera S.A. A50089119 100
Carretera de Castellon, Km.230,5 (poligono Empresarium) Zaragoza, Spain
7 Tata Hispano Motors Carrocerries Maghreb SA 1004723 100
Zone Industrial - Berrechid, Rue Al Adrisa, Berrechid -26100, Morocco
8 TMF Holdings Limited U65923MH2006PLC162503 100
10th floor, 106 A and B, Maker Chambers III, Nariman Point, Mumbai 400 021
9 Trilix S.r.l 1044707 100
Via Teano 3, 10042 Nichelino, Torino, Italy
10 Tata Precision Industries Pte Ltd 197100574C 78.39
1 Robinson Road, #19-01, AIA Towers, Singapore 048 542
11 Tata Technologies Limited U72200PN1994PLC013313 72.28
Plot No. 25, Pune Infotechpark, MIDC Taluka - Mulshi Hinjawadi, Pune - 27
12 Tata Marcopolo Motors Limited U34101MH2006PLC164771 51
Bombay House, 24, Homi Mody Street, Mumbai-400001
100
Sr. Percentage of
101
Integrated Report & Annual Accounts 2018-19 I 74th Year
Sr. Percentage of
Name and address of Company CIN/GNL
No shares held
41 The Lanchester Motor Company Limited 551579 100
Abbey Road, Whitley, Coventry, CV3 4LF - England UK
42 Jaguar Land Rover Pension Trustees Limited 4102133 100
Abbey Road, Whitley, Coventry, CV3 4LF - England UK
43 Spark 44 (JV) Limited 07535151 50.5
Abbey Road, Whitley, Coventry, CV3 4LF - England UK
44 Jaguar Land Rover Austria GmbH FN84604v 100
Fuerbergstrasse 51, Salzburg, A5020, Austria
45 Jaguar Land Rover Japan Limited 0104-01-075166 100
3-13 Toranomon 4-chome, Minato-ku, Tokyo, Japan45
46 Jaguar Land Rover Deutschland GmbH HRB2408 100
Am Kronberger Hang 2a, 65824 Schwalbach/Ts, Germany
47 Jaguar Land Rover Classic Deutschland GmbH (Incoporated w.e.f. August 10, 2018) HRB 29323 100
Geschaftsanschrift: Ringstrabe 38, 45219, Essen, Germany
48 Jaguar Land Rover North America LLC 2075961 100
555 MacArthur Blvd., Mahwah, New Jersey 07430, USA
49 Jaguar Land Rover Nederland BV 23074977 100
PO Box 40, 4153 ZG Bessd Stationsweg 8, Netherlands
50 Jaguar Land Rover Portugal - Veiculose Pecas, Lda 504998803 100
Edificio Escritorios do Tejo, Rua do Polo Sul, Lote 1.10.1.1 – 3. B-3, Parish of Santa Maria dos Olivais,
Municipality of Lisboa, Portugal
51 Jaguar Land Rover Australia Pty Ltd 4352238 100
65 Epping Road, North Ryde, New South Wales, 2113, Australia
52 Jaguar Land Rover Italia SpA 6070621005 100
Via Alessandro Marchetti, 105 - 00148, Roma, Italy
53 Jaguar Land Rover Korea Company Limited 110111-3977373 100
25F West Mirae Asset Center 1, Building, 67 Suha-dong, Jung-gu, Seoul 100-210, Korea
54 Jaguar Land Rover Canada ULC 2013828088 100
75 Courtneypark Drive West, Unit 3, Mississauga, ON L5W 0E3, Canada
55 Jaguar Land Rover France, SAS 509016804 100
34 Rue de la Croix de Fer 78105 Saint Germain en Laye Cedex, France
56 Jaguar Land Rover India Limited U34200MH2012FLC237194 100
Nanavati Mahalaya, 18 Homi Mody Street, Hutatma Chowk, Mumbai 400 001
57 Jaguar e Land Rover Brasil Industria e Comercio de Veiculos LTDA 35.222.373.953 100
Avenida Ibirapuera 2.332, Torre I -10º andar- Moema 04028-002, São Paulo-SP-Brazil
58 Jaguar Land Rover (South Africa) Holdings Limited 7760130 100
Abbey Road, Whitley, Coventry, CV3 4LF - England UK
59 Jaguar Land Rover Espana SL B-82526757 100
Torre Picasso, Plaza Pablo Ruiz Picasso, 1 – Planta 42, 23020 Madrid, SPAIN
60 Jaguar Land Rover Belux N.V. 0456.612.553 100
Generaal Lemanstraat 47, 2018 Antwerpen, Belgium
61 Jaguar Land Rover Slovakia s.r.o 48302392 99.99
Vysoka 2B, 811 06, Bratislava, Slovakia
62 Jaguar Land Rover Singapore Pte Ltd 201541482M 100
Level 30, Singapore Land Rover, Raffles Place, 048623, Singapore
63 Jaguar Racing Limited 9983877 100
Abbey Road, Whitley, Coventry, CV3 4LF - England UK
64 InMotion Ventures Limited 10070632 100
Abbey Road, Whitley, Coventry, CV3 4LF - England UK
65 Jaguar Land Rover Colombia S.A.S Tax Id no. 901.000.833-7 100
CL 677735 OFE 1204 BOGOTAN CUDNDINAMARKA 13192900
66 Jaguar Land Rover Ireland (Services) Limited 608696 100
C/o LK Sheilds Solicitors 39/40 Upper Mount Street Dublin 2 Ireland
67 Jaguar Land Rover Taiwan Company Limited 55768890 100
12F, No. 40, Sec.1, Chengde Road, Datong Dist., Taipei City 103, Taiwan (R.O.C)
68 Jaguar Land Rover Servicios Mexcio S.A. de C.V. SGM101223SU6 100
Javier Barros, Sierra, 540 Piso 7 703 Santa Fe Alvaro Obregon Distrito Federal 01210
69 Jaguar Land Rover Mexico S.A.P.I de CV JLR080418T9A 100
Javier Barros, Sierra, 540 Piso 7 703 Santa Fe Alvaro Obregon Distrito Federal 01211
102
Sr. Percentage of
103
Integrated Report & Annual Accounts 2018-19 I 74th Year
Sr. Percentage of
Name and address of Company CIN/GNL
No shares held
98 Cambric GmbH HRB 14269 72.34
Service Kontor, Universitat Geb A1 1, D-66123 Saarbrucken, Stuhlsatzenhausweg 69, Raum 130, 66123
Saarbrücken
99 Cambric Limited 57500 72.31
H & J Corporate Services, Ltd., Ocean Centre, Montagu Foreshore, East Bay Street, P.O. Box SS-19084,
Nassau, Bahamas
100 TAL Manufacturing Solutions Limited U29100PN2000PLC130290 100
(Ceased to be a subsidiary w.e.f. March 29, 2019)
PDO Building, Tata Motors Campus, Chinchwad, Pune - 411033
101 TML Drivelines Limited (Mergered with the Company w.e.f. April 30, 2018) U34100MH2000PLC124874 100
C/o Tata Motors Limited, 3rd Floor, Nanavati Mahalaya, 18 Homi Mody Street, Hutatma Chowk, Mumbai –
400001
102 The Jaguar Collection Limited 2018432 100
(Dissolved w.e.f. June 19, 2018)
Abbey Road, Whitley, Coventry, CV3 4LF - England UK
104
IV) Shareholding Pattern (Equity Share Capital Breakup as percentage of Total Equity)
105
Integrated Report & Annual Accounts 2018-19 I 74th Year
Category of Shareholders No. of Shares held at the beginning of the year No. of Shares held at the end of the year % Change
i.e. 01.04.2018 i.e. 31.03.2019 during the
Demat Physical Total % of Total Demat Physical Total % of Total year
Shares Shares
(2) Non-Institutions
(a) Bodies Corporate 3,74,17,129 4,77,150 3,78,94,279 1.12 3,68,90,458 4,34,860 3,73,25,318 1.10 -0.02
(b) Individuals - 0.00 0.00
i Individual shareholders 24,43,39,196 2,01,51,115 26,44,90,311 7.79 37,29,40,148 1,71,84,477 39,01,24,625 11.49 3.70
holding nominal share
capital upto ` 1 lakh
ii Individual shareholders 1,73,82,047 4,10,975 1,77,93,022 0.52 2,76,07,018 3,34,975 2,79,41,993 0.82 0.30
holding nominal share
capital in excess of
` 1 lakh
( c) Qualified Foreign 0 0 0 0.00 0 0 0 0.00 0.00
Investor
(d) Any Other
(d-i) NBFCs registered with 1,26,674 0 1,26,674 0.00 1,99,577 0 1,99,577 0.01 0.00
RBI
(d-ii) Non Resident Indians 1,73,39,947 23,78,480 1,97,18,427 0.58 2,66,42,642 22,18,425 2,88,61,067 0.85 0.27
(d-iii) Clearing Member 1,25,24,514 0 1,25,24,514 0.37 3,08,26,693 0 3,08,26,693 0.91 0.54
(d-iv) Trust 2,56,93,501 1,750 2,56,95,251 0.76 2,58,64,121 1,750 2,58,65,871 0.76 0.01
(d-v) OCBs/Foreign Cos 1,52,061 0 1,52,061 0.00 1,24,495 0 1,24,495 0.00 -0.00
(d-vi) Foreign Corporate 0 0 0 0.00 0 0 0 0.00 0.00
Bodies (including FDI)
(d-vii) IEPF Suspense A/C 35,59,715 0 35,59,715 0.10 39,75,896 0 39,75,896 0.12 0.01
Sub-total (B) (2) 35,85,34,784 2,34,19,470 38,19,54,254 11.25 52,50,71,048 2,01,74,487 54,52,45,535 16.06 4.81
Total Public Shareholding (B) 1,88,22,95,483 2,57,79,385 1,90,80,74,868 56.19 1,94,12,02,305 2,25,33,002 1,96,37,35,307 57.83 1.64
= (B)(1)+(B)(2)
TOTAL (A)+(B) 2,93,30,46,930 2,57,79,385 2,95,88,26,315 87.13 3,04,96,21,703 2,25,33,002 3,07,21,54,705 90.47 3.34
( C) Shares held by Custodians and against which Depository Receipts have been issued
(1) Promoter and Promoter 0 0 0 0.00 0 0 0 0.00 0.00
Group
(2) Public 43,70,04,000 20,750 43,70,24,750 12.87 32,36,76,110 20,250 32,36,96,360 9.53 -3.34
GRAND TOTAL (A)+(B)+( C) 3,37,00,50,930 2,58,00,135 3,39,58,51,065 100.00 3,37,32,97,813 2,25,53,252 3,39,58,51,065 100.00 0.00
106
iii) Change in Promoter’s Shareholding (please specify, if there is no change)
Notes :
- Entities listed at Sr. No. 2 and 3 above form part of the Promoter Group
- Except for the above there is no change in the holding of Tata Industries Limited, Tata Investment Corporation Limited, Ewart Investment Limited, Tata
iv) Shareholding Pattern of Top 10 Shareholders (Other than Directors, Promoters and Holders of GDRs and ADRs)
107
Integrated Report & Annual Accounts 2018-19 I 74th Year
* eased to be in the list of Top 10 as on 31.03.2019. The same is reflected above since the shareholder was one of the Top 10 shareholder as on
C
01.04.2018
# Not in th list of Top 10 shareholders as on 01.04.2018. The same is reflected above since it is one of the Top 10 shareholder as on 31.03.2019
Note :
Shareholding of Top 10 is consolidated based on Permanent Account Number of the shareholder. The date wise increase or decrease in shareholding of the
Top 10 shareholders giving break-up of Ordinary and 'A' Ordinary shares bought and sold is available on the website of the Company www.tatamotors.com
108
v) Shareholding of Directors and Key Managerial Personnel :
^Ordinary shares unless explicitly stated as AOS for ‘A’ Ordinary Shares
Notes :
- Other than the above, none of the Directors and KMPs hold any shares. There has been no change in the holdings of Directors and KMPs.
- Mr Balaji and Mr Sethna have been granted 2,28,600 and 28,500 options, respectively during the year which would vest at the end of 3rd, 4th & 5th year
with an option to exercise at a price of `345 per share as per the terms of its issue.
109
Integrated Report & Annual Accounts 2018-19 I 74th Year
110
C. Remuneration to Key Managerial Personnel other than MD / Manager / WTD
N CHANDRASEKARAN
Chairman
DIN - 00121863
Mumbai, May 20, 2019
111
Integrated Report & Annual Accounts 2018-19 I 74th Year
ANNEXURE–5
SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2019
(Pursuant to section 204 (1) of the Companies Act, 2013 and Rule No. 9 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014)
To, (d) The Securities and Exchange Board of India (Share Based
The Members, Employee Benefits) Regulations, 2014;
Tata Motors Limited (e) The Securities and Exchange Board of India (Issue and
We have conducted the secretarial audit of the compliance of Listing of Debt Securities) Regulations, 2008;
applicable statutory provisions and the adherence to good corporate (f) The Securities and Exchange Board of India (Registrars
practices by Tata Motors Limited (hereinafter called the Company). to an Issue and Share Transfer Agents)Regulations,
Secretarial Audit was conducted in a manner that provided us a 1993 regarding the Companies Act and dealing with
reasonable basis for evaluating the corporate conducts/statutory client;(Not applicable to the Company during the audit
compliances and expressing our opinion thereon. period)
Based on our verification of the Company’s books, papers, minute (g) The Securities and Exchange Board of India (Delisting of
books, forms and returns filed and other records maintained by the Equity Shares) Regulations, 2009; (Not applicable to the
Company, the information provided by the Company, its officers, Company during the audit period) and
agents and authorised representatives during the conduct of (h) The Securities and Exchange Board of India (Buyback of
secretarial audit, the explanations and clarifications given to us Securities) Regulations, 1998; The Securities and Exchange
and the representations made by the Management, we hereby Board of India (Buyback of Securities) Regulations, 2018
report that in our opinion, the Company has, during the audit period (Not applicable to the Company during the audit period)
covering the financial year ended on 31st March, 2019, generally
(vi) Other laws applicable specifically to the Company namely:
complied with the statutory provisions listed hereunder and also
that the Company has proper Board processes and compliance 1. The Motor Vehicle Act, 1988 and the Rules made thereunder.
mechanism in place to the extent, in the manner and subject to the
We have also examined compliance with the applicable
reporting made hereinafter: clauses of the following:
We have examined the books, papers, minute books, forms and (i) Secretarial Standards issued by The Institute of Company
returns filed and other records made available to us and maintained Secretaries of India with respect to board and general
by the Company for the financial year ended on 31st March, 2019 meetings.
according to the provisions of:
(ii)
The Listing Agreements entered into by the Company
(i)
The Companies Act, 2013 (the Act) and the rules made with BSE Limited and National Stock Exchange of India
thereunder; Limited read with the Securities and Exchange Board of
(ii) The Securities Contract (Regulation) Act, 1956 (‘SCRA’) and the India (Listing Obligations and Disclosure Requirements)
rules made thereunder; Regulations, 2015.
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws uring the period under review, the Company has complied with
D
framed thereunder; the provisions of the Act, Rules, Regulations, Guidelines, standards
(iv)
Foreign Exchange Management Act, 1999 and the rules etc. mentioned above. The Securities and Exchange Board of
and regulations made thereunder to the extent of Foreign India have vide Order dated March 6, 2018 issued directions for
Direct Investment, Overseas Direct Investment and External the Company to conduct an internal inquiry within 3 months into
Commercial Borrowings; the leakage of information relating to its financial results for the
quarter ended December 2015, take appropriate actions against
(v) The following Regulations and Guidelines prescribed under the
those responsible and to submit its report within 7 days thereafter.
Securities and Exchange Board of India Act, 1992 (‘SEBI Act’)
Accordingly, the Company has on June 12, 2018 submitted its final
(a) The Securities and Exchange Board of India (Substantial response to SEBI.
Acquisition of Shares and Takeovers) Regulations, 2011;
We further report that:
(b) The Securities and Exchange Board of India (Prohibition of
Insider Trading) Regulations, 2015; The Board of Directors of the Company is duly constituted with
(c)
The Securities and Exchange Board of India (Issue of proper balance of Executive Directors, Non-Executive Directors
Capital and Disclosure Requirements) Regulations, 2009 and Independent Directors subject to what is stated above. The
and The Securities and Exchange Board of India (Issue of changes in the composition of the Board of Directors that took place
Capital and Disclosure Requirements) Regulations, 2018 during the period under review were carried out in compliance with
and amendments from time to time; the provisions of the Act.
112
Adequate notice was given to all directors to schedule the Board options, for vesting into not exceeding 1,38,00,000 (One Crore
‘ANNEXURE-A’
To,
The Members
Tata Motors Limited
Our report of even date is to be read along with this letter.
1. Maintenance of secretarial record is the responsibility of the management of the Company. Our responsibility is to express an opinion
on these secretarial records based on our audit.
2. We have followed the audit practices and process as were appropriate to obtain reasonable assurance about the correctness of the
contents of the secretarial records. The verification was done on test basis to ensure that correct facts are reflected in secretarial records.
We believe that the process and practices, we followed provide a reasonable basis for our opinion.
3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
4. Where ever required, we have obtained the Management Representation about the Compliance of laws, rules and regulations and
happening of events etc.
5. The Compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of
management. Our examination was limited to the verification of procedure on test basis.
6. The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with
which the management has conducted the affairs of the Company.
For Parikh & Associates
Company Secretaries
P. N. Parikh
Partner
FCS No: 327 CP No: 1228
Place: Mumbai
Date : May 17, 2019
113
Integrated Report & Annual Accounts 2018-19 I 74th Year
ANNEXURE-6
DIVIDEND DISTRIBUTION POLICY
[Pursuant to Regulation 43A of the Securities and Exchange Board of India
(Listing Obligations and Disclosure Requirements) Regulations, 2015]
114
INTEGRATED REPORT (01-77)
The Board may also not recommend a dividend on considering The Board of Directors may also declare interim dividend
any compelling factors/parameters mentioned in point 3 during the financial year, between two Annual General
above. Meetings as and when they consider it fit.
5. Policy as to how the retained earnings will be utilized 7.
Specific clause with regard to dividend on shares with
The Board may retain its earnings in order to make better use of differential voting rights
the available funds and increase the value of the stakeholders in The payment of dividend shall be based on the respective
the long run. The decision of utilization of the retained earnings rights attached to each class of shares as per their terms of
of the Company shall be based on the following factors: issue.
• Long term strategic plans
The Company has two classes of shares - Ordinary shares
• Augmentation/ Increase in production capacity
115
Integrated Report & Annual Accounts 2018-19 I 74th Year
116
provide stimulus by keeping long-term rates near zero and adding FY 2018-19 FY 2017-18
The GDP rate of Russia slowed down to 0.8% in 2018. At a growth Passenger cars 2,86,730 22.5% 2,91,299 23.9%
rate of 1.2%, South Africa’s economic expansion would still be Utility vehicles 4,60,056 36.1% 4,73,273 38.7%
above the 0.8% level at which the economy expanded in 2018. The Light Commercial 3,34,005 26.2% 2,85,857 23.4%
Middle East economy growth looks uncertain with the cut in oil Vehicles
production in compliance with OPEC+ deal and geopolitical risks Medium and 1,93,281 15.2% 1,70,695 14.0%
will continue to cap the growth. Heavy Commercial
Vehicles
The global automobile industry is on the brink of major
transformation. Technology is driving this shift, shaped by Total 12,74,072 100.0% 12,21,124 100.0%
demographic, regulatory and environmental pressures. By 2025, The Company sold 12,74,072 units and 12,21,124 units in FY 2018-
the vehicle will grow smarter and more efficient, with high efficiency 19 and FY 2017-18, respectively (excluding wholesales from the
engines, lighter materials and autonomous driving systems. The China joint venture), consisting of 7,61,786 units of Tata and other
o distribution and service of vehicles; and The Company’s overall sales of Tata and other brand vehicles
increased by 12.7% to 7,61,786 units in FY 2018-19 from
o financing of the Company’s vehicles in certain markets.
6,75,826 units in FY 2017-18. Of the 7,61,786 units sold overall
The Company’s consolidated total sales (including international in FY 2018-19, the Company sold 6,93,756 units of Tata and other
business sales and Jaguar Land Rover sales, excluding China brand vehicles in India, while 68,030 units were sold outside of
joint venture) for FY 2018-19 and FY 2017-18 are set forth in the India, compared to 6,16,801 units and 59,025 units, respectively
table below: in FY 2017-18.
117
Integrated Report & Annual Accounts 2018-19 I 74th Year
The above volumes includes Fiat branded vehicles of 23,237 in FY 2018-19, as compared to 29,807 in FY 2017-18.
Vehicle Sales in India
Automobile sales in India rose by 5.9% in FY 2018-19. The following table sets forth the Company‘s (on standalone basis) sales, industry
sales and relative market share in vehicle sales in India. Passenger vehicles includes passenger cars and utility vehicles. Commercial
vehicles include Medium & Heavy Commercial Vehicles and Light Commercial Vehicles.
The Company's share of the Indian automotive vehicle market for commercial and passenger vehicles together increased from 14.1%
in FY2017-18 to 15.5% in FY2018-19. Company maintained its leadership position in the commercial vehicle category in the industry,
which was characterized by increased competition during the year. The passenger vehicle market also continued to be subject to intense
competition. The commercial vehicle industry started on a very strong note which continues in the first half of FY2018-19. The increased
axle load norms, liquidity crunch and other factors dampened the demand in the second half. The passenger vehicle industry performance
was also affected by availability of retail finance, higher interest rates and insurance costs.
Passenger Vehicles in India
Industry-wide sales of passenger vehicles in India increased by 2.8% in FY 2018-19, compared to a 7.3% growth in FY 2017-18,
Whilst market situation remained challenging throughout the year, the Company outperformed the industry with a growth of 13.9%
for FY2018-19. The Company’s passenger vehicles category consists of: (i) passenger cars and (ii) utility vehicles.
The following table sets forth the Company’s passenger vehicle sales, industry sales and relative market share in passenger vehicle
sales in India.
Industry Sales Company Sales Market Share
FY 2018-19 FY 2017-18 Growth FY 2018-19 FY 2017-18 Growth FY 2018-19 FY 2017-18
Units % Units % % %
Passenger Cars 22,18,197 21,73,380 2.1% 1,31,035 1,34,860 (2.8%) 5.9% 6.2%
UV & Vans1 11,28,177 10,81,630 4.3% 79,465 49,883 59.3% 7.0% 4.6%
Total2 33,46,374 32,55,010 2.8% 2,10,500 1,84,743 13.9% 6.3% 5.7%
Source: Society of Indian Automobile Manufacturers report and Company Analysis
Excludes V2 van sales. 2Total industry numbers includes sale in other segments.
1
The Company sold 1,31,035 units in the passenger car category in FY 2018-19, representing a decrease of 2.8% compared to 1,34,860
units in FY 2017-18.
In the utility vehicles category, the Company sold 79,465 units in FY 2018-19, representing an increase of 59.3% from 49,883 units in
FY 2017-18. Tata Nexon, which was launched in FY 2017-18 has helped the Company increasing its market share in UV segment to
7.0% in FY2018-19 as compared to 4.6% in FY2017-18. In January 2019, the Company launched, Harrier – SUV, the first model from
Omega architecture and sold 4,363 units.
Commercial Vehicles in India
Industry sales of commercial vehicles increased by 17.1% to 10,38,834 units in FY 2018-19 from 8,87,316 units in FY 2017-18. Industry
sales in the medium and heavy commercial vehicle segment has grown by 10.9% at 2,74,750 units in FY 2018-19, as compared to
2,47,659 in FY 2017-18. The M&HCV industry has shown signs of recovery since July 2017. The implementation of GST, restrictions
on overloading and infrastructure growth supported by the Government has boosted the demand. Industry sales of ILCV reported an
increase of 21.7% to 1,25,471 units in FY 2018-19, from 1,03,131 units in FY 2017-18. Industry sales of SCV & Pickups reported an
increase of 22.4% to 5,15,491 units in FY 2018-19, from 4,21,084 units in FY 2017-18. The ILCV & SCV industry growth is mainly due
to high investments in e-commerce segments which is driving demand for last mile transportation requirements, growth in replacement
118
demand, improved financing and recovery in rural demand. Industry sales of CV Passenger reported an increase of 6.7% to 1,23,122
The sales of the Company’s commercial vehicles in India grew by 18, a drop of 24.8%.The domestic sales at 4,371 units in FY 2018-
17.2% to 4,68,788 units in FY 2018-19 from 3,99,821 units in FY 19, reduced by 36.3% as compared to 6,859 units in FY 2017-18,
2017-18. The Company’s sales in the M&HCV category increased primarily due to lower industry volumes and aggressive discounting
by 12.3% to 1,51,004 units in FY 2018-19, as compared to sales and marketing strategies of importers. The combined market share
of 134,455 units in FY 2017-18. The Company’s sales in the ILCV was 21.1% in FY 2018-19 as compared to 26.5% in FY 2017-18.
segment increased by 23.0% to 57,015 units in FY 2018-19, from The export market scenario continued to remain challenging in FY
46,343 units in FY 2017-18. The sales in SCV & Pickups segment 2018-19, with factors like local currency depreciation against the
increased by 23.9% to 2,06,655 units in FY 2018-19 from 1,66,746 US Dollar, continuing statutory regulations to reduce imports, the
units in FY 2017-18.The CV Passenger segment grew by 3.5% to slowdown in Chinese economy impacting commodity exporting
119
Integrated Report & Annual Accounts 2018-19 I 74th Year
The Company markets its commercial and passenger vehicles in • f urnishing, in favor of the investors, 14.39% of the future
several countries in Africa, the Middle East, South East Asia, South principal in the receivables as collateral, for securitizations
Asia, Australia, Latin America, Russia and the Commonwealth of done through FY 2018-19, either by way of a fixed deposit
Independent States countries. The Company has a network of or bank guarantee or subordinate tranche to secure the
distributors in all such countries, where it exports its vehicles. Such obligations of the purchasers and our obligations as the
distributors have created a network of dealers and branch offices and collection agent, based on the quality of receivables and rating
facilities for sales and after-sales servicing of the Company’s products assigned to the individual pool of receivables by the rating
in their respective markets. The Company has also stationed overseas agency(ies); and
resident sales and service representatives in various countries to
• y way of over-collateralization or by investing in subordinate
b
oversee its operations in the respective territories.
pass-through certificates to secure the obligations of the
Tata and other brand vehicles – Vehicle Financing purchasers.
Through the Company’s wholly owned subsidiary TMF Holdings Ltd Tata and other brand vehicles — Competition
and its step down subsidiaries Tata Motors Finance Ltd (TMFL) and
The Company faces competition from various domestic and foreign
Tata Motors Finance Solutions Ltd (TMFSL), the Company provides
automotive manufacturers in the Indian automotive market.
financing services to purchasers of its vehicles through independent
Improving infrastructure and robust growth prospects compared
dealers, who act as the Company’s agents for financing transactions,
to other mature markets has attracted a number of international
and through the Company’s branch network. TMF group disbursed
companies to India that either have formed joint ventures with local
`21,993 crores and `15,406 crores in vehicle financing during FY
partners or have established independently owned operations in
2018-19 and FY 2017-18, respectively. During FY 2018-19 and
India. Global competitors bring with them decades of international
FY 2017-18, approximately 26% and 25%, respectively, of the
experience, global scale, advanced technology and significant
Company’s vehicle unit sales in India were made by the dealers
financial resources, and, as a result, competition is likely to further
through financing arrangements with Company’s captive financing
intensify in the future. The Company has designed its products
subsidiary. As at March 31, 2019 and 2018, the Company’s
to suit the requirements of the Indian market based on specific
customer finance receivable portfolio comprised 5,77,399 and
customer needs such as safety, driving comfort, fuel-efficiency
488,456 contracts, respectively. The Company follow specified
and durability. The Company believes that its vehicles are suited
internal procedures, including quantitative guidelines, for selection
to the general conditions of Indian roads and the local climate.
of its finance customers and assist in managing default and
Its vehicles have also been designed to comply with applicable
repayment risk in the Company’s portfolio. The Company originate
environmental regulations currently in effect. The Company also
all of the contracts through its authorized dealers and direct
offers a wide range of optional configurations to meet the specific
marketing agents with whom the Company have agreements. All the
needs of its customers and intends to develop and is developing
Company’s marketing, sales and collection activities are undertaken
products to strengthen its product portfolio in order to meet the
through dealers or by TMF group.
increasing customer expectations of owning world-class products.
TMFL securitize or sell its finance receivables on the basis of the
Tata and other brand vehicles — Seasonality
evaluation of market conditions and funding requirements. The
constitution of these pools is based on criteria that are decided by Demand for the Company’s vehicles in the Indian market is subject
credit rating agencies and/or based on the advice that we receive to seasonal variations. Demand for the Company’s vehicles
regarding the marketability of a pool. TMFL undertake these generally peaks between January and March, although there is a
securitizations of its receivables due from purchasers by means of decrease in demand in February just before release of the Indian
private placement. fiscal budget. Demand is usually lean from April to July and picks
up again in the festival season from September onwards, with a
TMFL act as collection agents on behalf of the investors,
decline in December due to year-end.
representatives, special purpose vehicles or banks, in whose
favor the receivables have been assigned, for the purpose of Jaguar Land Rover
collecting receivables from the purchasers on the terms and
Total wholesales of Jaguar Land Rover vehicles (excluding Chery
conditions contained in the applicable deeds of securitization, in
Jaguar Land Rover and JLR CKD operations) with a breakdown
respect of which pass-through certificates are issued to investors
between Jaguar and Land Rover brand vehicles, in FY 2018-19
in case of special purpose vehicles, or SPVs. TMFL also secure the
and FY 2017-18 are set forth in the table below:
payments to be made by the purchasers of amounts constituting
the receivables under the loan agreements to the extent specified FY 2018-19 FY 2017-18
by rating agencies by any one or all of the following methods: Units % Units %
• f urnishing collateral to the investors, in respect of the Jaguar 1,53,757 30.3% 1,50,484 27.6%
obligations of the purchasers and the undertakings to be Land Rover 3,54,138 69.7% 3,94,814 72.4%
provided by TMFL; Total 5,07,895 100.0% 5,45,298 100.0%
120
In FY 2018-19, Jaguar Land Rover wholesale volumes (excluding By brand, Jaguar retails were 38,515 vehicles in FY 2018-19,
121
Integrated Report & Annual Accounts 2018-19 I 74th Year
vehicle supplies and provide marketing and sales support to their Highways, Centre upgraded fiscal spending on rural roads at `19k
regional importer markets. The remaining importer markets are crore under Pradhan Mantri Gram Sadak Yojana (PMGSY). Focus on
managed from the United Kingdom. road building under National Highway Authority of India and PMGSY
will spur demand for commercial vehicles and tractors, respectively.
Jaguar Land Rover products are sold through a variety of sales
channels: through its dealerships for retail sales; for sale to fleet The Automotive Mission Plan 2016-26 aims at 12% share
customers, including daily rental car companies; commercial of automotive industry in GDP, along with implementation of
fleet customers; leasing companies; and governments. Jaguar BS6 vehicles by 2023 for four wheelers. Budget 2019 saw for
Land Rover do not depend on a single customer or small group of the first time, government’s intent to have electric mobility
customers to the extent that the loss of such a customer or group by 2030. The Faster Adoption And Manufacturing of (Hybrid)
of customers would have a material adverse effect on its business. & Electric (FAME) Vehicles in India lays down the roadmap to
support the development of electric and hybrid vehicles market
As at March 31, 2019, Jaguar Land Rover global sales and
and its manufacturing eco-system with a view to achieve self-
distribution network comprised 23 NSCs, 77 importers, 2 export
sustenance as early as 2020. Technology development, demand
partners and 2,684 franchise sales dealers, of which 1,299 are
creation, pilot projects and charging infrastructure are the focus
joint Jaguar and Land Rover dealers.
areas of the scheme.
Jaguar Land Rover — Competition Jaguar Land Rover has a strong product range that compete in
Jaguar Land Rover operates in a globally competitive environment various segments, including the increased electrification of the
and faces competition from established premium and other vehicle product portfolio. New and refreshed products, including the
manufacturers who aspire to move into the premium performance Range Rover Velar (on sale since July 2017), the Jaguar E-PACE
car and premium SUV markets, some of which are much larger (on sale since November 2017) and the all-electric Jaguar I-PACE
than they are. Jaguar vehicles compete primarily against other (on sale since June 2018) as well as the refreshed Range Rover
European brands such as Audi, Porsche, BMW and Mercedes Benz and Range Rover Sport (including hybrid models), the recently
as well as Tesla. Land Rover and Range Rover vehicles compete announced new Defender and other new and refreshed products,
largely against SUVs from companies such as Audi, BMW, Infiniti, ensures that Jaguar Land Rover can compete in the premium
Lexus, Mercedes Benz, Porsche, Volvo and Volkswagen. segments with class-leading products.
Jaguar Land Rover volumes are impacted by the biannual change The financial information discussed in this section is derived from
in agerelated registration plates of vehicles in the United Kingdom, the Company’s Audited Consolidated Financial Statements.
where new agerelated plate registrations take effect in March and The Company has adopted Ind AS 115 with a modified retrospective
September. This has an impact on the resale value of the vehicles approach. The Company makes transport arrangements for
because sales are clustered around the time of the year when the delivering its vehicles to the dealers. The gross consideration
vehicle registration number change occurs. Seasonality in most received in respect of these arrangements was recognized and
other markets is driven by the introduction of new model year presented with revenue in the statement of profit and loss. The costs
vehicles and derivatives. Furthermore, Western European markets associated with these arrangements were presented within freight
tend to be impacted by summer and winter holidays, and the cost in the statement of profit and loss. In accordance with Ind AS
Chinese market tends to be affected by the Lunar New Year holiday 115, the Company has determined that it is an agent in providing
in either January or February, the PRC National Day holiday and these services, and therefore the gross consideration received,
the Golden Week holiday in October. The resulting sales profile net off cost associated with respect to these arrangements is
influences operating results on a quarter-to-quarter basis. presented within revenue effective April 1, 2018. Certain payouts
Other Operations Overview made to dealers such as infrastructure support payments are
to be treated as variable components of consideration and are
The Company’s other operations business segment mainly includes therefore in accordance with Ind AS 115, recognized as revenue
information technology services, machine tools and factory deductions in future. These changes in presentation in the income
automation services. The Company’s revenue from other operations statement has resulted in decrease in both revenues and expenses
before inter-segment eliminations was `3,626.07 crores in FY by `3,809.03 crores for the year ended March 31, 2019.
2018-19, an increase of 11.5% from `3,252.36 crores in FY 2017-
18. Revenues from other operations represented 1.2% and 1.1% of Overview
total revenues, before inter-segment eliminations, in FY 2018-19 The Company income from operations including finance revenues
and FY 2017-18. increased by 3.3% to `3,01,938.40 crores in FY 2018-19 from
`2,92,340.64 crores in FY 2017-18. The increase is mainly
OPPORTUNITIES:
attributable to better sales volumes of the Company’s India
In the Budget 2019, the Government of India has allocated `83k crore business and favourable currency translation from GB£ to INR of
to highways among various infra-based sectors. Apart from National `14,516.58 crores, offset by lower sales of Jaguar Land Rover.
122
The Company has pursued a strategy of increasing exports of I. Automotive: The Automotive segment consist of four
A core initiative of the Company was the implementation of the Total revenue (` in crores) 2,99,655.61 2,90,384.64 3.2
Organization Effectiveness (OE) program, a strategic program Earning before other income, 3,388.77 11,512.38 (70.6)
designed to overhaul and transform the Company. interest and tax (` in crores)
Earning before other income, 1.1% 4.0%
Pursuant to the changes implemented as a result of the OE interest and tax
program, the Company has drawn separate strategies for (% to total revenue)
commercial vehicles, passenger vehicles and financing business
from FY 2018-19. Consequent to these changes, commencing FY The Company’s automotive operations segment is further divided
2018-19, the reportable segments is as follows: into Tata and other brand vehicles, Vehicle financing and Jaguar
123
Integrated Report & Annual Accounts 2018-19 I 74th Year
Land Rover. In FY 2018-19, Jaguar Land Rover contributed 75% Results of Operations
of the Company’s total automotive revenue compared to 77% in
The following table sets forth selected items from the Company’s
FY 2017-18 and the remaining 25% was contributed by Tata and
consolidated statements of income for the periods indicated and
other brand vehicles and Financing in FY 2018-19 compared to
shows these items as a percentage of total revenues:
23% in FY 2017-18.
The Company’s revenue from Tata and other brand vehicles FY 2018-19 FY 2017-18
(including vehicle financing) and Jaguar Land Rover in FY 2018- (%) (%)
19 and FY 2017-18 and the percentage change from period to Revenue from operations 100.0 100.0
period (before intra-segment eliminations) is set forth in the (net of excise duty)
table below. Expenditure:
Cost of material consumed 65 63.6
FY 2018-19 FY 2017-18 Change
(including change in stock)
(` in crores) %
Excise Duty (refer below explanation) - 0.3
Tata and other brand 76,417.68 65,685.50 16.3 Employee Cost 11 10.4
vehicles including vehicle
Product development/Engineering 1.4 1.2
financing
Other expenses (net) 20.6 20.6
Jaguar Land Rover 2,23,513.58 2,24,831.05 (0.6)
Amount transferred to capital and other (6.5) (6.4)
Intra-segment elimination (275.65) (131.91) (109.0) accounts
Total 2,99,655.61 2,90,384.64 3.2 Total Expenditure 91.5 89.7
Profit before other income, Depreciation 8.5 10.3
The Tata and other brand vehicles including vehicle financing and amortization, Finance costs, Foreign
consists of following categories: exchange (gain)/loss, exceptional item and
tax
FY 2018-19 FY 2017-18 Change
Other Income 1.0 1.4
(` in crores) %
Profit before Depreciation and 9.5 11.7
Commercial Vehicle 58,137.10 49,373.55 17.7 Amortization, Finance costs, Foreign
Passenger Vehicle 14,469.80 13,342.04 8.5 exchange (gain)/loss, exceptional item and
Unallocable 110.60 169.69 (34.8) tax
Vehicle Finance 3,700.18 2,800.22 32.1 Depreciation and Amortization 7.9 7.4
Total 76,417.68 65,685.50 16.3 Finance costs 1.9 1.6
Foreign exchange loss (net) 0.3 (0.4)
Other operations Exceptional Item (gain)/loss (net) 9.8 (0.7)
Profit/(loss) before tax (10.4) 3.8
The following table sets forth selected data regarding the Company’s
Tax expense / (credit) (0.8) 1.5
other operations for the periods indicated and the percentage
change from period to period (before inter-segment eliminations). Profit/(loss) after tax (9.6) 2.3
Share of profits/(loss) of equity accounted 0.1 0.8
FY 2018-19 FY 2017-18 Change (%) investees (net)
Total revenue (` in crores) 3,626.07 3,252.36 11.5% Minority Interest - -
Earning before other income, 505.44 422.32 19.7% Profit/(loss) for the year (9.5) 3.1
interest and tax (` in crores)
Cost of materials consumed (including change in stock)
Earning before other income, 13.9% 13.0%
interest and tax (% to total FY 2018-19 FY 2017-18
revenue)
(` in crores)
Consumption of raw materials and 1,82,254.45 1,73,371.19
The other operations business segment includes information
components
technology, machine tools and factory automation solutions. In
FY 2018-19, revenue from other operations before inter-segment Basis adjustment on hedge accounted (1,245.37) (1,378.60)
eliminations was `3,626.07 crores compared to `3,252.36 crores derivatives
in FY 2017-18. Results for the other operations business segment Purchase of product for sale 13,258.83 15,903.99
before other income, finance cost, tax and exceptional items (before Change in inventories of finished goods, 2,053.28 (2,046.58)
inter-segment eliminations) were `505.44 crores in FY 2018-19 as Work-in-progress and products for sale
compared to `422.32 crores for FY 2017-18. Total 1,96,321.19 1,85,850.00
124
Cost of material consumed increased from 63.6% of total revenue The changes are mainly driven by volumes and the size of
125
Integrated Report & Annual Accounts 2018-19 I 74th Year
Other Income decreased by 25.1% to `2,965.31 crores in FY 2018- a) In FY 2018-19, Jaguar Land Rover announced the voluntary
19 from `3,957.59 crores in FY 2017-18. Interest income increased redundancy program, resulting in a charge of `1,367.22 crores.
to `786.46 crores in FY 2018-19, compared to `711.81 crores
b) The debit of GB£16.5 million (`147.93 crores) in FY 2018-19
in FY 2017-18, whereas profit on sale of investment marginally
as compared to credit of GB£437 million (`3,609.01 crores) in
decreased to `128.61 crores in FY 2018-19, compared to `129.26
FY 2017-18, related to the amendment of the Defined Benefit
crores in FY 2017-18. Fair value gain in investments has increased
scheme of Jaguar Land Rover as past service costs.
to `238.54 crores in FY 2018-19, as compared to `32.05 crores in
FY 2017-18. During FY 2018-19, the fair value of the investment in c) In FY 2018-19, the Company has taken an impairment charge
Lyft has increased by GB£24.35 million (`223.45 crores), due to IPO of £3,105 million (`27,837.91 crores). The Company assessed
lisiting on the NASDAQ stock exchange. the recoverable amount of the Jaguar Land Rover business,
which represent a single cash-generating unit (CGU), as the
Profit before Depreciation and Amortization, Finance costs,
higher of Fair Value Less Cost of Disposal (‘FVLCD’) and Value
Foreign exchange (gain)/loss, exceptional item and tax is
in Use (‘VIU’) of the relevant assets of the CGU, due to change in
`28,535.55 crores in FY 2018-19, representing 9.5% of revenue in
market conditions especially in China, technology disruptions
FY 2018-19 compared to `34,229.99 crores in FY 2017-18.
and rising cost of debt.
Depreciation and Amortization: During FY 2018-19, depreciation
d) On July 31, 2018, the Company decided to cease the current
and amortization expenditures increased by 9.5% to `23,590.63
manufacturing operations of Tata Motors Thailand Ltd. The
crores from `21,553.59 crores in FY 2017-18. The depreciation
Company will address the Thailand market with a revamped
increase of 12.2% to `12,200.42 crores as compared to `10,874.34
product portfolio, suitable to the local market needs, delivered
crores in FY 2017-18 is mainly at Jaguar Land Rover due to new
through a CBU distribution model. Accordingly, the relevant
product launches and opening of new facilities (Slovakia). The
restructuring costs have been accounted in FY 2018-19.
amortization expenses have also increased by 6.7% to `11,390.21
crores in FY 2018-19 from `10,679.25 crores in FY 2017-18, e)
In FY 2018-19, the Company has sold investment in TAL
and are attributable to new products introduced during the year, Manufacturing Solutions Limited to Tata Advanced Systems
mainly at Jaguar Land Rover business. Ltd.
Product development/engineering expenses The Company Earnings Before Interest Tax (EBIT) decreased to `3,643 crores
introduced the factor of “affordability” of investments w.e.f. April 1, in FY 2018-19, compared to `11,846 crores in FY 2017-18.
2018 for capitalization of product development costs. Accordingly, EBIT is defined to include the revaluation of current assets and
charge off increased by 19.6% to `4,224.57 crores in FY 2018-19 liabilities and realized foreign exchange and commodity hedges
from `3,531.87 crores in FY 2017-18. as well as profits from equity accounted investees but excludes
the revaluation of foreign currency debt, mark to market (MTM)
Finance Cost Increased by 23% to `5,758.60 crores in FY 2018-
on foreign exchange and commodity hedges, other income and
19 from `4,681.79 crores in FY 2017-18. The Increase was mainly
exceptional items.
attributable to higher interest rates and borrowings. The finance
cost at JLR is higher from `724.65 crores to `1010.68 crores due Consolidated loss before tax `31,371.15 crores in FY 2018-19,
to $1bn syndicated loan facility drawn down in October 2018. compared to profit of `11,155.03 crores in FY 2017-18. The loss
Foreign exchange loss of `905.91 crores in FY 2018-19 as before tax is primarily driven by -
compared to gain of `1,185.28 crores in FY 2017-18. The loss was • he profitability at Jaguar Land Rover operations were lower
T
mainly due to depreciation of GBP and INR as compared to USD. due to product mix, higher manufacturing expenses and other
Exceptional items (gain)/loss operating costs including higher marketing expenses, higher
depreciation and amortization expenses related to significant
FY 2018-19 FY 2017-18 Change
capital expenditure incurred in prior periods.
(` in crores)
Employee separation cost 1,371.45 3.68 1,367.77 • Impairment charge of `27,837.91 crores for Jaguar Land
Defined benefit pension plan 147.93 (3,609.01) 3,756.94 Rover.
amendment Offset by
Write off of Property, plant 180.97 1,641.38 (1,460.41) • Improvement in the Tata Motors Ltd Standalone business in
and equipment and capital India, mainly favourable model mix and better management of
work in progress
other operating costs.
Provision for costs of closure 381.01 - 381.01
of operation of a subsidiary • The increase in profits in FY 2017-18 was also due to
Provision for impairment in 27,837.91 - 27,837.91 exceptional gain of `3,609.01 crores of pension cost.
Jaguar Land Rover
Tax Expense represents a net credit of `2,437.45 crores in FY
Profit on sale of investment in (376.98) - (376.98)
a subsidiary Co. 2018-19, as compared to net charge of `4,341.93 crores (effective
Others 109.27 (11.19) 120.46 tax rate of 32.3%) in FY 2017-18. Due to impairment charge at
Total 29,651.56 (1,975.14) 31,626.70 Jaguar Land Rover, there is a write down of previously recognized
126
deferred tax asset of `2,698.15 crores. Further, for Tata Motors Ltdand certain subsidiaries, the Company has not recognized deferred
As at March 31,
Change
2019 2018
(` in crores)
Property, plant and equipment (including capital work-in- 81,158.03 90,010.78 (8,852.75)
progress)
Other intangible assets (including assets under 61,212.41 71,320.13 (10,107.72)
development)
Total 1,42,370.44 1,61,330.91 (18,960.47)
There is decrease (net of depreciation and amortization) in the intangible and tangible assets in FY 2018-19. The decrease was due to
impairment charge of `27,837.91 crores at Jaguar Land Rover. Further, the decrease was due to unfavourable currency translation
impact from GB£ to INR of `2,215 crores. This was offset mainly at Jaguar Land Rover Slovakia plant, tooling and facilities for new
products like E-Pace, Evoque, I-Pace etc. At Tata Motors Ltd, the additions were mainly in dies, tooling’s, and product development cost
for new products.
Investments in equity accounted investees were `5,334.88 crores as at March 31, 2019, as compared to `5,385.24 crores as at March
31, 2018.
Financial Assets (Current + Non-current)
Investments (Current + Non-current) were ` 10,435.84 crores as at March 31, 2019, as compared to `15,427.51 crores as at March 31,
2018. The details are as follows:
127
Integrated Report & Annual Accounts 2018-19 I 74th Year
Quoted Equity shares 727.45 339.92 387.53 A deferred tax credit (net) of `4,662.68 crores was recorded in the
Unquoted Equity shares 562.18 609.08 (46.90) income statement, mainly at JLR due to impairment charge during
Others 179.96 118.04 61.92 FY 2018-19 and `700.99 crores in other comprehensive income,
Total 10,435.84 15,427.51 (4,991.67) which mainly includes post-retirement benefits and cash flow
hedges in FY 2018-19.
The decrease in mutual fund investments was at Jaguar Land
Rover and Tata Motors Limited. Increase in quoted equity shares Inventories as at March 31, 2019, were `39,013.73 crores as
is due to fair value gain. compared to `42,137.63 crores as at March 31, 2018, a decrease
of 7.4%. Inventory at Tata and other brand vehicles (including
Finance receivables (current + non-current) were `33,624.69 vehicle financing) was ` 6,399.94 crores as at March 31, 2019 as
crores as at March 31, 2019, as compared to `23,881.18 crores as compared to `7,318.87 crores as at March 31, 2018. Inventory at
at March 31, 2018, an increase of 40.8%, primarily due to increased Jaguar Land Rover was `32,613.86 crores as at March 31, 2019,
vehicle financing business. The Gross finance receivables a decrease of 6.3%, as compared to `34,805.01 crores as at March
were `34,457.74 crores as at March 31, 2019, as compared to 31, 2018. In terms of number of days of sales, finished goods
`25,070.75 crores as at March 31, 2018. represented inventory of 39 days in FY 2018-19 as compared to
Loans and Advances 40 days in FY 2017-18.
Trade Receivables (net of allowance for doubtful debts) were
As at March 31,
Change `18,996.17 crores as at March 31, 2019, representing a decrease
2019 2018
of 4.5% compared to `19,893.30 crores as at March 31, 2018.
(` in crores)
Trade Receivables have increased at Tata and other brand vehicles
Long term loans and advances 407.42 495.41 (87.99) (including vehicle financing) to ` 6,473.72 crores as at March 31,
Short term loans and advances 1,268.70 1,451.14 (182.44) 2019 as compared to `5,492.78 crores as at March 31, 2018.
Total 1,676.12 1,946.55 (270.43) The increase was mainly due to higher sales in FY 2018-19.
Trade receivables at Jaguar Land Rover was `12,063.57 crores
Loans and advances include advances to suppliers and contractors as at March 31, 2019, as compared to `14,374.03 crores as at
etc. which has decreased to `1,177.45 crores as at March 31, 2019 March 31, 2018, due to lower receivables in UK. The allowances
from `1,431.98 crores as at March 31, 2018. for doubtful debts were `970.10 crores as at March 31, 2019
Other Financial Assets compared to `1,261.67 crores as at March 31, 2018. In terms of
number of day’s sales, trade receivable represented 24 days in FY
As at March 31, 2018-19 as compared to 21 days of 2018.
Change
2019 2018
Cash and cash equivalents were `21,559.80 crores, as at March
(` in crores)
Other financial assets - non 2,809.18 4,563.87 (1,754.69) 31, 2019, compared to `14,716.75 crores as at March 31, 2018.
current The Company holds cash and bank balances in Indian rupees, GB£,
Other financial assets – current 3,213.56 3,857.64 (644.08) Chinese Renminbi, etc.
Total 6,022.74 8,421.51 (2,398.77)
Other bank balances were `11,089.02 crores, as at March 31,
These included `2,146.68 crores of derivative financial 2019, compared to `19,897.16 crores as at March 31, 2018. These
instruments, mainly attributable to Jaguar Land Rover as at March include bank deposits maturing within one year of `10,574.21
31, 2019 compared to `5,323.02 crores as at March 31, 2018, crores as at March 31, 2019, compared to `19,361.58 crores as
reflecting notional asset due to the valuation of derivative contracts. at March 31, 2018.
Recovery from suppliers has decreased to `1,927.28 crores as at
Current tax assets (net) (current + non-current) were `1,208.93
March 31, 2019, as compared to `2,038.42 crores as at March 31,
crores, as at March 31, 2019, compared to `1,108.81 crores as at
2018. Further, there is deposit with financial institution of `500.00
March 31, 2018.
crores as at March 31, 2019.
Other assets
Deferred tax assets / liability: Deferred tax assets represent timing
As at March 31,
differences for which there will be future current tax benefits due Change
2019 2018
to unabsorbed tax losses and expenses allowable on a payment (` in crores)
basis in future years. Deferred tax liabilities represent timing Other assets - non current 2,938.73 2,681.25 257.48
differences where current benefit in tax will be offset by a debit in Other assets – current 6,862.22 7,662.37 (800.15)
the statement of profit and loss. Total 9,800.95 10,343.62 (542.67)
128
These mainly includes prepaid expenses, including rentals on Other financial liabilities
129
Integrated Report & Annual Accounts 2018-19 I 74th Year
iii. Provision for legal and product liability increased to `1,786.43 FY 2018-19 FY 2017-18 Change
crores as at March 31, 2019, as compared to `1,319.87 crores (` in crores)
as at March 31, 2018. Effect of exchange fluctuation (1,410.92) 1,306.41
Other liabilities on cash flows
Classified as held for sale - (243.94)
As at March 31,
Change Reversal of opening held for 243.94 -
2019 2018 sale adjustment
(` in crores) Cash and cash equivalent, 21,559.80 14,716.75
Other liabilities - non current 13,922.21 11,165.19 2,757.02 end of the year
Other liabilities – current 9,546.46 7,634.55 1,911.91
a)
Cash generated from operations before working capital
Total 23,468.67 18,799.74 4,668.93
changes was `28,762.43 crores in FY 2018-19, as compared
These mainly includes liabilities towards employee benefits to `33,312.28 crores in the previous year, representing a
obligations of `6,110.12 crores as at March 31, 2019, as compared decrease in cash from generated from consolidated operations.
to `4,100.76 crores as at March 31, 2018, increase mainly at After considering the impact of working capital changes
Jaguar Land Rover. Contract liabilities were `9,250.47 crores as including the net movement of vehicle financing portfolio, the
at March 31, 2019, as compared to `7,867.89 crores as at March net cash generated from operations was `18,890.75 crores in
31, 2018. Statutory dues (VAT, Excise, Service Tax, Octroi etc.) were FY 2018-19, as compared to `23,857.42 crores in the previous
`3,913.94 crores as at March 31, 2019, as compared to `3,176.86 year. The increase in finance receivables offset by decrease in
crores as at March 31, 2018. Government Grants increased to trade receivables, inventories and other assets, amounting to
`3,278.37 crores as at March 31, 2019 as compared to `2,976.65 `6,515.44 crores mainly due to increase in sales was coupled
crores as at March 31, 2018. with decrease in trade and other payables and provisions
amounting to `696.81 crores.
Consolidated Cash Flow
b) The net cash outflow from investing activity decreased to
The following table sets forth selected items from consolidated `19,711.09 crores in FY 2018-19 from `26,201.61 crores in
cash flow statement: FY 2017-18..
FY 2018-19 FY 2017-18 Change
• Capital expenditure (net) was at `35,236.29 crores in FY
(` in crores)
2018-19, compared to `35,048.62 crores, related mainly
Cash from operating activity 18,890.75 23,857.42 (4,966.67)
to capacity/ expansion of facilities, quality and reliability
Profit for the year (28,724.20) 9,091.36 projects and product development projects.
Adjustments for cash flow 57,486.63 24,220.92
from operations • Net investments, short-term deposits, margin money and
Changes in working capital (7,212.25) (6,433.70) loans given was an inflow of `14,532.42 crores in FY
Direct taxes paid (2,659.43) (3,021.16) 2018-19 as compared to inflow of `6,359.13 crores in FY
2017-18, mainly at Jaguar Land Rover.
Cash from investing activity (19,711.09) (26,201.61) 6,490.52
Payment for property, plant (35,236.29) (35,048.62) c) The net change in financing activity was an inflow of `8,830.37
and equipment and other crores in FY 2018-19 as compared to `2,011.71 crores in FY
intangible assets (net) 2017-18.
Net investments, short term 14,532.42 6,359.13
• In FY 2018-19, `12,755.97 crores were raised from long-
deposit, margin money and
term borrowings (net) as compared to `4,557.96 crores
loans given
(net) in FY 2017-18 as described in further detail below
Dividend and interest received 992.78 2,487.88
Net Cash from / (used in) 8,830.37 2,011.71 6,818.66 • Net increase in short-term borrowings of `3,174.23
Financing Activities crores in FY 2018-19 as compared to `2,960.35 crores
Dividend Paid (including paid (94.74) (95.96) in FY 2017-18, mainly at Tata and other brand vehicles
to minority shareholders) (including vehicle financing).
Interest paid (7,005.09) (5,410.64) d)
There has been a net outflow in the Free cash flows of
Net Borrowings (net of issue 15,930.20 7,518.31 `16,345.54 crores due to lower growth and higher investments
expenses) in Jaguar Land Rover.
Net increase / (decrease) in 8,010.03 (332.48) 8,342.51
As at March 31, 2019, the Company’s borrowings (including short-
cash and cash equivalent
term debt) were `1,06,175.34 crores, compared to `88,950.47
Cash and cash equivalent, 14,716.75 13,986.76
crores as at March 31, 2018..
beginning of the year
130
KEY FINANCIAL RATIOS The Company expects to meet most of its investments out of
131
Integrated Report & Annual Accounts 2018-19 I 74th Year
The Company successfully completed liability management these jurisdictions is subject to certain restrictions on cash pooling,
exercise by part refinancing of US$500 million notes due for intercompany loan arrangements or interim dividends. However,
repayment on April 30, 2020. The Company raised ECB of annual dividends are generally permitted and JLR do not believe
US$237.468 million maturing in June 2025 which was used to that these restrictions have, or are expected to have, any impact on
repay the investors, who had surrendered their bonds through the Jaguar Land Rover’s ability to meet its cash obligations.
tendering process.
Certain debt issued by Jaguar Land Rover is subject to customary
During FY 2018-19, Tata Motors Limited raised unsecured term covenants and events of default, which include, among other
loans of `1500 crores from banks for ongoing capital spending things, restrictions or limitations on the amount of cash, which may
requirements. be transferred outside the Jaguar Land Rover group of companies
in the form of dividends, loans or investments to the Company and
During FY 2018-19, JLR issued EUR500 million senior notes due in
its subsidiaries. These are referred to as restricted payments in the
2026 at a coupon of 4.50% per annum. JLR also raised US$1,000
relevant Jaguar Land Rover financing documentation. In general,
million through syndicated loan. The proceeds were for general
the amount of cash which may be transferred as restricted
corporate purposes, including support for JLR’s ongoing growth
payments from the Jaguar Land Rover group to the Company and
and capital spending requirements.
its subsidiaries is limited to 50% of its cumulative consolidated net
During FY 2018-19, TMFHL and its subsidiaries, Tata Motors income (as defined in the relevant financing documentation) from
Finance Limited and TMFSL, raised `2,066 crores (Face Value) January 2011. As at March 31, 2019, the estimated amount that is
by issuing NCDs. Bank borrowings through secured term loans available for dividend payments, other distributions and restricted
continued to be a major source of funds for long-term borrowing payments was approximately GB£4,315 million.
and raised `6,306 crores during FY 2018-19. TMFL has also done
FINANCIAL PERFORMANCE ON A STANDALONE BASIS
securitization of `3,862 crores in FY 2018-19.
The financial information discussed in this section is derived
The Tata Motors Group funds its short-term working capital
from the Company’s Audited Standalone Financial Statements.
requirements with cash generated from operations, overdraft
These include the Company’s proportionate share of income and
facilities with banks, short-and medium-term borrowings from
expenditure in its two Joint Operations, namely Tata Cummins Pvt
lending institutions, banks and commercial paper. The maturities
Ltd and Fiat India Automobiles Pvt Ltd.
of these short-and medium-term borrowings and debentures
are generally matched to particular cash flow requirements. The FY 2018-19 FY 2017-18
working capital limits are `10,000 crores from various banks in (%) (%)
India as at March 31, 2019. The working capital limits are secured Income from operations (net of excise 100 100
by hypothecation of certain existing current assets of the Company. duty)
The working capital limits are renewed annually. Expenditure:
Jaguar Land Rover Automotive plc currently has a GB£1,935 Cost of material consumed (including 73.1 72.7
million revolving credit facility with a syndicate of 30 banks, change in stock)
maturing in 2022. The revolving credit facility remained undrawn Excise Duty -- 1.4
as at March 31, 2019. Employee cost 6.2 6.8
Product development/Engineering 0.8 0.8
Some of the Company’s financing agreements and debt
expenses
arrangements set limits on and/or require prior lender consent
Other expenses (net) 14.0 15.7
for, among other things, undertaking new projects, issuing new
securities, changes in management, mergers, sales of undertakings Amount capitalised (1.6) (1.5)
and investment in subsidiaries. In addition, certain negative Profit before other income, depreciation 7.5 4.1
covenants may limit the Company’s ability to borrow additional and amortisation, finance costs, foreign
funds or to incur additional liens, and/or provide for increased costs exchange loss, exceptional items and tax
in case of breach. Certain of the Company’s financing arrangements Other income 3.7 4.2
also include financial covenants to maintain certain debt- to-equity Profit before depreciation and 11.2 8.3
ratios, debt-to-earnings ratios, liquidity ratios, capital expenditure amortisation, finance costs, foreign
ratios and debt coverage ratios. exchange loss, exceptional items and tax
Depreciation and amortisation 4.5 5.3
The Company monitors compliance with its financial covenants
Finance costs 2.6 3.0
on an ongoing basis. The Company also reviews its refinancing
Foreign exchange (gain)/loss 0.3 0.0
strategy and continues to plan for deployment of long-term funds
Exceptional items – loss 0.3 1.6
to address any potential non-compliance.
Profit/(loss) before tax 3.5 (1.6)
As at March 31, 2019, GB£262 million of cash was held by Jaguar Tax expenses 0.6 0.2
Land Rover subsidiaries outside of the UK. The cash in some of Profit/(loss) after tax 2.9 (1.8)
132
FY 2018-19 has been a good year for the Company, followed a 7.7%, mainly due to higher volumes, annual increments, higher
133
Integrated Report & Annual Accounts 2018-19 I 74th Year
v. Allowances made for trade and other receivables of `170.90 Foreign exchange loss of `215.22 crores in FY 2018-19 as
crores in FY 2018-19, In FY 2018, there was a reversal due to compared to loss of `17.14 crores in FY 2017-18. The loss was
favorable litigation orders. due to depreciation on INR as compared to US$.
vi. Assets written off were `230.28 crores in FY 2018-19, as Exceptional items
compared to `995.47 crores in FY 2017-18.
FY 2019 FY 2018 Change
vi. Works operation and other expenses have decreased to 3.1% (` in crores)
of net revenue in FY 2018-19 from 3.4% in FY 2017-18. The Employee separation cost 4.23 3.68 0.55
Company has run certain impact projects thereby reducing Provision for impairment of investment 241.86 - 241.86
its fixed costs. In absolute terms the expenses increased by in subsidiary companies
`158.53 crores in FY 2018-19. The Company has subscribed Impairment of capitalized fixed assets 180.66 962.98 (782.32)
to the Tata Brand Equity & Brand Promotion Agreement, for Profit on sale of investment in (332.95) - (332.95)
which the Company has to pay an annual subscription of subsidiary co.
0.25% of the annual net income, subject to a ceiling of 5% of Others 109.27 - 109.27
the annual profit before tax. In view of profits in FY 2018-19, Total 203.07 966.66 (763.59)
there is an accrual for such fees.. i.
Employee separation cost: The Company has given early
retirement to certain employees resulting in expenses in FY
Product development/engineering expenses The Company 2018-19 and FY 2017-18.
introduced the factor of “affordability” of investments w.e.f. April 1,
2018 for capitalization of product development costs. Accordingly, ii. The Company has made provision of `241.86 crores during FY
the amount written off increased by 20.4% to `571.76 crores in FY 2018-19 for certain of its investments in subsidiary companies,
2018-19 from `474.98 crores in FY 2017-18. due to continued losses.
Amount transferred to capital and other account represents iii. In order to make the Company fit for future certain product
expenditure transferred to capital and other accounts allocated development programs were reviewed and accordingly an
out of employee cost and other expenses, incurred in connection impairment charge of `180.66 crores were taken during FY
with product development projects and other capital items. 2018-19, as compared to `962.98 crores in FY 2017-18.
The expenditure transferred to capital and other accounts has iv. In FY 2018-19, the Company has sold investment in TAL
increased by 27.8% to `1,093.11 crores in FY 2018-19 from Manufacturing Solutions Limited to Tata Advanced Systems
`855.08 crores in FY 2017-18, mainly due to various product Ltd.
development projects undertaken by the Company for the
introduction of new products, BS6 and the development of engine iv. The Company has entered into an agreement for transfer
and products variants. of its Defence undertaking, which had a value of `209.27
crores as at December 31, 2017 to Tata Advanced Systems
Other Income increased by 2.5% to ` 2,554.66 crores in FY 2018- Ltd (transferee company), for an upfront consideration of
19 from `2,492.48 crores in FY 2017-18. This includes interest `100 crores and a future consideration of 3% of the revenue
income of `335.87 crores in FY 2018-19, compared to `397.71 generated from identified Specialized Defence Projects for
crores in FY 2017-18. Dividend income increased to `1,526.25 upto 15 years from FY 2019-20 subject to a maximum of
crores in FY 2018-19 from `1,054.69 crores in FY 2017-18, `1,750 crores. The future consideration of 3% of revenue
whereas profit on sale of investment decreased to `69.27 crores in depends on future revenue to be generated from the said
FY 2018-19, compared to `103.17 crores in FY 2017-18. projects by the transferee company. On account of the same,
Profit before depreciation and amortization, finance costs, foreign the Company has recognized a provision of `109.27 crores,
exchange loss, exceptional items and tax is `7,709.43 crores in FY which may get reversed in future once projects start getting
2018-19, representing 11.1% of revenue, compared to `4,883.20 executed from FY 2019-20 onwards.
crores (8.3% of revenue) in FY 2017-18. Profit before tax was `2,398.93 crores in FY 2018-19, compared
Depreciation and amortization: During FY 2018-19, expenditures to a loss of `946.92 crores in FY 2017-18. In FY 2017-18, though
decreased marginally to `3,098.64 crores from `3,101.89 the Company performed well in terms of sales and revenue
crores in FY 2017-18. The depreciation has increased by 2.2% to and reducing the costs, the losses were due to certain one-time
`2,017.45 crores as compared to `1,973.94 in FY 2017-18. The charges to make the Company “fit for future”.
amortization expenses have decreased by 4.1% to `1,081.19 Tax Expense represents a net charge of `378.33 crores in FY 2018-
crores in FY 2018-19 from `1,127.95 crores in FY 2017-18, and 19, as compared to `87.93 crores in FY 2017-18. The increase was
are mainly attributable to product development costs. mainly due to better performance of the Company including its
Finance Cost has increased by 2.8% to `1,793.57 crores in FY Joint operations.
2018-19 from `1,744.43 crores in FY 2017-18. The increase is Profit after tax was `2,020.60 crores in FY 2018-19 as compared
attributable to higher interest rates. loss of `1,034.85 crores in FY 2017-18.
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Standalone Balance Sheet Other Financial Assets
135
Integrated Report & Annual Accounts 2018-19 I 74th Year
The above was offset by: Provisions (current and non-current) were made towards warranty
and employee benefit schemes. Short-term provisions are those,
b) Capital advances which increased to `374.95 crores as at March
which are expected to be settled during next financial year. The
31, 2019, as compared to `285.54 crores as at March 31, 2018.
details are as follows:
c) Recoverable form insurance companies increased to `354.56 (` in crores)
crores as at March 31, 2019 as compared to `212.96 crores as As at March 31, Change
at March 31, 2018.. 2019 2018
Shareholders’ fund was `22,162.52 crores and `20,170.98 crores Long term provisions 1,281.59 1,009.48 272.11
as at March 31, 2019 and 2018, respectively, an increase of 9.9%. (Non-current)
Short term provisions 1,148.69 862.92 285.77
Reserves increased by 10.2% from `19,491.76 crores as at March (Current)
31, 2018 to `21,483.30 crores as at March 31, 2019, mainly due Total 2,430.28 1,872.40 557.88
to profits for FY 2018-19.
i. Provision for warranty increased to `1,612.37 crores as at
Borrowings March 31, 2019, as compared to `1,103.47 crores as at March
(` in crores) 31, 2018, an increase of `508.90 crores, mainly due to increase
As at March 31, Change in volumes, higher warranty cost for BS IV models and also
2019 2018 increase of warranty period for certain vehicle models, w.e.f.
Long term borrowings 13,919.81 13,155.91 763.90 January 1, 2018.
Short term borrowings 3,617.72 3,099.87 517.85
ii.
The provision for employee benefits obligations were at
Current maturities of long 1,102.10 2,208.06 (1,105.96)
term borrowings
`739.53 crores as at March 31, 2019, as compared to `655.05
crores as at March 31, 2018.
Total 18,639.63 18,463.84 175.79
Other liabilities
Current maturities of long-term borrowings represent the amount
(` in crores)
of loan repayable within one year.
As at March 31,
Other financial liabilities 2019 2018 Change
(` in crores) Other liabilities - non current 218.24 291.09 (72.85)
As at March 31, Change Other liabilities – current 2,356.01 1,917.60 438.41
2019 2018 Total 2,574.25 2,208.69 365.56
Other financial liabilities - non 180.80 211.28 (30.48) These mainly includes
current
Other financial liabilities – 2,237.98 4,091.16 (1,853.18) a) Contact liabilities were `1,063.36 crores as at March 31, 2019,
current as compared to `1,063.01 crores as at March 31, 2018.
Total 2,418.78 4,302.44 (1,883.66) b)
Government incentives increased to `324.22 crores as at
Financial guarantee contracts is `NIL as at March 31, 2019, March 31, 2019 as compared to `274.66 crores as at March
as compared to `977.26 crores as at March 31, 2018. Further, 31, 2018.
current maturities of long-term borrowings were `1,102.10 c)
Statutory dues (GST, VAT, Excise, Service Tax, Octroi etc.)
crores as at March 31, 2019 as compared to `2,208.06 crores were `1,091.92 crores as at March 31, 2019, as compared to
as at March 31, 2018. Furthermore, interest accrued but not `781.12 crores as at March 31, 2018.
due on borrowings were `373.04 crores as at March 31, 2019
as compared to `500.06 crores as at March 31, 2018. These Deferred tax liability represent timing differences where current
decreases were offset by increase in deposits and retention benefit in tax will be offset by a debit in the statement of profit
money to `397.06 crores as at March 31, 2019, as compared to and loss. The amount increased to `205.86 crores as at March 31,
`186.44 crores as at March 31, 2018. 2019, as compared to `154.61 crores as at March 31, 2018.
Trade payables were `10,408.83 crores as at March 31, 2019, as Standalone Cash Flow
compared to `9,411.05 crores as at March 31, 2018, mainly due to FY 2019 FY 2018 Change
creditors for goods supplied and services received, liabilities for variable (` in crores )
marketing expenses etc. The number of day’s payable outstanding is Net cash from operating 6,292.63 4,133.94 2,158.69
63 days in FY 2018-19 compared to 68 days in FY 2017-18. The cash activities
conversion cycle as at March 31, 2019 is negative 21 days in FY 2018- Profit/(Loss) for the year 2,020.60 (1,034.85)
19 as compared to negative 16 days in FY 2017-18. Adjustments for cash flow 4,146.39 5,125.70
from operations
Acceptances were `3,093.28 crores as at March 31, 2019, as
Changes in working capital 307.86 51.50
compared to `4,814.58 crores as at March 31, 2018.
136
FY 2019 FY 2018 Change c)
The net change in financing activity was an outflow of
resulting in cash outflows of `837.98 crores in FY 2018- FINANCIAL PERFORMANCE OF JAGUAR LAND ROVER (AS PER
19 as compared to `300 crores in FY 2017-18. IFRS)
• Outflow by way of deposits with financial institution The financial statements of Jaguar Land Rover are prepared in
resulting in cash outflow of `500 crores in FY 2018-19 as accordance with International Financial Reporting Standards (IFRS)
compared to `Nil in FY 2017-18. applicable in the United Kingdom. This information is given to enable
• There was an outflow (net) of `570.64 crores in FY 2018- the readers to understand the performance of Jaguar Land Rover
19 compared to `110.96 crores for FY 2017-18 towards [on a consolidated basis for the Jaguar Land Rover group.
Fixed / restricted deposits. Revenues for Jaguar Land Rover for FY 2018-19 were GB£24,214
• I ncrease in Investments in mutual funds in FY 2018-19 million, a decrease of 6.1% compared to the GB£25,786 million in
was `413.74 crores as compared to increase of `1,025.59 FY 2017-18, driven primarily by decreased wholesale volumes,
crores in FY 2017-18. primarily in China.
• Inflow due to dividends and interest in FY 2018-19 was Material and other cost of sales in FY 2018-19 were of GB£15,670
`1,895.77 crores as compared to `1,454.03 crores in FY million, down 4.0% compared to the GB£16,328 million in FY 2017-
2017-18. 18 (and increased as a proportion of revenue to 64.7% in FY 2018-
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Integrated Report & Annual Accounts 2018-19 I 74th Year
19 compared to 63.3% in FY 2017-18) primarily driven by the GB£178 million of net interest (including the payment of lease
decrease in sales volumes. obligations) expense and GB£47 million of other inflows and
adjustments, free cash flow was negative GB£1,267 million. The
Employee costs increased by 3.6% to GB£2,820 million in FY
net increases in debt of GB£613 million reflects the issuance of
2018-19 compared to GB£2,722 million in FY 2017-18, primarily
a EUR500 million bond in September 2018, the completion and
reflecting the higher average number of employees in FY 2018-19
draw down of the US$1 billion loan in October 2018, partially
compared to FY 2017-18.
offset by the maturity of the US$700 million bond in December
Other expenses (net of income) decreased by 4.1% to GB£5,567 2018 and a GB£54 million reduction in drawings under an
million in FY 2018-19 compared to GB£5,846 million in FY 2017-18. uncommitted invoice discounting facility wound down ahead of
its expiry in April and replaced with a newly established US$700
Product development costs capitalized decreased by 2.1% to
million committed invoice discounting facility. A dividend of
GB£1,576 million in FY 2018-19 compared to GB£1,610 million in
GB£225 million was paid to Tata Motors in June 2018 and GB£3
FY 2017-18 primarily related to the development of future models,
million of other distributions were paid during the year. As a result
technologies and production facilities.
Jaguar Land Rover had a total cash balance of GB£3,775 million
EBITDA was GB£1,981 million (8.2% margin) in FY 2018-19, (comprising GB£2,747 million of cash and cash equivalents and
compared to the EBITDA of GB£2,794 million (10.8% margin) in FY GB£1,028 million of financial deposits) as at March 31, 2019
2017-18, primarily reflecting the lower wholesales, particularly compared to GB£4,657 million of total cash as at March 31,
in China, higher incentive and warranty costs, partially offset by 2018 (comprising GB£2,626 million of cash and cash equivalents
Project Charge cost efficiencies and favourable realized foreign and GB£2,031 million of financial deposits). With total cash of
exchange movements. GB£3,775 million and an undrawn revolving credit facility of
GB£1,935 million (maturing in July 2022), total liquidity available
The loss before interest tax and exceptional charges (EBIT) was
to Jaguar Land Rover was GB£5,710 million as at March 31,
negative GB£180 million (0.7% margin) in FY 2018-19, compared
2019, compared to GB£6,592 million as at March 31, 2018.
to the EBIT of GB£971 million (3.8% margin) in FY 2017-18 due
to the lower EBITDA as well as an increase in depreciation and FINANCIAL PERFORMANCE OF TMF HOLDINGS LTD AT
amortization and lower profits from the China joint venture. CONSOLIDATED BASIS (AS PER IND AS)
The loss before tax (“PBT”) before exceptional item of GB£358 Consolidated revenue for TMF Holdings during FY 2018-19
million in FY 2018-19 compared to profit of GB£1,074 million in increased 36.7% to `3,974.57 crores, compared to `2,908.47 crores
FY 2017-18, as the lower EBIT, explained by higher interest costs in FY 2017-18. The Profit before tax was `122.64 crores in FY 2018-
and unfavourable revaluation of foreign currency debt and hedges 19 compared to `30.69 crores in FY 2017-18. The Profit after tax
in FY 2018-19 compared to favourable revaluation in the previous was `163.97 crores in FY 2018-19, as compared to `76.34 crores
year. In Q3 of FY 2018-19, JLR concluded that the carrying value in previous year. The GNPA reduced by 139 bps to 2.57% (measured
of assets should be written down, resulting in a GB£3,105 million on 90 days basis). NNPA at 1.37%.
pre-tax exceptional charge. In Q4 FY 2018-19, JLR implemented
a redundancy programme to deliver ongoing cost savings and to FINANCIAL PERFORMANCE OF TATA DAEWOO COMMERCIAL
capture the one-time separation costs an exceptional charge of VEHICLES (AS PER KOREAN GAAP)
GB£149 million was recognized. After these exceptional items the
During FY 2018-19, TDCV, registered revenues of KRW 651.36
loss before tax was GB£3,629 million in FY 2018-19 compared to
billion (`4,090 crores), a drop of 25.0% over the previous year
PBT of GB£1,512 million (including GB£437 million exceptional
revenues of KRW 868.26 billion (`5,035 crores), mainly due to
pension credit) in FY 2017-18.
lower domestic sales and market slowdown. The loss after tax was
The loss after tax was GB£3,321 million in FY 2018-19 compared KRW 28.02 billion (`179 crores) compared to profit after tax of
to PAT of GB£1,114 million in FY 2017-18. The losses incurred in KRW 33.66 billion (`203 crores) of FY 2017-18. Lower absorption
FY 2018-19 resulted in a GB£308 million tax credit compared to of fixed cost due to lower production and lower sales has resulted
GB£398 million tax charge in FY 2017-18 (26.3% effective tax rate). into lower profitability during the year as compared to previous
year which was partially offset the impact of lower sales which
Net cash generated from operating activities was GB£2,253 million in
was partially set off by material cost reduction
FY 2018-19 compared to GB£2,958 million in FY 2017-18, primarily
reflecting the loss in FY 2018-19, partially offset by GB£405 million FIANNCIAL PERFORMANCE OF TATA TECHNOLOGIES LTD
of working capital inflows (GB£81 million working capital inflow in FY
The consolidated revenue of TTL in FY 2018-19 increased by 9.3%
2017-18), and GB£22 million of dividends received from the China
to `2,942.21 crores, compared to `2,691.48 crores in FY 2017-
joint venture compared to GB£206 million of dividends received in FY
18. The profit before tax increased by 39.9% to `470.94 crores
2017-18. In addition GB£227 million was paid in tax in FY 2018-19
in FY 2018-19, compared to `336.53 crores in FY 2017-18. The
compared to GB£312 million in FY 2017-18.
profit after tax increased by 43.3% to `352.60 crores in FY 2018-
After GB£3,389 million of investment spending (excluding 19, as compared to `245.81 crores in FY 2017-18. The Company
GB£421 million of expensed Research and Development), witnessed increase in revenue due to favourable currency
138
movement which helped in growth of revenue in UK & Europe and whistle blower mechanisms are operative across the
139
Integrated Report & Annual Accounts 2018-19 I 74th Year
As at March 31, Employee wages are paid in accordance with wage agreements
2019 2018 that have varying terms (typically three to five years) at different
Segment No. of Employees locations. The expiration dates of the wage agreements with
Automotive 73,394 72,151 respect to various locations/subsidiaries are as follows:
Other 9,403 8,939
Location/subsidiaries Wage Agreement valid until
Total 82,797 81,090
Pune commercial vehicles August 31, 2021
Location No. of Employees
Pune passenger vehicles March 31, 2022
India 41,655 41,295
Jamshedpur March 31, 2019
Abroad 41,142 39,795 Mumbai December 31, 2018
Total 82,797 81,090 Lucknow March 31, 2020
Pantnagar March 31, 2019
Training and Development The Company has committed to the Jaguar Land Rover – UK Plants Negotiations ongoing
development of its employees to strengthen their functional,
managerial and leadership capabilities. The Company has a The Company’s wage agreements link an employee’s compensation
focused approach with the objective of addressing all capability to certain performance criteria that are based on various factors
140
such as quality, productivity, operating profit and an individual’s to live in India’s cities. Therefore, automakers are slated to be one
Risk Factors
Risk Factors 22% of its retail sales volume in FY 2018-19 were to customers
based in the European Union (excluding the United Kingdom) and a
Risks associated with the Company’s Business and the Automotive
substantial portion of its suppliers are situated there. The economic
Industry.
outlook could be further adversely affected by the risk of a greater
The United Kingdom’s contemplated exit from the European push for independence by Scotland or Northern Ireland or the
Union may adversely impact Jaguar Land Rover business, results risk that the Euro as the single currency of the European Union
of operations and financial condition. could cease to exist. Changes to the United Kingdom’s border
and immigration policy could likewise occur as a result of Brexit,
In a non-binding referendum on the United Kingdom’s membership
affecting JLR’s business’s ability to recruit and retain employees
in the European Union in June 2016, a majority of the electorate
from outside the United Kingdom. Any of the foregoing factors and
voted for the United Kingdom’s withdrawal from the European
other factors relating to Brexit that we cannot predict may have
Union. Pursuant to its invocation of Article 50 of the Lisbon
a material adverse effect on JLR’s business, results of operations
Treaty, the United Kingdom is currently negotiating its exit from
and financial condition.
the European Union. Substantial uncertainty remains regarding
the outcome of the negotiations, the United Kingdom’s future If the Company is unable to effectively implement or manage its
relationship with the European Union, the legal structure growth strategy, the Company’s operating results and financial
applicable to companies doing business in the United Kingdom condition could be materially and adversely affected.
as well as the scope and duration of a transitionary period, if any,
As part of the Company’s growth strategy, it may open new
following the expiration of the Article 50 period in December 2020.
manufacturing, research or engineering facilities, expand existing
This uncertainty, along with any real or perceived impact of Brexit,
facilities, add additional product lines or expand the Company’s
could have a material adverse effect on the JLR’s business, results
businesses into new geographical markets. There is a range of
of operations and financial condition.
risks inherent in such a strategy that could adversely affect the
Depending on the outcome of the negotiations, including if the Company’s ability to achieve these objectives, including, but not
United Kingdom exits the European Union without a formal limited to, the following: the potential disruption of the Company’s
agreement, the United Kingdom could lose its present rights or business; the uncertainty that new product lines will generate
terms of access to the single European Union market and European anticipated sales; the uncertainty that it may not be able to meet or
Union customs area and to the global trade deals negotiated by the anticipate consumer demand; the uncertainty that a new business
European Union on behalf of its members. New or modified trading will achieve anticipated operating results; the diversion of
arrangements between the United Kingdom and other countries resources and management’s time; the Company’s cost reduction
may have a material adverse effect on the JLR’s business. A efforts, which may not be successful; the difficulty of managing
decline in trade could also affect the attractiveness of the United the operations of a larger company; and the difficulty of competing
Kingdom as a global investment center and, as a result, could for growth opportunities with companies having greater financial
have a detrimental impact on the level of investment in United resources than the Company have.
Kingdom companies, including the extended value chain of Jaguar
More specifically, the Company’s international businesses face
Land Rover. The uncertainty concerning the terms of Brexit could
a range of risks and challenges, including, but not limited to :
also have a negative impact on the growth of the United Kingdom
language barriers, cultural differences, difficulties in staffing and
economy, which may cause Jaguar Land Rover’s customers to
managing overseas operations, inherent difficulties and delays in
re-evaluate when and to what extent they are willing to spend
contract enforcement and the collection of receivables under the
on JLR’s products and services. This could also result in greater
legal systems of foreign countries, the risk of non-tariff barriers,
volatility in the British pound against foreign currencies in which
regulatory and legal requirements affecting the Company’s ability
Jaguar Land Rover conducts business, particularly the U.S. dollar,
to enter new markets through joint ventures with local entities,
the Euro and the Chinese yuan.
difficulties in obtaining regulatory approvals, environmental permits
The Brexit vote and the perceptions as to the impact of the and other similar types of governmental consents, difficulties in
withdrawal of the United Kingdom have created significant negotiating effective contracts, obtaining the necessary facility
uncertainty regarding the future relationship between the United sites or marketing outlets or securing essential local financing,
Kingdom and the European Union, including with respect to liquidity, trade financing or cash management facilities, export and
the laws and regulations that will apply as the United Kingdom import restrictions, multiple tax regimes (including regulations
determines which European Union derived laws to replace or relating to transfer pricing and withholding and other taxes on
replicate. This uncertainty may adversely affect business activity remittances and other payments from subsidiaries), foreign
and economic conditions in the United Kingdom and the Eurozone. investment restrictions, foreign exchange controls and restrictions
In particular, changes in taxes, tariffs and other fiscal policies on repatriation of funds, other restrictions on foreign trade or
could have a significant impact on Jaguar Land Rover business; investment sanctions, and the burdens of complying with a wide
142
variety of foreign laws and regulations. Furthermore, as part of the Deterioration in global economic conditions could have a material
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Integrated Report & Annual Accounts 2018-19 I 74th Year
because of lower or negative economic growth in key markets or have a material adverse effect on the company’s financial condition
due to other factors, Jaguar Land Rover’s operations and financial or results of operations including compliance to CAFÉ norms.
condition could be materially and adversely affected as a result.
Impairment of tangible and intangible assets may have a material
In addition, the current U.S. presidential administration could seek
adverse effect on the Company’s results of operations.
to introduce changes to laws and policies governing international
trade and impose additional tariffs and duties on foreign vehicle Designing, manufacturing and selling vehicles is capital intensive
imports, which could have a material adverse effect on Jaguar and requires substantial investments in intangible assets such
Land Rover’s sales in the United States. as research and development, product design and engineering
technology. The Company review the value of its intangible
Deterioration in key economic factors, such as those mentioned
assets to assess on an annual basis whether the carrying amount
above, in countries where Jaguar Land Rover has sales
matches the recoverable amount for the asset concerned based
operations may result in a decrease in demand for Jaguar Land
on underlying cash-generating units The Company has had to take
Rover automobiles. A decrease in demand would, in turn, cause
a £3.1b impairment charge during FY 2018-19 due to the adverse
automobile prices and manufacturing capacity utilization rates
market conditions particularly in China, rising interest rates and
to fall. Such circumstances have in the past materially affected,
consistent failure to meet internal business plans. While the
and could in the future materially affect, the company’s business,
company has put in place comprehensive plans to turnaround the
results of operations and financial condition.
business, it is not possible to predict the headwinds the company
A significant reliance on key markets by both TML and Jaguar may face and hence it may have to take further impairment losses in
Land Rover increases the risk of negative impact of reduced the future if the carrying amount exceeds the recoverable amount,
customer demand in those countries. which could have a material adverse effect on the Company’s
financial condition and the results of operations.
The Company rely on the United Kingdom, Chinese, North
American, Indian and continental European markets from which Deterioration in the performance of any of the Company’s
the company derive the substantial majority of the company’s subsidiaries, joint ventures and affiliates could materially and
revenues. Although demand remains relatively solid, a decline adversely affect the Company’s results of operations.
in demand for the company’s vehicles in these major markets
The Company have made and may continue to make capital
may in the future significantly impair its business, financial
commitments to its subsidiaries, joint ventures and affiliates, and
position and results of operations. For example, the recent
if the business or operations of any of these subsidiaries, joint
adverse public perception towards diesel powered vehicles,
ventures and affiliates deteriorates, the value of the Company’s
resulting from emissions scandals and tax increases on diesel
investments may decline substantially. Operating a business as
vehicles, has precipitated a sharp fall in diesel sales, primarily
a joint venture often requires additional organizational formalities
in the United Kingdom and Europe, and created uncertainty for
and a requirement of information sharing. The Company is also
customers that could further impact its sales of diesel vehicles in
subject to risks associated with joint ventures and affiliates wherein
the future. Additionally, in China, the economy is experiencing a
the Company retain only partial or joint control. The Company’s
moderation of industry growth and increased pricing pressures
partners may be unable, or unwilling, to fulfill their obligations,
due to macroeconomic volatility, softening consumer demand and
or the strategies of the Company’s joint ventures or affiliates may
increasing competition. Softening of the Chinese economy would
not be implemented successfully, any of which may significantly
be expected to impact the company’s growth opportunities in that
reduce the value of the Company’s investments or relationship
country, which is an important market for the company. In addition,
with the co-owner may be deteriorated, and, which could, in turn,
company’s strategy, which includes new product launches and
have a material adverse effect on the Company’s reputation,
expansion into growing markets may not be sufficient to mitigate
business, financial position or results of operations.
a decrease in demand for company’s products in mature markets
in the future, which could have a significant adverse impact on The company have pursued and may continue to pursue significant
company’s financial performance. investments in certain strategic development projects with third
parties. In particular, JLR have entered into a joint venture with
The electric vehicle market may not evolve as anticipated.
Chery in China to develop, manufacture and sell certain Jaguar
Sales of electric vehicles are hard to predict as consumer demand Land Rover vehicles and at least one own branded vehicle in
may fail to shift in favour of electric vehicles and this market China. Additionally, in March 2018, JLR announced its strategic
segment may remain small relative to the overall market for partnership with Waymo to develop the world’s first premium self
years to come. Consumers may remain or become reluctant to driving electric vehicle. Joint venture and strategic partnership
adopt electric vehicles due to the lack of fully developed charging projects, like JLR’s joint venture in China and partnership with
infrastructure, long charging times or increased costs of purchase Waymo, may be developed pursuant to agreements over which the
and fueling. Jaguar Land Rover launched the all electric Jaguar Company only have partial or joint control. Investments in projects
I-PACE in FY 2018-19 and retail sales of this model totaled 11,336 over which the Company have partial or joint control are subject to
vehicles in the twelve months to 31 March 2019. If the value the risk that the other shareholders of the joint venture, who may
proposition of electric vehicles fails to fully materialize, this could have different business or investment strategies than the Company
144
does or with whom the Company may have a disagreement research and development, product design, engineering, technology
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Integrated Report & Annual Accounts 2018-19 I 74th Year
Furthermore, the Company may also be subject to class actions delays in developing fuel efficient products could materially affect
or other large-scale product liability or other lawsuits in various the company’s ability to sell premium passenger cars and large or
jurisdictions in which the Company has a significant presence. The medium-sized all-terrain vehicles at current or targeted volumes
use of shared components in vehicle production increases this and could have a material adverse effect on the company’s general
risk because individual components are deployed in a number of business activity, net assets, financial position and results of
different models across the Company’s brands. Any costs incurred operations. In addition, deterioration in the quality of the company’s
or lost sales caused by product liability, warranties and recalls vehicles could force the company to incur substantial costs and
could materially adversely affect the Company’s business. damage its reputation. There is a risk that competitors or joint
ventures set up by competitors will develop better solutions and
The Company’s future success depends on the Company’s ability
will be able to manufacture the resulting products more rapidly, in
to satisfy changing customer demands by offering innovative
larger quantities, with a higher quality and/or at a lower cost. It is
products in a timely manner and maintaining such products’
possible that the company could then be compelled to make new
competitiveness and quality.
investments in researching and developing other technologies
Customer preferences, especially in many of the more mature to maintain its existing market share or to win back the market
markets, have trended towards smaller and more fuel-efficient share lost to competitors. Finally, the company’s manufacturing
and environmental-friendly vehicles. Climate change concerns, operations and sales may be subject to potential physical impacts
increases in fuel prices, certain government regulations (such as of climate change, including changes in weather patterns and an
CO2 emissions limits and higher taxes on SUVs) and the promotion increased potential for extreme weather events, which could affect
of new technologies encourage customers to look beyond the manufacture and distribution of company’s products and the
standard purchasing factors (such as price, design, performance, cost and availability of raw materials and components.
brand image and features). As a result, customers may look to
In contrast to other mature markets, consumer preferences in
the differentiation of the technology used in the vehicle or the
the United States have shifted towards increased demand for the
manufacturer or provider of this technology. Such consumer
Company’s pickup trucks and larger SUVs. A shift in consumer
preferences could materially affect the Company’s ability to sell
demand away from these vehicles within the United States towards
premium passenger cars and large or medium-sized all-terrain
compact and mid-size passenger cars, whether in response to
vehicles at current or targeted volume levels, and could have
higher fuel prices or other factors, could adversely affect the
a material adverse effect on the Company’s general business
Company’s profitability. Conversely, if the trend in U.S. consumer
activity, net assets, financial position and results of operations.
preferences for SUVs holds, the Company could face increased
Such consumer preferences could materially affect the Company’s
competition from other carmakers as they adapt to the market
ability to sell premium passenger cars and large or medium-sized
shift and introduce their own SUV models, which could materially
all-terrain vehicles at current or targeted volume levels, and could
and adversely impact the Company’s business, financial position or
have a material adverse effect on the Company’s general business
results of operation.
activity, net assets, financial position and results of operations.
Private and commercial users of transportation increasingly use
The Company’s operations may be significantly impacted if it
modes of transportation other than the automobile, especially
fail to develop, or experience delays in developing, fuel-efficient
in connection with increasing urbanisation. The reasons for this
vehicles that reflect changing customer preferences and meet the
include the rising costs related to automotive transport of people and
specific requirements of government regulations. The Company’s
goods, increasing traffic density in major cities and environmental
competitors can gain significant advantages if they are able to
awareness. In addition, the increased use of car sharing concepts
offer vehicles that satisfy customer preference and government
(e.g. Zipcar and DriveNow) and other innovative mobility initiatives
regulations earlier than the Company are. Potential delays in
facilitates access to other methods of transport, thereby reducing
bringing new high-quality vehicles to market would adversely
dependency on private automobiles. Furthermore, non traditional
affect the Company’s business, financial condition, results of
market participants and/or unexpected disruptive innovations
operations and cash flows and cashflows.
may disrupt the established business model of the industry by
As a result of the public discourse on climate change and volatile introducing new technologies, distribution models and methods of
fuel prices, the company faces more stringent government transportation.
regulations, including imposition of speed limits and higher taxes
A shift in consumer preferences away from private automobiles
on sports utility vehicles or premium automobiles. The company
would have a material adverse effect on Company’s general
endeavor to take account of these factors, and it is focused on
business activity and on its sales, prospects, financial condition
researching, developing and producing new drive technologies,
and results of operations
such as hybrid engines and electric cars. The company is also
investing in development programs to reduce fuel consumption To stimulate demand, competitors in the automotive industry have
through the use of lightweight materials, reducing parasitic losses offered customers and dealers price reductions on vehicles and
through the driveline and improving aerodynamics. Coupled with services, which has led to increased price pressures and sharpened
consumer preferences, a failure to achieve its planned objectives or competition within the industry. As a provider of numerous high-
146
volume models, the Company’s profitability and cash flows retrofit diesel vehicles with software that will allow them to reduce
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Integrated Report & Annual Accounts 2018-19 I 74th Year
Disruptions to the Company’s supply chains or shortages of A change in requirements under long-term supply arrangements
essential raw materials may adversely affect the Company’s committing Jaguar Land Rover to purchase minimum or fixed
production and results of operations. quantities of certain parts, or to pay a minimum amount to the
seller, could have a material adverse impact on the Company’s
The Company rely on third parties for sourcing raw materials,
financial condition or results of operations. The Company have
parts and components used in the manufacture of the Company’s
entered into a number of long-term supply contracts that require
products. At the local level, the Company are exposed to reliance
Jaguar Land Rover to purchase a fixed quantity of parts to be used
on smaller enterprises where the risk of insolvency is greater.
in the production of Jaguar Land Rover vehicles (e.g., ‘‘take-or-pay’’
Furthermore, for some parts and components, the Company is
contracts). If the need for any of these parts were to lessen, Jaguar
dependent on a single source. The Company’s ability to procure
Land Rover could still be required to purchase a specified quantity
supplies in a cost-effective and timely manner or at all is subject
of the part or pay a minimum amount to the seller pursuant to
to various factors, some of which are not within its control. For
the take-or-pay contract, which could have a substantial adverse
instance, the outcome of the Brexit negotiations could lead to
effect on its financial condition or results of operations.
reduced access to the European Union single market and to the
global trade deals negotiated by the European Union on behalf The Company is more vulnerable to reduced demand for premium
of its members, which could affect the imports of raw materials, performance cars and all-terrain vehicles than automobile
parts and components and disrupt Jaguar Land Rover supplies. manufacturers with a more diversified product range.
Furthermore, there is the risk that manufacturing capacity does
The Jaguar Land Rover operates in the premium performance car
not meet, or exceeds, sales demand thereby compromising
and all-terrain vehicle segments, which are very specific segments
business performance and without any near term remedy given
of the premium passenger car market, and it has a more limited range
the time frames and investments required for any change. While
of models than some of the Company’s competitors. Accordingly, its
the Comapany manage its supply chain as part of its supplier
performance is linked to market conditions and consumer demand
management process, any significant problems with its supply
in those market segments in which it operates. Furthermore, some
chain or shortages of essential raw materials in the future
other premium performance vehicle manufacturers operate in a
could affect the Company’s results of operations in an adverse
relatively broader spectrum of market segments, which makes
manner.
them comparatively less vulnerable to reduced demand for any
Adverse economic conditions and falling vehicle sales have had specific segment. Any downturn or reduction in the demand for
a significant financial impact on the company’s suppliers in the premium passenger cars and all-terrain vehicles, or any reduced
past. Deterioration in automobile demand and lack of access to demand for Jaguar Land Rover’s most popular models in the
sufficient financial arrangements for company’s supply chain geographic markets in which it operates could have a substantial
could impair the timely availability of components to us. In addition, adverse effect on its performance and earnings.
if one or more of the other global automotive manufacturers were
Increases in input prices may have a material adverse effect on
to become insolvent, this would have an adverse impact on the
the Company’s results of operations.
supply chains and may further adversely affect the Company’s
results of operations. The company is also exposed to supply In FY 2018-19 and 2017-18, the consumption of raw materials,
chain risks relating to lithium ion cells, which are critical for the components aggregates and purchase of products for sale
Company’s electric vehicle production. Any disruption in the supply (including changes in inventory) constituted 65.5% and 64.4%,
of battery cells from such suppliers could disrupt production of the respectively, of the Company’s revenues. Prices of commodity items
company’s vehicles. The severity of this risk is likely to increase as used in manufacturing automobiles, including steel, aluminum,
the company and other manufacturers expands the production of copper, zinc, rubber, platinum, palladium and rhodium, have
electric vehicles and the demand for such vehicles increases. become increasingly volatile in recent years. Furthermore, prices
of commodity items such as steel, non ferrous metals, precious
The Company have also entered into supply agreements with
metals, rubber and petroleum products may rise significantly.
Ford and certain other third parties for critical components and
Most of these inputs are priced in US dollars on international
remain reliant upon Ford and the Ford PSA joint venture for a
markets. While the Company continue to pursue cost reduction
portion of its engines. However, following the launch of the EMC
initiatives, an increase in price of input materials could severely
in Wolverhampton, and the subsequent engine plant opened by its
impact the Company’s profitability to the extent such increase
China Joint Venture, the Company now also manufacture its own
cannot be absorbed by the market through price increases and/
“in house” engines. The company may not be able to manufacture
or could have a negative impact on demand. In addition, because of
certain types of engines or find a suitable replacement supplier
intense price competition and fixed costs base, the company may
in a timely manner in the event of any disruption in the supply
not be able to adequately address changes in commodity prices
of engines, or parts of engines, and other hardware or services
even if they are foreseeable.
provided to us by Ford or the Ford PSA joint venture and such
disruption could have a material adverse impact on our operations, In addition, the company is exposed to the risk of contraction in
business and/or financial condition. the supply, and a corresponding increase in the price of, rare and
frequently highly sought after raw materials, especially those
148
used in vehicle electronics such as rare earth metals, which are essential local financing, liquidity, trade financing or cash
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Integrated Report & Annual Accounts 2018-19 I 74th Year
bearing liabilities, which bear interest at variable rates. Although the and prevailing conditions in credit markets may adversely affect
Company engages in managing its interest and foreign exchange both consumer demand and the cost and availability of finance for
exposure through use of financial hedging instruments, such as company’s business and operations. If the global economy goes
forward contracts, swap agreements and option contracts, higher into recession and consumer demand for company’s vehicles
interest rates and a weakening of the Indian rupee against major drops, as a result of higher oil prices, excessive public debt or for
foreign currencies could significantly increase the Company’s cost any other reasons, and the supply of external financing becomes
of borrowing, which could have a material adverse effect on its limited, the company may face significant liquidity risks
financial condition, results of operations and liquidity.
A decline in retail customers’ purchasing power or consumer
Appropriate hedging lines for the type of risk exposures the Company confidence or in corporate customers’ financial condition and
are subject to may not be available at a reasonable cost, particularly willingness to invest could materially and adversely affect the
during volatile rate movements, or at all. Moreover, there are risks Company’s business.
associated with the use of such hedging instruments. While hedging
Demand for vehicles for personal use generally depends on
instruments may mitigate the Company’s exposure to fluctuations
consumers’ net purchasing power, their confidence in future
in currency exchange rates to a certain extent, it potentially forego
economic developments and changes in fashion and trends, while
benefits that might result from market fluctuations in currency
demand for vehicles for commercial use by corporate customers
exposures. These hedging transactions can also result in substantial
(including fleet customers) primarily depends on the customers’
losses. Such losses could occur under various circumstances,
financial condition, their willingness to invest (motivated by
including, without limitation, any circumstances in which a
expected future business prospects) and available financing.
counterparty does not perform its obligations under the applicable
A decrease in potential customers’ disposable income or their
hedging arrangement (despite having International Swaps and
financial flexibility or an increase in the cost of financing will
Derivatives Association (ISDA) agreements in place with each of the
generally have a negative impact on demand for the Company’s
Company’s hedging counterparties), there are currency fluctuations,
products. A weak macroeconomic environment, combined with
the arrangement is imperfect or ineffective, or the Company’s
restrictive lending and a low level of consumer sentiment generally,
internal hedging policies and procedures are not followed or do
may reduce consumers’ net purchasing power and lead existing
not work as planned. In addition, because the Company’s potential
and potential customers to refrain from purchasing a new vehicle,
obligations under the financial hedging instruments are marked
to defer a purchase further or to purchase a smaller model with
to market, the Company may experience quarterly and annual
less equipment at a lower price. A deteriorating macroeconomic
volatility in its operating results and cash flows attributable to its
environment may disproportionately reduce demand for luxury
financial hedging activities.
vehicles. It also leads to reluctance by corporate customers to
The Company is exposed to liquidity risks. invest in vehicles for commercial use and/or to lease vehicles,
resulting in a postponement of fleet renewal contracts.
The Company’s main sources of liquidity are cash generated from
operations, existing notes, external debt in the form of factoring To stimulate demand, the automotive industry has offered customers
discount facilities and other revolving credit facilities. However, and dealers price reductions on vehicles and services, which has
adverse changes in the global economic and financial environment led to increased price pressures and sharpened competition within
may result in lower consumer demand for vehicles, and prevailing the industry. As a provider of numerous high-volume models, the
conditions in credit markets may adversely affect both consumer Company’s profitability and cash flows are significantly affected by
demand and the cost and availability of finance for the Company’s the risk of rising competitive and price pressures.
business and operations. If the global economy goes back into
Special sales incentives and increased price pressures in the new
recession and consumer demand for the Company’s vehicles
car business also influence price levels in the used car market,
drops, as a result of higher oil prices, excessive public debt or for
with a negative effect on vehicle resale values. This may have a
any other reasons, and the supply of external financing becomes
negative impact on the profitability of the used car business in the
limited, the Company may again face significant liquidity risks.
Company’s dealer organization.
The Company is also subject to various types of restrictions or
The Company may be adversely affected by labor unrest.
impediments on the ability of the companies in certain countries
to transfer cash across the companies through loans or interim All of the Company’s permanent employees in India, other than
dividends. These restrictions or impediments are caused officers and managers, and most of the Company’s permanent
by exchange controls, withholding taxes on dividends and employees in South Korea and the United Kingdom, including
distributions and other similar restrictions in the markets in which certain officers and managers, in relation to the Company’s
the Company operate. The cash in some of these jurisdictions is automotive business, are members of labour unions and are
subject to certain restrictions on cash pooling, intercompany loan covered by the Company’s wage agreements, where applicable,
arrangements or interim dividends. with those labour unions.
Any adverse changes in the global economic and financial In January 2019, JLR announced reduction of the size of its global
environment may result in lower consumer demand for vehicles, workforce by around 4,500 people to deliver cost reductions and
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cashflow improvements as well as long-term strategic operating could lead to loss of business hours, loss of reputation, and finally
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Integrated Report & Annual Accounts 2018-19 I 74th Year
Terrorist attacks, civil disturbances, regional conflicts and other In the Indian market, demand for the Company’s vehicles generally
acts of violence, particularly in India, may disrupt or otherwise peaks between January and March, although there is a decrease in
adversely affect the markets in which the Company operate, the demand in February just before release of the Indian fiscal budget.
Company’s business and the Company’s profitability. India has Demand is usually lean from April to July and picks up again in
from time to time experienced social and civil unrest and hostilities the festival season from September onwards, with a decline in
and adverse social, economic or political events, including terrorist December due to year-end as customers defer purchases to the
attacks and local civil disturbances, riots and armed conflict with new year.
neighboring countries. Events of this nature in the future could
The Company’s Jaguar Land Rover business is impacted by the bi-
influence the Indian economy and could have a material adverse
annual registration of vehicles in the United Kingdom where the
effect on the Company’s business, as well as the market for
vehicle registration number changes every March and September,
securities of Indian companies, including the Company’s Shares
which leads to an increase in sales during these months, and, in
and ADSs. Such incidents could also create a greater perception
turn, has an impact on the resale value of vehicles. This leads to
that investment in Indian companies involves a higher degree of
an increase in sales during the period when the aforementioned
risk and could have a material adverse effect on the Company’s
change occurs. Most other markets, such as the United States,
business, results of operations and financial condition, and also the
are influenced by the introduction of new-model-year products,
market price of the Company’s Shares and ADSs.
which typically occurs in the autumn of each year. Furthermore,
The Company are vulnerable to supply chain disruptions resulting in the United States, there is some seasonality in the purchasing
from natural disasters or man-made accidents. For example, on pattern of vehicles in the northern states for Jaguar when there is
August 12, 2015, there was an explosion in the city port of Tianjin, a concentration of vehicle sales in the spring and summer months
one of three major ports in China through which the Company import and for Land Rover, where the trend for purchasing 4x4 vehicles
its vehicles. Approximately 5,800 of the Company’s vehicles were is concentrated in the autumn and winter months. Markets in
stored at various locations in Tianjin at the time of the explosion, China tend to experience higher demand for vehicles around the
and, as a result, the Company recognized an exceptional charge Lunar New Year holiday in either January or February, the Chinese
of GBP245 million in September 2015. Subsequently, GBP275 National Day holiday and the Golden Week holiday in October. In
million of net insurance proceeds and other recoveries have been addition, demand in Western European automotive markets tends
received till March 31, 2018, including GBP35 million related to to be softer during the summer and winter holidays. Jaguar Land
other costs associated with Tianjin including lost and discounted Rover’s cash flows are impacted by the temporary shutdown of
vehicle revenue. A significant delay or sustained interruption in four of their manufacturing plants in the United Kingdom (including
the supply of key inputs sourced from areas affected by disasters the Engine Manufacturing Centre at Wolverhampton) during the
or accidents could materially and adversely affect the Company’s summer and winter holidays. Sales in the automotive industry
ability to maintain its current and expected levels of production, have been cyclical in the past and the Company expects this
and therefore negatively affect its revenues and increase the cyclicality to continue.
Company’s operating expenses.
Restrictive covenants in the Company’s financing agreements
The Company is a global organization, and is therefore vulnerable could limit the Company’s operations and financial flexibility
to shifts in global trade and economic policies and outlook. Policies and materially and adversely impact the Company’s financial
that result in countries withdrawing from trade pacts, increasing condition, results of operations and prospects.
protectionism and undermining free trade could substantially
Some of the Company’s financing agreements and debt
affect the Company’s ability to operate as a global business.
arrangements set limits on and/or require us to obtain lender
Additionally, negative sentiments towards foreign companies
consent before, among other things, pledging assets as security.
among the Company’s overseas customers and employees could
In addition, certain financial covenants may limit the Company’s
adversely affect its sales as well as its ability to hire and retain
ability to borrow additional funds or to incur additional liens. In the
talented people. A negative shift in either policies or sentiment
past, the Company has been able to obtain required lender consent
with respect to global trade and foreign businesses could have
for such activities. However, there can be no assurance that the
a material adverse effect on the Company’s business, results of
Company will be able to obtain such consents in the future. If the
operations and financial condition.
Company’s liquidity needs or growth plans require such consents
The Company’s business is seasonal in nature and a substantial and such consents are not obtained, the Company may be forced
decrease in its sales during certain quarters could have a material to forego or alter its plans, which could materially and adversely
adverse impact on the Company’s financial performance. affect the Company’s results of operations and financial condition.
The sales volumes and prices for the Company’s vehicles are In the event the Company breach these covenants, the outstanding
influenced by the cyclicality and seasonality of demand for these amounts due under such financing agreements could become
products. The automotive industry has been cyclical in the past, due and payable immediately and/or result in increased costs. A
and the Company expect this cyclicality to continue. default under one of these financing agreements may also result
in cross-defaults under other financing agreements and result in
152
the outstanding amounts under such other financing agreements The Company may be materially and adversely affected by the
Default by the Company’s customers or inability to repay Inability to protect or preserve the Company’s intellectual
installments as due could materially and adversely affect its property could materially and adversely affect its business,
business, financial condition, results of operations and cash flows. financial condition and results of operations.
In addition, any downgrade in the Company’s credit ratings may The Company own or otherwise have rights in respect of a number of
increase its borrowing costs and restrict its access to the debt patents relating to the products it manufacture. In connection with
markets. Over time, and particularly in the event of any credit the design and engineering of new vehicles and the enhancement
rating downgrade, market volatility, market disruption, regulatory of existing models, the Company seek to regularly develop new
changes or otherwise, the Company may need to reduce the intellectual property. The Company also use technical designs,
amount of financing receivables originated, which could severely which are the intellectual property of third parties with such third
disrupt the Company’s ability to support the sale of its vehicles. parties’ consent. These patents and trademarks have been of value
in the growth of the Company’s business and may continue to be of
The Company’s Jaguar Land Rover has consumer finance
value in the future. Although the Company do not regard any of its
arrangements in place with Lloyds Black Horse in the United
businesses as being dependent upon any single patent or related
Kingdom, FCA Bank S.p.A. in European markets and Chase Auto
group of patents, an inability to protect this intellectual property
Finance in North America and has similar arrangements with local
generally, or the illegal breach of some or a large group of the
providers in a number of other key markets. Any reduction in the
Company’s intellectual property rights, would have a materially
supply of available consumer financing for the purchase of new
adverse effect on its business, financial condition and results of
vehicles or an increase in the cost thereof would make it more
operations. The Company may also be affected by restrictions on
difficult for some of its customers to purchase its vehicles, which
the use of intellectual property rights held by third parties and the
could put Jaguar Land Rover under commercial pressure to offer
Company may be held legally liable for the infringement of the
new (or expand existing) retail or dealer incentives to maintain
intellectual property rights of others in the Company’s products.
demand for its vehicles, thereby materially and adversely affecting
the Company’s sales and results of operations. For example, during The Company may incur significant costs to comply with, or face
the global financial crisis, several providers of customer finance civil and criminal liability for infringements of, the European
reduced their supply of consumer financing for the purchase General Data Protection Regulation.
of new vehicles. Additionally, base interest rates in developed
In April 2016, the European Union enacted the GDPR. The GDPR is
economies are at historic lows. An increase in interest rates due to
a uniform framework setting out the principles for legitimate data
tightening monetary policy or for any other reason would result in
processing and came into force on May 25, 2018. The introduction
increased costs for consumers.
of the GDPR strengthens individuals’ rights and imposes stricter
Furthermore, Jaguar Land Rover offers residual value guarantees requirements on companies processing personal data. The new
on the purchase of certain leases in some markets. The value of regime may impose a substantially higher compliance burden on the
these guarantees is dependent on used car valuations in those Company and limit its rights to process personal data, lead to cost
markets at the end of the lease, which is subject to change. intensive administration processes, oblige us to provide the personal
Consequently, the Company may be adversely affected by data that the Company record to customers in a form that would
movements in used car valuations in these markets. require additional administrative processes or require substantial
changes in its IT environment. Additionally, there are much greater
Changes in the Company’s credit rating could adversely affect
sanctions in case of violations of the GDPR requirements compared
the value of the Company’s debt securities, finance costs and its
to the previous regime. These sanctions depend on the nature of the
ability to obtain future financing.
infringed provision and may consist of civil liabilities and criminal
Any credit ratings assigned to the Company or its debt securities sanctions. For example, criminal sanctions for compliance failures
may not reflect the potential impact of all risks related to structure, have increased from its previous level in the United Kingdom of
market, additional risk factors discussed and other factors that £500,000 to up to €20,000,000 or 4% of annual worldwide turnover
may affect the value of its debt securities. A credit rating is not (whichever is higher). The Company’s failure to implement and
a recommendation to buy, sell or hold securities. Credit rating comply with the GDPR could significantly affect its reputation and
agencies continually review the ratings they have assigned and relationships with its customers and suppliers, and civil and criminal
their ratings may be subject to revision, suspension or withdrawal liabilities for the infringement of data protection rules could have a
by the rating agency at any time. A downgrade in the Company’s significant negative effect on its financial position.
credit rating may negatively affect the Company’s ability to obtain
Some of the Company’s vehicles will make use of lithium-ion
future financing to fund the Company’s operations and capital
battery cells, which have been observed in some non-automotive
needs, which may affect the Company’s liquidity. It may also
applications to catch fire or vent smoke and flames, and such events
increase the Company’s financing costs by increasing the interest
have raised concerns, and future events may lead to additional
rates of the Company’s outstanding debt or the interest rates at
concerns, about the batteries used in automotive applications.
which the Company is able to refinance existing debt or incur
additional debt. The battery packs that the Company will use in its electric vehicles
make use of lithium-ion cells. On rare occasions, lithium-ion cells
154
can rapidly release the energy they contain by venting smoke and sufficient, that any claim under the Company’s insurance policies
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Integrated Report & Annual Accounts 2018-19 I 74th Year
There is a risk that these R&D activities may not achieve their Commencing July 1, 2017, the Indian tax regime underwent a
planned objectives or the Company’s competitors will develop systemic change. The Government of India, in conjunction with the
better solutions and will be able to manufacture the resulting state governments, implemented a comprehensive national goods
products more rapidly. This could result in loss of market share and services tax, or GST, regime to combine taxes and levies by
for the Company. the central and state governments into one unified rate structure.
Based on the application of the tax, GST will be classified as either
There is also a risk that investments in research and development
Central GST (CGST), in instances where the central government
of new technologies, including autonomous, connected and
levies the tax; State/Union Territory GST (SGST/UTGST), in
electrification technologies, and solutions to address future
instances where the state or union territory governments levy the
travel and transport challenges, may fail to generate sufficient
tax; and Integrated GST (IGST), in instances where the GST is levied
returns because the technology developed or the products
on the inter-state supply of goods and services.
derived therefrom are unsuccessful in the marked and/or because
the Company’s competitors have developed better and/or less Imposition of any additional taxes and levies designed to limit the
expensive products. use of automobiles and changes in corporate and other taxation
policies as well as changes in export and other incentives given by
Additionally, In order to comply with current and future safety and
various governments or import or tariff policies, could adversely
environmental norms, the Company may have to incur additional
affect the demand for its vehicles and its results of operations. For
capital expenditure and R&D expenditure to (i) operate and maintain
instance, Brexit may result in material changes to the UK’s tax,
the Company’s production facilities, (ii) install new emissions
tariff and fiscal policies. In addition, the current U.S. presidential
controls or reduction technologies, (iii) purchase or otherwise
administration has called for changes to laws and policies
obtain allowances to emit greenhouse gases, (iv) administer and
governing international trade to further restrict free trade, including
manage the Company’s greenhouse gas emissions program, and
imposing tariffs on certain goods imported into the United States
(v) invest in research and development to upgrade products and
(e.g. a tariff was imposed on European aluminium and steel imports
manufacturing facilities. If the Company are unable to develop
in June 2018). The administration has also specifically warned of
commercially viable technologies or otherwise unable to attain
its intention to impose a 20% tariff on European made vehicles
compliance within the time frames set by the new standards,
imported into the United States, a levy that, if imposed, would
the Company could face significant civil penalties or be forced to
increase the cost of JLR’s vehicles in the United States (as JLR
restrict product offerings significantly. For example, in the United
has no manufacturing operations in the United States), which is
States, manufacturers are subject to substantial civil penalties if
likely to have a material adverse effect on JLR’s sales in the United
they fail to meet federal Corporate Average Fuel Economy, or
States and its results of operation. Furthermore, in recent years,
CAFE, standards. These penalties are calculated at US$5.50 for
the Brazilian government has implemented increased import
each tenth of a mile below the required fuel efficiency level for
duty on foreign vehicles, along with related exemptions provided
each vehicle sold in a model year in the U.S. market. As with many
certain criteria are met. The Company continue the Company’s
European manufacturers, since 2010, Jaguar Land Rover has
discussions with the Brazilian government to manage the impact
paid total penalties of US$46 million for its failure to meet CAFE
on the Company’s business and are seeking to reduce the impact
standards.
of increased tariffs. Finally, the European Commission opened an
Moreover, safety and environmental standards may at times impose investigation into whether certain tax and other incentives granted
conflicting imperatives, which pose engineering challenges and by the government of Slovakia in connection with the construction
would, among other things, increase the Company’s costs. While of the Company’s Slovakian manufacturing facility complied with
the company is pursuing the development and implementation of European Union rules on state aid. Such government actions
various technologies in order to meet the required standards in the may be unpredictable and beyond the Company’s control, and
various countries in which the company sell its vehicles, the costs any adverse changes in government policy could have a material
for compliance with these required standards could be significant adverse effect on its business prospects, results of operations and
to Company’s operations and may materially and adversely affect financial condition.
its business, financial condition and results of operations.
Evaluating and estimating the Company’s provision and accruals
The Motor Vehicles (Amendment) Bill, 2017 was passed in the for its taxes requires significant judgment. As the Company
Lok Sabha on April 10, 2017, and is currently being debated in conduct its business, the final tax determination may be uncertain.
the Rajya Sabha. This Bill addresses vehicle recalls, road safety, The Company operate in multiple geographical markets and
traffic management and accident insurance, among other matters. its operations in each market are susceptible to additional
In its current draft, the Bill imposes civil and criminal liability on tax assessments and audits. The Company’s collaborations
manufacturers selling vehicles in contravention of the standards with business partners are similarly susceptible to such tax
specified in the Bill, or required by the government to recall assessments.
their vehicles. The Bill also proposes the creation of the National
Authorities may engage in additional reviews, inquiries and
Road Safety Board to provide advice to the central and state
audits that disrupt the Company’s operations or challenge its
governments on all aspects of road safety and traffic management.
conclusions regarding tax matters. Any resulting tax assessment
156
may be accompanied by a penalty or additional fee for failing to Competition Act. Furthermore, any agreement among competitors
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Integrated Report & Annual Accounts 2018-19 I 74th Year
shareholders’ approval. New guidance and revisions may be The Company is subject to risks associated with legal proceedings
provided by regulatory and governing bodies, which could result and governmental investigations, including potential adverse
in continuing uncertainty and higher costs of compliance. The publicity as a result thereof.
Company is committed to maintaining high standards of corporate
The Company are and may be involved from time to time in civil,
governance and public disclosure. However, the Company’s efforts
labour, administrative or tax proceedings arising in the ordinary
to comply with evolving regulations have resulted in, and are
course of business. It is not possible to predict the potential for, or
likely to continue to result in, increased general and administrative
the ultimate outcomes of, such proceedings, some of which may
expenses and a diversion of management resources and time.
be unfavorable to the Company. In such cases, the Company may
The Companies Act has effected significant changes to the existing incur costs and any mitigating measures (including provisions
Indian company law framework, such as in the provisions related taken on the Company’s balance sheet) adopted to protect against
to the issue of capital, disclosures in offering documents, corporate the impact of such costs may not be adequate or sufficient.
governance norms, accounting policies and audit matters, related In addition, adverse publicity surrounding legal proceedings,
party transactions, class action suits against companies by government investigations or allegations may also harm the
shareholders or depositors, prohibitions on loans to directors and Company’s reputation and brands.
insider trading, including restrictions on derivative transactions
In any of the geographical markets in which the Company operate,
concerning a company’s securities by directors and key managerial
the Company could be subject to additional tax liabilities.
personnel. The Companies Act may subject the Company to higher
compliance requirements, increase its compliance costs and divert Evaluating and estimating the Company’s provision and accruals
management’s attention. The Company is also required to spend, in for its taxes requires significant judgement. As the Company
each financial year, at least 2% of its average net profits during the conduct its business, the final tax determination may be uncertain.
three immediately preceding financial years, calculated for Tata The Company operate in multiple geographical markets and
Motors Limited on a standalone basis under Ind AS, toward corporate its operations in each market are susceptible to additional
social responsibility activities. Furthermore, the Companies Act tax assessments and audits. The Company’s collaborations
imposes greater monetary and other liability on the Company with business partners are similarly susceptible to such tax
and its directors for any non-compliance. Due to limited relevant assessments. Authorities may engage in additional reviews,
jurisprudence, in the event that the Company’s interpretation of inquiries and audits that disrupt the Company’s operations or
the Companies Act differs from, or contradicts with, any judicial challenge its conclusions regarding tax matters. Any resulting
pronouncements or clarifications issued by the Government of tax assessment may be accompanied by a penalty (including
India in the future, the Company may face regulatory actions or revocation of a benefit or exemption from tax) or additional fee for
be required to undertake remedial steps. In addition, some of the failing to make the initial payment.
provisions of the Companies Act overlap with other existing laws
The Company’s tax rates may be affected by earnings estimation
and regulations (such as corporate governance provisions and
errors, losses in jurisdictions that do not grant a related tax benefit,
insider trading regulations issued by SEBI). SEBI promulgated
changes in currency rates, acquisitions, investments, or changes
the SEBI (Listing Obligations and Disclosure Requirements)
in laws, regulations, or practices. Additionally, government fiscal
Regulations, 2015, or the Listing Regulations, which are applicable
or political pressures may increase the likelihood of adverse
to all Indian companies with listed securities or companies
or aggressive interpretations of tax laws or regulations or the
intending to list its securities on an Indian stock exchange, and
imposition of arbitrary or onerous taxes, interest charges and
the Listing Regulations became effective on December 1, 2015.
penalties. Tax assessments may be levied even where the
Pursuant to the Listing Regulations, the Company is required to
Company consider its practices to be in compliance with tax laws
establish and maintain a vigilance mechanism for directors and
and regulations. Should the Company challenge such taxes or
employees to report their concerns about unethical behaviour,
believe them to be without merit, it may nonetheless be required
actual or suspected fraud or violation of the Company’s Code of
to pay them. These amounts may be materially different from the
Conduct or ethics policy under the Company’s whistleblower
Company’s expected tax assessments and could additionally result
policy, to implement increased disclosure requirements for price
in expropriation of assets, attachment of additional securities,
sensitive information, to conduct elaborate directors familiarization
liens, imposition of royalties or new taxes and requirements for
programs and comprehensive disclosures thereof, in accordance
local ownership or beneficiation.
with the Listing Regulations. The Company may face difficulties in
complying with any such overlapping requirements. Furthermore, The Company may have to comply with more stringent foreign
the Company cannot currently determine the impact of certain investment regulations in India in the event of an increase in
provisions of the Companies Act and the revised SEBI corporate shareholding of non-residents or if the Company is considered as
governance norms. Any increase in the Company’s compliance engaged in a sector in which foreign investment is restricted.
requirements or in the Company’s compliance costs may have a
Indian companies, which are owned or controlled by non-resident
material and adverse effect on the Company’s business, financial
persons, are subject to investment restrictions specified in the
condition and results of operations.
Consolidated FDI (Foreign Direct Investment) Policy. Under the
158
Consolidated FDI Policy, an Indian company is considered to be The Company’s business could be significantly influenced by
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Integrated Report & Annual Accounts 2018-19 I 74th Year
Rights of shareholders under Indian law may be more limited than enforce judgments obtained in courts of the United States against
under the laws of other jurisdictions. those persons outside the jurisdiction of their residence, including
judgments predicated solely upon U.S. federal securities laws.
The Company’s Articles of Association and Indian law govern
Moreover, it is unlikely that a court in India would award damages
the Company’s corporate affairs. Legal principles relating to
on the same basis as a foreign court if an action were brought in
these matters and the validity of corporate procedures, directors’
India or that an Indian court would enforce foreign judgments if it
fiduciary duties and liabilities, and shareholders’ rights may differ
viewed the amount of damages as excessive or inconsistent with
from those that would apply to a company incorporated in another
public policy.
jurisdiction. Shareholders’ rights under Indian law may not be as
extensive as shareholders’ rights under the laws of other countries Section 44A of the Indian Code of Civil Procedure, 1908, as amended,
or jurisdictions, including the United States. Investors may also or the Civil Code, provides that where a foreign judgment has been
have more difficulty in asserting their rights as a shareholder of rendered by a superior court (within the meaning of the section) in
the company than they would as a shareholder of a corporation any country or territory outside of India which the Government of
organized in another jurisdiction. India has by notification declared to be a reciprocating territory,
such foreign judgment may be enforced in India by proceedings in
The market value of the investment may fluctuate due to the
execution as if the judgment had been rendered by an appropriate
volatility of the Indian securities market.
court in India. However, the enforceability of such judgments is
Stock exchanges in India, including BSE Limited, or the BSE, have, subject to the exceptions set forth in Section 13 of the Civil Code.
in the past, experienced substantial fluctuations in the prices of
Section 44A of the Civil Code is applicable only to monetary
their listed securities. Such fluctuations, if they continue or recur,
decrees not being in the nature of amounts payable in respect of
could affect the market price and liquidity of the securities of Indian
taxes or other charges of a similar nature or in respect of fines or
companies, including the company’s Shares and ADSs. These
other penalties and does not include arbitration awards.
problems have included temporary exchange closures, broker
defaults, settlement delays and strikes by brokers. Volatility in If a judgment of a foreign court is not enforceable under Section
other stock exchanges, including, but not limited to, those in the 44A of the Civil Code as described above, it may be enforced in
United Kingdom and China, may affect the prices of securities in India only by a suit filed upon the judgment, subject to Section 13
India, including the company’s Shares, which may in turn affect of the Civil Code and not by proceedings in execution. Accordingly,
the price of its ADSs. In addition, the governing bodies of the stock as the United States has not been declared by the Government of
exchanges in India have from time to time imposed restrictions on India to be a reciprocating territory for the purposes of Section 44A,
trading in certain securities, limitations on price movements and a judgment rendered by a court in the United States may not be
margin requirements. Furthermore, from time to time, disputes enforced in India except by way of a suit filed upon the judgment.
have occurred between listed companies and stock exchanges
The suit must be brought in India within three years from the date
and other regulatory bodies, which in some cases may have had a
of the judgment in the same manner as any other suit filed to
negative effect on market sentiment.
enforce a civil liability in India. Generally, there are considerable
There may be a differing level of regulation and monitoring of the delays in the resolution of suits by Indian courts.
Indian securities markets and the activities of investors, brokers
A party seeking to enforce a foreign judgment in India is required
and other participants, than in the United States. SEBI received
to obtain prior approval from the RBI, under the Foreign Exchange
statutory powers in 1992 to assist it in carrying out its responsibility
Management Act, 1999, or FEMA to repatriate any amount
for improving disclosure and other regulatory standards for the
recovered pursuant to such enforcement. Any judgment in a
Indian securities markets. Subsequently, SEBI has prescribed
foreign currency would be converted into Indian rupees on the
regulations and guidelines in relation to disclosure requirements,
date of judgment and not on the date of payment.
insider dealing and other matters relevant to the Indian securities
market. There may, however, be less publicly available information Fluctuations in the exchange rate between the Indian rupee and
about Indian companies than is regularly made available by public the U.S. dollar may have a material adverse effect on the market
companies in the United States. value of the Company’s ADSs and Shares, independent of the
Company’s operating results.
Investors may have difficulty enforcing judgments against the
Company or its management. The exchange rate between the Indian rupee and the U.S. dollar
has changed materially in the last two decades and may materially
The Company is a public limited company incorporated in India.
fluctuate in the future. Fluctuations in the exchange rate between
The majority of the Company’s directors and executive officers
the Indian rupee and the U.S. dollar will affect, among others things,
are residents of India and substantially all of the assets of those
the U.S. dollar equivalents of the price of the Company’s shares
persons and a substantial portion of the Company’s assets are
in Indian rupees as quoted on stock exchanges in India and, as a
located in India. As a result, it may not be possible for investors
result, may affect the market price of the ADSs. Such fluctuations
to effect service of process within the United States upon those
will also affect the U.S. dollar equivalent of any cash dividends in
persons or the Company. In addition, investors may be unable to
Indian rupees received on the Shares represented by the ADSs and
160
the U.S. dollar equivalent of the proceeds in Indian rupee of a sale subscribing to these new Shares unless a registration statement
161
Integrated Report & Annual Accounts 2018-19 I 74th Year
162
and adequacy of internal controls for financial reporting, in circulation of printed agenda papers. The following table,
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Integrated Report & Annual Accounts 2018-19 I 74th Year
The Company actively uses the facility of video conferencing, Key Board Skills, Expertise and Competencies: The Board
permitted under Section 173(2) of the Act read together with Rule 3 comprises qualified members who bring in the required skills,
of the Companies (Meetings of Board and its Powers) Rules, 2014, competence and expertise to enable them to effectively contribute
thereby saving resources and cost to the Company and valued time in deliberations at Board and Committee meetings. The below
of the Directors. matrix summarizes a mix of skills, expertise and competencies
expected to be possessed by our individual directors, which are
Board Effectiveness Evaluation: Pursuant to provisions of
key to corporate governance and board effectiveness:
Regulation 17(10) of the SEBI Listing Regulations and the
provisions of the Act, an annual Board effectiveness evaluation Key Board Skills / Expertise / Competencies
was conducted for FY 2018-19 on March 26, 2019, involving
Entrepreneur / Extended entrepreneurial / leadership experience
the following:
Leadership for a significant enterprise, resulting in a practical
i. Evaluation of IDs, in their absence, by the entire Board was understanding of organizations, processes,
undertaken, based on their performance and fulfillment of the strategic planning, and risk management.
independence criteria prescribed under the Act and SEBI Listing Demonstrated strengths in developing talent,
planning succession and driving change and
Regulations; and
long-term growth.
ii. Evaluation of the Board of Directors, its Committees and
Engineering and Engineering and the development of new
individual Directors, including the role of the Board Chairman. Technology technologies involving application of scientific
An IDs’ meeting, in accordance with the provisions of Section and mathematical knowledge to design and
149(8) read with Schedule IV of the Act and Regulation 25(3) and operation of objects, systems and processes to
help the Company solve problems and reach its
25(4) of the SEBI Listing Regulations, was convened on March 26,
goals.
2019, mainly to review the performance of NINEDs, Whole-time
Directors ('WTDs') and the Chairman as also the Board as a whole. Financial Education and experience as an auditor or
Expertise public accountant or a principal financial officer,
All IDs were present at the said meeting.
comptroller or principal accounting officer or
For further details pertaining to the same, kindly refer to the holding a position involving performance of
Board’s Report. similar functions.
Global Exposure Experience in driving business success in
Board Diversity: To ensure that a transparent Board nomination
markets around the world, with an understanding
process is in place that encourages diversity of thought, of diverse business environments, economic
experience, knowledge, perspective, age and gender, the Board conditions, cultures, and regulatory frameworks
has adopted a Diversity Policy, formulated by the Nomination & as well as a broad perspective on global market
Remuneration Committee ('NRC'), wherein it is expected that the opportunities.
Board has an appropriate blend of functional and industry expertise. Automobile A significant background in automotive or similar
While recommending appointment of a director, the NRC considers Industry industries, resulting in knowledge of how to
the manner in which the function and domain expertise of the Experience anticipate market trends, generate disruptive
individual could contribute to the overall skill-domain mix of the innovation and extend or create new business
models.
Board. The following chart illustrates the Board diversity on the
basis of geography, composition and gender. Diversity Representation of gender, ethnic, geographic
cultural, or other perspectives that expand
the Board’s understanding of the needs
and viewpoints of our customers, partners,
employees, governments and other stakeholders
worldwide.
European
33% Mergers and Experience or record of leading growth through
Acquisitions acquisitions and other business combinations,
with the ability to assess ‘build or buy’ decisions,
NINED WTD
22% Male 22% analyze the fit of a target with the Company’s
78%
strategy and culture, accurately value
Indian transactions and evaluate operational integration
Middle
56%
plans.
Eastern Female
11%
22% Board Service and Service on other public company boards, to
Governance develop insights about maintaining board
ID
56% and management accountability, protecting
shareholder interests and observing appropriate
governance practices.
Sales and Experience in developing strategies to grow sales
Geography Board Composition Gender
Marketing and market share, build brand awareness and
equity and enhance brand reputation.
164
Familiarisation Programme: Kindly refer to the Company’s website operate as empowered agents of the Board as per their Charter/
SHAREHOLDERS
CEO & MD
Corporate Communications(3)
Company Secretary
Government Affairs
Notes:
(1) The CEO & MD chairs the ExCom
(2) Business Committees are chaired by related ExCom Member where indicated, otherwise by the CEO & MD
(3) Associated Member of the ExCom
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Integrated Report & Annual Accounts 2018-19 I 74th Year
Committee Meeting Dates May 23, 2018 May 23, 2018 Aug. 3, 2018 July 5, 2018 July 5, 2018 May 3, 2018
July 5, 2018 July 31, 2018 Oct. 4, 2018 Oct. 3, 2018 Aug. 1, 2018 Oct. 3, 2018
July 28, 2018 March 26, 2019 March 26, 2019 Oct. 4, 2018
July 31, 2018 March 25, 2019
Sept. 14, 2018
Oct. 3, 2018
Oct. 31, 2018
Jan. 17, 2019
Feb. 7, 2019
March 26, 2019
Table Key: (C) - Chairperson; M – Member; NINED – Non-Independent Non-Executive Director; ID-Independent Director; CEO & MD – Chief Executive
Officer & Managing Director; ED & COO – Executive Director & Chief Operating Officer; Group CFO - Group Chief Financial Officer
The decisions are taken by the Committee, at meetings or by SEBI Listing Regulations and US regulations applicable to the
passing circular resolutions. The quorum for the above Committee Company and is reviewed from time to time. Whilst, the full
Meetings is two members or one-third of its members, whichever is Charter is available on the Company’s website https://investors.
higher. The Company Secretary acts as the secretary for all Board tatamotors.com/pdf/audit_committee _charter.pdf, given below
Committees. The Chairperson of each Committee briefs the Board is a gist of the responsibilities of the Audit Committee, after
on significant discussions at its meetings. During the financial year incorporating therein the regulatory changes mandated under
all recommendations made by the various Committees have been the SEBI (Listing Obligations and Disclosure Requirements)
accepted by the Board. (Amendment) Regulations, 2018:
AUDIT COMMITTEE i.
Reviewing with the management, quarterly/annual financial
statements before submission to the Board, focusing primarily on:
The Audit Committee functions according to its Charter -
The Company’s financial reporting process and the
that defines its composition, authority, responsibility and disclosure of its financial information, including earnings,
reporting functions in accordance with Section 177 of the press release, to ensure that the financial statements are
Act, Regulation 18(3) read with Part C of Schedule II of the correct, sufficient and credible;
166
- Reports on the Management Discussion and Analysis of x. Look into reasons for any substantial defaults in payment to
167
Integrated Report & Annual Accounts 2018-19 I 74th Year
168
Notice of this AGM. The Commission to the Non-Executive Managing and Executive Director
169
Integrated Report & Annual Accounts 2018-19 I 74th Year
The terms of appointment with respect to severance notice period and fees payable is reproduced below:
The Directors of the Company are not eligible to receive employee STAKEHOLDERS’ RELATIONSHIP COMMITTEE
stock options and have accordingly not participated in the
The Stakeholders’ Relationship Committee functions in accordance
Employee Stock Option Scheme of the Company.
with Section 178 of the Act and Regulation 20 read with Part D of
Retirement Policy for Directors Schedule II of the SEBI Listing Regulations. The suitably revised
terms of reference enumerated in the Committee Charter, after
As per the retirement age policy adopted by the Company, the
incorporating therein the regulatory changes mandated under
CEO & MD and the ED & COO retire at the age of 65 years. The
the SEBI (Listing Obligations and Disclosure Requirements)
retirement age for NINEDs is 70 years and for IDs is 75 years as per
(Amendment) Regulations, 2018, are as follows:
the Governance Guidelines on Board Effectiveness. Accordingly,
- Approve issue of duplicate certificates for securities and
all IDs have a tenure of 5 years or a tenure upto the retirement age
transmission of securities.
of 75 years, whichever is earlier.
- Resolve grievances of security holders of the Company,
Succession Planning including complaints related to transfer/transmission of shares,
non-receipt of annual report, non-receipt of declared dividends,
The NRC works with the Board on the leadership succession
issue of new/duplicate certificates, general meetings, etc.
plan to ensure orderly succession in appointments to the
Board and in the senior management. The Company strives - Review measures taken for effective exercise of voting rights
to maintain an appropriate balance of skills and experience, by shareholders.
within the organization and the Board, in an endeavor to - Review adherence to the service standards adopted by the
introduce new perspectives, whilst maintaining experience Company in respect of various services being rendered by the
and continuity. Registrar & Share Transfer Agent.
- Review various measures and initiatives taken by the Company
By integrating workforce planning with strategic business planning, for reducing the quantum of unclaimed dividends and ensuring
the Company deploys necessary financial and human resources to timely receipt of dividend warrants/annual reports/statutory
meet its objectives. Succession planning and elevation within the notices by the shareholders of the Company.
organization, fuel the ambitions of its talent force, to earn future
- Oversee statutory compliance relating to all securities
leadership roles.
including dividend payments and transfer of unclaimed
Our Board includes 9 directors with broad and diverse skills and amounts to the Investor Education and Protection Fund.
viewpoints to aid the Company in formulating and implementing - Review movements in shareholding and ownership structures
its strategy. of the Company.
- Conduct a Shareholders’ Satisfaction Survey to ascertain the
level of satisfaction amongst shareholders.
170
- Suggest and drive implementation of various investor-friendly (1)
These correspondence pertain to court cases involving retrieval
171
Integrated Report & Annual Accounts 2018-19 I 74th Year
-
Oversee Company’s process and policies for determining - To provide direction to Tata Motors Group in carrying out its
risk tolerance and review management’s measurement and safety, health and sustainability function;
comparison of overall risk tolerance to established levels. - To frame broad guidelines/policies with regard to safety,
- Review and analyze risk exposure related to specific issues, health and sustainability;
concentrations and limit excesses and provide oversight of risk - To oversee the implementation of these guidelines/policies; and
across organization. - To review the safety, health and sustainability policies,
processes and systems periodically and recommend measures
- Review compliance with enterprise risk management policy,
for improvement from time to time.
monitor breaches / trigger trips of risk tolerance limits and
direct action. CODE OF CONDUCT
- Nurture a healthy and independent risk management function
Whilst the Tata Code of Conduct is applicable to all Whole-
in the Company.
time Directors and employees of the Company, the Board has
- Carry out any other function as is referred by the Board from time. also adopted the Tata Code of Conduct for NINEDs and IDs as
The Committee operates as per its Charter approved by the Board specified under Schedule IV of the Act and Regulation 26(3) of
and within the broad guidelines laid down in it. The Company has a the SEBI Listing Regulations. The detailed Codes of Conduct are
Risk Management Policy in accordance with the provisions of the respectively available on the website of the Company at https://
Act and SEBI Listing Regulations. It establishes various levels of www.tatamotors.com/wp-content/uploads/2015/10/09042523/
accountability and overview within the Company, while vesting tata-code-of-conduct1.pdf and https://investors.tatamotors.com/
identified managers with responsibility for each significant risk. pdf/ned-id.pdf. Pursuant to Regulation 26(5) of the SEBI Listing
Regulations, all members of senior management have confirmed
The Board takes responsibility for the overall process of risk
that there are no material, financial and commercial transactions
management in the organisation. Through Enterprise Risk
wherein they have a personal interest that may have a potential
Management Programme, business units and corporate
conflict with the interest of the Company at large. Pursuant to
functions address opportunities and the attendant risks with an
Regulation 26(3) of the SEBI Listing Regulations, all the Board
institutionalized approach aligned to the Company’s objectives.
members and senior management of the Company as on March
The business risk is managed through cross-functional
31, 2019 have affirmed compliance with their respective Codes
involvement and communication across businesses. The results
of Conduct. A Declaration to this effect, duly signed by the CEO
of the risk assessment are thoroughly discussed with the Senior
& MD is annexed to this Report. Furthermore, pursuant to the
Management before being presented to the RMC.
provisions of Regulations 8 and 9 under the SEBI (Prohibition of
THE SAFETY, HEALTH & SUSTAINABILITY COMMITTEE Insider Trading) Regulations, 2015 the Company has adopted and
endeavors adherence to the Tata Code of Conduct for Prevention
The Committee reviews Safety, Health and Sustainability practices.
of Insider Trading and the Code of Corporate Disclosure Practices.
The terms of reference of the Committee include the following:
Kindly refer to the Company’s website https://investors.tatamotors.
- To take a holistic approach to safety, health and sustainability com/pdf/CodeCorporateDisclosure.pdf for the detailed Code of
matters in decision making; Corporate Disclosure Policy of the Company.
172
There were no special resolutions proposed to be passed through GENERAL INFORMATION FOR MEMBERS
MEANS OF COMMUNICATION Date and Time Tuesday, July 30, 2019 at 3:00 p.m.
Live webcast of AGM: The Company voluntarily provided live Market price data - monthly high/low of the closing price and
webcast facility of the proceedings of the 73rd AGM held on trading volumes on BSE/NSE depicting liquidity of the Company’s
August 3, 2018 for those shareholders who chose to attend the Ordinary Shares and ‘A’ Ordinary Shares on the said exchanges is
AGM electronically. given hereunder:-
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Integrated Report & Annual Accounts 2018-19 I 74th Year
The performance of the Company’s average monthly stock price vis-à-vis the Sensex, Auto Index and American Depository Receipt (ADR):
Month Ordinary Shares (`) ‘A’ Ordinary Shares (`) BSE Sensex (`) Auto Index (`) ADR Price (US$)
April 2018 344.31 194.70 34,145.68 25,393.50 $25.993
May 2018 313.68 181.87 35,079.56 24,782.40 $23.067
June 2018 295.73 176.01 35,405.14 24,606.75 $21.661
July 2018 262.86 148.74 36,406.38 24,353.51 $19.160
August 2018 258.04 140.37 38,061.53 24,405.81 $18.412
September 2018 255.09 136.66 37,397.50 23,521.30 $17.571
October 2018 188.08 102.67 34,518.84 19,981.69 $12.742
November 2018 183.15 99.65 35,298.95 20,566.36 $12.674
December 2018 169.33 92.43 35,868.71 20,692.42 $11.866
January 2019 178.05 94.22 36,053.00 19,580.83 $12.663
February 2019 168.92 87.17 36,138.34 18,702.17 $11.810
March 2019 180.08 89.87 37,634.96 19,217.96 $12.915
The monthly high and low of the Company’s ADRs is given below:
(in US $)
Month High Low Month High Low
April 2018 28.02 24.56 October 2018 15.73 11.28
May 2018 25.53 20.95 November 2018 13.47 12.22
June 2018 22.97 19.14 December 2018 12.65 11.00
July 2018 20.01 18.28 January 2019 13.19 11.83
August 2018 19.37 17.78 February 2019 12.85 10.57
September 2018 19.33 15.43 March 2019 13.76 12.30
Each Depositary Receipt represents 5 underlying Ordinary Shares of face value of ` 2/- each.
174
(ii) Jamshedpur: Bungalow No.1, “E” Road, Northern Town, received from investors and other miscellaneous correspondence
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Integrated Report & Annual Accounts 2018-19 I 74th Year
for a period of 7 years from the date they became due for payment, have to be transferred to the IEPF Authority, established by the
Central Government.
Furthermore, the IEPF Rules mandate companies to transfer shares of shareholders whose dividends remain unpaid / unclaimed for
a period of 7 consecutive years to the demat account of the IEPF Authority. The said requirement does not apply to shares in respect
of which there is a specific order of the Court, Tribunal or Statutory Authority, restraining any transfer of shares.
In light of the aforesaid provisions, the Company has during the year, transferred to IEPF the unclaimed dividends, outstanding for
7 consecutive years of the Company. Further, shares of the Company, in respect of which dividends have not been claimed for 7
consecutive years or more, have also been transferred to the demat account of the IEPF Authority. The details of the unclaimed
dividends and shares transferred to IEPF during FY 2018-19 are as follows:
Number of shares transferred
Financial Year Amount of unclaimed dividend transferred (`)
Ordinary Shares ‘A’ Ordinary Shares
2010-11 3,59,73,435 4,13,599 2,582
Total 3,59,73,435 4,13,599 2,582
The members who have a claim on the above dividends and shares may claim the same from the IEPF Authority by submitting an online
application in the prescribed Form No.IEPF-5 available on the website www.iepf.gov.in and sending a physical copy of the same duly
signed to the Company along with requisite documents enumerated in the Form No. IEPF-5. No claims shall lie against the Company in
respect of the dividend/shares so transferred. The Members/Claimants can file only one consolidated claim in a financial year as per the
IEPF Rules.
Considering the above, there are no shares lying in the suspense account of the Company under Regulation 39(4) of the SEBI Listing
Regulations.
The Company strongly recommends shareholders to encash / claim their respective dividend within the period given below
from the Company’s Registrar and Share Transfer Agents:
176
DISTRIBUTION OF SHAREHOLDING AS AT MARCH 31, 2019
DEMATERIALISATION OF SHARES
The Company’s Ordinary and ‘A’ Ordinary Shares are tradable compulsorily in electronic form. The electronic holding of the shares as on March
31, 2019 through the National Securities Depository Limited (NSDL) and the Central Depository Services Limited ('CDSL') are as follows:
OUTSTANDING SECURITIES
Outstanding Depositary Receipts/Warrants or Convertible instruments, conversion / maturity date and likely impact on equity as on
March 31, 2019 are as follows:
• Depositary Receipts: The Company has 6,47,39,272 ADRs listed on the New York Stock Exchange as on March 31, 2019. Each
Depository Receipt represents 5 underlying Ordinary Shares of `2/- each.
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Integrated Report & Annual Accounts 2018-19 I 74th Year
• Senior Unsecured Notes: In October 2014, the Company issued a dual tranche of Senior Unsecured Notes, details of which are given
hereunder:
Issue Size
Security Type ISIN Yield per annum (%) Date of Maturity Listing
(US$)
Senior Unsecured Notes XS1121907676 262,532,000 4.625% April 30, 2020 Singapore Stock
Senior Unsecured Notes XS1121908211 250,000,000 5.750% October 30, 2024 Exchange
• There are no outstanding warrants or any other convertible instruments issued by the Company.
• The following Non-Convertible Debentures ('NCDs') are listed on NSE and BSE under Wholesale Debt Market segment*:
Principal Amount Yield to Maturity
Series No. Stock Exchange Listing ISIN Date of Maturity
(` in crores) (%)
E 22 NSE INE155A07219 200 9.95 March 2, 2020
E 23A NSE INE155A08043 150 9.90 May 7, 2020
E 23B NSE INE155A08050 100 9.75 May 24, 2020
E 23C NSE INE155A08068 150 9.70 June 18, 2020
E 24B NSE INE155A08084 110 10.00 May 28, 2019
E26B NSE INE155A08191 300 9.81 August 20, 2024
E26C NSE INE155A08209 200 9.77 September 12, 2024
E26D (Option - I) NSE INE155A08217 300 9.71 October 1, 2019
E26D (Option - II) NSE INE155A08225 400 9.73 October 1, 2020
E26E NSE & BSE INE155A08233 400 9.60 October 29, 2022
E26F NSE & BSE INE155A08241 400 9.35 November 10, 2023
E26G NSE & BSE INE155A08258 300 9.02 December 10, 2021
E27B NSE & BSE INE155A08282 300 8.40 May 26, 2021
E27D NSE & BSE INE155A08308 400 8.00 August 1, 2019
E27E NSE & BSE INE155A08316 300 7.50 October 20, 2021
E27F NSE & BSE INE155A08324 500 7.71 March 3, 2022
E27G NSE & BSE INE155A08332 500 7.84 September 27, 2021
E27H NSE & BSE INE155A08340 500 7.50 June 22, 2022
E27I (Tranche 1) NSE & BSE INE155A08357 500 7.28 July 29, 2020
E27I (Tranche 2) NSE & BSE INE155A08365 500 7.40 June 29, 2021
*Detailed information on the above debentures is included in the ‘Notes to Accounts’.
Debenture Trustee: Vistra ITCL (India) Limited, situated at the IL&FS Financial Centre, 7th Floor, Plot C- 22, G Block, Bandra Kurla Complex,
Bandra (E), Mumbai 400051, are the debenture trustees for all the aforementioned NCD’s issued by the Company. They may be contacted
at Tel.: +91 22 2659 3333, Fax : + 91 22 2653 3297, Email id: itclcomplianceofficer@vistra.com.
PLANT LOCATIONS
178
ADDRESS FOR CORRESPONDENCE The Company adopted a Policy for Determining Material
179
Integrated Report & Annual Accounts 2018-19 I 74th Year
180
c. Commodity risks faced by the Company during the year in their network firm. For details please refer to the Note No. 36
Information on the Company’s website, regarding key policies, codes and charters, adopted by the Company:
181
Integrated Report & Annual Accounts 2018-19 I 74th Year
N Chandrasekaran
Chairman
(DIN: 00121863)
Mumbai, May 20, 2019
182
DECLARATION BY THE CEO & MD UNDER REGULATION 26(3) OF THE SEBI
183
Integrated Report & Annual Accounts 2018-19 I 74th Year
184
community. In FY 2019, 381,437 members benefited from 3.
Do any other entity/entities (e.g. suppliers, distributors
185
Integrated Report & Annual Accounts 2018-19 I 74th Year
186
Principle Applicable Policies Link for policies
Principle 5: Businesses should respect and promote Tata Code of Conduct https://www.tata.com/about-us/tata-code-of-
human rights. Sustainability Policy conduct
Whistle Blower Policy https://www.tatamotors.com/about-us/corporate-
governance/policies
http://investors.tatamotors.com/pdf/whistle-
blower-policy.pdf
Principle 9: Businesses should engage with and Tata Code of Conduct https://www.tata.com/about-us/tata-code-of-
provide value to their customers and consumers in a Quality Policy conduct
responsible manner. http://www.tatamotors.com/about-us/corporate-
governance/policies
187
Integrated Report & Annual Accounts 2018-19 I 74th Year
serve as the Company’s Communication on Progress Written application to Ethics and compliance:
(COP) as part of United Nations Global Compact (UNGC)
All concerns can be reported to Chief Ethics Counselor/
signatory reporting obligations and have been aligned
Chairman of the Audit Committee in Hindi, English or any
with the NVG-SEE released by Ministry of Corporate
regional language.
Governance. The Company also publishes the Annual
CSR Report to highlight the community engagement 2. How many stakeholder complaints have been received in the
strategy and performance. The Company’s CSR Report past financial year and what percentage was satisfactorily
can be viewed at https://www.tatamotors.com/wp- resolved by the management? If so, provide details thereof, in
content/uploads/2018/07/06111347/annual-csr- about 50 words or so.
report-2017-18.pdf
Stakeholders Complaint Received 76
Section E: Principle-wise performance Stakeholders Complaint Resolved 35
Principle 1: Ethics, Transparency and Accountability Percentage of Stakeholders Complaint Resolved 46.05
1. Does the policy relating to ethics, bribery and corruption cover Includes TCoC concerns, investor complaints and customer
only the company? Yes/ No. Does it extend to the Group/Joint complaints
Ventures/ Suppliers/Contractors/ NGOs/Others? The Company has setup an investor grievance mechanism to
The Company has adopted the TCoC to remain consistently respond to investor grievances in a timely and appropriate
vigilant and ensure ethical conduct of its operations. All manner. The investor grievances are also reviewed at the
internal and external stakeholders of the Tata Group are Board level by an Investors’ Grievance Committee and
expected to work within boundaries of the TCoC. The immediate action is taken to resolve the same. The TCoC
Company ensures compliance of ethical standards by its concerns are resolved through internal review mechanism
vendors and contractors through appropriate clauses in by Ethics Counselor and Senior Management. Both the
its work contracts to which they are obligated. Generally, Commercial Vehicles Business Unit and Passenger Vehicles
the contract includes clauses in relation to Human Rights Business Unit have established robust customer care
Protection, Corruption practices and other things related to systems which track customer complaints and responds to
ethics. Training and awareness on TCoC is provided to all them in the minimum time possible.
employees and relevant stakeholders are also made aware Principle 2 Product Life Cycle Sustainability
of the same from time to time.
1. List up to 3 of your products or services whose design has
The Company also has a whistle blower mechanism, which is incorporated social or environmental concerns, risks and/or
being governed by the Whistle Blower Policy. Through this it has opportunities.
placed mechanisms for ensuring confidentiality and protecting
the whistle blower from any harassment/ victimization. The The Company is a leading automobile manufacturer of
Policy covers instances pertaining to any unfair practice like India and has played a significant role over the years in
retaliation, threat or intimidation of termination/suspension contributing to economic growth through its commercial
of service, disciplinary action, transfer, demotion, refusal of and passenger vehicles which transport people, goods and
promotion, or the like including any direct or indirect use of help notch time. The Company realizes its responsibility
authority to obstruct the Whistle Blower’s right to continue to as a growth enabler and endeavors to create vehicles
perform his duties/functions including making further Protected which will promote entrepreneurship. The Company is
Disclosure. The policy is directly monitored by the Chairman of also cognizant about environmental impacts caused by the
the Audit Committee and the Group Ethics Officer. production and lifecycle of its products and continually
strives to innovate measures to reduce such impacts.
Ethics Helpline: Keeping up with the momentum around deployment of
The Company has an ethics helpline where employees can sustainable vehicles created in 2017-18, during FY 2019,
place anonymous complaints against ethics violations as per the Company initiated a supply of 40 units of the ‘Ultra 9m
the Policy of the Company. The ethics helpline can be reached AC Electric buses’ to the Lucknow City Transport Services
in the following ways: Ltd and 80 Electric buses to the West Bengal Transport
Corporation. The Company has also collaborated with
Ethics Hotline: 1800 1032931 / 022-2287 1839. Capegemini to deploy Tigor EVs to Bengaluru, Chennai and
Oral reports will normally be documented by the Chief Ethics Hyderabad. Below are few of the products which have been
Counselor/Chairman of the Audit Committee by accessing the designed to address social or environmental concerns,
voice mail by a written transcription of the oral report. risks and/or opportunities.
188
Product Social or environmental benefits
2. For each such product, provide the following details in respect engine epitomizes the Fuel-Next philosophy of the
of resource use (energy, water, raw material etc.) per unit of Company. It is developed using a range of eco-friendly
product (optional): and future oriented technologies. It also incorporates
latest know-how like multi drive modes, allowing the best
(a)
Reduction during sourcing/production/ distribution
of economy and driving pleasure. The Company’s value
achieved since the previous year throughout the value
proposition in the commercial vehicles is aimed to create
chain?
vehicles with lowest overall cost of ownership. The Recon
In order to reduce the vehicular weight, the focus of the business, which reconditions aggregates, extends the life
189
Integrated Report & Annual Accounts 2018-19 I 74th Year
sourced. Transportation and logistics optimization is an 4. Please indicate the Number of permanent employees with
ongoing activity to reduce the related environmental impacts. disabilities
The Pantnagar and Sanand plants have created a vendor park 16 as on 31st March, 2019. These employees represent self
model wherein the key vendors are situated surrounding the severe disability
plant. This not only enables to optimize the production related
5. Do you have an employee association that is recognized by
costs but also significantly reduces the environmental impact
management?
of transportation of components.
The manufacturing plants at Jamshedpur, Pune, Lucknow,
4. Has the company taken any steps to procure goods and
Pantnagar and Sanand have employee unions recognized by
services from local & small producers, including communities
the Management. The Company enters into long term wage
surrounding their place of work? If yes, what steps have been
settlements with these recognized unions.
taken to improve their capacity and capability of local and
small vendors? 6. What percentage of your permanent employees is members
of this recognized employee association?
During the year, the Company procured 63.26% of the
materials (by value) from local sources, where local is defined Around 97% of the operative employees at Jamshedpur, Pune,
as the State in which the manufacturing plant is established. Lucknow, Pantnagar & Sanand plants are members of these
employee unions. These employees represent around 55% of
The Company takes significant initiatives in enhancing the
the total permanent employees at these five plants. We do not
capabilities of local and small vendors.
have an Employees Union at our Dharwad Plant presently.
To ensure reliable and responsible suppliers for automotive
7. Please indicate the Number of complaints relating to child
production and service parts, the Company expects all its
labour, forced labour, involuntary labour, sexual harassment
suppliers to adopt the ISO 9001/IATF Quality Management
in the last financial year and pending, as on the end of the
System frameworks. The Company also encourage its dealers
financial year.
to adopt Quality, Environmental and Occupational Health &
Safety Management Systems. In addition to this, the Company No of complaints
No of complaints
has an Environment Procurement Policy and Sustainability Sr.
Category filed during the
pending as on end
Policy to engage with its value chain partners on environmental No. of the financial
financial year
year
sustainability.
1. Child labour/forced NIL NIL
5. Does the company have a mechanism to recycle products and labour/involuntary
waste? If yes what is the percentage of recycling of products labour
and waste (separately as <5%, 5-10%, >10%). Also, provide 2. Sexual harassment 11 1
3. Discriminatory NIL NIL
details thereof, in about 50 words or so.
employment
Being the Company’s ongoing endeavor, it has a mechanism to 8. What percentage of your under mentioned employees were
recycle its products and limit the waste arising from production given safety & skill up-gradation training in the last year
of vehicles. The Company has initiated well defined program
‘Prolife’ with objective to reduce waste and minimize the need • Permanent Employees
of raw materials to produce a brand new item. In FY 2019, • Permanent Women Employees
a total of 32,092 components were reconditioned and the • Casual/Temporary/Contractual Employees
reconditioned blocks were exported to international markets. • Employees with Disabilities
Hazardous waste is disposed as per regulatory requirements Safety is of paramount importance to the Company. All
through the Common Hazardous Waste Treatment, Storage & employees in the Company are provided with safety
Disposal Facilities (CHWTSDF), authorized recyclers and co- training as part of their induction programme. The safety
processing in cement plants. induction programme is also a compulsory requirement
for contract workforce before they are inducted into the
Principle 3 Employee Wellbeing
system. The Company has a structured safety training
1. Please indicate the Total number of employees. agenda on an on-going basis to build a culture of safety
52,757 as on 31st March, 2019 (Includes Permanent, across its workforce.
Temporary, trainee and contractual employees)
The Company believes in continual learning of its employees
2.
Please indicate the Total number of employees hired on and has institutionalized a continual learning model for skill
temporary/ contractual/ casual basis. upgradation, especially at the shop-floor level. The learning
44,061 as on 31st March, 2019 and development needs of management cadre employees
3. Please indicate the Number of permanent women employees. are met through the Company’s L&D structure which includes
986 as on 31st March, 2019 various training delivery mechanisms.
190
Principle 4: Stakeholder Engagement stakeholder group of communities, the Company works
191
Integrated Report & Annual Accounts 2018-19 I 74th Year
The Tata Group is a participant to the Prime Minister’s Low from the grid, in line with regulatory policies / frameworks
Carbon Committee as well as was a member in the Steering and tariffs in those States where the Company operates.
Committee of ‘Caring for Climate’ initiative of the United Nations
(B) Energy Efficiency / Clean Technology
Global Compact and United Nations Environment Programme.
The Company initiated supply of 40 units of the Ultra 9m
3. Does the company identify and assess potential environmental
AC Electric buses to the Lucknow City Transport Services
risks? Y/N
Ltd (LCTSL) and supplied 80 Electric buses to the West
Yes, the Company has established a Sustainability Policy Bengal Transport Corporation (WBTC). The Company
and Environmental Policy which guides its efforts in also collaborated with Capegemini to deploy Tigor EVs to
minimizing environmental impacts and continually improve Bengaluru, Chennai and Hyderabad. The Tata Group is a
its environmental performance throughout the life cycle of participant to the Prime Minister’s Low Carbon Committee
the product. All Indian manufacturing plants are certified to as well as was a member in the Steering Committee of
Environmental Management Systems (EMS) as per ISO 14001. ‘Caring for Climate’ initiative of the United Nations Global
As part of EMS implementation, potential environmental Compact and United Nations Environment Programme.
risks are identified and appropriate mitigation strategies are
The Company has also implemented significant Energy
planned.
Conservation projects across its manufacturing plants and
4.
Does the company have any project related to Clean offices in FY 2019.
Development Mechanism? If so, provide details thereof, in
●
Pune PV Plant refurbished ventilation ASU, PTCED
about 50 words or so. Also, if yes, whether any environmental
chiller & CED oven and optimized top coat ASU/Exh
compliance report is filed?
booth frequency at the paint booth. The Plant also
None of our Plants have undertaken Clean Development provided additional fixtures on new headlines at engine
Mechanism projects during FY 2019. shop. At the press shop, they optimized line running
and provided a single push button for switching the line
5. Has the company undertaken any other initiatives on - clean
2 motor off. At the weld shop, UBF and X0 robotic lines
technology, energy efficiency, renewable energy, etc.? Y/N. If
have been shut down, robots controller AC shutdown
yes, please give hyperlink for web page etc.
and optimization of running hours of zest closure pump
The Company continued to work on improving energy house. LED lights have been provided and portable
efficiency, clean technology and increased consumption tube light trolleys provided as a replacement for
of renewable energy in line with its aspiration to RE100 manual switching on of lights.
- which is a collaborative, global initiative of influential
● Dharwad Plant reduced the blower speed of ASU tag,
businesses aspiring to source 100% renewable electricity
optimized DC and AHU blower using the speed reducing
for operations.
facility on HMI, eliminated manual cooling fans at forced
(A) Renewable Energy cooling zone. Water consumption reduced at DM plant
which led to power saving, ACC oven exit blower running
During FY 2019, the Company has set up in-house RE
optimized. Water circuit modified for ARM gun by taking
generation capacity (solar and wind) which includes:
thyristor and gun in series.
● 21.95 MW Captive Wind Power project at Supa and
● Sanand Plant installed LED tube lights, replaced 400
Satara in Maharashtra;
Watt metal halide lights with 28*2 watt tube lights in
●
25KW Solar PV installations in addition to existing 16.5 meter area, ED chiller and Deck Cooling Chiller
2MW Solar PV at Lucknow works set point increased from 7 degree Celsius to 7.5
degree Celsius. Also, the plant runs Work Deck ASU
●
2MW Solar PV installation in addition to the existing
in a combined mode when all lines are running and
2.1 MW Solar PV at Pune Works
in individual mode when selected lines are running.
● 2 MW Roof-top Solar PV installation at Sanand Works Heat leakages have been arrested in all ovens and
waste recovery system installed. Equipment running
● 18.5 kWp Solar PV installation at Pantnagar Works;
hours optimized to reduce the fixed load consumption
and
by close monitoring of equipment startup time and
● 7.2 kW hybrid-wind and solar installation at Dharwad magnetic fuel saver installed.
Works
● Lucknow Plant migrated to LED lighting in Line 1 and
The Company sources off-site wind power at its Pune, street lights, replaced existing 250W HPSV street light
Sanand and Dharwad works through Power Purchase with LED 100W fittings in Test Track, reduced SPC in
Agreements (PPA) with Third Party Wind Power Generators. compressed air system, forced draft ventilation system
The Company would continue to source renewable power and AC system. Motion sensors have been installed in
192
Line 4, 5 stores and IT Data Centre for ensuring that Highways of India (MoSRTH) along with Automotive
I.
The Company participated in the following National ● Meetings with Hon Minister, Ministries & Joint Secretary
Committees which are working on formulating policies for finalizing/discussing the safety aspects of various
and regulations for improvement of environment including vehicle categories like buses, trucks and passenger cars
Green House Gases (GHGs) reduction throughout the ● Central Motor Vehicle Rules- Technical Standing
Country: Committee (CMVR TSC)
● Standing Committee on Emissions (SCOE) ● Automotive Industry Standards Committee (AISC)
●
Sub-committee on Idle (CO & HC) emission norms ● BIS TEDC /TED Committee Meetings
of Union Ministry of Shipping, Road Transport and
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Integrated Report & Annual Accounts 2018-19 I 74th Year
● Society of Indian Automobile Manufacturers (SIAM) engagement strategy, is percolated to each manufacturing
Council & various SIAM Group Meetings (CSR, EnC etc) plant through a detailed community development plan.
The plant specific plan, addresses the local needs while
● AISC/TED Panel Meetings on Individual Subjects the corporate cell addresses few company-wide strategic
The Company participated in all the panel meetings community development initiatives like driver training,
pertaining to emissions, fuel economy, conventional & non- etc. The initiatives primarily focus on Arogya (Health),
conventional fuels for rules and standards formulation. Vidyadhanam (Education), Kaushalya (Employability) and
Vasundhara (Environment). Seva, the employee volunteering
2.
Have you advocated/lobbied through above associations initiative provides our employees with a platform to be a part
for the advancement or improvement of public good? Yes/ of our community initiatives. The Company along with its
No; if yes specify the broad areas (drop box: Governance and employees also supports Sumant Moolgaonkar Development
Administration, Economic Reforms, Inclusive Development Foundation (SMDF) towards implementing Amurtdhara,
Policies, Energy security, Water, Food Security, Sustainable a National Drinking Water Project to provide safe drinking
Business Principles, Others) water to communities. Through adoption of AA Policy, the
The Company through various industry associations Company works toward inclusion of socially disadvantaged
participated in advocating matters relating to advancement and marginalized sections of society (Scheduled Castes
of the industry and public good. The Company supported and Scheduled Tribes), through focus on Education, Health,
various initiatives of SIAM, to name a few included aspects Employability and Entrepreneurship.
of product safety, alternate fuel vehicles, environment, fuel Please refer the Company’s ‘Annual CSR Report FY2018-19’ for
policies, customer information and education. The Company’s detailed community engagement strategy and key initiatives.
Sustainability Policy and AA Policy is a progressive step
towards inclusive development. 2. Are the programmes/projects undertaken through in-house
team/own foundation/external NGO/government structures/
Principle 8 : Inclusive Growth any other organization?
1. Does the company have specified programmes/initiatives/
The CSR programmes and projects are deployed by the
projects in pursuit of the policy related to Principle 8? If yes Company directly; through its own company-promoted
details thereof. societies/NGOS; partnering with the Government and
Inclusive growth is at the core of the Company’s community collaborating with reputed, external non-profit organizations
development strategy. Ankur, the Company’s community under different models.
194
3. Have you done any impact assessment of your initiative? The Company has provided customers with the best in class
196
INTEGRATED REPORT (01-77)
the weighted average cost of capital with sector • bserved management’s validation of relevant data
o
averages for the relevant markets in which the CGU elements and benchmarking the assumptions;
operates and long-term growth rate) and challenged
• valuating management’s assessment of whether
e
the key assumptions and judgements within the build
costs recorded meet the capitalisation criteria;
- up of the cash flow forecast (such as future sales
volumes and prices, margins, overheads etc.) and • bserved management’s assessment of sensitivity
o
methodologies used by the Company and its experts; of the impact of the changes in key assumptions;
– Sensitivity analysis: Assessed the sensitivity of the • iscussed with senior management and
d
outcome of impairment assessment to changes in key challenged management assumptions including
assumptions such as volumes and margins; key inputs such as volumes, expected revenues
and associated costs on projects which have
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Integrated Report & Annual Accounts 2018-19 I 74th Year
in India, including the Indian Accounting Standards (Ind AS) detecting a material misstatement resulting from fraud is
specified under section 133 of the Act. The respective Board of higher than for one resulting from error, as fraud may involve
Directors of the Company and its joint operations are responsible collusion, forgery, intentional omissions, misrepresentations,
for maintenance of adequate accounting records in accordance or the override of internal control.
with the provisions of the Act for safeguarding of the assets of
• btain an understanding of internal control relevant to the
O
the Company and its joint operations and for preventing and
audit in order to design audit procedures that are appropriate
detecting frauds and other irregularities; the selection and
in the circumstances. Under section 143(3)(i) of the Act, we
application of appropriate accounting policies; making judgments
are also responsible for expressing our opinion on whether
and estimates that are reasonable and prudent; and the
the company has adequate internal financial controls with
design, implementation and maintenance of adequate internal
reference to financial statements in place and the operating
financial controls that were operating effectively for ensuring
effectiveness of such controls.
the accuracy and completeness of the accounting records,
relevant to the preparation and presentation of the standalone • valuate the appropriateness of accounting policies used
E
financial statements that give a true and fair view and are free and the reasonableness of accounting estimates and related
from material misstatement, whether due to fraud or error which disclosures made by management.
have been used for the preparation of the standalone financial
• onclude on the appropriateness of management’s use
C
statements by the Directors of the Company, as aforesaid.
of the going concern basis of accounting in preparation
In preparing the standalone financial statements, the respective of standalone financial statement and, based on the audit
management and Board of Directors of the Company and its evidence obtained, whether a material uncertainty exists
joint operations are responsible for assessing the ability of related to events or conditions that may cast significant doubt
each company to continue as a going concern, disclosing, as on the appropriateness of this assumption. If we conclude
applicable, matters related to going concern and using the going that a material uncertainty exists, we are required to draw
concern basis of accounting unless management either intends to attention in our auditor’s report to the related disclosures in
liquidate the company or to cease operations, or has no realistic the standalone financial statements or, if such disclosures
alternative but to do so. are inadequate, to modify our opinion. Our conclusions are
based on the audit evidence obtained up to the date of our
The respective Board of Directors of the Company and its joint
auditor’s report. However, future events or conditions may
operations is responsible for overseeing the financial reporting
cause the Company (including its joint operations) to cease to
process of each company.
continue as a going concern.
Auditors' Responsibilities for the Audit of the • valuate the overall presentation, structure and content of the
E
Standalone Financial Statements standalone financial statements, including the disclosures,
Our objectives are to obtain reasonable assurance about whether and whether the standalone financial statements represent
the standalone financial statements as a whole are free from the underlying transactions and events in a manner that
material misstatement, whether due to fraud or error, and to issue achieves fair presentation.
an auditor’s report that includes our opinion. Reasonable assurance
• btain sufficient appropriate audit evidence regarding the
O
is a high level of assurance, but is not a guarantee that an audit
financial information of such entities or business activities
conducted in accordance with SAs will always detect a material
within the Company and its joint operations to express an
misstatement when it exists. Misstatements can arise from fraud
opinion on the standalone financial statements, of which
or error and are considered material if, individually or in the
we are the independent auditors. We are responsible for
aggregate, they could reasonably be expected to influence the
the direction, supervision and performance of the audit of
economic decisions of users taken on the basis of these standalone
financial information of such entities. For the other entities
financial statements.
included in the standalone financial statements, which have
As part of an audit in accordance with SAs, we exercise professional been audited by other auditor, such other auditor remains
judgment and maintain professional skepticism throughout the responsible for the direction, supervision and performance of
audit. We also: the audit carried out by them. We remain solely responsible
for our audit opinion. Our responsibilities in this regard
• I dentify and assess the risks of material misstatement of
are further described in section titled ‘Other Matter’ in
the standalone financial statements, whether due to fraud
this audit report.
or error, design and perform audit procedures responsive to
those risks, and obtain audit evidence that is sufficient and We believe that the audit evidence obtained by us along with the
appropriate to provide a basis for our opinion. The risk of not consideration of audit report of the other auditor referred to in
198
INTEGRATED REPORT (01-77)
the Other Matter paragraph below, is sufficient and appropriate 2. (A) As required by Section 143(3) of the Act, based on our
to provide a basis for our audit opinion on the standalone audit and on the consideration of report of the other
financial statements. auditor on separate financial statements of a joint
operation, as were audited by the other auditor as noted
We communicate with those charged with governance of the
in the “Other Matter” paragraph, we report, to the extent
Company and such other entities included in the standalone
applicable, that:
financial statements of which we are the independent auditors
regarding, among other matters, the planned scope and timing of a) We have sought and obtained all the information
the audit and significant audit findings, including any significant and explanations which to the best of our
deficiencies in internal control that we identify during our audit. knowledge and belief were necessary for the
purposes of our audit.
We also provide those charged with governance with a statement
199
Integrated Report & Annual Accounts 2018-19 I 74th Year
on the financial position of the Company and its ( C) With respect to the matter to be included in the Auditors’
joint operations. Refer note 39 to the standalone Report under section 197(16):
financial statements;
In our opinion and according to the information and
ii.
Provision has been made in the standalone explanations given to us and based on the reports of the
financial statements, as required under the statutory auditors of such joint operations incorporated
applicable law or Ind AS, for material foreseeable in India which were not audited by us, the remuneration
losses, on long-term contracts including derivative paid during the current year by the Company and joint
contracts. Refer note 49 (iv) to the standalone operations to its directors is in accordance with the
financial statements; provisions of Section 197 of the Act, as applicable.
The remuneration paid to any director by the Company
iii. There has been no delay in transferring amounts
and joint operations is not in excess of the limit laid
to the Investor Education and Protection
down under Section 197 of the Act. The Ministry of
Fund by the Company or its joint operations
Corporate Affairs has not prescribed other details
incorporated in India during the year ended
under Section 197(16) which are required to be
31 March 2019.
commented upon by us.
iv.
The disclosures in the standalone financial
For B S R & Co. LLP
statements regarding holdings as well as dealings
Chartered Accountants
in specified bank notes during the period from 8
Firm's Registration No: 101248W/W-100022
November 2016 to 30 December 2016 have
not been made in these financial statements
since they do not pertain to the financial year
Yezdi Nagporewalla
ended 31 March 2019.
Place : Mumbai Partner
Date : 20 May 2019 Membership No: 049265
200
Annexure A to the Independent Auditors' Report - 31 March 2019
201
Integrated Report & Annual Accounts 2018-19 I 74th Year
exemption from contribution to the Scheme for a period payable. We draw attention to note 39 to the financial
of 3 years which is awaited. As explained to us, the statements which more fully explains the matter regarding
Company does not have dues on account of Sales Tax, non-payment of provident fund contribution pursuant to
Service Tax, Value Added Tax and Duty of Excise. Supreme Court judgement dated 28 February 2019.
According to the information and explanations given to us, (b) According to the information and explanations given to
no undisputed amounts payable in respect of Provident us, there are no dues of Income tax, Sales tax, Service
fund, Employees’ state insurance, Income tax, Duty of tax, Value added tax, Goods and services tax, Duty
customs, Goods and services tax and other material of customs and Duty of excise which have not been
statutory dues were in arrears as at 31 March 2019, for a deposited by the Company with appropriate authorities
period of more than six months from the date they became on account of any disputes except for the following:
Name of Nature Amount Amount paid Period to which the Forum where dispute
the statute of dues (` Crores) under protest* amount relates is pending
(` Crores)
Income Tax Act, 1961 Income tax 2.78 2.78 1982-83, 1991-92 and 1995-96 High Court
147.27 147.27 2003-04, 2005-06 to 2011-12 Income Tax Appellate Tribunal
and erstwhile Tata Finance Limited
1997-98 to 1999-2000
121.12 121.09 2012-13 to 2014-2015 and erstwhile Commissioner of Income Tax
Tata Motors Drivelines Limited 2015-16 Appeals
Central Excise Act, Duty of 133.00 45.52 1991-92 to 1993-94, 2002-03, High Court
1944 excise 2005-06 to 2010-11
1,439.53 25.51 1991-92, 1992-93, 1994-95, 1996-97, The Custom, Excise and
1997-98, 1999-2000 to 2017-18 Service Tax Appellate Tribunal
40.19 1.73 1984-85, 1999-2000 to 2017-18 Appellate Authority upto
Commissioner’s level
Finance Act, 1994 Service tax 1,086.69 10.79 2004-05 to 2013-14 High Court
76.14 4.64 2003-04, 2006-07 to 2008-09, 2010- The Custom, Excise and
11, 2013-14, 2014-15, 2017-18 Service Tax Appellate Tribunal
7.43 0.15 2004-05 to 2009-10, 2011-12, Appellate Authority upto
2013-14 to 2017-18 Commissioner’s level
Sales Tax Sales tax 13.18 - 1995-96 Supreme Court
301.93 70.95 1984-85 to 1988-89, 1990-91, High Court
1992-93, 2001-02 to 2005-06,
2007-08 to 2016-17.
92.22 14.07 1983-84, 1985-86, 1989-90, 1998-99, Sales Tax Tribunal
2000-01, 2004-05 to 2015-16
545.03 28.62 1979-80, 1986-87, Appellate Authority upto
1989-90 to 2018-19 Commissioner’s level
Customs Act, 1962 Duty of 3.90 3.90 2011-12 Supreme Court
customs
7.49 3.11 2008-09 The Custom, Excise and
Service Tax Appellate Tribunal
202
INTEGRATED REPORT (01-77)
(viii)
In our opinion and according to the information and (xiii)
In our opinion and according to the information and
explanations given to us, the Company has not defaulted explanations given to us, all transactions with related parties
in repayment of loans or borrowings to banks and dues are in compliance with section 177 and 188 of the Act and the
to debenture holders. The Company did not have any details, as required by the applicable accounting standards
outstanding dues to any financial institution or government have been disclosed in the standalone financial statements.
during the year.
(xiv) According to the information and explanations given to us,
(ix)
In our opinion and according to the information and the Company has not made any preferential allotment or
explanations given to us, the Company has not raised private placement of shares or fully or partially convertible
money by way of further public offer (including debt debentures during the year. Accordingly, paragraph 3(xiv) of
instruments) during the year and the term loans taken by the Order is not applicable to the Company.
the Company have been applied for the purpose for which
203
Integrated Report & Annual Accounts 2018-19 I 74th Year
204
INTEGRATED REPORT (01-77)
collusion or improper management override of controls, material Other Matter
misstatements due to error or fraud may occur and not be detected. Our aforesaid report under Section 143(3)(i) of the Act on the
Also, projections of any evaluation of the internal financial controls adequacy and operating effectiveness of the internal financial
with reference to financial statements to future periods are subject controls with reference to standalone financial statements in
to the risk that the internal financial controls with reference to so far as it relates to one joint operation, which is a company
financial statements may become inadequate because of changes incorporated in India, is based solely on the corresponding report
in conditions, or that the degree of compliance with the policies or of the other auditor.
procedures may deteriorate.
Yezdi Nagporewalla
Place : Mumbai Partner
Date : 20 May 2019 Membership No: 049265
205
Integrated Report & Annual Accounts 2018-19 I 74th Year
Balance Sheet
(` in crores)
As at As at
Notes
March 31, 2019 March 31, 2018
I. ASSETS
(1) NON-CURRENT ASSETS
(a) Property, plant and equipment 3 18,316.61 18,192.52
(b) Capital work-in-progress 2,146.96 1,371.45
( c) Goodwill 99.09 99.09
(d) Other intangible assets 5 (a) 3,871.13 3,312.14
(e) Intangible assets under development 5 (b) 4,139.63 3,825.15
(f) Investments in subsidiaries, joint ventures and associates 6 14,770.81 13,950.60
(g) Financial assets
(i) Investments 8 663.38 310.19
(ii) Loans and advances 10 143.13 143.96
(iii) Other financial assets 12 994.39 793.40
(h) Non-current tax assets (net) 715.30 695.75
(i) Other non-current assets 14 1,819.90 1,546.39
47,680.33 44,240.64
(2) CURRENT ASSETS
(a) Inventories 16 4,662.00 5,670.13
(b) Investments in subsidiaries and associate (held-for-sale) 7 257.81 681.91
( c) Financial assets
(i) Investments 9 1,175.37 1,820.87
(ii) Trade receivables 17 3,250.64 3,479.81
(iii) Cash and cash equivalents 19 487.40 546.82
(iv) Bank balances other than (iii) above 20 819.21 248.60
(v) Loans and advances 11 200.08 140.27
(vi) Other financial assets 13 1,279.68 646.31
(d) Current tax assets (net) - 73.88
(e) Assets classified as held-for-sale 38 ( c) 162.24 223.33
(f) Other current assets 15 934.87 1,439.73
13,229.30 14,971.66
TOTAL ASSETS 60,909.63 59,212.30
II. EQUITY AND LIABILITIES
EQUITY
(a) Equity share capital 21 679.22 679.22
(b) Other equity 21,483.30 19,491.76
22,162.52 20,170.98
LIABILITIES
(1) NON-CURRENT LIABILITIES
(a) Financial liabilities
(i) Borrowings 23 13,919.81 13,155.91
(ii) Other financial liabilities 25 180.80 211.28
(b) Provisions 27 1,281.59 1,009.48
( c) Deferred tax liabilities (net) 205.86 154.61
(d) Other non-current liabilities 30 218.24 291.09
15,806.30 14,822.37
(2) CURRENT LIABILITIES
(a) Financial liabilities
(i) Borrowings 24 3,617.72 3,099.87
(ii) Trade payables
(a) Total outstanding dues of micro and small enterprises 126.96 141.59
(b) Total outstanding dues of creditors other than micro and small enterprises 10,281.87 9,269.46
(iii) Acceptances 3,093.28 4,814.58
(iv) Other financial liabilities 26 2,237.98 4,091.16
(b) Provisions 28 1,148.69 862.92
( c) Current tax liabilities (net) 78.30 21.77
(d) Other current liabilities 31 2,356.01 1,917.60
22,940.81 24,218.95
TOTAL EQUITY AND LIABILITIES 60,909.63 59,212.30
See accompanying notes to financial statements
In terms of our report attached For and on behalf of the Board
For B S R & Co. LLP N CHANDRASEKARAN [DIN: 00121863] N MUNJEE [DIN:00010180] GUENTER BUTSCHEK [DIN: 07427375]
Chartered Accountants Chairman CEO and Managing Director
Firm’s Registration No: 101248W/W-100022 F S NAYAR [DIN:00003633]
S B BORWANKAR [DIN: 01793948]
V K JAIRATH [DIN:00391684] ED and Chief Operating Officer
YEZDI NAGPOREWALLA
Partner O P BHATT [DIN:00548091] P B BALAJI
Membership No. 049265 Group Chief Financial Officer
R SPETH [DIN:03318908]
H K SETHNA [FCS: 3507]
Directors Company Secretary
206
Statement of Profit and Loss
207
Integrated Report & Annual Accounts 2018-19 I 74th Year
208
Cash Flow Statement
As per our report of even date attached For and on behalf of the Board
For B S R & Co. LLP N CHANDRASEKARAN [DIN: 00121863] N MUNJEE [DIN:00010180] GUENTER BUTSCHEK [DIN: 07427375]
Chartered Accountants Chairman CEO and Managing Director
Firm’s Registration No: 101248W/W-100022 F S NAYAR [DIN:00003633]
S B BORWANKAR [DIN: 01793948]
V K JAIRATH [DIN:00391684] ED and Chief Operating Officer
YEZDI NAGPOREWALLA
Partner O P BHATT [DIN:00548091] P B BALAJI
Membership No. 049265 Group Chief Financial Officer
R SPETH [DIN:03318908]
H K SETHNA [FCS: 3507]
Directors Company Secretary
209
210
Statement of Changes in Equity
for the year ended March 31, 2019
As per our report of even date attached For and on behalf of the Board
For B S R & Co. LLP N CHANDRASEKARAN [DIN: 00121863] N MUNJEE [DIN:00010180] GUENTER BUTSCHEK [DIN: 07427375]
Chartered Accountants Chairman CEO and Managing Director
Firm’s Registration No: 101248W/W-100022 F S NAYAR [DIN:00003633]
S B BORWANKAR [DIN: 01793948]
V K JAIRATH [DIN:00391684] ED and Chief Operating Officer
YEZDI NAGPOREWALLA
Partner O P BHATT [DIN:00548091] P B BALAJI
Membership No. 049265 Group Chief Financial Officer
R SPETH [DIN:03318908]
H K SETHNA [FCS: 3507]
Directors Company Secretary
211
FINANCIAL STATEMENTS (196-395) STATUTORY REPORTS (78-195) INTEGRATED REPORT (01-77)
Integrated Report & Annual Accounts 2018-19 I 74th Year
212
Notes Forming Part of Financial Statements
213
Integrated Report & Annual Accounts 2018-19 I 74th Year
214
Notes Forming Part of Financial Statements
Estimated o. Leases
amortisation At the inception of a lease, the lease arrangement is
period classified as either a finance lease or an operating lease,
Technological know-how 8 to 10 years based on the substance of the lease arrangement.
215
Integrated Report & Annual Accounts 2018-19 I 74th Year
216
Notes Forming Part of Financial Statements
217
Integrated Report & Annual Accounts 2018-19 I 74th Year
218
Notes Forming Part of Financial Statements
219
Integrated Report & Annual Accounts 2018-19 I 74th Year
220
Notes Forming Part of Financial Statements
221
222
Notes Forming Part of Financial Statements
3. Property, plant and equipment
(` in crores)
Owned assets Given on lease Taken on lease Total
Land Buildings Plant, Furniture Vehicles Computers Plant, Buildings Buildings Plant, Computers Furniture
machinery and & other machinery machinery & other and
and fixtures IT assets and and IT assets fixtures
equipment equipment equipment
Cost as at April 1, 2018 4,574.93 3,523.52 26,178.65 245.92 242.35 660.69 38.04 4.02 31.28 39.95 186.16 4.31 35,729.82
Additions - 102.50 1,991.57 6.88 63.40 60.78 - - - - - - 2,225.13
Asset acquired on purchase of business - 0.31 24.68 1.93 0.09 2.05 - - - - - - 29.06
of a subsidiary company (refer note 49 (iii))
Disposal - (6.80) (660.05) (0.21) (33.95) (157.50) - - - - - - (858.51)
Cost as at March 31, 2019 4,574.93 3,619.53 27,534.85 254.52 271.89 566.02 38.04 4.02 31.28 39.95 186.16 4.31 37,125.50
Accumulated depreciation as at April 1, 2018 - (1,103.96) (15,391.09) (143.08) (115.78) (543.28) (21.62) (0.75) (6.78) (35.39) (174.06) (1.51) (17,537.30)
Depreciation for the year - (121.78) (1,791.99) (13.33) (46.00) (34.36) (1.72) (0.09) (0.51) (0.30) (6.51) (0.86) (2,017.45)
Asset acquired on purchase of business - (0.27) (18.34) (1.42) (0.05) (1.41) - - - - - - (21.49)
of a subsidiary company (refer note 49 (iii))
Assets written off - - 42.55 - 0.49 8.02 - - - - - - 51.06
Disposal - 5.68 540.36 0.16 28.00 142.09 - - - - - - 716.29
Accumulated depreciation as at March 31, 2019 - (1,220.33) (16,618.51) (157.67) (133.34) (428.94) (23.34) (0.84) (7.29) (35.69) (180.57) (2.37) (18,808.89)
Net carrying amount as at March 31, 2019 4,574.93 2,399.20 10,916.34 96.85 138.55 137.08 14.70 3.18 23.99 4.26 5.59 1.94 18,316.61
Cost as at April 1, 2017 4,574.93 3,384.43 24,767.37 243.74 186.75 639.65 38.68 4.05 31.28 36.43 178.88 4.31 34,090.50
Additions - 139.65 2,191.50 14.32 95.91 39.64 - - - 3.52 7.28 - 2,491.82
Assets classified as held for sale - - (2.30) - - - - - - - - - (2.30)
Assets written off - - (536.82) - - - - - - - - - (536.82)
Disposal - (0.56) (241.10) (12.14) (40.31) (18.60) (0.64) (0.03) - - - - (313.38)
Cost as at March 31, 2018 4,574.93 3,523.52 26,178.65 245.92 242.35 660.69 38.04 4.02 31.28 39.95 186.16 4.31 35,729.82
Accumulated depreciation as at April 1, 2017 - (996.55) (14,184.30) (136.41) (123.72) (526.26) (20.58) (0.68) (6.27) (34.60) (163.36) (0.65) (16,193.38)
Depreciation for the year - (107.66) (1,777.03) (13.43) (26.93) (34.64) (1.32) (0.07) (0.51) (0.79) (10.70) (0.86) (1,973.94)
Assets classified as held for sale - 1.14 - - - - - - - - - 1.14
Assets written off - - 389.09 - - - - - - - - - 389.09
Disposal - 0.25 180.01 6.76 34.87 17.62 0.28 - - - - - 239.79
Accumulated depreciation as at March 31,2018 - (1,103.96) (15,391.09) (143.08) (115.78) (543.28) (21.62) (0.75) (6.78) (35.39) (174.06) (1.51) (17,537.30)
Net carrying amount as at March 31, 2018 4,574.93 2,419.56 10,787.56 102.84 126.57 117.41 16.42 3.27 24.50 4.56 12.10 2.80 18,192.52
Notes:
a) Building include `8,631.00 (as at March 31, 2018 `8,631.00) being value of investments in shares of Co-operative Housing Societies.
Integrated Report & Annual Accounts 2018-19 I 74th Year
b) Land includes `525.80 crores (as at March 31, 2018 `525.80 crores)for which transfer of title is pending.
Notes Forming Part of Financial Statements
(` in crores)
As at March 31, 2019 As at March 31, 2018
Operating Finance Operating Finance
Minimum Minimum Present value Minimum Minimum Present value
Lease Lease of minimum Lease Lease of minimum
Total operating lease rent expenses were ` 61.35 crores and ` 77.45 crores for the year ended March 31, 2019 and 2018, respectively.
The Company has given plant and equipment under finance leases. The following is the summary of future minimum lease
payments receivables for assets given on finance leases by the Company:
223
Integrated Report & Annual Accounts 2018-19 I 74th Year
(` in crores)
Technical Computer Product Total
know how Software development
Cost as at April 1, 2018 391.24 572.92 6,372.64 7,336.80
Additions - 36.50 1,603.48 1,639.98
Asset acquired on purchase of business of a 3.02 2.56 - 5.58
subsidiary company (refer note 49 (iii))
Fully amortised not in use (34.04) (26.68) (749.33) (810.05)
Cost as at March 31, 2019 360.22 585.30 7,226.79 8,172.31
Accumulated amortisation as at April 1, 2018 (195.77) (519.28) (3,309.61) (4,024.66)
Amortisation for the year (47.55) (26.51) (1,007.13) (1,081.19)
Asset acquired on purchase of business of a (1.94) (2.41) - (4.35)
subsidiary company (refer note 49 (iii))
Fully amortised not in use 34.04 26.68 748.30 809.02
Accumulated amortisation as at March 31, 2019 (211.22) (521.52) (3,568.44) (4,301.18)
Net carrying amount as at March 31, 2019 149.00 63.78 3,658.35 3,871.13
224
Notes Forming Part of Financial Statements
225
Integrated Report & Annual Accounts 2018-19 I 74th Year
Equity shares
Subsidiaries
Unquoted
50,00,000 10 Tata Motors Insurance Broking and Advisory Services Ltd 19.31 19.31
[Note 1 & 2 below]
Associates
Unquoted
4,54,28,572 10 Tata Hitachi Construction Machinery Company Private Ltd 238.50 238.50
[Note 1 below]
Note:
(1) The investment in the Company’s subsidiary Tata Motors Insurance Broking and Advisory Services Ltd and associate Tata
Hitachi Construction Machinery Comp any Private Ltd are classified as “Held for Sale” as they meet the criteria laid out
under Ind AS 105.
(2) The Company has given a letter of comfort to HDFC bank amounting to ` 1 crore against Working Capital Facility to Tata Motors
Insurance Broking and Advisory Services Limited (TMIBASL). Also the Company has given an undertaking to HDFC bank that it
will not dilute its stake below 51% in TMIBASL during the tenor of the loan.
226
Notes Forming Part of Financial Statements
Note:
a) Investment in equity shares measured at fair value through other comprehensive income also include:
(Amount in `)
Number Face value Description As at As at
per unit March 31, 2019 March 31, 2018
50 5 Jamshedpur Co-operative Stores Ltd. 250 250
16,56,517 (M$) 1 Tatab Industries Sdn. Bhd., (Malaysia) 1 1
4 25,000 ICICI Money Multiplier Bond 1 1
100 10 Optel Telecommunications 1,995 1,995
b)
(` in crores)
As at As at
March 31, 2019 March 31, 2018
(1) Book Value of quoted investments 270.17 -
(2) Book Value of unquoted investments 393.21 310.19
(3) Market Value of quoted investments 270.17 -
c) Given the delay in completing the sale, the Company has reassessed the position of its investment in Tata Steel Ltd. Accordingly, these
investments are transferred from current to non current investments
227
Integrated Report & Annual Accounts 2018-19 I 74th Year
Unquoted
Quoted
80,000 10 Metal Scrap Trade Corporation Ltd. 0.91 0.91 0.00# 303.84
Note:
a) Investment in equity shares measured at fair value through other comprehensive income also include:
(Amount in `)
b)
(` in crores)
As at As at
March 31, 2019 March 31, 2018
228
Notes Forming Part of Financial Statements
As at As at
March 31, 2019 March 31, 2018
Unsecured :
597.79 597.79
Less : Allowances for credit impaired balances (585.75) 12.04 (585.75) 12.04
( c) Loan to Joint Venture considered good (JT Special Vehicles Pvt. Ltd.) 3.75 -
(e) Deposits
59.80 58.37
(f) Others
53.68 53.62
Less : Allowances for credit impaired balances (8.45) 45.23 (7.30) 46.32
229
Integrated Report & Annual Accounts 2018-19 I 74th Year
Note:
(` in crores)
As at As at
March 31, 2019 March 31, 2018
Dues from subsidiary companies:
(a) PT Tata Motors Indonesia 3.41 4.53
(b) Concorde Motors (India) Ltd 2.78 2.78
( c) Tata Motors Insurance Broking and Advisory Services Ltd 0.05 0.05
(d) Tata Motors (SA) (Proprietary) Ltd 0.79 0.80
(e) Tata Motors Nigeria Ltd 0.20 0.20
(f) PT Tata Motors Distribusi Indonesia 2.36 2.36
(g) Tata Motors (Thailand) Ltd 6.51 6.51
(h) Tata Motors European Technical Centre PLC 0.02 -
16.12 17.23
230
Notes Forming Part of Financial Statements
As at As at
March 31, 2019 March 31, 2018
As at As at
March 31, 2019 March 31, 2018
(net of allowances for credit impaired balances of `43.87 crores and `Nil as at March 31,
2019 and 2018, respectively)
(b) Taxes recoverable, statutory deposits and dues from government 580.28 1,047.35
(net of allowances for credit impaired balances of `58.06 crores and `1.85 crores as at
March 31, 2019 and 2018, respectively)
231
Integrated Report & Annual Accounts 2018-19 I 74th Year
232
Notes Forming Part of Financial Statements
233
Integrated Report & Annual Accounts 2018-19 I 74th Year
(` in crores)
(h) The entitlements to 494,352 Ordinary shares of `2 each (as at March 31, 2018 : 494,352 Ordinary shares of `2 each) and
233,739 ‘A’ Ordinary shares of `2 each (as at March 31, 2018: 233,739 ‘A’ Ordinary shares of `2 each) are subject matter of
various suits filed in the courts / forums by third parties for which final order is awaited and hence kept in abeyance.
• The dividend proposed by the Board of Directors is subject to the approval of the shareholders in the ensuing Annual
General Meeting. Further, the Board of Directors may also declare an interim dividend. The holders of ‘A’ Ordinary shares
shall be entitled to receive dividend for each financial year at five percentage point more than the aggregate rate of dividend
declared on Ordinary shares for that financial year.
• In the event of liquidation, the shareholders are eligible to receive the remaining assets of the Company after distribution
of all preferential amounts, in proportion to their shareholdings.
(ii) American Depository Shares (ADSs) and Global Depository Shares (GDSs) :
• Each ADS and GDS underlying the ADR and GDR respectively represents five Ordinary shares of `2 each. A holder of ADS
and GDS is not entitled to attend or vote at shareholders meetings. An ADS holder is entitled to issue voting instructions
to the Depository with respect to the Ordinary shares represented by ADSs only in accordance with the provisions of
the Company’s ADSs deposit agreement and Indian Law. The depository for the ADSs and GDSs shall exercise voting
234
Notes Forming Part of Financial Statements
• Shares issued upon conversion of ADSs and GDSs will rank pari passu with the existing Ordinary shares of `2 each in all
respects including entitlement of the dividend declared.
(j) Number of shares held by each shareholder holding more than 5 percent of the issued share capital :
(` in crores)
As at As at
March 31, 2019 March 31, 2018
(b) Franklin India Smaller Companies Fund 11.71% 5,95,34,740 8.74% 4,44,31,036
# held by Citibank, N.A. as depository for American Depository Receipts (ADRs) and Global Depository Receipts (GDRs)
235
Integrated Report & Annual Accounts 2018-19 I 74th Year
(` in crores)
Year ended Year ended
March 31, 2019 March 31, 2018
Balance at the beginning 16.92 (27.12)
Other comprehensive income for the year 55.44 44.04
Income tax relating to gain/loss arising on other comprehensive income where applicable (5.17) -
Profit on sale of equity investment reclassified to retained earnings (4.93) -
Balance at the end 62.26 16.92
(` in crores)
Year ended Year ended
March 31, 2019 March 31, 2018
Balance at the beginning (3.14) 11.26
Gain/(loss) recognised on cash flow hedges (40.58) (4.80)
Income tax relating to gain/loss recognised on cash flow hedges 14.17 1.66
(Gain)/loss reclassified to profit or loss 4.80 (17.22)
Income tax relating to gain/loss reclassified to profit or loss (1.65) 5.96
Balance at the end (26.40) (3.14)
(` in crores)
Year ended Year ended
March 31, 2019 March 31, 2018
Balance at the beginning 12.99 11.38
Gain recognised on cash flow hedges - Gain/(Loss) 9.91 19.86
Income tax relating to gain recognised on cash flow hedges - Gain/(Loss) (3.46) (6.87)
Gain reclassified to profit and loss - (Gain)/Loss (19.86) (17.40)
Income tax relating to gain/loss reclassified to profit and loss 6.87 6.02
Balance at the end 6.45 12.99
(` in crores)
Year ended Year ended
March 31, 2019 March 31, 2018
Equity instruments through other comprehensive income 62.26 16.92
Hedging reserve (26.40) (3.14)
Cost of hedging reserve 6.45 12.99
Total 42.31 26.77
236
Notes Forming Part of Financial Statements
c) Securities premium
The amount received in excess of face value of the equity shares is recognised in Securities Premium.
d) Retained earnings
Retained earnings are the profits that the Company has earned till date.
e) Capital reserve
The capital reserve represents the excess of the identifiable assets and liabilities over the consideration paid.
237
Integrated Report & Annual Accounts 2018-19 I 74th Year
(b) The term loan of `587.08 crores (recorded in books at `146.73 crores) is due for repayment from the quarter
ending March 31, 2033 to quarter ending March 31, 2039, along with simple interest at the rate of 0.10% p.a.
The loan is secured by a second and subservient charge (creation of charge is under process) over Company’s
238
Notes Forming Part of Financial Statements
The term loan of `51.36 crores (recorded in books at `16.33 crores) is due for repayment from the quarter ending
June 30, 2030 to March 31, 2034, along with a simple interest of 0.01% p.a. The loan is secured by bank guarantee
for the due performance of the conditions as per the terms of the agreement.
( c) Term loan from banks of `587.58 crores included within Long-term borrowings and `88.48 crores included
within Current maturities of Long-term borrowings in note 26, bearing floating interest rate of 1 month LIBOR +
1.63% and 1 year MCLR + 0.10% are taken by joint operation Fiat India Automobiles Private Ltd which is due for
repayment from June 2019 to May 2023. The loan is secured by first charge over fixed assets procured from its
loan/jeep project.
(` in crores)
(a) Secured:
(b) Unsecured :
7.40% NCD due 2021(E27I Series Tranche 2) June 29, 2021 500.0
7.28% NCD due 2020(E27I Series Tranche 1) July 29, 2020 500.0
* Classified as other financial liabilities- current (refer note 26) being maturity before March 31, 2020
239
Integrated Report & Annual Accounts 2018-19 I 74th Year
(` in crores)
4.625% Senior Notes April 30, 2020 USD 262.532 1,804.88 3,238.86
5.750% Senior Notes October 30, 2024 USD 250 1,718.73 1,619.43
3,523.61 4,858.29
During the year ended March 31, 2019, the Company prepaid USD 237.47 million (` 1,544.71 crores) of 4.625% Senior
Notes at a premium of 2.5%, from fund raised through External Commercial Borrowings of USD 237.47 million.
(iv) The external commercial borrowings of USD 237.47 million (` 1,642.27 crores) bearing floating interest rate of
3months LIBOR+128bps is due for repayment in June 2025.
(v) The buyer’s line of credit from banks amounting to `2,500 crores, bearing floating interest rate based on marginal cost
of funds lending rate (MCLR) of respective bank is repayable within a maximum period of five years from the drawdown
dates. All the repayments are due from year ending March 31, 2021 to March 31, 2024.
(ii) Inter-corporate deposits from subsidiaries and associates are unsecured bearing interest rate at 7.50%
(iii) Commercial paper are unsecured short-term papers issued at discount bearing no coupon interest. The yield on
commercial paper issued by the Company ranges from 7.21% to 8.28%
III. Collateral
Inventory, trade receivables, other financial assets, property, plant and equipment with a carrying amount of `4,580.01
crores and `4,415.30 crores are pledged as collateral/security against the borrowings as at March 31, 2019 and March 31,
2018, respectively.
240
Notes Forming Part of Financial Statements
(` in crores)
As at As at
March 31, 2019 March 31, 2018
(i) Non Convertible Debentures (Unsecured) (refer I (ii) (b) below note 24) 809.98 1,089.86
(ii) Non Convertible Debentures (Secured) (refer I (i) (a) and I (ii) (a) below note 24) 200.00 500.00
(iii) Finance lease obligations 3.64 5.78
(iv) Loans from Banks (refer I (i) ( c) below note 24) 88.48 112.42
(v) Buyers Credit (Capex) - 500.00
Total 1,102.10 2,208.06
241
Integrated Report & Annual Accounts 2018-19 I 74th Year
As at As at
March 31, 2019 March 31, 2018
28. Provisions-current
(` in crores)
As at As at
March 31, 2019 March 31, 2018
1,148.69 862.92
Note
AMC and Warranty provision movement
(` in crores)
AMC Warranty
* includes estimated recovery from suppliers of `111.75 crores recognised during the year ended March 31, 2019.
242
Notes Forming Part of Financial Statements
243
Integrated Report & Annual Accounts 2018-19 I 74th Year
Unrecognised deferred tax assets expire unutilised based on the year of origination as follows:
Significant components of deferred tax assets and liabilities for the year ended March 31, 2018 are as follows:
(` in crores)
Opening Recognised in MAT Recognised Closing
balance profit and loss Credit utilised in/reclassified balance
from OCI
244
Notes Forming Part of Financial Statements
245
Integrated Report & Annual Accounts 2018-19 I 74th Year
Note:
(1) Includes exchange gain/(loss) (net) on hedges reclassified from hedge (1.18) (0.93)
reserve to statement of profit and loss
(2) Consequent to the introduction of Goods and Service Tax (GST) with effect from July 1, 2017, Central Excise, Value Added Tax (VAT),
etc have been replaced by GST. In accordance with Ind AS 115/Ind AS 18 on Revenue and Schedule III of the Companies Act, 2013,
GST, GST Compensation Cess, etc. are not included in sale of products for applicable periods. In view of the aforesaid restructuring
of indirect taxes, sale of products for the year ended March 31, 2019 is not comparable with year ended March 31, 2018. Following
additional information is being provided to facilitate such comparison:
(` in crores)
Year ended Year ended
March 31, 2019 March 31, 2018
(a) Sale of products 68,323.69 57,868.04
(b) Excise duty - (1,168.14)
( c) Sale of products (net of excise duty) (a-b) 68,323.69 56,699.90
(2) Consequent to clarifications published by the Institute of Chartered Accountants of India during the year ended March 31, 2019;
various Government Grants (incentives) have been reported as “Other Income”. Previously, these were reported as ”Other Operating
Revenue” in the Statement of Profit and Loss. The change is retrospectively applied by reclassifying the previous year to conform to
current year’s presentation and is not considered material to the Company’s prior period financial statements.
246
Notes Forming Part of Financial Statements
Year ended
March 31, 2019
Options outstanding at the beginning of the year -
Granted during the year 78,12,427
The Company has estimated fair value of options using Black Scholes model. The following assumptions were used for calculation of fair
value of options granted during the year ended March 31, 2019.
Note: The weighted average rate for capitalisation of interest relating to general borrowings was approximately 7.87% and 7.43% for the
years ended March 31, 2019 and 2018, respectively.
247
Integrated Report & Annual Accounts 2018-19 I 74th Year
( c) Works operation and other expenses for the year March 31, 2019 includes ` 22.21 crores (`21.44 crores for the year March 31,
2018) spent by Tata Motors Ltd on standalone basis excluding interest in the joint operations, towards various schemes of Corporate
Social Responsibility (CSR) as prescribed under Section 135 of the Companies Act, 2013. No amount has been spent on construction
/ acquisition of an asset of the Company. The prescribed CSR expenditure required to be spent in the year 2018-19 as per the
Companies Act, 2013 is `Nil, in view of average net profits of the Company being `Nil (under section 198 of the Act) for last three
financial years.
248
Notes Forming Part of Financial Statements
The company reviewed product development programs and capital work-in-progress and consequently provided for
impairment during the year ended March 31, 2018. During the year ended March 31, 2019, the Company has written off
intangibles under development of `550 crores, which were provided for during the year ended March 31, 2018. These projects
are not viable for future due to changing market conditions and emission regulations.
(b) During the year ended March 31, 2019, the Company has sold investment in TAL Manufacturing Solutions Limited to Tata
Advanced Systems Ltd (TASL).
( c) The Company has entered into an agreement for transfer of its Defence undertaking, which had a value of `209.27 crores as
at December 31, 2017 to Tata Advanced Systems Ltd (transferee company), for an upfront consideration of `100 crores and
The following is a description of claims and assertions where a potential loss is possible, but not probable. The Company believes
that none of the contingencies described below would have a material adverse effect on the Company’s financial condition, results
of operations or cash flows.
Litigation
The Company is involved in legal proceedings, both as plaintiff and as defendant. There are claims which the Company does not
believe to be of material nature, other than those described below.
Income Tax
The Company has ongoing disputes with income tax authorities relating to tax treatment of certain items. These mainly include
disallowed expenses, the tax treatment of certain expenses claimed by the Company as deductions and the computation of, or
eligibility of, the Company’s use of certain tax incentives or allowances.
249
Integrated Report & Annual Accounts 2018-19 I 74th Year
The Company has a right of appeal to the Commissioner of Income Tax (Appeals), or CIT (A), the Dispute Resolution Panel,
or DRP, and to the Income Tax Appellate Tribunal, or ITAT, against adverse decisions by the assessing officer, DRP or CIT (A),
as applicable. The income tax authorities have similar rights of appeal to the ITAT against adverse decisions by the CIT (A)
or DRP. The Company has a further right of appeal to the Bombay High Court or the Hon’ble Supreme Court of India against
adverse decisions by the appellate authorities for matters involving substantial question of law. The income tax authorities
have similar rights of appeal.
As at March 31, 2019, there are matters and/or disputes pending in appeal amounting to `58.77 crores (`60.89 crores as at
March 31, 2018).
The Excise Authorities have raised a demand for `90.72 crores as at March 31, 2019 (`90.72 crores as at March 31, 2018), on
account of alleged undervaluation’s of ex-factory discounts given by Company on passenger vehicles through invoices. The matter
is being contested by the Company before the Bombay High Court.
As at March 31, 2019, the Excise Authorities have raised a demand and penalty of `243.24 crores (`239.95 crores as at March 31,
2018), due to the classification of certain chassis (as dumpers instead of goods transport vehicles) which were sent to automotive
body builders by the Company, which the Excise Authorities claim requires the payment of the National Calamity Contingent Duty,
or NCCD. The Company has obtained a technical expert certificate on the classification. The appeal is pending before the Custom
Excise & Service Tax Appellate Tribunal.
The Excise Authorities had denied the Company’s claim of a CENVAT credit of `20.14 crores (`36.03 crores as at March 31, 2018)
claimed by the Company from Fiscal 1992 to Fiscal 2013, on technical grounds. The matter is being contested by the Company
before the Appellate Authorities.
As at March 31, 2019, the Excise Authorities had levied penalties and interest amounting to `90.32 crores (`679.88 crores as at
March 31, 2018) with respect to CENVAT credit claimed by the Company from March 2010 to June 2017, on inputs, stating that
vehicles manufactured at Uttarakhand plant are “Exempted Products” and the Company may not claim a CENVAT credit on these
vehicles. The Company has challenged this demand as NCCD and the automobile cess is assessed on those vehicles, which are
“duties of excise”. Therefore, the Company asserts that these vehicles are not “Exempted Products”. The matter is being contested
by the Company before the appellate authorities.
As at March 31, 2019, the Excise Authorities have raised a demand amounting to `29.54 crores (`29.54 crores as at
March 31, 2018)on pre-delivery inspection charges and free after-sales service charges incurred by dealers on Company’s
products on the alleged grounds that the pre-delivery inspection charges and free after-sales services are provided
by the dealer on behalf of the Company and should be included in excisable value of the vehicle. The case is pending
before Tribunal.
As at March 31, 2019, the Excise Authorities have confirmed demand & penalty totaling to `90.88 crores (`90.88 crores as at
March 31, 2018) towards vehicles allegedly sold below cost of production with an intention to penetrate the market. The matter is
being contested by the Company before the appellate authorities.
The Excise Authorities had denied the Company’s claim of a CENVAT credit of `81.51 crores as at March 31, 2019 on various
inputs services like authorised service station services, erection, commissioning and installation services, common services
250
Notes Forming Part of Financial Statements
As at March 31, 2019, the Excise Authorities have confirmed the demand and penalty totaling to `92.42 crores alleging
undervaluation of products sold by the Company. The matter is being contested by the Company before appellate authorities.
As at March 31, 2019, demand and penalty totaling to `23.50 crores has been confirmed for alleged non-payment of service tax
on services like event management services, authorised service station services, heat treatment services etc. The matter is being
contested by the Company before appellate authorities.
The Sales Tax Authorities have raised demand of `260.15 crores as at March 31, 2019 (`269.38 crores as at March 31, 2018)
towards rejection of certain statutory forms for concessional lower/nil tax rate (Form F and Form C) on technical grounds such as
late submission, single form issued against different months / quarters dispatches / sales, etc. and denial of exemption from tax in
absence of proof of export for certain years. The Company has contended that the benefit cannot be denied on technicalities, which
are being complied with. The matter is pending at various levels.
The Sales Tax authorities have denied input tax credit and levied interest and penalty thereon due to varied reasons aggregating to
`487.96 crores as at March 31, 2019 (`435.96 crores as at March 31, 2018). The reasons for disallowing credit was mainly due
to Taxes not paid by Vendors, incorrect method of calculation of set off as per the department, alleging suppression of sales as per
Sales tax demand aggregating `80.02 crores as at March 31, 2019 (`95.75 as at March 31, 2018) has been raised by Sales Tax
Authorities for non submission of Maharashtra Trial Balance. The matter is contested in appeal.
The Sales Tax authorities have raised demand for Entry Tax liability at various states amounting to `64.14 crores as at March 31,
2019 (`23.92 as at March 31, 2018). The company is contesting this issue.
In case of one of the joint operation, the Sales Tax Authorities have held back the refund of VAT on debit notes raised for Take or Pay
arrangements (TOP) totaling to `51.60 crores pertaining to financial years 2009-10 to 2014-2015. The department is of the view
that TOP is not part of sale and hence tax to be paid. The matter is contested in appeal.
The municipal authorities in certain states levy octroi duty (a local indirect tax) on goods brought inside the municipal limits
at rates based on the classification of goods. Demands aggregating `61.65 crores as at March 31, 2019 (`61.65 crores as at
March 31, 2018) had been raised demanding higher octroi duties on account of classification disputes relating to components
purchased for the manufacture of vehicles and retrospective increase in octroi rates relating to past periods. The dispute
relating to classification is presently pending before the Bombay High Court and the other dispute is pending before the
Hon’ble Supreme Court of India
As at March 31, 2019, property tax amounting to `63.81 crores (`56.84 crores as at March 31, 2018) has been demanded by the
local municipal authorities in respect of vacant land of the Company in the plant in Pimpri, Chinchwad and Chikhali. The Company
has filed Special Leave Petition (SLP) before the Supreme Court against an unfavorable decision of the Bombay High Court.
The Hon’ble Supreme Court of India has disposed of the SLP and remanded the matter back to the local municipal corporation for
fresh adjudication.
251
Integrated Report & Annual Accounts 2018-19 I 74th Year
As at March 31, 2019, possession tax amounting to `36.25 crores have been demanded in respect of motor vehicles in the
possession of the manufacturer and the authorisation of trade certificate granted under the Central Motor Vehicle Rules, 1989.
The matter is being contested before the Hon’ble Supreme Court of India.
Other claims
The Hon’ble Supreme Court of India (“SC”) by their order dated February 28, 2019, set out the principles based on which
allowances paid to the employees should be identified for inclusion in basic wages for the purposes of computation of Provident
Fund contribution. Subsequently, a review petition against this decision has been filed and is pending before the SC for disposal.
Further, there are interpretative challenges and considerable uncertainty, including estimating the amount retrospectively.
Pending the outcome of the review petition and directions from the EPFO, the impact for past periods, if any, is not ascertainable
reliably and consequently no financial effect has been provided for in the financial statements. The Company has made a provision
on a prospective basis, from the date of the SC order.
The Company has, consequent to an Order of the Hon'ble Supreme Court of India in the case of R.C. Gupta and Ors. Vs Regional
Provident Fund Commissioner, Employees ''Provident Fund Organisation and Ors., evaluated the impact on its employee pension
scheme and concluded that this is not applicable to the Company based on external lega opinion and hence it is not probable that
there will be an outflow of resources.
Post the sale of investments of TAL Manufacturing Solutions Ltd. (TAL) to Tata Advanced Systems Ltd. (TASL), the Company
has continued its performance guarantee amounting to `691.49 crores (USD 100 million) in respect of TAL's obligations to
its customer to cover the event post the share sale, against a back-to-back indemnity by TASL to the Company. Steps are
currently under way to transfer the said guarantee to TASL in due course.
Commitments
The Company has entered into various contracts with vendors and contractors for the acquisition of plant and machinery, equipment
and various civil contracts of a capital nature amounting to `1,929.86 crores at March 31, 2019 (`2,096.64 crores as at March 31,
2018), which are yet to be executed.
The Company has entered into various contracts with vendors and contractors for the acquisition of intangible assets of a
capital nature amounting to `397.81 crores as at March 31, 2019, (`466.01 crores as at March 31, 2018), which are yet
to be executed.
252
Notes Forming Part of Financial Statements
253
254
Notes Forming Part of Financial Statements
42. Disclosures on financial instruments
This section gives an overview of the significance of financial instruments for the Company and provides additional information on balance sheet items that contain
financial instruments.
The details of significant accounting policies, including the criteria for recognition, the basis of measurement and the basis on which income and expenses are
recognised, in respect of each class of financial asset, financial liability and equity instrument are disclosed in note 2 to be financial statements.
(` in crores)
Cash, and other Investments - Investments - Derivatives other Derivatives Total Total
financial assets FVTOCI FVTPL than in hedging in hedging carrying fair
at amortised cost relationship relationship value value
Financial assets
(a) Investments - non-current - 663.38 - - - 663.38 663.38
(b) Investments - current - 0.91 1,174.46 - - 1,175.37 1,175.37
( c) Trade receivables 3,250.64 - - - - 3,250.64 3,250.64
(d) Cash and cash equivalents 487.40 - - - - 487.40 487.40
(e) Other bank balances 819.21 - - - - 819.21 819.21
(f) Loans and advances - non-current 143.13 - - - - 143.13 143.13
(g) Loans and advances - current 200.08 - - - - 200.08 200.08
(h) Other financial assets - non-current 633.43 - - 360.96 - 994.39 994.39
(i) Other financial assets - current 1,248.64 - - 2.73 28.31 1,279.68 1,279.68
Total 6,782.53 664.29 1,174.46 363.69 28.31 9,013.28 9,013.28
(` in crores)
Cash, and other Investments - Investments - Derivatives other Derivatives Total Total
financial assets FVTOCI FVTPL than in hedging in hedging carrying fair
at amortised cost relationship relationship value value
Financial assets
(a) Investments - non-current - 310.19 - - - 310.19 310.19
(b) Investments - current - 303.84 1,517.03 - - 1,820.87 1,820.87
( c) Trade receivables 3,479.81 - - - - 3,479.81 3,479.81
(d) Cash and cash equivalents 546.82 - - - - 546.82 546.82
(e) Other bank balances 248.60 - - - - 248.60 248.60
(f) Loans and advances - non-current 143.96 - - - - 143.96 143.96
(g) Loans and advances - current 140.27 - - - - 140.27 140.27
(h) Other financial assets - non-current 593.27 - - 200.13 - 793.40 793.40
(i) Other financial assets - current 604.10 - - 26.15 16.06 646.31 646.31
Total 5,756.83 614.03 1,517.03 226.28 16.06 8,130.23 8,130.23
255
FINANCIAL STATEMENTS (196-395) STATUTORY REPORTS (78-195) INTEGRATED REPORT (01-77)
Integrated Report & Annual Accounts 2018-19 I 74th Year
Quoted prices in an active market (Level 1): This level of hierarchy includes financial assets that are measured by reference to
quoted prices (unadjusted) in active markets for identical assets or liabilities. This category consists of quoted equity shares, quoted
corporate debt instruments and mutual fund investments.
Valuation techniques with observable inputs (Level 2): This level of hierarchy includes financial assets and liabilities, measured
using inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e; as
prices) or indirectly (i.e; derived from prices). This level of hierarchy include Company’s over-the-counter (OTC) derivative contracts.
Valuation techniques with significant unobservable inputs (Level 3): This level of hierarchy includes financial assets and liabilities
measured using inputs that are not based on observable market data (unobservable inputs). Fair values are determined in whole
or in part, using a valuation model based on assumptions that are neither supported by prices from observable current market
transactions in the same instrument nor are they based on available market data.
There has been no transfers between level 1, level 2 and level 3 for the year ended March 31, 2019 and 2018.
Costs of certain unquoted equity instruments has been considered as an appropriate estimate of fair value because of a wide range
of possible fair value measurements and cost represents the best estimate of fair value within that range. These investments in
equity instruments are not held for trading. Instead, they are held for medium or long term strategic purpose. Upon the application
of Ind AS 109, the Company has chosen to designate these investments in equity instruments at FVTOCI as the directors believes
this provides a more meaningful presentation for medium or long term strategic investments, than reflecting changes in fair value
immediately in profit or loss.
Derivatives are fair valued using market observable rates and published prices together with forecast cash flow information
where applicable.
(` in crores)
As at March 31, 2019
Level 1 Level 2 Level 3 Total
Financial assets measured at fair value
(a) Investments 1,445.54 - 393.21 1,838.75
(b) Derivative assets - 392.00 - 392.00
Total 1,445.54 392.00 393.21 2,230.75
Financial liabilities measured at fair value
(a) Derivative liabilities - 68.96 - 68.96
Total - 68.96 - 68.96
256
Notes Forming Part of Financial Statements
(` in crores)
(a) Investments - - - -
(a) Investments - - - -
Total - - - -
The short-term financial assets and liabilities are stated at amortised cost which is approximately equal to their fair value.
The fair value of borrowings which have a quoted market price in an active market is based on its market price and for other
borrowings the fair value is estimated by discounting expected future cash flows, using a discount rate equivalent to the risk-free
rate of return, adjusted for the credit spread considered by the lenders for instruments of similar maturity.
Management uses its best judgment in estimating the fair value of its financial instruments. However, there are inherent limitations
in any estimation technique. Therefore, substantially for all financial instruments, the fair value estimates presented above are not
necessarily indicative of all the amounts that the Company could have realised or paid in sale transactions as of respective dates.
As such, the fair value of the financial instruments subsequent to the respective reporting dates may be different from the amounts
reported at each year end.
257
Integrated Report & Annual Accounts 2018-19 I 74th Year
Certain derivative financial assets and financial liabilities are subject to master netting arrangements, whereby in the case of
insolvency, derivative financial assets and financial liabilities will be settled on a net basis.
The following table discloses the amounts that have been offset, in arriving at the balance sheet presentation and the amounts that
are available for offset only under certain conditions as at March 31, 2019:
(` in crores)
Gross Gross amount Net amount Amounts subject to an enforceable Net amount
amount recognised as presented master netting arrangement after
recognised set off in the in the offsetting
Financial Cash
balance sheet balance sheet
instruments collateral
Financial assets
Financial liabilities
The following table discloses the amounts that have been offset in arriving at the balance sheet presentation and the amounts that
are available for offset only under certain conditions as at March 31, 2018:
(` in crores)
Gross Gross amount Net amount Amounts subject to an enforceable Net amount
amount recognised as presented master netting arrangement after
recognised set off in the in the offsetting
Financial Cash
balance sheet balance sheet
instruments collateral
Financial assets
Financial liabilities
258
Notes Forming Part of Financial Statements
The Company has a risk management policy which not only covers the foreign exchange risks but also other risks associated
with the financial assets and liabilities such as interest rate risks and credit risks. The risk management policy is approved by
the board of directors. The risk management framework aims to:
• reate a stable business planning environment by reducing the impact of currency and interest rate fluctuations on the
C
Company’s business plan.
• Achieve greater predictability to earnings by determining the financial value of the expected earnings in advance.
Considering the countries and economic environment in which the Company operates, its operations are subject to
risks arising from fluctuations in exchange rates in those countries. The risks primarily relate to fluctuations in U.S.
The Company, as per its risk management policy, uses foreign exchange and other derivative instruments primarily
to hedge foreign exchange and interest rate exposure. Any weakening of the functional currency may impact
the Company’s cost of exports and cost of borrowings and consequently may increase the cost of financing the
Company’s capital expenditures.
The Company evaluates the impact of foreign exchange rate fluctuations by assessing its exposure to exchange
rate risks. It hedges a part of these risks by using derivative financial instruments in accordance with its risk
management policies.
The foreign exchange rate sensitivity is calculated for each currency by aggregation of the net foreign exchange
rate exposure of a currency and a simultaneous parallel foreign exchange rates shift in the foreign exchange rates
of each currency by 10%.
The exposure as indicated below is mitigated by some of the derivative contracts entered into by the Company as
disclosed in (iv) derivative financial instruments and risk management below.
The following table sets forth information relating to foreign currency exposure (other than risk arising from
derivatives disclosed at clause (iv) below) as of March 31, 2019:
(` in crores)
U.S. dollar Euro GBP ZAR Others1 Total
Financial assets 382.70 26.61 96.32 22.64 11.83 540.10
Financial liabilities 6,337.49 270.76 169.38 8.70 36.80 6,823.13
1
Others mainly include currencies such as the Russian ruble, Japanese yen, Swiss franc, Australian dollars, Thai bahts
and Korean won.
10% appreciation/depreciation of the respective foreign currencies with respect to functional currency of the
Company would result in decrease/increase in the Company’s net profit/(loss) before tax by approximately
`54.01 crores and `682.31 crores for financial assets and financial liabilities respectively for the year ended
March 31, 2019.
259
Integrated Report & Annual Accounts 2018-19 I 74th Year
(` in crores)
10% appreciation/depreciation of the respective foreign currencies with respect to functional currency of the
Company would result in decrease/increase in the Company’s net profit/(loss) before tax by approximately
`86.10 crores and `689.03 crores for financial assets and financial liabilities, respectively for the year ended
March 31, 2018.
The Company is subject to variable interest rates on some of its interest bearing liabilities. The Company’s interest
rate exposure is mainly related to debt obligations. The Company also uses a mix of interest rate sensitive financial
instruments to manage the liquidity and fund requirements for its day to day operations like short term loans.
As at March 31, 2019 and 2018, financial liability of `5,176.20 crores and `3,239.35 crores, respectively, was
subject to variable interest rates. Increase/decrease of 100 basis points in interest rates at the balance sheet date
would result in decrease/increase in profit/(loss) before tax of `51.76 crores and `32.39 crores for the year ended
March 31, 2019 and 2018, respectively.
The model assumes that interest rate changes are instantaneous parallel shifts in the yield curve.
Although some assets and liabilities may have similar maturities or periods to re-pricing, these may not react
correspondingly to changes in market interest rates. Also, the interest rates on some types of assets and
liabilities may fluctuate with changes in market interest rates, while interest rates on other types of assets
may change with a lag.
The risk estimates provided assume a parallel shift of 100 basis points interest rate across all yield curves.
This calculation also assumes that the change occurs at the balance sheet date and has been calculated based
on risk exposures outstanding as at that date. The period end balances are not necessarily representative of the
average debt outstanding during the period.
This analysis assumes that all other variables, in particular foreign currency rates, remain constant.
The fair value of some of the Company’s investments measured at fair value through other comprehensive income
exposes the Company to equity price risks. These investments are subject to changes in the market price of
securities. The fair value of Company’s investment in quoted equity securities as of March 31, 2019 and 2018 was
`271.07 crores and `303.84 crores, respectively. A 10% change in equity price as of March 31, 2019 and 2018
would result in an impact of `27.11 crores and `30.38 crores, respectively.
(Note: The impact is indicated on equity before consequential tax impact, if any).
260
Notes Forming Part of Financial Statements
Financial instruments that are subject to concentrations of credit risk, principally consist of investments classified as fair
value through profit and loss, trade receivables, loans and advances and derivative financial instruments. None of the
financial instruments of the Company result in material concentrations of credit risks.
(` in crores)
( c) Overdue 3-6 months 183.80 (16.00) 167.80 144.00 (12.50) 131.50
(d) Overdue more than 6 months 1,133.10 (574.50) 558.60 1,071.06 (489.30) 581.76
Trade receivables overdue more than six months include `513.08 crores as at March 31, 2019 (`462.22 crores as at
March 31, 2018) outstanding from state government organisations in India, which are considered recoverable.
Trade receivables consist of a large number of various types of customers, spread across geographical areas.
Ongoing credit evaluation is performed on the financial condition of these trade receivables and where appropriate
allowance for losses are provided. Further the Company, groups the trade receivables depending on type of customers
and accordingly credit risk is determined.
261
Integrated Report & Annual Accounts 2018-19 I 74th Year
The Company has obtained fund and non-fund based working capital lines from various banks. Further, the Company has
access to funds from debt markets through commercial paper programs, non-convertible debentures, senior notes and
other debt instruments. The Company invests its surplus funds in bank fixed deposit and liquid and liquid plus schemes
of mutual funds, which carry no/low mark to market risks. The Company has also invested 15% of the non-convertible
debentures (taken/issued by the Company) falling due for repayment in the next 12 months in bank deposits, to meet
the regulatory norms of liquidity requirements.
The Company also constantly monitors funding options available in the debt and capital markets with a view to
maintaining financial flexibility.
The table below provides details regarding the contractual maturities of financial liabilities, including estimated interest
payments as at March 31, 2019:
(` in crores)
Financial liabilities Carrying Due in Due in Due in 3rd Due after Total
amount 1st Year 2nd Year to 5th Year 5th Year contractual
cash flows
( c) Borrowings and interest thereon 19,012.67 6,183.66 5,140.86 7,046.68 4,745.97 23,117.17
(d) Other financial liabilities 874.68 752.31 21.41 71.79 56.85 902.36
The table below provides details regarding the contractual maturities of financial liabilities, including estimated interest
payments as at March 31, 2018:
(` in crores)
Financial liabilities Carrying Due in Due in Due in 3rd Due after Total
amount 1st Year 2nd Year to 5th Year 5th Year contractual
cash flows
(d) Other financial liabilities 1,593.03 1,401.69 83.97 86.30 73.47 1,645.43
262
Notes Forming Part of Financial Statements
The Company has entered into a variety of foreign currency, interest rates and commodity forward contracts and
options to manage its exposure to fluctuations in foreign exchange rates, interest rates and commodity price risk.
The counter-party is generally a bank. These financial exposures are managed in accordance with the Company’s risk
management policies and procedures.
The Company also enters into interest rate swaps and interest rate currency swap agreements, mainly to manage
exposure on its fixed rate or variable rate debt. The Company uses interest rate derivatives or currency swaps to
hedge exposure to exchange rate fluctuations on principal and interest payments for borrowings denominated in
foreign currencies.
Specific transactional risks include risks like liquidity and pricing risks, interest rate and exchange rate fluctuation risks,
Fair value of derivative financial instruments are determined using valuation techniques based on information derived
from observable market data.
(` in crores)
As at As at
March 31, 2019 March 31, 2018
(a) Foreign currency forward exchange contracts and options 378.91 245.74
The gain/loss due to fluctuation in foreign currency exchange rates on derivative contracts, recognised in the income
statement was `36.84 crores (gain) and `6.31 crores (loss) for the years ended March 31, 2019 and 2018, respectively.
The gain/(loss) on commodity derivative contracts, recognised in the income statement was `2.46 crores and `6.07
crores for the years ended March 31, 2019 and 2018, respectively.
263
Integrated Report & Annual Accounts 2018-19 I 74th Year
A core initiative of the Company was the implementation of the Organisation Effectiveness (OE) program, a strategic program
designed to overhaul and transform the Company pursuant to the changes implemented as a result of the OE program, the
Company has drawn separate strategies for commercial vehicles and passenger vehicles from Fiscal 2019
Consequent to these changes, from April 1, 2018, the automotive segment is bifurcated into the following:
(i) Commercial vehicles
(ii) Passenger vehicles
(` in crores)
For the year ended/as at March 31, 2019
Commercial Passenger* Corporate/ Total
Vehicle Vehicle Unallocable
Revenues:
External revenue 54,036.54 15,052.30 113.92 69,202.76
Inter-segment/intra-segment revenue - - - -
Total revenues 54,036.54 15,052.30 113.92 69,202.76
Segment results before other income (excluding incentives), 4,423.50 (1,396.08) (349.92) 2,677.50
finance costs, foreign exchange gain/(loss) (net), exceptional
items and tax :
Reconciliation to Profit before tax:
Other income (excluding incentives) 1,933.29
Finance costs (1,793.57)
Foreign exchange gain/(loss) (net) (215.22)
Exceptional items gain/(loss) (net) (175.51) (118.04) 90.48 (203.07)
Profit before tax 2,398.93
264
Notes Forming Part of Financial Statements
Information concerning principal For the year ended/as at March 31, 2019 For the year ended/as at March 31, 2018
geographic areas is as follows: Within India Outside India Total Within India Outside India Total
Net sales to external customers 63,426.04 5,776.72 69,202.76 53,709.49 4,980.32 58,689.81
by geographic area by
location of customers
Non- Current Assets (Property, plant 28,654.75 45.28 28,700.03 26,881.26 46.83 26,928.09
and equipment, intangible assets, other
non-current assets and Goodwill) by
geographic area
265
Integrated Report & Annual Accounts 2018-19 I 74th Year
The following table summarises related-party transactions and balances for the year ended / as at March 31, 2019:
(` in crores)
Finance taken, paid back (including loans and equity) 2,331.00 - 210.00 - 2,541.00
Interest (income)/expense, dividend (income)/paid, net (1,459.92) (26.16) (12.34) 6.62 (1,491.80)
266
Notes Forming Part of Financial Statements
Note: With the introduction of GST from July 01, 2017, the related party transactions reported does not include indirect tax component.
The previous period figures to that extent is not comparable.
267
Integrated Report & Annual Accounts 2018-19 I 74th Year
The compensation of CEO and Managing Director is `26.32 crores and `26.42 crores for the year ended March 31,2019 and
2018, respectively.
* Excludes provision for encashable leave and gratuity for certain key management personnel as a separate actuarial valuation
is not available.
Refer note 47 for information on transactions with post employment benefit plans.
45.
Disclosures required by Schedule V of SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015 and Section 186 (4) of the Companies Act, 2013
(a) Amount of loans / advances in nature of loans outstanding from subsidiaries as at March 31, 2019, on a standalone basis.
(` in crores)
Outstanding as at Maximum
March 31, 2019/ amount
March 31, 2018 outstanding
during the year
Name of the Company
(i) Subsidiaries:
Tata Motors European Technical Centre Plc., UK 38.46 38.46
[Tata Motors European Technical Centre has utilised this loan for investment in 39.22 39.22
National Automotive Innovation Centre set up jointly with University of Warwick
and Jaguar Land rover Ltd and carried an interest rate of 12 months LIBOR+ 3%
prevailing rate (5.9808% p.a- 7.1358% p.a]
Tata Hispano Motors Carrocera S.A. 539.40 539.40
(Tata Hispano Motors Carrocera S.A. has utilised this loan for meeting its capex 539.40 539.40
requirement and general corporate purposes, which is fully provided)
Tata Hispano Motors Carroceries Maghreb SA 58.39 58.39
(Tata Hispano Motors Carroceries Maghreb SA has utilised this loan for general 58.39 58.39
corporate purposes, which is partly provided).
Tata Precision Industries Pte Ltd 0.51 0.51
(Tata Precision Industries Ltd has utilised this loan for general corporate purposes - -
and carried an interest rate of 5% p.a.)
268
Notes Forming Part of Financial Statements
269
Integrated Report & Annual Accounts 2018-19 I 74th Year
Actuarial (gains) / losses arising from changes in 55.64 8.70 (14.62) (28.24)
experience adjustments
Defined benefit obligation, end of the year 1,038.21 898.18 144.23 138.55
(` in crores)
As at As at As at As at
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
270
Notes Forming Part of Financial Statements
(` in crores)
As at As at As at As at
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Information for funded plans with a defined benefit obligation in excess of plan assets:
Pension Benefits
As at As at
March 31, 2019 March 31, 2018
Information for funded plans with a defined benefit obligation less than plan assets:
(` in crores)
Pension Benefits
(` in crores)
As at As at As at As at
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Net pension and post retirement medical cost consist of the following components:
(` in crores)
As at As at As at As at
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
271
Integrated Report & Annual Accounts 2018-19 I 74th Year
(` in crores)
As at As at As at As at
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Remeasurements
Actuarial (gains) / losses arising from changes in 15.70 25.21 9.91 (2.65)
financial assumptions
Actuarial (gains) / losses arising from changes in 55.64 8.70 (14.62) (28.24)
experience adjustments on plan liabilities
The assumptions used in accounting for the pension and post retirement medical plans are set out below:
As at As at As at As at
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Plan Assets
The fair value of Company’s pension plan asset as of March 31, 2019 and 2018 by category are as follows:
Pension Benefits
As at As at
March 31, 2019 March 31, 2018
Asset category:
100.0% 100.0%
272
Notes Forming Part of Financial Statements
The weighted average duration of the defined benefit obligation as at March 31, 2019 is 14.4 years ( March 31, 2018 : 14.5 years).
The Company expects to contribute `87.58 crores to the funded pension plans during the year ended March 31, 2020.
The table below outlines the effect on the service cost, the interest cost and the defined benefit obligation in the event of a
decrease/increase of 1% in the assumed rate of discount rate, salary escalation and health care cost:
Salary escalation rate Increase by 1% Increase by ` 80.52 crores Increase by ` 18.08 crores
Health care cost Increase by 1% Increase by ` 17.36 crores Increase by ` 3.64 crores
The Company’s contribution to defined contribution plan aggregated to `184.80 crores and `182.20 crores for the years ended
March 31, 2019 and 2018 respectively.
273
Integrated Report & Annual Accounts 2018-19 I 74th Year
274
Notes Forming Part of Financial Statements
IX. Profit/(loss) for the year from continuing operations (VII-VIII) 1,903.94 (1,266.19)
XI. Total comprehensive income/(loss) for the year (IX+X) 1,880.89 (1,224.01)
275
276
Notes Forming Part of Financial Statements
C. Statement of Changes in Equity for the year ended March 31, 2019
i) Equity Share Capital
(` in crores)
Particulars
(` in crores)
Particulars Securities Share Capital Debenture Capital Retained earnings Other components of equity (OCI) Total other
premium based redemption redemption reserve equity
payments reserve Undistributable Distributable Equity Hedging Cost of
reserve (Ind AS 101) instruments reserve hedging
through OCI reserve
Balance as at April 1, 2018 19,213.93 - 2.28 1,085.94 (345.30) 627.03 (1,606.64) 16.92 (3.14) 12.99 19,004.01
Balance as at March 31, 2019 19,213.93 8.44 2.28 1,085.94 (359.37) 627.03 258.71 62.26 (26.40) 6.45 20,879.27
Integrated Report & Annual Accounts 2018-19 I 74th Year
Notes Forming Part of Financial Statements
D. Statement of Changes in Equity for the period ended March 31, 2018
i) Equity Share Capital
(` in crores)
Particulars Equity
Share Capital
(` in crores)
Particulars Securities Capital Debenture Capital Retained earnings Other components of equity (OCI) Total other
premium redemption redemption reserve equity
reserve reserve Undistributable Distributable Equity Hedging Cost of
(Ind AS 101) instruments reserve hedging
through OCI reserve
Balance as at April 1, 2017 19,213.93 2.28 1,085.94 (345.30) 627.03 (351.38) (27.12) 11.26 11.38 20,228.02
Balance as at March 31, 2018 19,213.93 2.28 1,085.94 (345.30) 627.03 (1,606.64) 16.92 (3.14) 12.99 19,004.01
277
FINANCIAL STATEMENTS (196-395) STATUTORY REPORTS (78-195) INTEGRATED REPORT (01-77)
Integrated Report & Annual Accounts 2018-19 I 74th Year
(` in crores)
As at As at
March 31, 2019 March 31, 2018
(a) Amounts outstanding but not due as at March 31, 126.96 141.59
(b) Amounts due but unpaid as at March 31, - Principal 7.16 0.69
( c) Amounts paid after appointed date during the year - Principal 56.06 95.50
(d) Amount of interest accrued and unpaid as at March 31, - Interest 3.50 2.55
(e) Amount of estimated interest due and payable for the period from - Interest 0.13 0.17
April 1, 2019 to actual date of payment or May 20, 2019
(whichever is earlier)
ii) Expenditure incurred on Research and Development by Tata Motors Ltd on standalone basis excluding interest in the
joint operations
(` in crores)
Year ended Year ended
March 31, 2019 March 31, 2018
(a) Revenue expenditure charged to statement of profit and loss (Product development/ 825.06 923.10
Engineering expenses, exceptional items and works, operations & other expenses)
(b) Revenue expenditure capitalised to intangibles under development during the year 1,864.41 1,362.51
( c) Capital expenditure in relation to tangible fixed assets 275.78 111.91
2,965.25 2,397.52
iii) On March 29, 2019, TAL Manufacturing Solutions Limited (TAL) has transferred the Non-aerospace business to the Company
including but not limited to the transfer of (i) all the employees (ii) all assets related to non-aerospace business and (iii) all
past, present and future liabilities in respect of the non-aerospace business. The transaction is between entities within the
Group (common control business combination). Hence, the financial statements in respect of prior periods should be restated
as if the business combination had occurred from the beginning of the earliest period presented in the financial statements.
However, as the amounts are not material, previous year financial statements are not restated.
(iv) The Company has a process whereby periodically all long term contracts (including derivative contracts) are assessed for
material foreseeable losses. At the year end, the Company has reviewed and ensured that adequate provision as required
under any law/accounting standards for material foreseeable losses on such long term contracts (including derivative
contracts) has been made in books of account.
As per our report of even date attached For and on behalf of the Board
For B S R & Co. LLP N CHANDRASEKARAN [DIN: 00121863] N MUNJEE [DIN:00010180] GUENTER BUTSCHEK [DIN: 07427375]
Chartered Accountants Chairman CEO and Managing Director
Firm’s Registration No: 101248W/W-100022 F S NAYAR [DIN:00003633]
S B BORWANKAR [DIN: 01793948]
V K JAIRATH [DIN:00391684] ED and Chief Operating Officer
YEZDI NAGPOREWALLA
Partner O P BHATT [DIN:00548091] P B BALAJI
Membership No. 049265 Group Chief Financial Officer
R SPETH [DIN:03318908]
H K SETHNA [FCS: 3507]
Directors Company Secretary
278
Independent Auditors' Report
279
Integrated Report & Annual Accounts 2018-19 I 74th Year
Holding Company to perform an impairment assessment as FVLCD assumptions: Compared the market multiple used
–
at 31 March 2019. in the FVLCD to comparative companies and to market data
sources with the assistance of specialists.
The annual impairment testing of passenger vehicle CGU
involves significant judgements and estimates in assessing the Description of Key Audit Matter
recoverable value. The recoverable value is considered to be
3. Capitalisation of product development cost by the Holding
the higher of the Holding Company’s assessment of the value
Company
in use (VIU) and fair value less cost of disposal (FVLCD).
Product development costs incurred on new vehicle platforms,
There is a risk over the Holding Company’s assessment and
engines, transaxles and new vehicles are recognised as
measurement of impairment due to:
intangible assets only when technical feasibility has been
• VIU: uncertainties involved in forecasting of cash flows, established, the Holding Company has committed technical
including key assumptions such as future sales volumes, and commercial resources to complete the development and
prices, margins, overheads, growth rates and weighted use the intangible asset and it is probable that the asset will
average cost of capital. generate future economic benefits.
• FVLCD: uncertainties involved in identifying appropriate The costs capitalised during the year include the cost of
comparable companies, estimating their market multiple technical know-how expenses, materials, direct labour,
and estimating the depreciated replacement cost inspecting and testing charges, designing cost, software
of fixed assets. expenses and directly attributable overhead expenditure
incurred up to the date the intangible asset is available for use
(Refer note 2{r} of the consolidated financial statements) including interest capitalised.
How the matter was addressed in the audit The capitalisation of product development cost is considered
The audit procedures included: to be a key audit matter given that the assessment of the
capitalisation criteria set out in Ind AS 38 ‘Intangible Assets’
Identification: Obtained an understanding of Holding
– is made at an early stage of product development and there
Company’s evaluation of identification of passenger are inherent challenges with accurately predicting the future
vehicles segment as a cash generating unit; economic benefit, which must be assessed as ‘probable’ for
Controls: Tested management review controls on the
– capitalisation to commence. There is a risk therefore that
assumptions including underlying cash flow forecasts development cost may get capitalised where the relevant
and impact of macro-economic factors on the forecasts. criteria has not been met.
Tested management’s review of the discounted cash (Refer note 2{p} and note 6 of the consolidated financial
flow calculations performed to support the impairment statements)
assessment including benchmarking of key assumptions
(discount rates, growth rate) and assessment of How the matter was addressed in the audit
sensitivities; The audit procedures included:
Completeness and accuracy of the VIU model: Obtained
– Controls: Tested the Holding Company’s design and
–
valuation computation performed by the Holding implementation and operating effectiveness of controls
Company for its impairment assessment and agreed the around initiation of capitalisation of the product
mathematical accuracy of the VIU by recalculating the development cost including:
cash flow build up;
• anagement review controls over calculations of the
m
Cash flow forecast assumptions: Involved independent
– future economic benefit of the projects;
valuation specialists to assist in the evaluation of the
assumptions (discount rate which included comparing • bserved management’s validation of relevant data
o
the weighted average cost of capital with sector averages elements and benchmarking the assumptions;
for the relevant markets in which the CGU operates
• valuating management’s assessment of whether
e
and long-term growth rate) and challenged the key
costs recorded meet the capitalisation criteria;
assumptions and judgements within the build - up of the
cash flow forecast (such as future sales volumes and • bserved management’s assessment of sensitivity of
o
prices, margins, overheads etc.) and methodologies used the impact of the changes in key assumptions;
by the Holding Company and its experts;
• iscussed with senior management and challenged
d
Sensitivity analysis: Assessed the sensitivity of the
– management assumptions including key inputs such
outcome of impairment assessment to changes in key as volumes, expected revenues and associated costs
assumptions such as volumes and margins; on projects which have lower headroom.
280
INTEGRATED REPORT (01-77)
–
Test of details: On selected sample of amounts – Benchmarking assumptions: Compared the JLR Group’s
capitalised, we tested: discount rate and long-term growth rate calculation to
external benchmark data and comparative companies’
• costs incurred towards projects;
rates and reperformed the discount rate calculation using
• inspected the technical team’s approvals for initiation the Capital Asset Pricing Model with the assistance of their
of capitalisation; valuation specialists;
• r eviewed the central cost allocation for the year and – Sensitivity analysis: Performed a sensitivity analysis
determined costs capitalised are ‘directly attributable’ over the reasonably possible combination of changes in
including the interest capitalised. the forecasts including the impact of potential downside
scenarios including a hard Brexit, US tariffs and a
Description of Key audit matter slower-than-expected resurgence in the China market;
4. Impairment testing of long-life intangible assets, reported by
281
Integrated Report & Annual Accounts 2018-19 I 74th Year
282
INTEGRATED REPORT (01-77)
Our opinion on the consolidated financial statements does not Auditors' Responsibilities for the Audit of the
cover the other information and we do not express any form of Consolidated Financial Statements
assurance conclusion thereon. Our objectives are to obtain reasonable assurance about whether
In connection with our audit of the consolidated financial the consolidated financial statements as a whole are free from
statements, our responsibility is to read the other information and, material misstatement, whether due to fraud or error, and to issue
in doing so, consider whether the other information is materially an auditor’s report that includes our opinion. Reasonable assurance
inconsistent with the consolidated financial statements or our is a high level of assurance, but is not a guarantee that an audit
knowledge obtained in the audit or otherwise appears to be conducted in accordance with SAs will always detect a material
materially misstated. If, based on the work we have performed misstatement when it exists. Misstatements can arise from
and based on the work done/ audit report of other auditors, we fraud or error and are considered material if, individually or in
conclude that there is a material misstatement of this other the aggregate, they could reasonably be expected to influence
information, we are required to report that fact. We have nothing the economic decisions of users taken on the basis of these
283
Integrated Report & Annual Accounts 2018-19 I 74th Year
284
INTEGRATED REPORT (01-77)
Report on Other Legal and Regulatory Requirements i.
The consolidated financial statements disclose the
A. As required by Section 143(3) of the Act, based on our audit impact of pending litigations as at 31 March 2019 on
and on the consideration of reports of the other auditors on the consolidated financial position of the Group, its joint
separate financial statements of such subsidiaries, step-down operations, associates and jointly controlled entities.
subsidiaries, joint operations, associates, and jointly controlled Refer note 38 to the consolidated financial statements.
entities as were audited by other auditors, as noted in the ‘Other ii.
Provision has been made in the consolidated financial
Matters’ paragraph, we report, to the extent applicable, that: statements, as required under the applicable law or Ind AS,
a)
We have sought and obtained all the information and for material foreseeable losses, on long-term contracts
explanations which to the best of our knowledge and including derivative contracts. Refer note 46(j) to the
belief were necessary for the purposes of our audit of the consolidated financial statements in respect of such items
aforesaid consolidated financial statements. as it relates to the Group, its joint operations, associates
and jointly controlled entities.
d)
In our opinion, the aforesaid consolidated financial C. With respect to the matter to be included in the Auditors’ report
under section 197(16):
285
Integrated Report & Annual Accounts 2018-19 I 74th Year
286
INTEGRATED REPORT (01-77)
Inherent Limitations of Internal Financial Controls Other matter
with reference to consolidated financial statements Our aforesaid report under Section 143(3)(i) of the Act on the
Because of the inherent limitations of internal financial controls adequacy and operating effectiveness of the internal financial
with reference to consolidated financial statements, including controls with reference to consolidated financial statements in
the possibility of collusion or improper management override so far as it relates to one joint operation, two associates and one
of controls, material misstatements due to error or fraud may jointly controlled entity, which are companies incorporated in India,
occur and not be detected. Also, projections of any evaluation is based solely on the corresponding reports of the auditors of
of the internal financial controls with reference to consolidated such companies incorporated in India. Our opinion is not modified
financial statements to future periods are subject to the risk that in respect of this matter.
the internal financial controls with reference to consolidated
For B S R & Co. LLP
financial statements may become inadequate because of changes
287
Integrated Report & Annual Accounts 2018-19 I 74th Year
288
Consolidated Statement of Profit and Loss
289
Integrated Report & Annual Accounts 2018-19 I 74th Year
290
Consolidated Cash Flow Statement
Non-cash transactions:
Liability towards property, plant and equipment and intangible assets purchased on credit/deferred credit 7,286.32 8,346.54
Increase/(decrease) in liabilities arising from financing activities on account of non-cash transactions:
Exchange differences 1,120.15 2,768.03
Classified as held for sale - (142.55)
Amortisation of prepaid discounting charges 158.19 202.70
291
292
Consolidated Statement of Changes in Equity
for the year ended March 31, 2019
A. Equity Share Capital
(` in crores)
Particulars Equity Share Capital
Balance as at April 1, 2018 679.22
Proceeds from issue of -
shares held in abeyance
Balance as at March 31, 2019 679.22
B. Other Equity
(` in crores)
Particulars Reserves Other components of equity
Securities Share- Capital Debenture Reserve for Special Earned Capital Retained Equity Hedging Cost of Currency Attributable Non- Total
Premium based redemption redemption research reserve surplus Reserve earnings instruments Reserve hedging translation to Owners of controlling other
payments reserve reserve and human reserve through Other reserve reserve Tata Motors interests equity
reserve resource Comprehensive Limited
development Income
Balance as at April 1, 2018 18,891.93 - 2.28 1,085.94 200.74 379.43 44.06 1,164.20 71,818.12 22.82 (3,626.04) 143.98 4,621.23 94,748.69 525.06 95,273.75
Effect of transition to Ind AS 115 - - - - - - - - (41.80) - - - - (41.80) - (41.80)
Profit/(loss) for the year - - - - - - - - (28,826.23) - - - - (28,826.23) 102.03 (28,724.20)
Other comprehensive income
/(loss) for the year - - - - - - - - (2,174.01) 44.19 (1,150.98) (225.86) (2,068.84) (5,575.50) (0.27) (5,575.77)
Total comprehensive income/
(loss) for the year - - - - - - - - (31,000.24) 44.19 (1,150.98) (225.86) (2,068.84) (34,401.73) 101.76 (34,299.97)
Amounts recognised in inventory - - - - - - - - - - (825.60) 11.08 - (814.52) - (814.52)
Acquisition of minority - - - - - - - - 1.26 - - - - 1.26 (9.02) (7.76)
Realised gain on investments
held at fair value through
Other comprehensive income - - - - - - - - 4.93 (4.93) - - - - - -
Dividend paid
(including dividend tax) - - - - - - - - - - - - - - (94.74) (94.74)
Share-based payments - 8.44 - - - - - - - - - - - 8.44 - 8.44
Transfer (from)/to
retained earnings - - - - - 61.40 1.59 - (62.99) - - - - - - -
Balance as at March 31, 2019 18,891.93 8.44 2.28 1,085.94 200.74 440.83 45.65 1,164.20 40,719.28 62.08 (5,602.62) (70.80) 2,552.39 59,500.34 523.06 60,023.40
See accompanying notes to consolidated financial statements For and on behalf of the Board
293
Mumbai, May 20, 2019 Mumbai, May 20, 2019
294
Notes Forming Part of Consolidated Financial Statements
295
Integrated Report & Annual Accounts 2018-19 I 74th Year
i) Note 3 and 6 - Property, plant and equipment and When the Company sells products that are
intangible assets – Useful lives and impairment bundled with maintenance service or extended
period of warranty, such services are treated as
ii) Note 5 - Impairment of goodwill a separate performance obligation only if the
service or warranty is optional to the customer or
iii) Note 6 and 7 - Impairment of indefinite life
includes an additional service component. In such
intangible assets
cases, the transaction price allocated towards
iv)
Note 21 - Recoverability/recognition of such maintenance service or extended period of
deferred tax assets warranty is recognised as a contract liability until
the service obligation has been met.
v) Note 29 - Provision for product warranty
The Company operates certain customer loyalty
vi)
Note 37 - Assets and obligations relating to programs under which customer is entitled to
employee benefits reward points on the spend towards Company’s
products. The reward points earned by customers
vii)
Note 17 - Allowances for credit losses for can be redeemed to claim discounts on future
finance receivables purchase of certain products or services.
Transaction price allocated towards reward points
f. Revenue recognition granted to customers is recognised as a deferred
The Company generates revenue principally from – income liability and transferred to income when
customers redeem their reward points.
a) Sale of products – (i) commercial and passenger
vehicles and vehicle parts and (ii) Sales of other For certain sale of services wherein performance
products - certain software products and other obligation is satisfied over a period of time,
automotive products any amount received in advance is recorded as
contract liability and recognised as revenue when
The Company recognises revenues on the sale service is rendered to customers. Any amount
of products, net of discounts, sales incentives, of income accrued but not billed to customers in
customer bonuses and rebates granted, when respect of such contracts is recorded as a contract
products are delivered to dealers or when asset. Such contract assets are transferred to
delivered to a carrier for export sales, which is Trade receivables on actual billing to customers.
when control including risks and rewards and
title of ownership pass to the customer. Sale of
Refund liabilities comprise of obligation
products is presented net of excise duty where towards customers to pay for discounts and
applicable and other indirect taxes. sales incentives.
The consideration received in respect of transport Proceeds from sale of vehicles for which the
arrangements for delivering of vehicles to the Company or any of its subsidiaries have retained
customers are recognised net of their costs within buy back obligation in future is recorded as a
revenues in the income statement. liabilities – (i) Proceeds received in excess of
agreed buy back price is recognised as Deferred
Revenues are recognised when collectability of income liability and (ii) the agreed buy back price is
the resulting receivable is reasonably assured. recognised as Buy back liability. Deferred income
liability is recognised as operating lease income
b)
Sale of services - maintenance service and
on time proportionate basis over date of sale and
extended warranties for commercial and
date of buy back.
passenger vehicles, software support services
and insurance broking services.
296
Notes Forming Part of Consolidated Financial Statements
297
Integrated Report & Annual Accounts 2018-19 I 74th Year
For the purpose of consolidation, the assets and l. Cash & cash equivalents
liabilities of the Company’s foreign operations are
Cash and cash equivalents are short-term (three
translated to Indian rupees at the exchange rate
months or less from the date of acquisition), highly
prevailing on the balance sheet date, and the income
liquid investments that are readily convertible into
and expenses at the average rate of exchange for the
cash and which are subject to an insignificant risk of
respective months. Exchange differences arising on
changes in value.
such translation are recognised as currency translation
reserve under equity. Exchange differences arising
m. Earnings per share
from the translation of a foreign operation previously
recognised in currency translation reserve in equity are Basic earnings per share has been computed by dividing
not reclassified from equity to profit or loss until the profit for the year by the weighted average number
disposal of the operation. of shares outstanding during the year. Partly paid up
shares are included as fully paid equivalents according
k. Income taxes to the fraction paid up. Diluted earnings per share has
been computed using the weighted average number of
Income tax expense comprises current and deferred
shares and dilutive potential shares, except where the
taxes. Income tax expense is recognised in the
result would be anti-dilutive.
statement of Profit and Loss except when they relate to
items that are recognised outside profit or loss (whether
n. Inventories
in other comprehensive income or directly in equity),
in which case tax is also recognised outside profit or Inventories (other than those recognised consequent to
loss, or where they arise from the initial accounting the sale of vehicles subject to repurchase arrangements)
for business combination. In the case of a business are valued at the lower of cost and net realisable value.
combination the tax effect is included in the accounting Cost of raw materials, components and consumables
for the business combination. Current income taxes are are ascertained on a first in first out basis. Cost, including
determined based on respective taxable income of each fixed and variable production overheads, are allocated
taxable entity and tax rules applicable for respective to work-in-progress and finished goods determined
tax jurisdictions. on a full absorption cost basis. Net realisable value is
the estimated selling price in the ordinary course of
Deferred tax assets and liabilities are recognised for business less estimated cost of completion and selling
the future tax consequences of temporary differences expenses. Inventories include vehicles sold subject to
between the carrying values of assets and liabilities repurchase arrangements. These vehicles are carried
and their respective tax bases, and unutilised business at cost to the Company and are amortised in changes
loss and depreciation carry-forwards and tax credits. in inventories of finished goods to their residual values
Such deferred tax assets and liabilities are computed (i.e., estimated second hand sale value) over the term of
separately for each taxable entity and for each taxable the arrangement.
jurisdiction. Deferred tax assets are recognised to the
extent that it is probable that future taxable income will o. Property, plant and equipment
be available against which the deductible temporary Property, plant and equipment are stated at cost
differences, unused tax losses, depreciation carry of acquisition or construction less accumulated
forwards and unused tax credits could be utilised. depreciation less accumulated impairment, if any.
Freehold land is measured at cost and is not depreciated.
Deferred tax assets and liabilities are measured
Heritage assets, comprising antique vehicles purchased
based on the tax rates that are expected to apply in
by the Company, are not depreciated as they are
the period when the asset is realised or the liability is
298
Notes Forming Part of Consolidated Financial Statements
299
Integrated Report & Annual Accounts 2018-19 I 74th Year
300
Notes Forming Part of Consolidated Financial Statements
301
Integrated Report & Annual Accounts 2018-19 I 74th Year
302
Notes Forming Part of Consolidated Financial Statements
303
Integrated Report & Annual Accounts 2018-19 I 74th Year
304
Notes Forming Part of Consolidated Financial Statements
305
Integrated Report & Annual Accounts 2018-19 I 74th Year
306
Notes Forming Part of Consolidated Financial Statements
307
Integrated Report & Annual Accounts 2018-19 I 74th Year
As at As at
March 31, 2019 March 31, 2018
Direct Subsidiaries
1 TAL Manufacturing Solutions Limited India - 100
(ceased to be subsidiary w.e.f. March 29, 2019)
2 Concorde Motors (India) Limited India 100 100
3 Tata Motors Insurance Broking & Advisory Services Limited India 100 100
4 Tata Motors European Technical Centre PLC UK 100 100
5 Tata Technologies Limited India 72.28 72.29
6 TMF Holdings Limited (formerly known as Tata Motors Finance Limited) India 100 100
7 Tata Marcopolo Motors Limited India 51 51
8 TML Holdings Pte. Limited Singapore 100 100
9 TML Distribution Company Limited India 100 100
10 Tata Hispano Motors Carrocera S.A. Spain 100 100
11 Tata Hispano Motors Carrocerries Maghreb SA Morocco 100 100
12 Trilix S.r.l. (Shareholding increased from 80% to 100% Italy 100 80
w.e.f. Deccember 6, 2018)
13 Tata Precision Industries Pte. Limited Singapore 78.39 78.39
Indirect subsidiaries *
14 Tata Daewoo Commercial Vehicle Company Limited South Korea 100 100
15 Tata Daewoo Commercial Vehicle Sales and Distribution Company Limited South Korea 100 100
16 Tata Motors (Thailand) Limited Thailand 95.87 95.49
17 Tata Motors (SA) (Proprietary) Limited South Africa 60 60
18 PT Tata Motors Indonesia Indonesia 100 100
19 Tata Technologies (Thailand) Limited Thailand 72.28 72.29
20 Tata Technologies Pte Limited Singapore 72.28 72.29
21 INCAT International Plc. UK 72.28 72.29
22 Tata Technologies Europe Limited UK 72.28 72.29
23 Escenda Engineering AB UK 72.28 72.29
24 INCAT GmbH. Germany 72.28 72.29
25 Tata Technologies Inc. USA 72.34 72.35
26 Tata Technologies de Mexico, S.A. de C.V. Mexico 72.34 72.35
27 Cambric Limited USA 72.31 72.32
28 Cambric GmbH Germany 72.34 72.35
29 Tata Technologies SRL Romania Romania 72.31 72.32
308
Notes Forming Part of Consolidated Financial Statements
As at As at
March 31, 2019 March 31, 2018
309
Integrated Report & Annual Accounts 2018-19 I 74th Year
As at As at
March 31, 2019 March 31, 2018
310
Notes Forming Part of Consolidated Financial Statements
As at As at
March 31, 2019 March 31, 2018
The following Jointly controlled companies are considered in the consolidated financial statements:
The following associates companies are considered in the consolidated financial statements:
311
312
Notes Forming Part of Consolidated Financial Statements
3. Property, plant and equipment
(` in crores)
Owned assets Given on lease Taken on lease Total
Land Buildings Plant and Furniture Vehicles Computers Heritage Land Buildings Plant and Vehicles Buildings Plant and Furniture Computers
equipment and Assets equipment equipment and
fixtures fixtures
Cost as at April 1, 2018 7,338.59 16,492.94 100,067.26 1,425.29 353.12 1,943.15 354.68 23.24 33.41 5.16 31.23 59.09 158.84 4.31 186.15 128,476.46
Additions - 6,827.03 16,309.96 225.51 75.63 537.45 24.38 - 0.49 - 33.88 8.15 38.11 - - 24,080.59
Currency translation differences (47.36) (474.78) (1,628.70) (19.90) (0.64) (29.94) (4.92) (0.38) (0.62) - - (0.41) (5.24) - - (2,212.89)
Reversal of assets classified as Held for sale - 27.11 45.55 36.89 3.88 156.82 - - - - - 36.78 0.63 - - 307.66
Disposal (4.97) (31.43) (5,571.00) (46.37) (44.68) (272.38) (1.37) - - - (2.36) (6.23) - - - (5,980.79)
Cost as at March 31, 2019 7,286.26 22,840.87 109,223.07 1,621.42 387.31 2,335.10 372.77 22.86 33.28 5.16 62.75 97.38 192.34 4.31 186.15 144,671.03
Accumulated depreciation/impairment as
at April 1, 2018 - 3,299.91 49,073.11 718.35 179.83 1,058.69 - - 0.93 4.12 6.06 20.99 71.06 1.51 174.06 54,608.62
Depreciation for the year - 908.24 10,815.73 125.50 64.55 247.97 - - 2.66 - 3.04 9.08 16.28 0.86 6.51 12,200.42
Writeoff/impairment of assets - - 10,515.08 144.34 6.05 234.82 161.69 - - - - - 56.72 - - 11,118.70
Currency translation differences - (49.09) (445.69) (7.02) (0.03) (6.76) - - (0.01) - - 0.29 (0.23) - - (508.54)
Reversal of assets classified as Held for sale - 12.11 13.12 16.70 2.18 101.50 - - - - - 13.93 0.60 - - 160.14
Disposal - (22.91) (5,192.52) (39.05) (38.15) (232.20) - - - - (1.13) (2.21) - - - (5,528.17)
Accumulated depreciation/impairment as
at March 31, 2019 - 4,148.26 64,778.83 958.82 214.43 1,404.02 161.69 - 3.58 4.12 7.97 42.08 144.43 2.37 180.57 72,051.17
Net carrying amount as at March 31, 2019 7,286.26 18,692.61 44,444.24 662.60 172.88 931.08 211.08 22.86 29.70 1.04 54.78 55.30 47.91 1.94 5.58 72,619.86
Cost as at April 1, 2017 6,761.98 12,014.30 79,560.14 1,218.13 290.95 1,766.77 423.35 20.11 29.46 8.95 8.14 149.57 416.15 4.31 178.87 102,851.18
Additions 294.61 3,155.56 15,698.18 146.43 109.02 263.54 - 0.72 - - 25.00 8.50 3.52 - 7.28 19,712.36
Asset acquired in Business Combination - 2.06 0.22 42.73 - 13.12 - - - - - 0.10 - - - 58.23
Assets classified as held for sale - (27.11) (366.90) (40.73) (3.88) (160.69) - - - - - (100.20) (0.63) - - (700.14)
Currency translation differences 282.00 1,355.91 8,374.91 121.91 11.47 143.85 50.00 2.41 3.98 - - 2.68 39.67 - - 10,388.79
Write off of assets - - (536.82) - - - (110.06 ) - - - - - - - - (646.88)
Disposal - (7.78) (2,662.47) (63.18) (54.44) (83.44) (8.61) - (0.03 ) (3.79) 1.91 (1.56) (299.87) - - (3,187.08)
Cost as at March 31, 2018 7,338.59 16,492.94 100,067.26 1,425.29 353.12 1,943.15 354.68 23.24 33.41 5.16 31.23 59.09 158.84 4.31 186.15 128,476.46
Accumulated depreciation as at April 1, 2017 - 2,445.47 38,476.07 600.90 179.59 1,003.48 - - 0.73 3.08 3.66 35.59 344.04 0.65 163.36 43,256.62
Depreciation for the year - 652.15 9,838.20 133.52 44.68 176.24 - - 0.13 1.32 3.70 5.60 7.24 0.86 10.70 10,874.34
Write off of assets - - (389.08) - - - - - - - - - - - - (389.08)
Assets classified as held for sale - (13.07) (115.43) (13.36 ) (2.58) (95.56) - - - - - (20.98) (0.60) - - (261.58)
Currency translation differences - 218.14 3,718.80 54.38 6.19 51.96 - - 0.07 - - 0.78 20.25 - - 4,070.57
Disposal - (2.78) (2,455.45 ) (57.09) (48.05 ) (77.43) - - - (0.28) (1.30) - (299.87) - - (2,942.25)
Accumulated depreciation as at March 31,2018 - 3,299.91 49,073.11 718.35 179.83 1,058.69 - - 0.93 4.12 6.06 20.99 71.06 1.51 174.06 54,608.62
Net carrying amount as at March 31, 2018 7,338.59 13,193.03 50,994.15 706.94 173.29 884.46 354.68 23.24 32.48 1.04 25.17 38.10 87.78 2.80 12.09 73,867.84
Integrated Report & Annual Accounts 2018-19 I 74th Year
Notes Forming Part of Consolidated Financial Statements
5. Goodwill
(` in crores)
As at As at
March 31, 2019 March 31, 2018
Balance at the beginning 116.45 673.32
Impairment (8.11) -
Classified as held for sale - (557.91)
Reversal of held for sale 639.92 -
Currency translation differences (0.39) 1.04
Balance at the end 747.87 116.45
As at March 31, 2019, goodwill of `107.95 crores and `639.92 crores relates to the passenger vehicles - automotive and related
activity segment (Tata and other brand vehicles) and “others” segment, respectively. As at March 31, 2018, goodwill of `108.10
crores and `8.35 crores relates to the passenger vehicles - automotive and related activity segment (Tata and other brand vehicles)
and Jaguar Land Rover Segment, respectively.
As at March 31, 2019, goodwill of `639.92 crores has been allocated to software consultancy and service cash generating unit.
The recoverable amount of the cash generating unit has been determined based on value in use. Value in use has been determined
based on future cash flows, after considering current economic conditions and trends, estimated future operating results, growth
rates and anticipated future economic conditions.
As at March 31, 2019, the estimated cash flows for a period of 5 years were developed using internal forecasts, and a pre-tax
discount rate of 12.72% The cash flows beyond 5 years have been extrapolated assuming 2% growth rates. The management
believes that any reasonably possible change in the key assumptions would not cause the carrying amount to exceed the
recoverable amount of the cash generating unit.
313
Integrated Report & Annual Accounts 2018-19 I 74th Year
Cost as at April 1, 2018 6,301.52 1,522.12 561.28 327.10 5,706.31 70,197.81 84,616.14
Additions 844.69 2.18 - 44.59 - 12,053.59 12,945.05
Fully amortised not in use (434.51) (38.20) - (8.28) - (8,651.82) (9,132.81)
Reversal of Assets classified as Held for sale 248.83 1.75 48.69 - - - 299.27
Currency translation differences (192.36) (28.35) (11.96) (8.45) (109.70) (1,278.75) (1,629.57)
Cost as at March 31, 2019 6,768.17 1,459.50 598.01 354.96 5,596.61 72,320.83 87,098.08
Accumulated amortisation/impairment as 3,235.38 1,383.86 273.12 98.12 - 32,196.09 37,186.57
at April 1, 2018
Amortisation for the year 1,043.48 76.83 29.35 39.57 - 10,200.98 11,390.21
Write off/Impairment of assets 669.40 - 61.73 47.40 1,316.88 8,092.86 10,188.27
Reversal of Assets classified as Held for sale 170.63 0.48 11.00 - - - 182.11
Asset fully amortised not in use (434.51) (38.20) - (8.28) - (8,651.82) (9,132.81)
Currency translation differences (53.93) (25.76) (5.23) (2.32) 14.11 (509.89) (583.02)
Accumulated amortisation/impairment as 4,630.45 1,397.21 369.97 174.49 1,330.99 41,328.22 49,231.33
at March 31, 2019
Net carrying amount as at March 31, 2019 2,137.72 62.29 228.03 180.47 4,265.62 30,992.61 37,866.74
Cost as at April 1, 2017 5,212.84 1,313.68 516.61 194.99 5,003.50 47,746.09 59,987.71
Additions 847.20 42.75 22.31 61.53 - 16,464.77 17,438.56
Asset acquired in Business Combination 12.62 - - 33.59 - - 46.21
Assets classified as held for sale (248.83) (1.68) (48.69) - - - (299.20)
Currency translation differences 694.31 167.37 71.05 36.99 702.81 7,217.99 8,890.52
Write off assets - - - - - - -
Fully amortised not in use (216.62) - - - - (1,231.04) (1,447.66)
Cost as at March 31, 2018 6,301.52 1,522.12 561.28 327.10 5,706.31 70,197.81 84,616.14
Accumulated amortisation as at April 1, 2017 2,214.78 1,096.05 225.43 39.62 - 20,735.63 24,311.51
Amortisation for the year 997.26 135.07 26.09 53.67 - 9,467.16 10,679.25
Assets Held for Sale (170.05) (0.64) (10.96) - - - (181.65)
Fully amortised not in use (216.62) - - - - (1,231.04) (1,447.66)
Currency translation differences 297.30 153.38 32.56 4.83 - 3,224.34 3,712.41
Write off assets 112.71 - - - - - 112.71
Accumulated amortisation as at March 31, 2018 3,235.38 1,383.86 273.12 98.12 - 32,196.09 37,186.57
Net carrying amount as at March 31, 2018 3,066.14 138.26 288.16 228.98 5,706.31 38,001.72 47,429.57
314
Notes Forming Part of Consolidated Financial Statements
(` in crores)
( c) The useful life of trademarks and brands in respect of the acquired Jaguar Land Rover businesses have been determined to
be indefinite as the Company expects to generate future economic benefits indefinitely from these assets.
(d) During the year ended March 31, 2014, legislation was enacted that allows United Kingdom (UK) companies to elect for the
Research and Development Expenditure Credit (RDEC) on qualifying expenditures incurred since April 1, 2013, instead of
the existing super-deduction rules. As a result of this election by the Company’s subsidiary in the UK, `835.06 crores and
`871.75 crores, for the year ended March 31, 2019 and 2018, respectively, the proportion relating to capitalised product
315
Integrated Report & Annual Accounts 2018-19 I 74th Year
The approach and key (unobservable) assumptions used to determine the CGU’s VIU were as follows:
As at As at
March 31, 2019 March 31, 2018
The Company has considered it appropriate to undertake the impairment assessment with reference to the latest business plan which
includes a 5 year cash flow forecast. The growth rates used in the value in use calculation reflect those inherent within the JLR’s
business plan, which is primarily a function of the JLR’s cycle plan assumptions, past performance and management’s expectation
of future market developments through to 2023/24. The future cash flows consider potential risks given the current economic
environment and key assumptions, such as volume forecasts and margins. The Company has assessed the potential impacts of
changes, if any, in tax and treaty arrangements globally, including proposed exit of the United Kingdom from European Union (Brexit)
and the US Tariffs. The potential impact of reasonably possible outcomes of these events has been included in the VIU calculations.
The cash flows for the year 2023/24 are extrapolated into perpetuity assuming a growth rate as stated above which is set with
reference to weighted-average GDP growth of the countries in which JLR operates.
The impairment loss of `27,837.91 crores has been allocated initially against goodwill of `8.11 crores and thereafter the residual
amount has been allocated on a pro-rated basis as follows:
(` in crores)
As at
March 31, 2019
Property, plant and equipment 10,857.01
Capital work-in-progress 1,656.08
Goodwill 8.11
Other intangible assets 10,187.34
Intangible assets under development 5,129.37
Total 27,837.91
(` in crores)
As at
March 31, 2019
Increase in discount rate by 1% 10,082.87
Decrease in long-term growth rate applied beyond approved forecast period by 0.5% 4,371.66
Decrease in projected volume by 5% 38,892.37
Decrease in projected gross margin by 1% 18,898.60
316
Notes Forming Part of Consolidated Financial Statements
(` in crores)
As at As at
March 31, 2019 March 31, 2018
Carrying amount of the Company’s interest in associates 1,039.34 933.34
(i) Fair value of investment in an equity accounted associate for which published price quotation is available, which is a level
1 input, was `169.69 crores and `338.04 crores as at March 31, 2019 and 2018, respectively. The carrying amount as
at March 31, 2019 and 2018 was `138.70 crores and `141.48 crores, respectively.
(ii) During the year ended March 31, 2019, the Group purchased 26% of the share capital of Loginomic Tech Solutions
Chery Jaguar Land Rover Automotive Co. Manufacture China 50% 50%
Limited (Chery) and assembly
of vehicles
Chery is a limited liability company, whose legal form confers separation between the parties to the joint arrangement.
There is no contractual arrangement or any other facts and circumstances that indicate that the parties to the joint
venture have rights to the assets and obligations for the liabilities of the joint arrangement. Accordingly, Chery is
classified as a joint venture. The summarised financial information in respect of Chery that is accounted for using the
equity method is set forth below.
(` in crores)
As at As at
March 31, 2019 March 31, 2018
Current assets 6,770.19 8,231.79
Non-current assets 13,024.47 12,218.49
Current liabilities (9,992.36) (9,929.83)
Non-current liabilities (1,104.24) (1,418.41)
317
Integrated Report & Annual Accounts 2018-19 I 74th Year
(` in crores)
Year ended Year ended
March 31, 2019 March 31, 2018
Revenue 15,571.50 23,787.61
Net income/(loss) 111.95 4,338.13
Other comprehensive income - 121.79
Total comprehensive income for the year 111.95 4,459.92
Reconciliation of above summarised financial information to the carrying amount of the interest in the joint venture
recognised in the consolidated financial statements:
(` in crores)
As at As at
March 31, 2019 March 31, 2018
Net assets of the joint venture 8,698.06 9,102.04
Proportion of the Company’s interest in joint venture 4,349.03 4,551.02
Other consolidation adjustments (53.49) (101.62)
Carrying amount of the Company’s interest in joint venture 4,295.54 4,449.40
During the year ended March 31, 2019, a dividend of GBP 21.69 Million (`199.03 crores) was received by a subsidiary
in UK from Chery Jaguar Land Rover Automotive Co. Ltd. (2018 : GBP 206.46 Million, `1,764.49 crores)
(ii) The aggregate summarised financial information in respect of the Company’s immaterial joint ventures that are
accounted for using the equity method is set forth below.
(` in crores)
As at As at
March 31, 2019 March 31, 2018
Carrying amount of the Company’s interest in joint ventures - 2.50
318
Notes Forming Part of Consolidated Financial Statements
( c) Summary of carrying amount of the Company’s interest in equity accounted investees:
(` in crores)
(` in crores)
Year ended Year ended
March 31, 2019 March 31, 2018
Share of profit/(loss) in immaterial associates 111.06 118.30
Share of profit/(loss) in material joint venture 55.98 2,169.07
Share of profit/(loss) on other adjustments in material joint venture 44.96 (25.36)
Share of profit/(loss) in immaterial joint ventures (2.50) 16.25
209.50 2,278.26
(e) Summary of Company’s share of other comprehensive income in equity accounted investees:
(` in crores)
Year ended Year ended
March 31, 2019 March 31, 2018
Share of other comprehensive income in immaterial associates 11.15 (10.96)
Currency translation differences-immaterial associates (2.83) 9.06
Currency translation differences-material joint venture (55.78) 420.35
(47.46) 418.45
* Company’s share of profit/(loss) of the equity accounted investees has been determined after giving effect for the subsequent
amortisation/depreciation and other adjustments arising on account of fair value adjustments made to the identifiable
net assets of the equity accounted investee as at the date of acquisition and other adjustment arising under the equity
method of accounting.
319
Integrated Report & Annual Accounts 2018-19 I 74th Year
As at As at
March 31, 2019 March 31, 2018
Quoted:
Unquoted:
Quoted:
Unquoted:
Unquoted:
Note:
During the year ended March 31, 2019, the Company’s investments in Lyft Incorporated got listed in NASDAQ stock exchange. The carrying
value of these equity shares are `423.14 crores and `204.70 crores as at March 31, 2019 and 2018, respectively.
320
Notes Forming Part of Consolidated Financial Statements
As at As at
March 31, 2019 March 31, 2018
Quoted:
Unquoted:
Unquoted:
321
Integrated Report & Annual Accounts 2018-19 I 74th Year
As at As at
March 31, 2019 March 31, 2018
Non-current
(a) Loans to channel partners (Net of allowances for credit impaired balances `Nil and `7.30 180.49 237.03
crores as at March 31, 2019 and 2018, respectively).
( c) Others (Net of allowances for credit impaired balances `8.46 crores and `41.68 crores as at 196.89 230.32
March 31, 2019 and 2018, respectively.)
Current
(a) Advances to supplier, contractors etc. (Net of allowances for credit impaired balances 1,177.87 1,431.98
`179.86 crores and `165.10 crores as at March 31, 2019 and 2018, respectively)
(b) Loans to channel partners (Net of allowances for credit impaired balances `9.90 crores and 14.46 -
`Nil as at March 31, 2019 and 2018, respectively.)
322
Notes Forming Part of Consolidated Financial Statements
As at As at
March 31, 2019 March 31, 2018
Non-current
Margin money with banks in restricted cash deposits consists of collateral provided for transfer of finance receivables.
Restricted deposits as at March 31, 2019 and 2018 includes `45.26 crores and `50.76 crores, respectively, held as a deposit in
relation to ongoing legal cases.
As at As at
March 31, 2019 March 31, 2018
Current
323
Integrated Report & Annual Accounts 2018-19 I 74th Year
Note:
(i) Inventories of finished goods include `4,380.71 crores and `4,023.61 crores as at March 31, 2019 and 2018 respectively, relating
to vehicles sold subject to repurchase arrangements.
(ii) Cost of inventories (including cost of purchased products) recognised as expense during the year ended March 31, 2019 and 2018
amounted to `228,342.42 crores and `217,338.62 crores, respectively.
(iii) During the year ended March 31, 2019 and 2018, the Company recorded inventory write-down expense of `608.63 crores and
`607.42 crores, respectively.
* Excludes `95.80 crores classified as held for sale as at March 31, 2018.
324
Notes Forming Part of Consolidated Financial Statements
As at As at
March 31, 2019 March 31, 2018
(a) Earmarked balances with banks (refer note below) 365.23 493.87
Note:
Earmarked balances with bank includes `250.93 crores and `248.60 crores as at March 31, 2019 and 2018, respectively held as security
in relation to interest and repayment of bank borrowings. Out of these deposits, `94.27 crores and `85.09 crores as at March 31, 2019 and
2018, respectively are pledged till the maturity of the respective borrowings.
As at As at
Changes in the allowance for credit losses in finance receivables are as follows:
(` in crores)
325
Integrated Report & Annual Accounts 2018-19 I 74th Year
(` in crores)
Year ended Year ended
March 31, 2019 March 31, 2018
Balance at the beginning 1,477.62 1,517.03
Assets classified as held for sale - (13.05)
Allowances made during the year 214.19 14.57
Written off (397.44) (45.49)
Foreign exchange translation differences (35.33) 4.56
Reversal of Assets classified as held for sale 13.05 -
Balance at the end 1,272.09 1,477.62
326
Notes Forming Part of Consolidated Financial Statements
(` in crores)
Year ended Year ended
March 31, 2019 March 31, 2018
Current taxes
India 503.43 242.00
Other than India 1,721.80 3,061.46
Deferred taxes
India (323.75) 48.49
Other than India (4,338.93) 989.98
Total income tax expense (2,437.45) 4,341.93
The UK Finance Act 2016 was enacted during the year ended March 31, 2017 which included provisions for a reduction in the UK
Corporation tax rate to 17% with effect from April 1, 2020. Accordingly, UK deferred tax has been provided at rates applicable when
the temporary difference is expected to reverse.
Included within ‘Impact of change in statutory tax rates’ is a charge of `464.84 crores for the impact of the change in the US Federal
rate from 35% to 21% on deferred tax assets for the year ended March 31, 2018.
327
328
Notes Forming Part of Consolidated Financial Statements
Significant components of deferred tax assets and liabilities for the year ended March 31, 2019 are as follows:
(` in crores)
Opening Adjustment Adjusted Reversal of Recognised Recognised MAT Credit Divestment Closing
balance on initial Opening items classified in profit or loss in/reclassified Utilised of a balance
application Balance as held for Sale from other subsidiary
of IFRS 15 in earlier year comprehensive company
income
Deferred tax assets:
Unabsorbed depreciation 2,564.73 - 2,564.73 2.43 (16.12) (0.01) - 12.44 2,563.47
Business loss carry forwards 4,961.49 8.45 4,969.94 - (1,925.59) (72.39) - - 2,971.96
Expenses deductible in future years: -
- provisions, allowances for doubtful 3,021.39 - 3,021.39 2.12 391.11 0.22 - 2.45 3,417.29
receivables and others
Compensated absences and 842.63 - 842.63 13.24 3.27 385.85 - 1.30 1,246.29
retirement benefits
Minimum alternate tax carry-forward 38.19 - 38.19 3.78 81.78 - (1.58) (15.55) 106.62
Property, plant and equipment 92.65 - 92.65 - 4,825.89 10.82 - - 4,929.36
Derivative financial instruments 755.25 - 755.25 0.39 (2.24) 471.92 - - 1,225.32
Unrealised profit on Inventory 1,507.92 - 1,507.92 - (381.15) 15.10 - - 1,141.87
Others 1,140.24 - 1,140.24 1.52 168.14 (51.85) - 0.82 1,258.87
Total deferred tax assets 14,924.49 8.45 14,932.94 23.48 3,145.09 759.66 (1.58) 1.46 18,861.05
Deferred tax liabilities: -
Property, plant and equipment 2,740.07 - 2,740.07 5.60 (114.26) (11.97) - 7.21 2,626.65
Intangible assets 12,183.85 - 12,183.85 (2.74) (1,242.05) (188.11) - - 10,750.95
Undistributed earnings in subsidiaries, 1,939.72 - 1,939.72 - (233.04)* (17.46) - - 1,689.22
joint operations and equity
accounted investees
Fair valuation of retained interest in a 16.95 - 16.95 - - - - - 16.95
subsidiary subsequent to disposal of
controlling equity interest
Others 11.00 - 11.00 12.10 71.76 22.35 - - 117.21
Total deferred tax liabilities 16,891.59 - 16,891.59 14.96 (1,517.59) (195.19) - 7.21 15,200.98
Net assets/(liabilities) (1,967.10) 8.45 (1,958.65) 8.52 4,662.68 954.85 (1.58) (5.75) 3,660.07
Deferred tax assets ` 5,151.11
Deferred tax liabilities ` 1,491.04
* Net off `360.82 crores reversed on dividend distribution by subsidiaries.
Integrated Report & Annual Accounts 2018-19 I 74th Year
Notes Forming Part of Consolidated Financial Statements
Unrecognised deferred tax assets expire unutilised based on the year of origination as follows:
March 31, (` in crores)
2020 52.50
2021 56.10
2022 69.94
2023 885.95
The Company has not recognised deferred tax liability on undistributed profits of certain subsidiaries amounting to `44,551.06 crores
and `74,589.17 crores as at March 31, 2019 and 2018 respectively, because it is able to control the timing of the reversal of temporary
differences associated with such undistributed profits and it is probable that such differences will not reverse in the foreseeable future.
Significant components of deferred tax assets and liabilities for the year ended March 31, 2018 are as follows:
(` in crores)
Opening Recognised Recognised MAT Credit Classified Closing
balance in profit in/reclassified Utilised as held balance
or loss from other for Sale
comprehensive
income
329
Integrated Report & Annual Accounts 2018-19 I 74th Year
330
Notes Forming Part of Consolidated Financial Statements
Year ended March 31, 2019 Year ended March 31, 2018
(h) The entitlements to 4,94,352 Ordinary shares of `2 each (as at March 31, 2018 : 4,94,352 Ordinary shares of `2 each) and
2,33,739 ‘A’ Ordinary shares of `2 each (as at March 31, 2018 : 2,33,739 ‘A’ Ordinary shares of `2 each) are subject matter of
various suits filed in the courts / forums by third parties for which final order is awaited and hence kept in abeyance.
* less than `50,000/-
(i) Rights, preferences and restrictions attached to shares :
(i) Ordinary shares and ‘A’ Ordinary shares both of `2 each :
• In the event of liquidation, the shareholders are eligible to receive the remaining assets of the Company after
distribution of all preferential amounts, in proportion to their shareholdings.
(ii) American Depositary Shares (ADSs) and Global Depositary Shares (GDSs) :
• Each ADS and GDS underlying the ADR and GDR respectively represents five Ordinary shares of `2 each.
A holder of ADS and GDS is not entitled to attend or vote at shareholders meetings. An ADS holder is entitled
to issue voting instructions to the Depositary with respect to the Ordinary shares represented by ADSs only in
accordance with the provisions of the Company’s ADSs deposit agreement and Indian Law. The depositary for
the ADSs and GDSs shall exercise voting rights in respect of the deposited shares by issue of an appropriate
proxy or power of attorney in terms of the respective deposit agreements.
• Shares issued upon conversion of ADSs and GDSs will rank pari passu with the existing Ordinary shares of `2 each
in all respects including entitlement of the dividend declared.
331
Integrated Report & Annual Accounts 2018-19 I 74th Year
(` in crores)
Year ended Year ended
March 31, 2019 March 31, 2018
Balance at the beginning 4,621.23 (5,300.13)
Exchange differences arising on translating the net assets of foreign operations (net) (2,010.23) 9,491.95
Net change in translation reserve - equity accounted investees (net) (58.61) 429.41
Balance at the end 2,552.39 4,621.23
(b) The movement of Equity instruments held as fair value through other comprehensive income(FVTOCI) is as follows:
(` in crores)
Year ended Year ended
March 31, 2019 March 31, 2018
Balance at the beginning 22.82 (19.26)
Other Comprehensive income for the year 43.80 42.86
Income tax relating to gain/(loss) recognised on equity investments, where applicable 0.39 -
Profit on sale of equity investments reclassified to retained earnings (4.93) (0.78)
Balance at the end 62.08 22.82
332
Notes Forming Part of Consolidated Financial Statements
(` in crores)
Income tax relating to gain/(loss) recognised on cash flow hedges 1,606.17 (1,626.88)
(Gain)/loss reclassified to profit or loss 7,077.94 10,328.81
Income tax related to amounts reclassified from hedge reserve to inventory 194.73 271.97
(` in crores)
Income tax relating to gain/(loss) recognised on cash flow hedges 51.03 (50.42)
Amounts removed from hedge reserve and recognised in inventory 13.65 1.15
Income tax related to amounts removed from hedge reserve and recognised in inventory (2.60) (0.22)
(` in crores)
333
Integrated Report & Annual Accounts 2018-19 I 74th Year
334
Notes Forming Part of Consolidated Financial Statements
Collaterals
Inventory, trade receivables, finance receivables, other financial assets, property, plant and equipment with a carrying amount of
`30,885.05 crores and `18,196.91 crores are pledged as collateral/security against the borrowing as at March 31, 2019 and
2018, respectively.
Notes :
Nature of Security (on loans including interest accrued thereon) :
Long Term Borrowings
(A) Non convertible debentures
(i) Rated, Listed, Secured, 9.95% Coupon, Non-Convertible Debentures amounting to `200 crores included within Current
maturities of Long-term borrowings in note 28 are secured by a pari passu charge by way of an English mortgage
of the Company’s 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.
335
Integrated Report & Annual Accounts 2018-19 I 74th Year
- All book debts, trade advances forming part of movable property of TML.
( c) Any other security as identified by TMFL and acceptable to the debenture trustee.
Collateralised debt obligation represent amount received against finance receivables securitised/assigned, which does not
qualify for derecognition.The repayments are due from financial year ending March 31, 2020 to March 31, 2024.
Term loans from banks amounting to `7,877.31 crores included within long-term borrowings in note 25
(i)
and `1,557.81 crores included within current maturities of long-term borrowings in note 28 are secured by a
pari-passu charge in favour of the security trustee on all receivables of TMFL arising out of loan, lease transactions
and trade advances, all other book debts, receivables from pass through certifictes in which company has invested
and such other current assets as may be identified by TMFL from time to time and accepted by the relevant
lender/security trustee.
(ii) Term loans from banks amounting to `1,279.68 crores included within long-term borrowings in note 25 and `214.59
crores included within current maturities of long-term borrowings in note 28 are secured by way of a charge created
on all receivables of Tata Motors Finance Solutions Limited (TMFSL) arising out of loan, trade advances; and all other
book debts, receivables from pass through certificates in which company has invested; and such other current assets
as may be identified by TMFSL from time to time and accepted by the relevant lender.
(iii) Term loan from banks of `587.58 crores included within Long-term borrowings in note 25 and `88.48 crores included
within Current maturities of Long-term borrowings in note 28 is taken by joint operation Fiat India Automobiles Private
Ltd which is due for repayment from June 2019 to May 2023. The loan is secured by first charge over fixed assets
procured from its loan/jeep project.
(iv) The term loan from others of `587.08 crores (recorded in books at `146.73 crores) is due for repayment from the
quarter ending March 31, 2033 to quarter ending March31, 2039, along with simple interest at the rate of 0.10%
p.a.The loan is secured by a second and subservient charge (creation of charge is under process) over Company’s free
hold land together with immovable properties, plant and machinery and other movable assets (excluding stock and
book debts) situated at Sanand plant in the State of Gujarat.
(v) The term loan from others of `69.34 crores (recorded in books at `24.70 crores) is due for repayment from the
quarter ending June 30, 2030 to March 31, 2033, along with a simple interest of 0.01% p.a. The loan is secured by
bank gurantee for the due performance of the conditions as per the terms of the agreement.
(vi) The term loan from others of `25.50 crores included within Long -term borrowings in note 25 and `9.00 crores included
within current maturity of long-term borrowings in note 28 are secured by pari passu first charge on fixed assets of Tata
Marcopolo Motors Limited.
336
Notes Forming Part of Consolidated Financial Statements
(` in crores)
* Classified as other current liabilities being maturity before March 31, 2020.
Details of the tranches of the senior notes outstanding at March 31, 2019 are as follows:
(` in crores)
5,602.77 6,807.06
( C) Non convertible debentures amounting to `8,952.69 crores included within long-term borrowing in note 25 and `3,826.69
crores included within current maturities of long term borrowings in note 28 bear interest rate ranging from 7.28% to 11.50%
and maturity ranging from April 2019 to March 2029.
337
Integrated Report & Annual Accounts 2018-19 I 74th Year
(iii) Foreign currency term loan amounting to `5,908.63 crores included within long-term borrowing in note 25 bearing
floating interest rate that are linked to LIBOR maturity ranging from July 2020 to July 2023.
(iv) Foreign currency syndicate loan amounting to `6,834.37 crores included within long-term borrowing in note 25
bearing floating interest rate that are linked to LIBOR maturity ranging from October 2022 to January 2025.
(i) Short-term loan from banks and other parties(financial institutions) consists of cash credit, overdrafts, short term
loan, bill discounting amounting to `2,511.92 crores bearing fixed rate of interest ranging from 8.00% to 10.25% and
`6,610.13 crores bear floating rate of interest based on MCLR of respective banks and other bench mark rates.
(ii) Commercial paper are unsecured short term papers issued at discount bearing no coupon interest. The yield on
commercial paper issued by the Company ranges from 7.21% to 9.10%.
338
Notes Forming Part of Consolidated Financial Statements
(` in crores)
Year ended March 31, 2019
Product Legal and Provision Provision for
warranty product Liability for residual risk environmental
liability
Balance at the beginning 15,935.10 1,319.87 316.96 247.93
Adjustment on initial application of Ind AS 115 (137.65) - - -
Provision made during the year * 10,422.26 1,465.48 72.49 100.94
Provision used during the year (8,608.77) (985.73) (23.95) (79.93)
Impact of discounting 191.25 - - -
Impact of foreign exchange translation (300.93) (13.19) (2.76) (5.35)
Balance at the end 17,501.26 1,786.43 362.74 263.59
Current 7,404.25 1,395.12 85.12 125.47
Non-current 10,097.01 391.31 277.62 138.12
* Provision made during the year includes estimated recovery from suppliers ` (2.96) crores.
339
Integrated Report & Annual Accounts 2018-19 I 74th Year
340
Notes Forming Part of Consolidated Financial Statements
Note:
(1) Includes exchange gain/(loss) (net) on hedges reclassified from hedge (6,956.21) (10,274.11)
reserve to statement of Profit and Loss
(2) Consequent to the introduction of Goods and Service Tax (GST) with effect from July 1, 2017, Central Excise, Value Added Tax (VAT),
etc have been replaced by GST. In accordance with Ind AS 18/Ind AS 115 on Revenue/Revenue from contracts with customers and
Schedule III of the Companies Act, 2013, GST, GST Compensation Cess, etc. are not included in Sale of products for applicable periods.
In view of the aforesaid restructuring of indirect taxes, Sale of products for the year ended March 31, 2019 are not comparable with
the previous period. Following additional information is being provided to facilitate such comparison:
Note:
(1) Incentives include exports and other incentives of `621.38 crores and `934.88 crores, for the year ended March 31, 2019
and 2018, respectively and `812.61 crores and `387.67 crores, for the year ended March 31, 2019 and 2018, respectively
received by foreign subsidiaries on Tax credit on qualifying expenditure for research and development.
(2) Consequent to clarifications published by the Institute of Chartered Accountants of India during the year ended March 31,
2019; various Government Grants (incentives) have been reported as “Other Income”. Previously, these were reported as ”Other
Operating Revenue” in the Statement of Profit and Loss. The change is retrospectively applied by reclassifying the previous year
to confirm to current year’s presentation and is not considered material to the Company’s prior period financials statements.
341
Integrated Report & Annual Accounts 2018-19 I 74th Year
During the year ended March 31, 2017, the subsidiary launched a new long-term employment benefit scheme which provides cash
payment to certain employees based on subsidiary’s performance against long-term business metrics. This new LTIP scheme has
been accounted for in accordance with Ind AS 19 “Employee benefits”.
As per the scheme, the number of shares that will vest is conditional upon certain performance measures determined by
NRC. The performance conditions are measured over vesting period of the options granted which ranges from 3 to 5 years.
The performance measures under this scheme include growth in sales, earnings and free cash flow. The options granted under this
scheme is exercisable by employees till one year from date of its vesting.
The Company has granted 78,12,427 number of options during the year ended March 31, 2019 at an exercise price of `345/-.
Option granted will vest equally each year starting from 3 years from date of grant up to 5 years from date of grant. Number of
shares that will vest range from 0.5 to 1.5 per option granted depending on performance measures.
(` in crores)
Year ended
March 31, 2019
Options outstanding at the beginning of the year -
Granted during the year 7,812,427
Forfeited/Expired during the year -
Exercised during the year -
Outstanding at the end of the year 7,812,427
Maximum/Minimum number of shares to be issued for outstanding options 11,718,641/
(conditional on performance measures) 3,906,214
The Company has estimated fair value of options granted during the year using Black Scholes model. The following assumptions were used
for calculation of fair value of options granted during the year ended March 31, 2019.
Assumption factor Estimates
Risk free rate 7%-8%
Expected life of option 4-6 years
Expected volatility 33%-37%
342
Notes Forming Part of Consolidated Financial Statements
Note :
Works operation and other expenses :
(` in crores)
Year ended Year ended
March 31, 2019 March 31, 2018
(i) Auditors’ remuneration
(i) Audit fees 67.78 55.59
(ii) Tax Audit fees 1.07 1.62
(iii) All other fees 1.58 4.72
TOTAL 70.43 61.93
343
Integrated Report & Annual Accounts 2018-19 I 74th Year
344
Notes Forming Part of Consolidated Financial Statements
(` in crores)
As at As at As at As at
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Information for funded plans with a defined benefit obligation in excess of plan assets:
Pension benefits
As at As at
March 31, 2019 March 31, 2018
Information for funded plans with a defined benefit obligation less than plan assets:
(` in crores)
Pension benefits
(` in crores)
As at As at As at As at
March 31, 2019 March 31, 2018 March 31, 2019 March 31, 2018
Net pension and post retirement medical cost consist of the following components:
(` in crores)
345
Integrated Report & Annual Accounts 2018-19 I 74th Year
The assumptions used in accounting for the pension and post retirement medical plans are set out below:
Plan Assets
The fair value of Company’s pension plan asset as of March 31, 2019 and 2018 by category are as follows:
Pension benefits
Plan assets as of March 31
2019 2018
Asset category:
Cash and cash equivalents 6.5% 6.0%
Debt instruments (quoted) 66.9% 68.4%
Debt instruments (unquoted) 0.9% 0.3%
Equity instruments (quoted) 2.6% 1.7%
Deposits with Insurance companies 23.1% 23.6%
100.0% 100.0%
The Company’s policy is driven by considerations of maximising returns while ensuring credit quality of the debt instruments.
The asset allocation for plan assets is determined based on investment criteria prescribed under the Indian Income Tax Act,
1961, and is also subject to other exposure limitations. The Company evaluates the risks, transaction costs and liquidity for
potential investments. To measure plan asset performance, the Company compares actual returns for each asset category with
published bench marks.
The weighted average duration of the defined benefit obligation as at March 31, 2019 is 14.41 years (2018 : 14.51 years)
The Company expects to contribute `96.67 crores to the funded pension plans in FY 2019-20.
346
Notes Forming Part of Consolidated Financial Statements
Salary escalation rate Increase by 1% Increase by `91.31 crores Increase by `21.66 crores
Decrease by 1% Decrease by `81.02 crores Decrease by `19.03 crores
The following table sets out, the amounts recognised in the financial statements for the severance indemnity plan.
(` in crores)
As at As at
March 31, 2019 March 31, 2018
Change in defined benefit obligation:
Defined benefit obligation, beginning of the year 425.63 348.26
Service cost 52.52 45.26
(` in crores)
As at As at
March 31, 2019 March 31, 2018
Present value of defined benefit obligation 422.32 425.63
Fair value of plan assets 360.07 405.36
Net liability (62.25) (20.27)
Amounts in the balance sheet:
Non- current liabilities (62.25) (20.27)
347
Integrated Report & Annual Accounts 2018-19 I 74th Year
(` in crores)
As at As at
March 31, 2019 March 31, 2018
Remeasurements (gains) / losses (55.64) (77.12)
(55.64) (77.12)
(` in crores)
As at As at
March 31, 2019 March 31, 2018
Service cost 52.52 45.26
Net interest cost 0.16 (0.25)
Net periodic pension cost 52.68 45.01
Other changes in plan assets and benefit obligation recognised in other comprehensive income for severance indemnity plan:
(` in crores)
Year ended Year ended
March 31, 2019 March 31, 2018
Remeasurements (gains) / losses
Return on plan assets, (excluding amount included in net Interest expense) 5.99 5.13
Actuarial (gains) / losses arising from changes in financial assumptions 36.83 (0.14)
Actuarial (gains) / losses arising from changes in experience adjustments on plan liabilities (21.34) 14.70
Total recognised in other comprehensive income 21.48 19.69
Total recognised in statement of operations and other comprehensive income 74.16 64.70
The assumptions used in accounting for the Severance indemnity plan is set out below:
(` in crores)
Year ended Year ended
March 31, 2019 March 31, 2018
Discount rate 2.0% 2.8%
Rate of increase in compensation level of covered employees 3.5% 3.5%
The table below outlines the effect on the service cost, the interest cost and the defined benefit obligation in the event of a
decrease/increase of 1% in the assumed rate of discount rate, salary escalation rate:
Salary escalation rate Increase by 1% Increase by ` 50.30 crores Increase by ` 14.86 crores
Decrease by 1% Decrease by ` 43.82 crores Decrease by ` 12.84 crores
348
Notes Forming Part of Consolidated Financial Statements
(` in crores)
As at As at
March 31, 2019 March 31, 2018
The weighted average duration of the defined benefit obligation as at March 31, 2019 is 11.01 years (2018 : 10.65 years)
The Company expects to contribute ` 17.91 crores to the funded severance indemnity plans in FY 2019-20.
The UK defined benefit schemes are administered by a separate fund that is legally separated from the Company.
The trustees of the pension schemes are required by law to act in the interest of the fund and of all relevant stakeholders
in the scheme is responsible for the investment policy with regard to the assets of the schemes and all other governance
matters. The board of trustees must be composed of representatives of the Company and plan participants in accordance
with the plan’s regulations.
Through its defined benefit pension plans the Company is exposed to a number of risks, the most significant of which are
detailed below :
Asset volatility
The plan liabilities are calculated using a discount rate set with references to corporate bond yields; if plan assets under perform
As the plans mature, the Company intends to reduce the level of investment risk by investing more in assets that better match
the liabilities.
However, the Company believes that due to the long-term nature of the plan liabilities and the strength of the supporting group,
a level of continuing equity type investments is an appropriate element of the Company’s long term strategy to manage the
plans efficiently.
Inflation risk
Some of the Company’s pension obligations are linked to inflation, and higher inflation will lead to higher liabilities
(although, in most cases, caps on the level of inflationary increases are in place to protect the plan against high inflation).
The plans hold a significant proportion of assets in index linked gilts, together with other inflation hedging instruments and
also assets which are more closely correlated with inflation. However an increase in inflation will also increase the deficit
to some degree.
Life expectancy
The majority of the plan’s obligations are to provide benefits for the life of the member, so increases in life expectancy will result in
an increase in the plan’s liabilities. This is particularly significant in the UK defined benefit plans, where inflationary increases result
in higher sensitivity to changes in life expectancy.
349
Integrated Report & Annual Accounts 2018-19 I 74th Year
(` in crores)
Pension benefits
As at As at
March 31, 2019 March 31, 2018
Change in defined benefit obligation:
Defined benefit obligation, beginning of the year 76,780.04 80,667.69
Service cost 1,449.05 1,856.13
Interest cost 1,981.47 2,058.43
Remeasurements (gains)/losses
Actuarial (gains)/losses arising from changes in demographic assumptions (453.31) (1,799.04)
Actuarial (gains)/losses arising from changes in financial assumptions 4,965.37 (3,017.78)
Actuarial (gains)/losses arising from changes in experience adjustments on plan liabilities 327.69 (848.75)
Past service cost /(credit) 379.90 (3,609.01)
Plan settlement - (180.76)
Benefits paid (5,657.37) (8,444.13)
Member contributions 13.58 32.48
Foreign currency translation (1,519.93) 10,064.78
Defined benefit obligation, end of the year 78,266.49 76,780.04
350
Notes Forming Part of Consolidated Financial Statements
Net pension and post retirement cost consist of the following components:
(` in crores)
Pension benefits
As at As at
March 31, 2019 March 31, 2018
Current service cost 1,449.05 1,856.13
The assumptions used in accounting for the pension plans are set out below:
Pension benefits
Year ended Year ended
March 31, 2019 March 31, 2018
Discount rate 2.4% 2.7%
Expected rate of increase in compensation level of covered employees 2.4% 2.3%
Inflation increase 3.2% 3.1%
For the valuation as at March 31, 2019, the mortality assumptions used are the SAPS table, in particular S2PxA tables and the Light
Table for members of the Jaguar Executive Pension Plan.
351
Integrated Report & Annual Accounts 2018-19 I 74th Year
For the Land Rover Pension Scheme, scaling factor of 107% to 112% have been used for male members and scaling factor of 101%
to 109% have been used for female members.
For the Jaguar Executive Pension Plan, an average scaling factor of 94% has been used for male members and an average scaling
factor of 84% has been used for female members.
For the valuation as at March 31, 2018, the mortality assumptions used are the SAPS table, in particular S2PxA tables and the Light
Table for members of the Jaguar Executive Pension Plan. A scaling factor of 113% to 119% have been used for male members and
scaling factor of 102% to 114% have been used for female members for the Jaguar Pension Plan, scaling factor of 108% to 113%
have been used for male members and scaling factor of 102% to 111% have been used for female members for the Land Rover
Pension Scheme and 95% for males and 85% for females for Jaguar Executive Pension Plan.
There is an allowance for future improvements in line with the CMI (2018) projections and an allowance for long-term improvements
of 1.25% per annum (2018, CMI (2017) projections with 1.25% per annum improvements).
As at As at
March 31, 2019 March 31, 2018
Retiring today :
Males 21.0 21.3
Females 23.2 23.4
Retiring in 20 years :
Males 22.4 22.5
Females 25.1 25.1
352
Notes Forming Part of Consolidated Financial Statements
* determined on the basis of quoted prices for identical assets or liabilities in active markets.
The sensitivity analysis below is based on a change in an assumption while holding all other assumptions constant. In practice,
this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined
benefit obligation to significant actuarial assumptions the same method (present value of the defined benefit obligation calculated
with the projected unit credit method at the end of the reporting period) has been applied as when calculating the pension liability
recognised within the consolidated balance sheet.
Discount rate Increase/decrease by 0.25% Decrease/increase by `3,852.13 crores Decrease/increase by `76.16 crores
Inflation rate Increase/decrease by 0.25% Increase/decrease by `3,339.84 crores Increase/decrease by `72.49 crores
Mortality rate Increase/decrease by 1 year Increase/decrease by `2,773.24 crores Increase/decrease by `46.80 crores
Jaguar Land Rover contributes towards the UK defined benefit schemes. The April 5, 2018 valuations were completed in
December 2018, As a result of these valuations it is intended to eliminate the pension scheme funding deficits over the 10 years to
March 31, 2028. There is currently no additional liability over the Projected benefit obligation. The current agreed contribution rate
for defined benefit accrual is 22% of pensionable salaries in the UK reflecting the 2017 benefit structure.
The average duration of the benefit obligation at March 31, 2019 is 19.00 years (2018: 20.04 years).
With the new benefit structure effective April 6, 2017, the expected net periodic pension cost for the year ended March 31, 2020 is
`1,502.48 crores. The Company expects to pay `2,018.73 crores to its defined benefit schemes in the year ended March 31, 2020.
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Integrated Report & Annual Accounts 2018-19 I 74th Year
The following is a description of claims and assertions where a potential loss is possible, but not probable. The Company
believes that none of the contingencies described below would have a material adverse effect on the Company’s financial
condition, results of operations or cash flows.
Litigation
The Company is involved in legal proceedings, both as plaintiff and as defendant. There are claims which the Company does
not believe to be of material nature, other than those described below.
Income Tax
The Company has ongoing disputes with income tax authorities relating to tax treatment of certain items. These mainly include
disallowed expenses, the tax treatment of certain expenses claimed by the Company as deductions and the computation of, or
eligibility of, the Company’s use of certain tax incentives or allowances.
Most of these disputes and/or disallowances, being repetitive in nature, have been raised by the income tax authorities
consistently in most of the years.
The Company has a right of appeal to the Commissioner of Income Tax (Appeals), or CIT (A), the Dispute Resolution Panel, or DRP,
and to the Income Tax Appellate Tribunal, or ITAT, against adverse decisions by the assessing officer, DRP or CIT (A), as applicable.
The income tax authorities have similar rights of appeal to the ITAT against adverse decisions by the CIT (A) or DRP. The Company
has a further right of appeal to the Bombay High Court or the Hon’ble Supreme Court against adverse decisions by the appellate
authorities for matters involving substantial question of law. The income tax authorities have similar rights of appeal.
As at March 31, 2019, there are matters and/or disputes pending in appeal amounting to `520.48 crores, which includes
`75.53 crores in respect of equity accounted investees (`303.09 crores, which includes `2.18 crores in respect of equity
accounted investees as at March 31, 2018).
The Excise Authorities have raised a demand for `90.72 crores as at March 31, 2019 (`90.72 crores as at March 31, 2018),
on account of alleged undervaluation’s of ex-factory discounts given by Company on passenger vehicles through invoices.
The matter is being contested by the Company before the Bombay High Court.
As at March 31, 2019, the Excise Authorities have raised a demand and penalty of `243.24 crores, (`239.95 crores as at
March 31, 2018), due to the classification of certain chassis (as dumpers instead of goods transport vehicles) which were
sent to automotive body builders by the Company, which the Excise Authorities claim requires the payment of the National
Calamity Contingent Duty, or NCCD. The Company has obtained a technical expert certificate on the classification. The appeal
is pending before the Custom Excise & Service Tax Appellate Tribunal.
The Excise Authorities had denied the Company’s claim of a CENVAT credit of `20.14 crores (`36.03 crores as at March 31, 2018)
claimed by the Company from Fiscal 1992 to Fiscal 2013, on technical grounds. The matter is being contested by the Company
before the Appellate Authorities.
354
Notes Forming Part of Consolidated Financial Statements
As at March 31, 2019, the Excise Authorities have raised a demand amounting to `29.54 crores (`29.54 crores as at
March 31, 2018) on pre-delivery inspection charges and free after-sales service charges incurred by dealers on Company’s
products on the alleged grounds that the pre-delivery inspection charges and free after-sales services are provided
by the dealer on behalf of the Company and should be included in excisable value of the vehicle. The case is pending
before Tribunal.
The Excise Authorities had denied the Company’s claim of a CENVAT credit of `81.51 crores as at March 31, 2019 on various
inputs services like Authorised Service Station Services, Erection, Commissioning & Installation Services, Common Services
etc. claimed by the Company from financial year 2006 to 2017. The matters are being contested by the Company before the
Appellate Authorities.
As at March 31, 2019, the Excise Authorities have confirmed the demand and penalty totalling to `92.42 crores alleging
undervaluation of products sold by the Company. The matter is being contested by the Company before Appellate Authorities.
As at March 31, 2019, demand and penalty totalling to `23.50 crores has been confirmed for alleged non-payment of service tax
on services like Event Management Services (RCM), Authorised Service Station Services, Heat Treatment Services etc. The matter
Sales Tax
The total sales tax demands (including interest and penalty), that are being contested by the Company amount to `1,168.89
crores, which includes `12.40 crores in respect of equity accounted investees as at March 31, 2019 (`1,096.18 crores, which
includes `10.85 crores in respect of equity accounted investees, as at March 31, 2018). The details of the demands for more than
`20 crores are as follows:
The Sales Tax Authorities have raised demand of `260.15 crores (`269.38 crores as at March 31, 2018) towards rejection of
certain statutory forms for concessional lower/nil tax rate (Form F and Form C) on technical grounds such as late submission,
single form issued against different months / quarters dispatches / sales, etc. and denial of exemption from tax in absence of
proof of export for certain years. The Company has contended that the benefit cannot be denied on technicalities, which are
being complied with. The matter is pending at various levels.
The Sales Tax authorities have denied input tax credit and levied interest and penalty thereon due to varied reasons aggregating
to `487.96 crores as at March 31, 2019 (`435.96 crores as at March 31, 2018). The reasons for disallowing credit was mainly
due to taxes not paid by vendors, incorrect method of calculation of set off as per the department, alleging suppression of sales
as per the department etc. The matter is contested in appeal.
Sales Tax demand aggregating `80.02 crores as at March 31, 2019 (`95.75 crores as at March 31, 2018) has been raised by
Sales Tax Authorities for non submission of Maharashtra Trial Balance. The matter is contested in appeal.
The Sales Tax Authorities have raised demand for Entry Tax liability at various states amounting to `64.14 crores as at March 31,
2019 (`23.92 crores as at March 31, 2018). The Company is contesting this issue.
In case of one of the joint operation, Fiat India Automobiles Pvt. Ltd. (FIAPL) the Sales Tax Authorities have held back the
refund of VAT on debit notes raised for Take or Pay arrangements (TOP) totaling to `51.60 crores pertaining to financial
years 2009-10 to 2014-15. The department is of the view that TOP is not part of sale and hence tax to be paid. The matter
is contested in appeal.
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Integrated Report & Annual Accounts 2018-19 I 74th Year
The municipal authorities in certain states levy octroi duty (a local indirect tax) on goods brought inside the municipal limits
at rates based on the classification of goods. Demands aggregating `61.65 crores as at March 31, 2019 (`61.65 crores as at
March 31, 2018) had been raised demanding higher octroi duties on account of classification disputes relating to components
purchased for the manufacture of vehicles and retrospective increase in octroi rates relating to past periods. The dispute
relating to classification is presently pending before the Bombay High Court and the other dispute is pending before the
Hon’ble Supreme Court of India.
As at March 31, 2019, property tax amounting to `63.81 crores (`56.84 crores as at March 31, 2018) has been demanded
by the local municipal authorities in respect of vacant land of the Company in the plant in Pimpri, Chinchwad and Chikali
Pune. The Company has filed Special Leave Petition (SLP) before the Supreme Court against an unfavorable decision of the
Bombay High Court. The Hon’ble Supreme Court has disposed of the SLP and remanded the matter back to the local municipal
corporation for fresh adjudication.
As at March 31, 2019, Sales tax / VAT amounting to `32.47 crores (`30.54 crores as at March 31, 2018) has been demanded
by local authorities on dealers in respect of spare parts used for carrying out warranty repair. The dispute is pending before the
Hon’ble Supreme Court.
As at March 31, 2019, possession tax amounting to `36.25 crores have been demanded in respect of motor vehicles in the
possession of the manufacturer and the authorisation of trade certificate granted under the Central Motor Vehicle Rules, 1989.
The matter is being contested before the Hon’ble Supreme Court of India.
Other claims
There are other claims against the Company, the majority of which pertain to government body investigations with regards to
regulatory compliances, motor accident claims, product liability claims and consumer complaints. Some of the cases also relate to
the replacement of parts of vehicles and/or the compensation for deficiencies in the services by the Company or its dealers.
The Hon’ble Supreme Court of India (“SC”) by their order dated February 28, 2019, set out the principles based on which
allowances paid to the employees should be identified for inclusion in basic wages for the purposes of computation of Provident
Fund contribution. Subsequently, a review petition against this decision has been filed and is pending before the SC for disposal.
Further, there are interpretative challenges and considerable uncertainty, including estimating the amount retrospectively.
Pending the outcome of the review petition and directions from the EPFO, the impact for past periods, if any, is not ascertainable
reliably and consequently no financial effect has been provided for in the consolidated financial statements. The Company has
made a provision on a prospective basis, from the date of the SC order.
The Company has, consequent to an Order of the Hon'ble Supreme Court of India in the case of R.C. Gupta and Ors. Vs Regional Provident Fund
Commissioner, Employees Provident Fund Organisation and Ors., evaluated the impact on its employee pension scheme and concluded that
this is not applicable to the Company based on external legal opinion and hence it is not probable that there will be an outflow of resources.
Post the sale of investments of TAL Manufacturing Solutions Ltd. (TAL) to Tata Advanced Systems Ltd. (TASL), the Company has
continued its performance guarantee amounting to `691.49 crores (USD 100 million) in respect of TAL's obligations to its customer
to cover the event post the share sale, against a back-to-back indemnity by TASL to the Company. Steps are currently under way to
transfer the said guarantee to TASL in due course.
Commitments
The Company has entered into various contracts with vendors and contractors for the acquisition of plant and machinery, equipment
and various civil contracts of a capital nature amounting to `11,529.23 crores, as at March 31, 2019 (`10,018.66 crores as at
March 31, 2018), which are yet to be executed.
The Company has entered into various contracts with vendors and contractors for the acquisition of intangible assets of a
capital nature amounting to `567.57 crores as at March 31, 2019, (`581.39 crores as at March 31, 2018), which are yet
to be executed.
356
Notes Forming Part of Consolidated Financial Statements
The Company has contractual obligation towards Purchase Commitment for `20,159.77 crores (`13,222.63 crores as on
March 31, 2018).
The Company monitors the capital structure on the basis of total debt to equity ratio and maturity profile of the overall debt portfolio
of the Company.
Total debt includes all long and short-term debts as disclosed in notes 25, 26 and 28 to the consolidated financial statements.
Equity comprises all components excluding (profit)/loss on cash flow hedges and foreign currency translation reserve.
(` in crores)
* Details of equity :
(` in crores)
As at As at
March 31, 2019 March 31, 2018
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Integrated Report & Annual Accounts 2018-19 I 74th Year
The details of significant accounting policies, including the criteria for recognition, the basis of measurement and the basis on
which income and expenses are recognised, in respect of each class of financial asset, financial liability and equity instrument are
disclosed in note 2 to the consolidated financial statements.
(` in crores)
Financial assets Cash and Investments Investments Investments Derivatives Derivatives Total Total
other - FVTOCI - FVTPL - Amortised other than in hedging carrying fair
financial cost in hedging relationship value value
assets at relationship
amortised
cost
(a) Other investments - non-current - 741.29 752.34 3.88 - - 1,497.51 1,497.51
(b) Investments - current - 0.92 1,191.90 7,745.51 - - 8,938.33 8,938.33
( c) Trade receivables 18,996.17 - - - - - 18,996.17 18,996.17
(d) Cash and cash equivalents 21,559.80 - - - - - 21,559.80 21,559.80
(e) Other bank balances 11,089.02 - - - - - 11,089.02 11,089.02
(f) Loans and advances - non-current 407.42 - - - - - 407.42 407.42
(g) Loans and advances - current 1,268.70 - - - - - 1,268.70 1,268.70
(h) Finance receivable - current 11,551.52 - - - - - 11,551.52 11,551.52
(i) Finance receivable - non-current 22,073.17 - - - - - 22,073.17 21,877.53
(j) Other financial assets - non-current 1,898.04 - - - 523.23 387.91 2,809.18 2,809.18
(k) Other financial assets - current 1,978.02 - - - 344.57 890.97 3,213.56 3,213.56
Total 90,821.86 742.21 1,944.24 7,749.39 867.80 1,278.88 103,404.38 103,208.74
(` in crores)
Financial liabilities Derivatives Derivatives Other Total Total
other than in hedging financial carrying fair
in hedging relationship liabilities value value
relationship
(a) Long-term borrowings (including current maturities of long-term borrowings) - - 86,025.08 86,025.08 82,960.03
(note below)
(b) Short-term borrowings - - 20,150.26 20,150.26 20,150.26
( c) Trade payables - - 68,513.53 68,513.53 68,513.53
(d) Acceptances - - 3,177.14 3,177.14 3,177.14
(e) Other financial liabilities - non-current 195.90 2,466.54 130.27 2,792.71 2,792.71
(f) Other financial liabilities - current 982.39 3,760.14 13,061.71 17,804.24 17,804.24
Total 1,178.29 6,226.68 191,057.99 198,462.96 195,397.91
Note:
1 Includes USD denominated bonds designated as cash flow hedges against forecasted USD revenue amounting to `6,914.88 crores (USD 1,000 million)
2 Includes `3,458.55 crores designated as hedged item in fair value hedge relationship. This includes a loss of `44.56 crores on account of fair value
changes attributable to the hedged interest rate risk.
358
Notes Forming Part of Consolidated Financial Statements
(` in crores)
Financial assets Cash and Investments Investments Investments Derivatives Derivatives Total Total
other - FVTOCI - FVTPL - Amortised other than in hedging carrying fair
financial cost in hedging relationship value value
assets at relationship
amortised
cost
(j) Other financial assets - non-current 1,716.97 - - - 489.03 2,357.87 4,563.87 4,563.87
(k) Other financial assets - current 1,381.51 - - - 878.80 1,597.33 3,857.64 3,857.64
(a) Long-term borrowings (including current maturities of long-term borrowings) - - 72,155.62 72,155.62 72,871.82
(note below)
(e) Other financial liabilities - non-current 177.23 2,272.97 288.94 2,739.14 2,739.14
(f) Other financial liabilities - current 1,329.43 4,878.23 14,103.71 20,311.37 20,311.37
Note:
1 Includes USD denominated bonds designated as cash flow hedges against forecasted USD revenue amounting to `11,166.44 crores (USD 1,700 million)
2 Includes `3,156.00 crores designated as hedged item in fair value hedge relationship. This includes a loss of `92.80 crores on account of fair value
changes attributable to the hedged interest rate risk.
The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair
value, grouped into Level 1 to Level 3, as described below.
Quoted prices in an active market (Level 1): This level of hierarchy includes financial assets that are measured by reference
to quoted prices (unadjusted) in active markets for identical assets or liabilities. This category consists quoted equity shares,
quoted corporate debt instruments and mutual fund investments.
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Integrated Report & Annual Accounts 2018-19 I 74th Year
Valuation techniques with significant unobservable inputs (Level 3): This level of hierarchy includes financial assets and
liabilities measured using inputs that are not based on observable market data (unobservable inputs). Fair values are
determined in whole or in part, using a valuation model based on assumptions that are neither supported by prices from
observable current market transactions in the same instrument nor are they based on available market data. The main items
in this category are investments in certain unquoted debentures and equity.
(` in crores)
As at March 31, 2019
Level 1 Level 2 Level 3 Total
Financial assets measured at fair value
(a) Investments 1,948.19 - 738.26 2,686.45
(b) Derivative assets - 2,146.68 - 2,146.68
Total 1,948.19 2,146.68 738.26 4,833.13
Financial liabilities measured at fair value
(a) Derivative liabilities - 7,404.97 - 7,404.97
Total - 7,404.97 - 7,404.97
(` in crores)
As at March 31, 2018
Level 1 Level 2 Level 3 Total
Financial assets measured at fair value
(a) Investments 1,940.92 - 723.24 2,664.16
(b) Derivative assets - 5,323.03 - 5,323.03
Total 1,940.92 5,323.03 723.24 7,987.19
Financial liabilities measured at fair value
(a) Derivative liabilities - 8,657.86 - 8,657.86
Total - 8,657.86 - 8,657.86
The following table provides an analysis of fair value of financial instruments that are not measured at fair value on recurring
basis, grouped into Level 1 to Level 3 categories:
(` in crores)
As at March 31, 2019
Level 1 Level 2 Level 3 Total
Financial assets not measured at fair value
(a) Investments 7,745.51 - 3.88 7,749.39
(b) Finance receivables - - 33,429.05 33,429.05
Total 7,745.51 - 33,432.93 41,178.44
Financial liabilities not measured at fair value
(a) Long-term borrowings 35,285.15 47,674.88 - 82,960.03
(including current maturities of long
term borrowing)
(b) Short-term borrowings - 20,150.26 - 20,150.26
Total 35,285.15 67,825.14 - 103,110.29
360
Notes Forming Part of Consolidated Financial Statements
The short-term financial assets and liabilities are stated at amortised cost which is approximately equal to their fair value.
Derivatives are fair valued using market observable rates and published prices together with forecast cash flow information
where applicable.
The fair value of finance receivables has been estimated by discounting expected cash flows using rates at which loans of
similar credit quality and maturity would be made and internal assumptions such as expected credit losses and estimated
collateral value for repossessed vehicles as at March 31, 2019 and 2018. Since significant unobservable inputs are applied
The fair value of borrowings which have a quoted market price in an active market is based on its market price and for
other borrowings the fair value is estimated by discounting expected future cash flows, using a discount rate equivalent to
the risk-free rate of return, adjusted for the credit spread considered by the lenders for instruments of similar maturity and
credit quality.
Costs of certain unquoted equity instruments has been considered as an appropriate estimate of fair value because
of a wide range of possible fair value measurements and cost represents the best estimate of fair value within
that range. These investments in equity instruments are not held for trading. Instead, they are held for medium
or long-term strategic purpose. Upon the application of Ind AS 109, the Company has chosen to designate
these investments in equity instruments as at FVTOCI as the management believe that this provides a more
meaningful presentation for medium or long-term strategic investments, than reflecting changes in fair value
immediately in profit or loss.
Management uses its best judgment in estimating the fair value of its financial instruments. However, there are inherent
limitations in any estimation technique. Therefore, for substantially all financial instruments, the fair value estimates presented
above are not necessarily indicative of all the amounts that the Company could have realised or paid in sale transactions as
of respective dates. As such, the fair value of the financial instruments subsequent to the respective reporting dates may
be different from the amounts reported at each year end.
Offsetting
Certain financial assets and financial liabilities are subject to offsetting where there is currently a legally enforceable right
to set off recognised amounts and the Company intends to either settle on a net basis, or to realise the asset and settle the
liability, simultaneously.
Certain derivative financial assets and financial liabilities are subject to master netting arrangements, whereby in
the case of insolvency, derivative financial assets and financial liabilities with the same countries will be settled
on a net basis.
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Integrated Report & Annual Accounts 2018-19 I 74th Year
(` in crores)
Gross amount Gross amount Net amount Amounts subject to an Net amount
recognised recognised as presented enforceable master after
set off in the in the netting arrangement offsetting
balance sheet balance sheet
Financial Cash
instruments collateral
Financial assets
(a) Derivative financial instruments 2,146.68 - 2,146.68 (1,717.37) - 429.31
(b) Trade receivables 19,105.24 (109.07) 18,996.17 - - 18,996.17
( c) Cash and cash equivalents 25,433.47 (3,873.67) 21,559.80 - - 21,559.80
Total 46,685.39 (3,982.74) 42,702.65 (1,717.37) - 40,985.28
Financial liabilities
(a) Derivative financial instruments 7,404.97 - 7,404.97 (1,717.37) - 5,687.60
(b) Trade payable 68,622.60 (109.07) 68,513.53 - - 68,513.53
( c) Loans from banks/financial institutions (short- 39,075.34 (3,873.67) 35,201.67 - - 35,201.67
term & current maturities of long term debt)
Total 115,102.91 (3,982.74) 111,120.17 (1,717.37) - 109,402.80
The following table discloses the amounts that have been offset in arriving at the balance sheet presentation and the amounts
that are available for offset only under certain conditions as at March 31, 2018:
(` in crores)
Gross amount Gross amount Net amount Amounts subject to an Net amount
recognised recognised as presented enforceable master after
set off in the in the netting arrangement offsetting
balance sheet balance sheet
Financial Cash
instruments collateral
Financial assets
(a) Derivative financial instruments 5,323.03 - 5,323.03 (4,905.82) - 417.21
(b) Trade receivables 19,990.57 (97.27) 19,893.30 - - 19,893.30
( c) Cash and cash equivalents 16,384.33 (1,667.58) 14,716.75 - - 14,716.75
Total 41,697.93 (1,764.85) 39,933.08 (4,905.82) - 35,027.26
Financial liabilities
(a) Derivative financial instruments 8,657.86 - 8,657.86 (4,905.82) - 3,752.04
(b) Trade payable 72,135.68 (97.27) 72,038.41 - - 72,038.41
( c) Loans from banks/financial institutions (short- 29,418.55 (1,667.58) 27,750.97 - - 27,750.97
term & current maturities of long term debt)
Total 110,212.09 (1,764.85) 108,447.24 (4,905.82) - 103,541.42
Because of the existence of credit enhancements in such transactions, the Company continues to have the obligation
to pay to the transferee, limited to the extent of credit enhancement provided, even if it does not collect the equivalent
362
Notes Forming Part of Consolidated Financial Statements
Further the Company transfers certain trade receivables under the debt factoring arrangements. These do not qualify for
derecognition, if the recourse arrangement is in place. Consequently the proceeds received from such transfers with a
recourse arrangements are recorded as loans from banks / financial institutions and classified under short-term borrowings.
The carrying amount of trade receivables and finance receivables along with the associated liabilities is as follows:
The Company and its subsidiaries also have a number of foreign currency options and other currency options, which
are entered into as an economic hedge of the financial risks of the Company. These contracts do not meet the hedge
accounting criteria of Ind AS 109, hence the change in fair value of these derivatives are recognised in the statement of
Profit and Loss.
Options are designated on spot discounted basis. The time value of options are identified as cost of hedge. Changes in the
time value of options are recognised in Cost of Hedge reserve. Changes in the spot intrinsic value of options is recognised
in Hedge reserve. Changes in fair value arising from own and counter-party credit risk in options and forward exchange
contracts are considered ineffective in the hedge relationship and thus the change in fair value of forward exchange
contracts attributable to changes in credit spread are recognised in the statement of Profit and Loss. Cross currency
basis spread was historically included in the hedging relationship. Any ineffectiveness arising out of cross currency
basis spread is recognised in the statement of Profit and Loss as it arises. Cross currency basis spread arising from
forward exchange contracts entered after 1st January 2018 is identified as cost of hedge and accordingly changes in
fair value attributable to this is recognised in cost of hedge reserve.
Changes in fair value of foreign currency derivative and bonds, to the extent determined to be an effective hedge, is
recognised in other comprehensive income and the ineffective portion of the fair value change is recognised in statement
of Profit and Loss. The fair value gain/losses recorded in Hedge reserve and Cost of Hedge reserve is recognised in
the statement of Profit and Loss when the forecasted transactions occur. The accumulated gain/losses in hedge
reserve and cost of hedge reserve are expected to be recognised in statement of Profit or Loss during the years ending
March 31, 2020 to 2024.
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Integrated Report & Annual Accounts 2018-19 I 74th Year
• reate a stable business planning environment by reducing the impact of currency and interest rate fluctuations on the
C
Company’s business plan.
• Achieve greater predictability to earnings by determining the financial value of the expected earnings in advance.
364
Notes Forming Part of Consolidated Financial Statements
The Company, as per its risk management policy, uses foreign exchange and other derivative instruments primarily
to hedge foreign exchange and interest rate exposure. Furthermore, any movement in the functional currencies of
the various operations of the Company against major foreign currencies may impact the Company’s revenues from
its international operations. Any weakening of the functional currency may impact the Company’s cost of imports
and cost of borrowings and consequently may increase the cost of financing the Company’s capital expenditures.
The Company evaluates the impact of foreign exchange rate fluctuations by assessing its exposure to exchange
The foreign exchange rate sensitivity is calculated for each currency by aggregation of the net foreign exchange
rate exposure of a currency and a simultaneous parallel foreign exchange rates shift in the foreign exchange rates
of each currency by 10%.
The following analysis is based on the gross exposure as of the relevant balance sheet dates, which could
affect the income statement. There is no exposure to the income statement on account of translation of financial
statements of consolidated foreign entities. Furthermore, the exposure as indicated below is mitigated by natural
hedges resulting from anticipated revenue and cost in foreign currency expected to arise in future as well as
certain derivative contracts entered into by the Company.
The following table sets forth information relating to foreign currency exposure other than risk arising from
(` in crores)
U.S. dollar Euro Chinese GBP Japanese Others1 Total
Renminbi Yen
(a) Financial assets 22,765.97 12,594.09 1,985.31 1,600.67 339.86 2,718.46 42,004.36
(b) Financial liabilities 39,089.20 32,226.04 3,850.11 5,926.98 440.59 2,828.53 84,361.45
Others mainly include currencies such as the Russian rouble, Singapore dollars, Swiss franc, Australian dollars,
1
10% appreciation/depreciation of the respective foreign currencies with respect to functional currency of the
Company would result in increase/decrease in the Company’s net income before tax by approximately `4,200.44
crores for financial assets and decrease/increase in Company’s net income before tax by approximately
`7,744.66 crores for financial liabilities respectively for the year ended March 31, 2019 and decrease/increase
in the Company’s other comprehensive income by approximately `691.49 crores in respect of financial liabilities
designated in cash flow hedges for the year ended March 31, 2019.
The following table set forth information relating to foreign currency exposure (other than risk arising from
derivatives) as of March 31, 2018:
(` in crores)
U.S. dollar Euro Chinese GBP Japanese Others Total
Renminbi Yen
(a) Financial assets 13,531.07 12,817.17 4,997.72 1,511.50 475.02 4,165.24 37,497.72
(b) Financial liabilities 36,909.10 31,192.69 5,398.91 6,371.66 545.65 3,538.95 83,956.96
365
Integrated Report & Annual Accounts 2018-19 I 74th Year
The Company is subject to variable interest rates on some of its interest bearing liabilities. The Company’s
interest rate exposure is mainly related to debt obligations. The Company also uses a mix of interest rate sensitive
financial instruments to manage the liquidity and fund requirements for its day to day operations like short term
non-convertible bonds and short term loans.
In its financing business, the Company enters into transactions with customers which primarily result in receivables
at fixed rates. In order to manage this risk, the Company has a policy to match funding in terms of maturities and
interest rates and also for certain part of the portfolio, the Company does not match funding with maturities, in
order to take advantage of market opportunities.
The Company also enters into arrangements of securitisation of receivables in order to reduce the impact of interest rate
movements. Further, Company also enters into interest rate swap contracts with banks to manage its interest rate risk.
As at March 31, 2019 and 2018 financial liability of `30,284.89 crores and `21,018.28 crores respectively, was
subject to variable interest rates. Increase/decrease of 100 basis points in interest rates at the balance sheet date
would result in an impact (decrease/increase in case of net income) of `302.85 crores and `210.18 crores on
income for the year ended March 31, 2019 and 2018, respectively.
The model assumes that interest rate changes are instantaneous parallel shifts in the yield curve. Although some
assets and liabilities may have similar maturities or periods to re-pricing, these may not react correspondingly to
changes in market interest rates. Also, the interest rates on some types of assets and liabilities may fluctuate with
changes in market interest rates, while interest rates on other types of assets may change with a lag.
The risk estimates provided assume a parallel shift of 100 basis points interest rate across all yield curves.
This calculation also assumes that the change occurs at the balance sheet date and has been calculated based
on risk exposures outstanding as at that date. The period end balances are not necessarily representative of the
average debt outstanding during the period.
This analysis assumes that all other variables, in particular foreign currency rates, remain constant.
The Company uses cross currency interest rate swaps to hedge some of its exposure to interest rate arising from
variable rate foreign currency denominated debt. The Company and its subsidiaries also uses cross currency
interest rate swaps to convert some of its foreign currency denominated fixed rate debt to floating rate debt.
Equity Price Risk is related to the change in market reference price of the investments in equity securities.
The fair value of some of the Company’s investments in equity securities exposes the Company to equity price
risks. In general, these securities are not held for trading purposes. These investments are subject to changes in
the market price of securities.
The fair value of some of the Company’s investment in quoted equity securities measured at FVOCI as of
March 31, 2019 and 2018, was `304.31 crores and `340.48 crores, respectively. A 10% change in prices of these
securities held as of March 31, 2019 and 2018, would result in an impact of `30.43 crores and `34.05 crores on
equity, respectively.
The fair value of some of the Company’s investments in quoted equity securities measured at FVTPL as of March 31,
2019 and 2018, was `423.14 crores and `Nil , respectively. A 10% change in prices of these securities measured
at FVTPL held as of March 31, 2019 and 2018, would result in an impact of `42.31 crores and `Nil on statement
of Profit and Loss, respectively.
(Note: The impact is indicated on equity and profit and loss before consequential tax impact, if any).
366
Notes Forming Part of Consolidated Financial Statements
Trade receivables consist of a large number of various types of customers, spread across geographical areas.
Ongoing credit evaluation is performed on the financial condition of these trade receivables and where appropriate,
allowance for losses are provided.
Trade receivables overdue more than six months include `513.08 crores as at March 31, 2019 (`462.22 crores as at
1
March 31, 2018, outstanding from state government organisations in India, which are considered recoverable.
The Company makes allowances for losses on its portfolio of finance receivable on the basis of expected future collection
from receivables. The future collection are estimated on the basis of past collection trend which are adjusted for changes
in current circumstances as well as expected changes in collection on account of future with respect to certain macro
economic factor like GDP growth, fuel price and inflation.
Finance receivables2
(` in crores)
As at March 31, 2019 As at March 31, 2018
Gross Allowance Net Gross Allowance Net
Period (in months)
(a) Not due3 33,634.95 (608.20) 33,026.75 23,914.24 (762.15) 23,152.09
(b) Overdue up to 3 months 429.47 (19.44) 410.03 452.63 (15.45) 437.18
( c) Overdue more than 3 months 393.32 (205.41) 187.91 703.88 (411.97) 291.91
Total 34,457.74 (833.05) 33,624.69 25,070.75 (1,189.57) 23,881.18
3
Allowance in the “Not due” category includes allowance against installments pertaining to impaired finance
receivables which have not yet fallen due.
367
Integrated Report & Annual Accounts 2018-19 I 74th Year
The Company has obtained fund and non-fund based working capital lines from various banks. Furthermore, the
Company has access to funds from debt markets through commercial paper programs, non-convertible debentures,
fixed deposits from public, senior notes and other debt instruments. The Company invests its surplus funds
in bank fixed deposit and liquid and liquid plus schemes of mutual funds, which carry no/low mark to market
risks. The Company has also invested 15% of the public deposits/non-convertible debentures (taken by the
Company) falling due for repayment in the next 12 months in bank deposits, to meet the regulatory norms of
liquidity requirements.
The Company also constantly monitors funding options available in the debt and capital markets with a view to
maintaining financial flexibility.
The table below provides details regarding the contractual maturities of financial liabilities, including estimated interest
payments as at March 31, 2019:
Financial liabilities
(` in crores)
Carrying Due in Due in Due in 3rd Due after Total
amount 1st Year 2nd Year to 5th Year 5th Year contractual
cash flows
(a) Trade payables and acceptances 71,690.67 71,690.67 - - - 71,690.67
(b) Borrowings and interest thereon 107,234.92 40,893.54 18,470.53 44,033.57 19,818.26 123,215.90
( c) Derivative liabilities 7,404.97 5,369.66 2,834.10 1,364.31 300.14 9,868.21
(d) Other financial liabilities 12,132.40 12,002.13 52.55 49.40 55.64 12,159.72
Total 198,462.96 129,956.00 21,357.18 45,447.28 20,174.04 216,934.50
Contractual maturities of borrowings includes cash flows relating to collateralised debt obligations. This represents the
amount received against the transfer of finance receivables in securitisation transactions and/or direct assignments,
which do not qualify for derecognition. The liability of the Company in such cases is limited to the extent of credit
enhancements provided. The contractual maturities of such collateralised debt obligations are as follows:
Financial liabilities
(` in crores)
Carrying Due in Due in Due in 3rd Total
amount 1st Year 2nd Year to 5th Year contractual
cash flows
Collateralised debt obligations 3,047.33 1,482.42 1,013.40 551.51 3,047.33
The table below provides details regarding the contractual maturities of financial liabilities, including estimated interest
payments as at March 31, 2018:
Financial liabilities
(` in crores)
Carrying Due in Due in Due in 3rd Due after Total
amount 1st Year 2nd Year to 5th Year 5th Year contractual
cash flows
(a) Trade payables and acceptances 76,939.83 76,939.83 - - - 76,939.83
(b) Borrowings and interest thereon 90,046.19 31,349.98 14,909.70 40,002.72 16,401.49 102,663.89
( c) Derivative liabilities 8,657.86 6,207.66 2,968.80 1,218.82 120.76 10,516.04
(d) Other financial liabilities 13,296.93 13,026.82 153.23 87.48 79.64 13,347.17
Total 188,940.81 127,524.29 18,031.73 41,309.02 16,601.89 203,466.93
368
Notes Forming Part of Consolidated Financial Statements
The Company also enters into interest rate swaps and interest rate currency swap agreements, mainly to manage
exposure on its fixed rate or variable rate debt. The Company uses interest rate derivatives or currency swaps to
hedge exposure to exchange rate fluctuations on principal and interest payments for borrowings denominated in
foreign currencies.
Specific transactional risks include risks like liquidity and pricing risks, interest rate and exchange rate fluctuation risks,
volatility risks, counter-party risks, settlement risks and gearing risks.
Fair value of derivative financial instruments are determined using valuation techniques based on information derived
from observable market data.
The gain/(loss) on commodity derivative contracts, recognised in the statement of Profit and Loss was `84.74 crores
gain and `214.63 crores gain for the years ended March 31, 2019 and 2018, respectively.
Foreign exchange sensitivity in respect of company’s exposure to forward and option contract:
(` in crores)
As at As at
March 31, 2019 March 31, 2018
10% depreciation of foreign currency:
Gain/(loss) in hedging reserve 2,316.97 4,532.90
Gain/(loss) in statement of Profit and loss (675.27) 213.42
In respect of the Company’s commodity derivative contracts, a 10% depreciation/appreciation of all commodity prices
underlying such contracts, would have resulted in an approximate (loss)/gain of `(479.79) crores/`479.79 crores and
`(461.42)/`461.42 crores in the statement of Profit and Loss for the years ended March 31, 2019 and 2018, respectively.
Exposure to gain/loss on derivative instruments offset to some extent the exposure to foreign currency risk, interest rate
risk as disclosed above.
(Note: The impact is indicated on the income/loss before tax basis).
369
Integrated Report & Annual Accounts 2018-19 I 74th Year
370
Notes Forming Part of Consolidated Financial Statements
Cash flow hedges of interest rate risk arising on floating rate borrowings
Average strike rate Nominal amounts Carrying value
(USD in million) (` in crores)
As at As at As at As at As at As at
March 31 2019 March 31 2018 March 31 2019 March 31 2018 March 31 2019 March 31 2018
A core recent initiative of the Company was the implementation of the Organisation Effectiveness (OE) program, a strategic
program designed to overhaul and transform the Company. Pursuant to the changes implemented as a result of the OE
program, the Company has drawn separate strategies for commercial vehicles, passenger vehicles and financing business
from Fiscal 2019. Consequent to these changes, the automotive segments has the following four reportable segments
commencing Fiscal 2019:
a) Automotive: The Automotive segment consists of four reportable sub-segments: Tata Commercial Vehicles, Tata Passenger
Vehicles, Jaguar Land Rover and Vehicle Financing.
b) Others: Others consist of IT services and machine tools and factory automation solutions.
This segment information is provided to and reviewed by Chief Operating Decision Maker (CODM).
The reportable segment information for the corresponding previous preiod reported has been updated to make it comparable.
371
372
Notes Forming Part of Consolidated Financial Statements (`in crores)
Particulars For the year ended/as at March 31, 2019
Automotive and related activity Others Inter- Total
Tata and other brand vehicles1 Vehicle Jaguar Intra- Total segment
Commercial Passenger Unallocable Total Financing Land segment eliminations
Vehicles Vehicles Rover eliminations
Revenues:
External revenue 58,137.10 14,390.34 110.60 72,638.04 3,503.99 223,513.58 - 299,655.61 2,282.79 - 301,938.40
Inter-segment/intra-segment revenue - 79.46 - 79.46 196.19 - (275.65) - 1,343.28 (1,343.28) -
Total revenues 58,137.10 14,469.80 110.60 72,717.50 3,700.18 223,513.58 (275.65) 299,655.61 3,626.07 (1,343.28) 301,938.40
Earnings before other income (excluding
incentives), finance costs, foreign exchange
gain/(loss) (net), exceptional items and tax: 4,116.16 (1,387.79) (362.97) 2,365.40 2,301.84 (1,278.47) - 3,388.77 505.44 (120.18) 3,774.03
Finance costs pertaining to borrowings
sourced by vehicle financing segment - - - - (2,615.65) - - (2,615.65) - - (2,615.65)
Segment results 4,116.16 (1,387.79) (362.97) 2,365.40 (313.81) (1,278.47) - 773.12 505.44 (120.18) 1,158.38
Reconciliation to Profit before tax:
Other income(excluding incentives) 1,170.89
Finance costs (excluding pertaining
to borrowings sourced by vehicle
financing segment) (3,142.95)
Foreign exchange gain/(loss) (net) (905.91)
Exceptional items gain/(loss) (net) (556.53) (118.04) 376.07 (298.50) - (29,353.06) - (29,651.56) - - (29,651.56)
Profit before tax (31,371.15)
Depreciation and amortisation expense 1,664.87 1,416.15 152.43 3,233.45 18.65 20,212.58 - 23,464.68 161.71 (35.76) 23,590.63
Capital expenditure 2,120.38 3,032.46 76.35 5,229.19 71.96 31,268.07 - 36,569.22 66.45 - 36,635.67
Share of profit/(loss) of equity accounted
investees (net) - - 41.67 41.67 (0.72) 75.37 - 116.32 93.18 - 209.50
Segment assets 26,927.43 19,446.38 1,648.49 48,022.30 38,261.58 170,433.61 - 256,717.49 2,003.74 (1,225.25) 257,495.98
Assets classified as held for sale - - 162.24 162.24 - - - 162.24 - - 162.24
Investment in equity accounted investees 422.54 - - 422.54 2.67 4,318.17 - 4,743.38 - - 4,743.38
Investment in equity accounted investees
(held for sale) - - - - - - - - 591.50 - 591.50
Reconciliation to total assets:
Other Investments 10,435.84
Current and non-current tax assets (net) 1,208.93
Deferred tax assets (net) 5,151.11
Other unallocated financial assets2 27,405.55
Total assets 307,194.53
Segment liabilities 15,937.65 3,687.73 1,752.13 21,377.51 711.43 107,296.26 (337.65) 129,047.55 529.07 (252.06) 129,324.56
Liabilities classified as held-for-sale - - - - - - - - - - -
Reconciliation to total liabilities:
Borrowings 106,175.34
Current tax liabilities (net) 1,017.64
Deferred tax liabilities (net) 1,491.04
Other unallocated financial liabilities3 8,483.33
Total liabilities 246,491.91
1 Tata and other brand vehicles include Tata Daewoo and Fiat brand vehicles.
2 Includes interest-bearing loans and deposits and accrued interest income.
Integrated Report & Annual Accounts 2018-19 I 74th Year
Depreciation and amortisation expense 1,589.97 1,486.33 145.74 3,222.04 18.34 18,257.09 21,497.47 56.12 - 21,553.59
Capital expenditure 1,402.40 1,977.39 85.98 3,465.77 47.15 39,093.99 42,606.91 84.16 (18.78) 42,672.29
Share of profit/(loss) of equity accounted
investees (net) - - 30.18 30.18 - 2,138.92 - 2,169.10 109.16 - 2,278.26
Segment assets 27,903.07 16,400.05 2,583.51 46,886.63 27,653.16 199,513.67 (1,140.94) 272,912.52 13.26 (886.02) 272,039.76
Assets classified as held for sale - - 223.33 223.33 223.33 2,756.91 (395.05) 2,585.19
Investment in equity accounted investees 383.00 2.50 - 385.50 - 4,502.39 - 4,887.89 - - 4,887.89
Investment in equity accounted investees
(held for sale) - - - - - - - - 497.35 - 497.35
Reconciliation to total assets:
Other investments 15,427.51
Current and non-current income tax assets 1,108.81
Deferred income taxes 4,158.70
Other unallocated financial assets2 30,645.30
Total assets 331,350.51
Segment liabilities 14,714.92 3,137.17 2,719.83 20,571.92 724.40 107,864.26 (997.60) 128,162.98 84.01 (315.22) 127,931.77
Liabilities classified as held-for-sale - - - - - - - - 1,070.18 - 1,070.18
Reconciliation to total liabilities:
Borrowings 88,950.47
Current income tax liabilities 1,559.07
Deferred income taxes 6,125.80
Other unallocated financial liabilities3 9,760.25
Total liabilities 235,397.54
1
Tata and other brand vehicles include Tata Daewoo and Fiat brand vehicles.
2
Includes interest-bearing loans and deposits and accrued interest income.
3
373
Includes interest accrued and other interest bearing liabilities.
(` in crores)
Non-current assets (Property, plant and equipment, Intangible assets, other non-current assets and Goodwill) by geographic area:
(` in crores)
(` in crores)
374
Notes Forming Part of Consolidated Financial Statements
The following table summarises related-party transactions and balances included in the consolidated financial statements for the
year ended/as at March 31, 2019:
(` in crores)
375
Integrated Report & Annual Accounts 2018-19 I 74th Year
(` in crores)
Particulars Associates and Joint Joint Tata Sons Total
its subsidiaries ventures operations Pvt Ltd, its
subsidiaries and
joint arrangements
Purchase of products 2,605.70 - 3,163.10 171.30 5,940.10
Sale of products 201.60 6,008.21 545.49 709.10 7,464.40
Services received 8.90 550.09 0.16 1,735.30 2,294.45
Services rendered 19.00 1,207.72 4.34 24.10 1,255.16
Bills discounted - - - 4,135.03 4,135.03
Purchase of property, plant and equipment 62.40 - - 0.20 62.60
Purchase of Investments - 2.50 - - 2.50
Interest (income)/expense, dividend
(income)/paid, (net) (9.50) (1,764.49) (4.60) 26.30 (1,752.29)
Finance taken (including loans and equity) 489.00 - - - 489.00
Finance taken, paid back
(including loans and equity) 489.00 - - - 489.00
Note: With the introduction of GST from July 1, 2017, the related party transactions reported does not include indirect tax
component. The previous year figures to that extent is not comparable.
376
Notes Forming Part of Consolidated Financial Statements
(` in crores)
Particulars Year ended Year ended
March 31, 2019 March 31, 2018
Short-term benefits 63.39 79.84
Post-employment benefits* 5.46 1.76
Share based payment 0.44 -
The compensation of CEO and Managing Director is `26.32 crores and `26.42 crores for the year ended March 31, 2019 and
2018, respectively.
* ‘A’ Ordinary shareholders are entitled to receive dividend at 5 percentage points more than the aggregate rate of dividend determined by
the Company on Ordinary shares for the financial year.
# Since there is a loss for the year ended March 31, 2019 potential equity shares are not considered as dilutive and hence Diluted EPS is
same as Basic EPS.
Note :
Employee Stock options are not considered to be dilutive based on the average market price of ordinary shares during the period.
377
Integrated Report & Annual Accounts 2018-19 I 74th Year
Tata Motors Ltd 35.82% 21,558.50 (6.60)% 1,903.94 0.41% (23.05) (5.47)% 1,880.89
Subsidiaries
Indian
TAL Manufacturing Solutions Ltd 0.00% - (0.20)% 56.60 0.00% - (0.16)% 56.60
(Till March 29, 2019)
Concorde Motors (India) Ltd 0.01% 6.43 0.37% (105.69) (0.00)% 0.11 0.31% (105.58)
Tata Motors Finance Ltd 4.93% 2,966.77 (0.71)% 203.88 (0.10)% 5.53 (0.61)% 209.41
Tata Technologies Ltd 1.26% 759.25 (0.66)% 191.18 (0.04)% 2.15 (0.56)% 193.33
Tata Motors Insurance Broking & 0.06% 33.12 (0.06)% 17.89 (0.00)% 0.20 (0.05)% 18.09
Advisory Services Ltd
TML Distribution Company Ltd 0.67% 400.96 (0.16)% 46.50 (0.00)% 0.03 (0.14)% 46.53
TMF Holdings Limited 7.00% 4,213.78 (0.01)% 3.69 0.00% (0.03) (0.01)% 3.66
Tata Motors 1.92% 1,158.21 (0.34)% 99.43 (0.01)% 0.51 (0.29)% 99.94
Financial Solutions Ltd
Tata Marcopolo Motors Ltd 0.22% 132.03 (0.04)% 12.97 0.03% (1.83) (0.03)% 11.14
Jaguar Land Rover India Limited 0.43% 259.96 0.08% (23.00) (0.31)% 17.02 0.02% (5.98)
Foreign
Tata Daewoo Commercial 3.80% 2,284.59 0.62% (179.12) 0.17% (9.50) 0.55% (188.62)
Vehicle Co. Ltd
Tata Motors European 0.51% 308.20 0.10% (27.81) 0.00% - 0.08% (27.81)
Technical Centre Plc
Tata Motors (SA) (Proprietary) Ltd 0.02% 14.43 (0.00)% 1.34 (0.02)% 1.37 (0.01)% 2.71
Tata Motors (Thailand) Ltd (1.09)% (658.14) 1.74% (501.18) 0.49% (27.05) 1.54% (528.23)
TML Holdings Pte Ltd, Singapore 15.85% 9,540.38 (4.65)% 1,339.07 (6.81)% 379.80 (5.00)% 1,718.87
Tata Hispano Motors Carrocera S.A (1.26)% (755.61) 0.07% (20.12) 0.00% - 0.06% (20.12)
Tata Hispano Motors (0.06)% (36.25) 0.00% (0.55) 0.00% - 0.00% (0.55)
Carroceries Maghreb
Tata Precision Industries Pte Ltd (0.00)% (0.21) 0.00% (1.08) 0.00% - 0.00% (1.08)
PT Tata Motors Indonesia 0.35% 213.03 0.01% (2.11) 0.00% - 0.01% (2.11)
INCAT International Plc. 0.07% 44.18 (0.00)% 0.84 0.02% (0.87) 0.00% (0.03)
Tata Technologies Inc. 0.64% 386.62 (0.04)% 11.39 (0.37)% 20.87 (0.09)% 32.26
Tata Technologies de 0.01% 5.80 0.00% (0.56) 0.01% (0.48) 0.00% (1.04)
Mexico, S.A. de C.V.
378
Notes Forming Part of Consolidated Financial Statements
Cambric Limited, Bahamas 0.03% 19.35 0.00% (0.89) 0.00% - 0.00% (0.89)
Cambric GmbH 0.00% 1.83 0.00% (0.06) 0.00% (0.20) 0.00% (0.26)
(in process of liquidation)
Tata Technolgies SRL, Romania 0.07% 39.61 (0.05)% 14.31 0.06% (3.09) (0.03)% 11.21
Tata Manufacturing Technologies 0.10% 60.50 (0.08)% 22.06 0.01% (0.45) (0.06)% 21.61
Tata Technologies Europe Limited 1.35% 813.07 (0.40)% 114.94 0.36% (19.92) (0.28)% 95.02
Escenda Engineering AB 0.00% 0.48 0.01% (2.45) (0.05)% 2.76 (0.00)% 0.31
INCAT GmbH 0.03% 17.68 (0.00)% 0.28 0.01% (0.71) 0.00% (0.44)
(in process of liquidation)
Tata Technologies 0.02% 11.90 (0.00)% 1.28 (0.01)% 0.52 (0.01)% 1.80
(Thailand) Limited
TATA Technologies Pte Ltd. 1.28% 771.88 (0.01)% 1.78 (0.79)% 43.93 (0.13)% 45.71
Jaguar Land Rover Automotive plc 31.84% 19,162.09 (0.14)% 40.02 0.00% - (0.12)% 40.02
Jaguar Land Rover Limited 119.88% 72,146.08 108.05% (31,146.30) 64.61% (3,602.44) 101.01% (34,748.74)
(formerly knwon as Land
Rover Holdings Ltd.)
Jaguar Land Rover (South Africa) 3.02% 1,819.27 (0.43)% 123.09 0.00% - (0.36)% 123.09
Holdings Limited
Jaguar Cars (South Africa) (Pty) Ltd 0.00% - 0.00% - 0.00% - 0.00% -
Jaguar Land Rover Slovakia s.r.o. 8.44% 5,079.43 (0.60)% 173.81 1.89% (105.12) (0.20)% 68.69
Jaguar Racing Limited 0.02% 14.30 (0.01)% 4.31 0.00% - (0.01)% 4.31
InMotion Ventures Limited 0.18% 107.50 (0.60)% 171.72 0.00% - (0.50)% 171.72
InMotion Ventures 1 Limited (0.00)% (1.35) 0.00% (1.33) 0.00% - 0.00% (1.33)
379
Integrated Report & Annual Accounts 2018-19 I 74th Year
InMotion Ventures 2 Limited (0.03)% (16.00) 0.05% (15.53) 0.00% - 0.05% (15.53)
Land Rover Ireland 0.01% 6.25 (0.02)% 4.44 (0.00)% 0.21 (0.01)% 4.65
(Services) Limited
Spark44 (JV) Ltd 0.41% 248.89 0.02% (4.43) 0.00% - 0.01% (4.43)
Spark44 Pty Ltd (Sydney) 0.00% - (0.01)% 2.32 (0.01)% 0.44 (0.01)% 2.76
Spark44 GmbH (Frankfurt) 0.00% - (0.02)% 5.90 (0.02)% 1.12 (0.02)% 7.02
Spark44 GLLC (LA & NYC) 0.00% - (0.02)% 6.68 (0.02)% 1.27 (0.02)% 7.95
Spark44 Limited (Shanghai) 0.00% - (0.03)% 7.35 (0.03)% 1.40 (0.03)% 8.75
Spark44 Demand Creation 0.00% - 0.00% (0.26) 0.00% (0.05) 0.00% (0.31)
Partners Pte Ltd (Mumbai)
Spark44 Pte Ltd (Singapore) 0.00% - (0.00)% 1.17 (0.00)% 0.22 (0.00)% 1.39
Spark44 SRL (Rome) 0.00% - 0.00% (0.85) 0.00% (0.16) 0.00% (1.01)
Spark44 Limited (Seoul) 0.00% - (0.00)% 1.33 (0.00)% 0.25 (0.00)% 1.58
Spark44 K.K. (Tokyo) 0.00% - (0.00)% 1.18 (0.00)% 0.22 (0.00)% 1.40
Spark44 Canada Inc (Toronto) 0.00% - (0.00)% 0.43 (0.00)% 0.08 (0.00)% 0.51
Spark44 Colombia S.A.S (0.00)% (0.20) 0.00% (0.20) 0.00% (0.23) 0.00% (0.43)
(Colombia) (Incorporated
w.e.f. May 10,2018)
Spark44 Taiwan Limited (Taiwan) 0.00% 0.19 (0.00)% 0.19 (0.00)% 0.22 (0.00)% 0.41
(Incorporated w.e.f. May 7,2018)
Limited Liability Company Jaguar 1.01% 610.74 (0.67)% 193.52 0.00% - (0.56)% 193.52
Land Rover (Russia)
Jaguar Land Rover (China) 24.85% 14,954.59 (2.60)% 750.16 0.00% - (2.18)% 750.16
Investment Co Ltd (previously
Jaguar Land Rover Automotive
Trading (Shanghai) Co. Ltd )
Shanghai Jaguar Land Rover (0.01)% (4.84) (0.04)% 11.61 0.00% - (0.03)% 11.61
Automotive Service Co. Ltd
Jaguar Land Rover Colombia SAS (0.03)% (20.94) 0.01% (2.61) 0.00% - 0.01% (2.61)
380
Notes Forming Part of Consolidated Financial Statements
Jaguar Land Rover France SAS 0.09% 52.52 (0.05)% 14.82 0.00% - (0.04)% 14.82
Jaguar Land Rover Portugal- 0.07% 42.10 (0.08)% 24.17 0.00% - (0.07)% 24.17
Veiculos e Pecas, Lda.
Jaguar Land Rover Italia SpA 0.40% 242.34 (0.09)% 24.81 0.00% - (0.07)% 24.81
Land Rover Ireland Limited - (no 0.01% 6.02 0.00% (0.43) (0.03)% 1.86 (0.00)% 1.43
longer a trading NSC)
Jaguar Land Rover Korea Co. Ltd. 0.37% 220.16 (0.30)% 87.56 0.00% - (0.25)% 87.56
Jaguar Land Rover 0.93% 556.98 (0.30)% 86.03 0.00% - (0.25)% 86.03
Deutschland GmbH
Jaguar Land Rover Austria GmbH 0.09% 54.53 (0.06)% 17.27 0.00% - (0.05)% 17.27
Jaguar Land Rover 0.41% 249.36 (0.37)% 106.99 0.00% - (0.31)% 106.99
Jaguar Land Rover 3.89% 2,342.29 (2.64)% 760.11 (0.00)% 0.02 (2.21)% 760.13
North America, LLC.
Jaguar Land Rover Japan Limited 0.47% 282.16 (0.24)% 68.53 0.00% - (0.20)% 68.53
Jaguar Land Rover Canada, ULC 0.41% 247.31 (0.19)% 54.24 0.00% - (0.16)% 54.24
Jaguar e Land Rover Brasil 0.86% 518.73 (0.18)% 50.91 0.00% - (0.15)% 50.91
Indústria e Comércio
de Veículos LTDA
Jaguar Land Rover Belux N.V. 0.08% 48.51 (0.08)% 24.26 0.00% - (0.07)% 24.26
(following the merger of Jaguar
Belux and Land Rover Belux)
Jaguar Land Rover Nederland BV 0.05% 30.06 (0.08)% 24.30 0.00% - (0.07)% 24.30
Jaguar Land Rover (South 0.07% 40.41 0.05% (14.67) 0.00% - 0.04% (14.67)
Africa) (Pty) Limited
Jaguar Land Rover 0.03% 20.22 (0.05)% 15.10 0.00% - (0.04)% 15.10
Singapore Pte. Ltd
Jaguar Land Rover Taiwan (0.04)% (22.60) 0.10% (29.17) 0.00% - 0.08% (29.17)
Company Pte. Ltd
Jaguar Land Rover Hungary KFT 0.00% 0.58 (0.00)% 0.46 (0.00)% 0.03 (0.00)% 0.49
(Incorporated w.e.f July 30, 2018)
Jaguar Land Rover Classic 0.03% 16.76 0.01% (2.81) 0.01% (0.57) 0.01% (3.38)
Deutschland GmbH (Incorporated
w.e.f. August 10,2018)
381
Integrated Report & Annual Accounts 2018-19 I 74th Year
Tata Daewoo Commercial Vehicle 0.03% 20.88 0.00% (1.07) (0.04)% 2.16 (0.00)% 1.09
Sales and Distribution Co. Ltd.
TMNL Motor Services Nigeria Ltd (0.00)% (0.18) 0.00% (0.14) 0.00% - 0.00% (0.14)
Indian
Tata Marcopolo Motors Ltd (0.11)% (64.54) 0.02% (6.36) (0.02)% 0.89 0.02% (5.47)
Tata Technologies Ltd (0.74)% (442.56) 0.29% (82.79) 0.05% (2.59) 0.25% (85.38)
Foreign
Tata Motors (SA) (Proprietary) Ltd (0.01)% (5.78) 0.00% (0.53) (0.02)% 0.84 (0.00)% 0.31
Tata Precision Industries Pte Ltd 0.00% 0.03 (0.00)% 0.23 0.00% - (0.00)% 0.23
Tata Motors (Thailand) Limited 0.08% 49.56 (0.07)% 20.70 (0.02)% 1.13 (0.06)% 21.83
Joint operations
Indian
Fiat India Automobiles 2.96% 1,782.30 (0.33)% 95.10 0.01% (0.32) (0.28)% 94.78
Private Limited
Tata Cummins Private Ltd 0.87% 523.25 (0.44)% 127.80 0.00% (0.05) (0.37)% 127.75
Adjustments arising out (252.47)% (151,934.60) 14.62% (4,215.07) 39.84% (2,221.37) 18.71% (6,436.44)
of consolidation
Joint ventures (as per proportionate consolidation / investment as per the equity method
Indian
JT Special Vehicle (P) Ltd 0.00% - 0.01% (2.50) 0.00% - 0.01% (2.50)
Foreign
Chery Jaguar Land Rover 7.14% 4,295.54 (0.35)% 100.94 1.00% (55.78) (0.13)% 45.16
Automotive Co Ltd
382
Notes Forming Part of Consolidated Financial Statements
Indian
Tata AutoComp Systems Ltd 0.41% 243.88 (0.11)% 31.90 (0.19)% 10.54 (0.12)% 42.44
Automobile Corporation of Goa Ltd 0.24% 144.60 (0.03)% 9.06 0.01% (0.35) (0.03)% 8.71
Loginomic Tech Solutions Private 0.00% 1.94 0.00% (0.72) 0.00% - 0.00% (0.72)
Limited (TruckEasy) (Acquired
stake w.e.f. July 10, 2018)
Foreign
Nita Company Ltd 0.06% 34.80 (0.01)% 3.22 (0.04)% 2.30 (0.02)% 5.52
CloudCar Inc 0.03% 16.35 0.09% (25.69) 0.09% (5.01) 0.09% (30.70)
DriveClubService Pte. Ltd. 0.00% 1.74 (0.00)% 0.11 0.00% (0.03) (0.00)% 0.08
383
Integrated Report & Annual Accounts 2018-19 I 74th Year
(` in crores)
Particulars Net Total Revenue Net Increase/
Worth for the (Decrease) in Cash
As at year ended & Cash equivalent
March 31, 2019 March 31, 2019 during 2018-2019
Subsidiaries :
Trilix S.r.l 26.37 56.26 (17.65)
TML Holding Pte Ltd 9,540.38 - 97.28
Concorde Motors India Limited 6.43 1,215.08 94.58
Tata Motors European Technical Centre PLC 308.20 183.46 (1.38)
Tata Technologies de Mexico, S.A. de C.V. 5.80 18.96 (1.42)
INCAT International Plc. 44.18 - (0.03)
INCAT GmbH. 17.68 - (0.07)
Cambric Limited 19.35 - 1.37
Tata Technologies SRL Romania 39.61 75.06 8.86
Cambric GmbH 1.83 - (0.12)
Total 10,009.83 1,548.82 181.42
For the year ended / as at March 31, 2018 9,714.24 1,305.66 568.38
( b) As at March 31, 2019, certain assets of the Company related to defence business and investment in Tata Hitachi Construction
Machinery Company Private Limited (equity accounted investees) are classified as “Held for Sale” as they meet the criteria
laid out under Ind AS 105. Given the delay in completing the sale, the Company has reassessed the position on “Held for Sale”
for the assets and liabilities of Tata Technologies Ltd. Accordingly, the Company concluded that these assets and liabilities no
longer meets the criteria of “Held for Sale” as per Ind AS 105.
( c) Exceptional debit of `180.97 crores and `1,641.38 crores for the year ended March 31, 2019 and 2018, respectively, relates
to provision for impairment of certain intangibles under development and capital work-in-progress.
(d) (i) The exceptional credit of `3,609.01 crores (GBP 437.40 million) for the year ended March 31, 2018, relates to the
amendment of the Defined Benefit scheme of Jaguar Land Rover Automotive Plc. On April 3, 2017, Jaguar Land Rover
Automotive Plc approved and communicated to its Defined Benefit scheme members that the Defined Benefit Scheme
rules were to be amended with effect from April 6, 2017 so that amongst other changes, retirement benefit will be
calculated on a career average basis rather than based upon a member’s final salary at retirement. These changes were
effective from April 6, 2017 and as a result of the re-measurement of the scheme’s liabilities, the past service credit has
been recognised in year ended March 31, 2018.
(ii) During quarter ended December 31, 2018, the High Court in United Kingdom ruled that pension scheme are required
to equalise male and female member’s benefit for the inequalities within guaranteed minimum pension (GMP) earned
between May 17, 1990 and April 5, 1997. Based on this, the Company reassessed its obligations under its existing
Jaguar Land Rover pension plans and recorded an additional liability of an amount of `147.93 crores (GBP 16.5 million)
as past services during the year ended March 31, 2019.
(e) On July 31, 2018, the Company decided to cease its current manufacturing operations of Tata Motors Thailand Ltd.
Accordingly, the relevant restructuring costs of `381.01 crores have been accounted in the year ended March 31, 2019.
384
Notes Forming Part of Consolidated Financial Statements
(g) During the year ended March 31, 2019, the Company has sold investment in TAL Manufacturing Solutions Limited to Tata
Advanced Systems Ltd (TASL).
(h)
Warranty cost recoverable from suppliers has been reclassified as other financial asset from Loans and Advances.
Accordingly, previous year comparative amount of `828.52 crores have also been reclassified. This change is not considered
material and does not affect the accompanying statement of Profit and Loss, total comprehensive income and cash flows
of the Company.
( i) The Company has entered into an agreement for transfer of its Defence undertaking, which had a value of `209.27 crores as
at December 31, 2017 to Tata Advanced Systems Ltd (transferee company), for an upfront consideration of `100 crores and
(j) The Company has a process whereby periodically all long term contracts (including derivative contracts) are assessed for
material foreseeable losses. At the year end, the Company has reviewed and ensured that adequate provision as required
under any law/accounting standards for material foreseeable losses on such long term contracts (including derivative
contracts) has been made in the books of account.
385
Integrated Report & Annual Accounts 2018-19 I 74th Year
(1) Property, plant and equipment and Other intangible assets 1,42,370.44 161,330.91
(` in crores)
As at As at
March 31, 2019 March 31, 2018
386
Summarised Statement of Profit and Loss
2 EXPENDITURE
387
Integrated Report & Annual Accounts 2018-19 I 74th Year
Notes :
@ On increased capital base due to conversion of Bonds / Convertible Debentures / Warrants / FCCN into shares.
* To a face value of `10/- per share upto 2011-12.
# Includes Interim Dividend where applicable.
! Includes a special dividend of ` 2.50 per share for the Diamond Jubilee Year.
++ On increased capital base due to Rights issue and conversion of FCCN into shares.
^ On increased capital base due to GDS issue and conversion of FCCN into shares.
^^ On increased capital base due to QIP issue and conversion of FCCN into shares.
** Consequent to sub-division of shares, figures for previous years are not comparable
^^^ The figures of FY 2016-17 onwards is as per Ind AS
+++ On increased capital base due to rights issue
388
Summarised Statement of Profit and Loss
2018-2019 2017-2018
1 INCOME
Changes in inventories of finished goods, work-in-progress and products for sale 144.69 842.05
Others 109.27 -
389
Integrated Report & Annual Accounts 2018-19 I 74th Year
390
Statement pursuant to first proviso to sub-section (3) of section 129 of the Companies Act 2013, read with rule 5 of Companies
Part - A
(` in crores)
Sr. Subsidiary Country Reporting Exchange Share capital Reserves Total Total Turnover Profit/ Tax Profit/ Profit/ Proposed Investments % of
No currency Rate (incl. advances and Assets Liabilities (Loss) Expense/ (Loss) (Loss) dividend (except in shareholding
towards Surplus Before (Credit) after tax for the and tax case of
capital where Tax period/ thereon investment
applicable) year * in the
subsidiaries)
1 Concorde Motors (India) Ltd India INR 1.00 144.18 (137.75) 1,040.87 1,034.45 1,233.01 (105.69) - (105.69) (105.69) - - 100.00
(subsidiary w.e.f July 3, 1999)
2 Tata Motors Finance Ltd (Name India INR 1.00 583.85 1,904.27 32,910.17 30,422.05 3,108.85 41.17 (66.00) 107.17 107.17 - 92.04 100.00
changed from Sheba Properties
Limited w.e.f. June 30, 2017)
(subsidiary w.e.f January 24, 1989)
3 Tata Daewoo Commercial Vehicle Co. South KRW 0.06 57.57 2,227.02 3,964.84 1,680.25 4,089.89 (220.37) (41.26) (179.11) (179.11) - - 100.00
391
Integrated Report & Annual Accounts 2018-19 I 74th Year
(` in crores)
Sr. Subsidiary Country Reporting Exchange Share capital Reserves Total Total Turnover Profit/ Tax Profit/ Profit/ Proposed Investments % of
No currency Rate (incl. advances and Assets Liabilities (Loss) Expense/ (Loss) (Loss) dividend (except in shareholding
towards Surplus Before (Credit) after tax for the and tax case of
capital where Tax period/ thereon investment
applicable) year * in the
subsidiaries)
25 Tata Manufacturing Technologies China CNY 10.30 3.05 57.45 83.33 22.84 155.00 30.18 8.12 22.06 22.06 - - 72.28
Consulting (Shanghai) Limited
.(subsidiary w.e.f March 10, 2014)
26 Tata Technologies Europe Limited UK GBP 90.51 0.09 812.98 1,052.44 239.37 976.33 143.40 28.46 114.94 114.94 - - 72.28
(subsidiary w.e.f October 3, 2005)
27 Escenda Engineering AB (Tata Sweden SEK 7.44 0.16 0.32 86.33 85.85 157.93 (4.91) (2.46) (2.45) (2.45) - - 72.28
Technologies Europe Limited
acquired 100% stake in the company
w.e.f. May 1, 2017)
28 INCAT GmbH (subsidiary w.e.f Germany EUR 77.67 0.95 16.73 17.93 0.25 0.30 0.29 0.02 0.27 0.27 - - 72.28
October 3, 2005)
29 Tata Technologies (Thailand) Limited Thailand THB 2.18 4.58 7.33 18.70 6.80 32.98 2.43 1.15 1.28 1.28 - - 72.28
(subsidiary w.e.f October 10, 2005)
30 TATA Technologies Pte Ltd. Singapore USD 69.15 251.56 520.32 782.60 10.72 62.43 1.91 0.14 1.77 1.77 - - 72.28
(subsidiary w.e.f December 7, 2005)
31 Jaguar Land Rover Automotive plc UK GBP 90.51 13,582.39 5,579.69 59,396.74 (40,234.66) - 41.00 - 41.00 41.00 - - 100.00
(subsidiary w.e.f June 2, 2008)
32 Jaguar Land Rover Limited UK GBP 90.51 32,226.66 36,305.97 218,030.32 (149,497.70) 192,759.69 (21,096.97) 94.17 (21,191.14) (21,191.14) - 13,022.66 100.00
(previously Jaguar Cars Limited)
(subsidiary w.e.f June 2, 2008)
33 Jaguar Land Rover Holdings UK GBP 90.51 45.26 41,417.62 49,898.46 (8,435.58) - 248.68 37.62 211.06 211.06 - - 100.00
Limited(formally known as Land
Rover) (subsidiary w.e.f June 2, 2008)
34 JLR Nominee Company Limited UK GBP 90.51 - - - - - - - - - - - 100.00
(Formally known as Jaguar
Land Rover Exports Limited,
formerly Jaguar Cars Exports
Limited) (subsidiary w.e.f June 2,
2008) (dormant)
35 Jaguar Land Rover (South Africa) UK ZAR 4.78 933.04 332.55 1,296.21 (30.62) - 164.43 4.58 159.85 159.85 - - 100.00
Holdings Limited (subsidiary w.e.f
February 2, 2009)
36 Jaguar Cars Limited (subsidiary w.e.f UK GBP 90.51 - - - - - - - - - - - 100.00
June 2, 2008) (dormant)
37 Land Rover Exports Limited (Business UK GBP 90.51 - - - - - - - - - - - 100.00
transferred to Jaguar Land Rover
Exports Ltd) (subsidiary w.e.f June 2,
2008) (dormant)
38 The Lanchester Motor Company UK GBP 90.51 - - - - - - - - - - - 100.00
Limited (subsidiary w.e.f June 2,
2008) (dormant)
39 The Daimler Motor Company UK GBP 90.51 13.58 - 13.58 - - - - - - - - 100.00
Limited (subsidiary w.e.f June 2,
2008) (dormant)
40 S S Cars Limited (subsidiary w.e.f UK GBP 90.51 - - - - - - - - - - - 100.00
June 2, 2008) (dormant)
41 Daimler Transport Vehicles UK GBP 90.51 - - - - - - - - - - - 100.00
Limited (subsidiary w.e.f June 2,
2008) (dormant)
42 The Jaguar Collection Limited UK GBP 90.51 - - - - - - - - - - - 100.00
(subsidiary w.e.f June 2, 2008)
(Dissolved June 19, 2018)
43 Jaguar Land Rover Pension Trustees UK GBP 90.51 - - - - - - - - - - - 100.00
Limited (subsidiary w.e.f June 2,
2008) (dormant)
44 Jaguar Cars (South Africa) (Pty) South ZAR 4.78 - - - - - - - - - - - 100.00
Ltd (subsidiary w.e.f June 2, Africa
2008) (dormant)
45 Jaguar Land Rover Slovakia s.r.o. Slovakia EUR 77.67 4,168.86 190.02 7,993.95 (3,635.07) 1,383.58 160.90 3.89 157.01 157.01 - - 100.00
(JLRHL 0.01% and JLRL 99.99%)
46 Jaguar Racing Limited (Incorporated UK GBP 90.51 - 11.80 50.74 (38.94) 93.12 4.41 (0.25) 4.66 4.66 - - 100.00
w.e.f. February 2, 2016) (subsidiary
w.e.f February 2, 2016)
47 InMotion Ventures Limited UK GBP 90.51 0.00 107.50 572.68 (465.19) - 175.92 - 175.92 175.92 - - 100.00
(Incorporated w.e.f. March 18, 2016)
(subsidiary w.e.f March 18, 2016)
392
(` in crores)
393
Integrated Report & Annual Accounts 2018-19 I 74th Year
(` in crores)
Sr. Subsidiary Country Reporting Exchange Share capital Reserves Total Total Turnover Profit/ Tax Profit/ Profit/ Proposed Investments % of
No currency Rate (incl. advances and Assets Liabilities (Loss) Expense/ (Loss) (Loss) dividend (except in shareholding
towards Surplus Before (Credit) after tax for the and tax case of
capital where Tax period/ thereon investment
applicable) year * in the
subsidiaries)
82 Jaguar Land Rover Deutschland Germany EUR 77.67 103.45 468.28 3,715.08 (3,143.35) 10,313.12 133.24 41.86 91.38 91.38 - 100.00
GmbH (subsidiary w.e.fJune 2, 2008)
83 Jaguar Land Rover Austria GmbH Austria EUR 77.67 1.13 52.75 473.14 (419.26) 1,811.02 18.66 3.34 15.32 15.32 - 100.00
(subsidiary w.e.f June 2, 2008)
84 Jaguar Land Rover Australia Australia AUD 49.03 3.43 252.33 1,970.19 (1,714.42) 4,342.03 215.91 103.00 112.91 112.91 - 100.00
Pty Limited (subsidiary
w.e.f June 2, 2008)
85 Jaguar Land Rover North America, USA USD 69.15 276.60 2,020.90 13,409.83 (11,112.33) 54,718.27 789.44 198.52 590.92 590.92 - 100.00
LLC. (subsidiary w.e.f June 2, 2008)
86 Jaguar Land Rover Japan Limited Japan JPY 62.46 2,998.08 24,560.81 125,699.44 (98,140.55) 288,245.16 5,087.83 (887.38) 5,975.21 5,975.21 - 100.00
(subsidiary w.e.f October 1, 2008)
87 Jaguar Land Rover Canada, ULC Canada CAD 51.54 - 246.05 1,679.35 (1,433.30) 5,653.10 127.51 80.75 46.76 46.76 - 100.00
(subsidiary w.e.f June 2, 2008)
88 Jaguar e Land Rover Brasil Indústria Brazil BRL 17.68 1,090.28 (639.25) 2,202.85 (1,751.81) 3,006.61 (9.66) 23.74 (33.40) (33.40) - 100.00
e Comércio de Veículos LTDA
(subsidiary w.e.f June 2, 2008)
89 Jaguar Land Rover Belux N.V. Belgium EUR 77.67 9.71 45.34 1,081.58 (1,026.54) 4,315.61 41.00 13.65 27.35 27.35 - 100.00
(subsidiary w.e.f June 2, 2008)
90 Jaguar Land Rover Nederland BV Holland EUR 77.67 - - - - - - - - - - 100.00
(subsidiary w.e.f June 2, 2008)
91 Jaguar Land Rover (South South ZAR 4.78 0.00 71.51 1,009.63 (938.13) 2,450.89 36.21 8.03 28.18 28.18 - 100.00
Africa) (Pty) Limited (subsidiary Africa
w.e.f June 2, 2008)
92 Jaguar Land Rover India Limited India INR 1.00 280.25 (21.73) 1,205.57 (947.05) 1,890.05 (31.67) (8.88) (22.80) (22.80) - 100.00
(subsidiary w.e.f October 25, 2012)
93 Jaguar Land Rover Singapore Pte. Singapore SGD 51.04 3.83 16.31 232.40 (212.27) 314.46 21.11 5.89 15.22 15.22 - 100.00
Ltd (incorporated w.e.f November
25,2015)(subsidiary w.e.f
November 25, 2015)
94 Jaguar Land Rover Taiwan Taiwan TWD 2.24 8.64 (31.22) 450.11 (472.69) 675.97 (30.17) 0.00 (30.17) (30.17) - 100.00
Company Pte. Ltd
95 Jaguar Land Rover Classic Germany EUR 77.67 19.42 (3.29) 23.09 (6.97) 6.97 (3.29) - (3.29) - - - 100.00
Deutschland GmbH (Incorporated
w.e.f. August 10,2018)
96 Jaguar Land Rover Hungary KFT Hungary HUF 0.24 - - 0.07 (0.07) 0.01 0.34 0.05 0.29 - - - 100.00
(Incorporated w.e.f July 30, 2018)
97 Jaguar Land Rover Classic USA USA USD 69.15 - - - - - - - - - - - 100.00
LLC ( Incorporated w.e.f June 1,
2018) (dormant)
98 TMNL Motor Services Nigeria Ltd Nigeria NGN 0.19 0.33 (0.51) 0.03 0.21 - (0.14) - (0.14) (0.14) - - 100.00
(incorporated w.e.f September
2, 2015)(subsidiary w.e.f
September 2, 2015)
99 Tata Daewoo Commercial Vehicle South KRW 0.06 4.00 16.88 59.45 38.57 160.09 (1.00) 0.07 (1.07) (1.07) - - 100.00
Sales and Distribution Co. Ltd. Korea
(subsidiary w.e.f April 9, 2010)
100 PT Tata Motors Distribusi Indonesia Indonesia IDR 0.00 217.41 (225.44) 78.65 86.68 84.19 (24.88) (0.07) (24.81) (24.81) - - 100.00
(subsidiary w.e.f February 11, 2013)
Details of Direct subsidiaries, on consolidated basis including their respective subsidiaries included above
1 Tata Technologies Limited (subsidiary 42.09 1,698.39 2,261.60 521.12 2,978.39 417.00 118.34 298.66 308.02 - 38.84 72.28
w.e.f September 10, 1997)
2 Tata Motors Holdings Finance Ltd 1,728.28 (108.37) 40,408.43 38,788.52 3,700.18 56.99 (42.67) 99.66 99.66 - 1,909.56 100.00
(Name changed from Tata Motors
Finance Limited w.e.f. June 17, 2017)
(subsidiary w.e.f June 1, 2006)
3 TML Holdings Pte Ltd, Singapore** - - - - - - - - - - - 100.00
(subsidiary w.e.f February 4, 2008)
4 PT Tata Motors Indonesia (subsidiary 268.97 (281.36) 79.94 92.33 84.19 (27.29) (0.09) (27.20) (27.20) - - 100.00
w.e.f December 29, 2011)
**TML Holdings Pte Ltd, Singapore holds fully Jaguar Land Rover Automotive Plc and Tata Daewoo Commercial Vehicle Co. Ltd., the consolidated accounts of which are given below :
1 Jaguar Land Rover Automotive 11,195.17 42,876.39 212,154.88 158,023.55 224,132.08 (32,002.82) (2,640.29) (29,362.52) (29,320.44) - 8,367.79 100.00
Plc Consolidated (subsidiary
w.e.f June 2, 2008)
2 Tata Daewoo Commercial Vehicle Co. 0.03 1,964.56 3,610.55 1,645.96 3,972.63 (221.37) (41.19) (180.18) (180.18) - - 100.00
Ltd (subsidiary w.e.f March 30, 2004)
* Profit for the year is after share of minority interest and share of profit/(loss) in respect of investment in associate companies.
394
Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate Companies and Joint Venture
(` in crores)
Sr. Name of Associates/Joint Ventures Shares of Associate/Joint Ventures held by the company on the year end Profit/(loss) for the year
No. Latest audited No. Amount of Extent of Networth Considered in Not Description Reason why the
Balance Sheet Investment in Holding % attributable to Consolidation Considered of how there associate/
Date Associates/ Shareholding in is significant Joint venture
Joint Venture as per latest Consolidation influence is not
audited consolidated
Balance Sheet
Joint Venture
1 Fiat India Automobiles Private Limited March 31, 2019 122,257,983 1,567.04 50% 1,782.30 95.10 - Note (a) -
395
Integrated Report & Annual Accounts 2018-19 I 74th Year
Notice
(Pursuant to Section 101 of the Companies Act, 2013)
Dear Member, of the Company, for a term of five years commencing from
NOTICE IS HEREBY GIVEN THAT THE SEVENTY FOURTH ANNUAL June 26, 2019 up to June 25, 2024 and who would not be liable
GENERAL MEETING OF TATA MOTORS LIMITED will be held on to retire by rotation, be and is hereby approved.”
Tuesday, July 30, 2019 at 3:00 p.m. at Birla Matushri Sabhagar, 5. Commission to Non-Executive Directors
19, Sir Vithaldas Thackersey Marg, Mumbai 400 020 to transact To consider and, if thought fit, to pass the following resolution
the following business: as an Ordinary Resolution:
ORDINARY BUSINESS “RESOLVED that pursuant to the provisions of Section 197
1.
To receive, consider and adopt the Audited Standalone and any other applicable provisions of the Companies Act,
Financial Statement of the Company for the financial year 2013 ('the Act') [including any statutory modification(s) or re-
ended March 31, 2019 together with the Reports of the Board enactment(s) thereof for the time being in force] and Regulation
of Directors and the Auditors thereon. 17(6) of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015,
2.
To receive, consider and adopt the Audited Consolidated
as amended from time to time, consent of the Company be
Financial Statement of the Company for the financial year
and is hereby accorded for payment of commission to the
ended March 31, 2019 together with the Report of the Auditors
Non-Executive Directors, including Independent Directors, of
thereon.
the Company (i.e., Directors other than the Managing Director
3.
To appoint a Director in place of Mr N Chandrasekaran, and/or Whole Time Directors) to be determined by the Board
(DIN:00121863) who, retires by rotation and being eligible, of Directors for each of such Non-Executive Director for
offers himself for re-appointment. each financial year and distributed between such Directors
in such a manner as the Board of Directors may from time to
SPECIAL BUSINESS
time determine within the overall maximum limit of 1% (one
4. Appointment of Ms Vedika Bhandarkar (DIN:00033808) as a percent) of the net profits of the Company for that financial
Director and as an Independent Director year computed in accordance with the provisions of Section
To consider and, if thought fit, to pass the following resolution 198 of the Act or such other percentage as may be specified by
as an Ordinary Resolution: the Act from time to time in this regard.”
“RESOLVED that Ms Vedika Bhandarkar (DIN:00033808), who
“RESOLVED FURTHER that the above remuneration shall
was appointed as an Additional Director of the Company with be in addition to fees payable to the Director(s) for attending
effect from June 26, 2019 by the Board of Directors and who the meetings of the Board or Committees thereof or for any
holds office upto the date of this Annual General Meeting of other purpose whatsoever as may be decided by the Board of
the Company under Section 161(1) of the Companies Act, Directors and reimbursement of expenses for participation in
2013 ('the Act') and Article 132 of the Articles of Association the Board and other meetings.”
of the Company, but who is eligible for appointment and in 6. Appointment of Branch Auditors
respect of whom the Company has received a notice in writing
To consider and, if thought fit, to pass the following resolution
under Section 160(1) of the Act from a member proposing
as an Ordinary Resolution:
her candidature for the office of Director, be and is hereby
appointed as a Director of the Company.” “RESOLVED that pursuant to the provisions of Section 143(8)
and other applicable provisions, if any, of the Companies Act,
“RESOLVED FURTHER that pursuant to the provisions of
2013 ('the Act') [including any statutory modification(s) or
Sections 149, 152 and other applicable provisions, if any, of the
re-enactment(s) thereof for the time being in force] and the
Act read with Schedule IV to the Act [including any statutory
Companies (Audit and Auditors) Rules, 2014, as amended from
modification(s) or re-enactment(s) thereof for the time being
time to time, the Board of Directors be and is hereby authorised
in force] and the Companies (Appointment and Qualification
to appoint as Branch Auditor(s) of any Branch Office of the
of Directors) Rules, 2014, as amended from time to time,
Company, whether existing or which may be opened/acquired
Regulation 17 and other applicable regulations of the Securities
hereafter, outside India, in consultation with the Company’s
and Exchange Board of India (Listing Obligations and Disclosure
Auditors, any persons, qualified to act as Branch Auditors
Requirements) Regulations, 2015 ('SEBI Listing Regulations')
within the provisions of Section 143(8) of the Act and to fix
the appointment of Ms Vedika Bhandarkar (DIN:00033808),
their remuneration.”
that meets the criteria for independence as provided in Section
149(6) of the Act and Regulation 16(1)(b) of the SEBI Listing 7. Ratification of Cost Auditor’s Remuneration
Regulations and who has submitted a declaration to that effect, To consider and, if thought fit, to pass the following resolution
and who is eligible for appointment as an Independent Director as an Ordinary Resolution:
396
“RESOLVED that pursuant to the provisions of Section 148(3) as proxy and such person shall not act as a proxy for any other
397
Integrated Report & Annual Accounts 2018-19 I 74th Year
8. Members holding shares in physical form, in identical order to Unpaid Dividend Account of the Company, are liable to be
of names, in more than one folio are requested to send to the transferred to the Investor Education and Protection Fund
Company’s RTA, the details of such folios together with the ('IEPF'). The shares in respect of such unclaimed dividends are
share certificates for consolidating their holdings in one folio. A also liable to be transferred to the demat account of the IEPF
consolidated share certificate will be issued to such Members Authority. In view of this, members are requested to claim their
after making requisite changes. dividends from the Company, within the stipulated timeline.
9. Non-Resident Indian members are requested to inform the The members, whose unclaimed dividends/shares have
Company’s RTA immediately of: been transferred to IEPF, may claim the same by making an
application to the IEPF Authority in Form No. IEPF-5 available
a) Change in their residential status on return to India for
on www.iepf.gov.in.
permanent settlement.
14. Members desiring any information as regards the Accounts
b) Particulars of their bank account maintained in India with
are requested to write to the Company at an early date so as to
complete name, branch, account type, account number and
enable the management to keep the information ready at the
address of the bank with pin code number, if not furnished
meeting.
earlier.
15. To support the 'Green Initiative' announced by the Government
10.
Members holding shares in dematerialised mode are
of India, electronic copies of the Annual Report and this Notice
requested to intimate all changes pertaining to their bank
inter alia indicating the process and manner of e-voting along
details/NECS/mandates, nominations, power of attorney,
with Attendance Slip and Proxy Form are being sent by
change of address/name, Permanent Account Number
e-mail to those members whose e-mail addresses have been
('PAN') details, etc. to their Depository Participant only
made available to the Company / Depository Participants,
and not to the Company’s RTA. Changes intimated to the
unless the member has specifically requested for a hard copy
Depository Participant will then be automatically reflected in
of the same. In other cases, hard copy of the Abridged Annual
the Company’s records which will help the Company and its
Report is being sent to the members by the permitted mode.
RTA provide efficient and better service to the members.
The members who are desirous of receiving the full Annual
In case of members holding shares in physical form, such Report may write to the Company’s RTA for a copy of the same.
information is required to be provided to the Company’s RTA. MEMBERS WHO HAVE NOT REGISTERED THEIR E-MAIL
Members’ Referencer giving guidance on securities related ADDRESSES WITH COMPANY’S RTA /DEPOSITORIES ARE
matters is put on the Company’s website and can be accessed REQUESTED TO CONTRIBUTE TO THE GREEN INITIATIVE
at link: https://www.tatamotors.com/investors/ BY REGISTERING THEIR E-MAIL ADDRESS, FOR RECEIVING
11. SECURITIES AND EXCHANGE BOARD OF INDIA ('SEBI') HAS ALL FUTURE COMMUNICATIONS THROUGH E-MAIL.
MANDATED SUBMISSION OF PAN BY EVERY PARTICIPANT 16. Attendance Slip, Proxy Form and the Route Map showing
IN THE SECURITIES MARKET. MEMBERS HOLDING SHARES directions to reach the venue of the AGM are annexed hereto.
IN ELECTRONIC FORM ARE, THEREFORE, REQUESTED 17. Members may note that the Notice of AGM and Abridged & Full
TO SUBMIT THEIR PAN DETAILS TO THEIR DEPOSITORY Annual Reports for FY2018-19 are available on the Company’s
PARTICIPANTS. MEMBERS HOLDING SHARES IN PHYSICAL website viz. www.tatamotors.com and also on the website of
FORM ARE REQUESTED TO SUBMIT THEIR PAN DETAILS TO NSDL https://www.evoting.nsdl.com.
THE COMPANY’S RTA.
18. VOTING BY MEMBERS:
12. As per Regulation 40 of the SEBI Listing Regulations and
various notifications issued by SEBI in this regard, transfer of A. In compliance with the provisions of Section 108 of the
securities would be carried out in dematerialised form only Act, the Companies (Management and Administration)
with effect from April 1, 2019, except in case of transmission Rules, 2014, Regulation 44 of the SEBI Listing
or transposition of securities. However, members can continue Regulations and the Secretarial Standard, the Company
to hold shares in physical form. Accordingly, members holding is pleased to provide members the facility to exercise
securities in physical form were separately communicated their right to vote on resolutions proposed to be
by the RTA vide three letters sent on September 29, 2018, considered at the AGM by electronic means either by (a)
November 3, 2018 and December 3, 2018 at their registered remote e-voting (by using the electronic voting system
address. In view of the same and to eliminate all risks associated provided by NSDL as explained at ‘para F’ herein below)
with physical shares and for ease of portfolio management, or (b) Electronic Ballot at the AGM venue (as provided at
members holding shares in physical form are requested to ‘para G’ herein below). Resolution(s) passed by members
consider converting their holdings to demateralised form. through e-voting is/are deemed to have been passed as
Members can contact the Company’s RTA for assistance in this if they have been passed at the AGM.
regard. B. The voting rights of the Ordinary Shareholders shall be in
13. Members are requested to note that, dividends if not encashed the same proportion to the paid up ordinary share capital
for a consecutive period of 7 years from the date of transfer and in case of voting rights on the ‘A’ Ordinary Shares,
398
the holder shall be entitled to one vote for every ten ‘A’ iv. Your User ID details will be as per details given below :
399
Integrated Report & Annual Accounts 2018-19 I 74th Year
c)
If you are still unable to get the password by ● In case of any queries, you may refer to the Frequently
aforesaid two options, you can send a request Asked Questions ('FAQs') for Shareholders and
at evoting@nsdl.co.in mentioning your demat e-voting user manual for Shareholders available at the
account number/folio number, your PAN, your 'Downloads' section of www.evoting.nsdl.com or call
name and your registered address. on toll free no.: 1800-222-990 or send a request at
evoting@nsdl.co.in.
vii. After entering your password, tick on 'I hereby agree to
all Terms and Conditions'. G. VOTING AT AGM:
viii. Click on 'Login' button.
Members who are present at the AGM, but have not
ix. After you click on the 'Login' button, Home page of cast their votes by availing the remote e-voting facility,
e-voting will open. would be entitled to vote at the end of the discussion on
the resolutions on which voting is to be held, by way of
Step 2 : Cast your vote electronically on NSDL e-voting
electronic ballot.
system
i. After successful login at Step 1, you will be able to see 19. DECLARATION OF RESULTS ON THE RESOLUTIONS:
the Home page of e-voting. Click on e-voting. ● The Scrutinizer shall, immediately after the conclusion of
ii. Click on Active Voting Cycles. You will be able to see all voting at the AGM, count the votes cast at the meeting,
the companies 'EVEN' in which you are holding shares thereafter unblock the votes cast through remote e-voting
and whose voting cycle is in active status. in the presence of at least two witnesses not in the
employment of the Company and make, not later than
iii. Select 'EVEN' of the Company for casting your vote:
48 hours from conclusion of the meeting, a consolidated
a. EVEN for Ordinary Shares is 110670. Scrutinizer’s report of the total votes cast in favour and
b. EVEN for ‘A’ Ordinary Shares is 110671. against the resolution(s), invalid votes, if any, and whether
iv. Now you are ready for e-voting as the Voting page the resolution(s) has/have been carried or not, to the
opens. Chairman or a person authorized by him in writing who
shall countersign the same.
v. Cast your vote by selecting appropriate options i.e.
assent or dissent, verify/modify the number of shares ●
The result declared along with the Scrutinizer’s
for which you wish to cast your vote and click on Report shall be placed on the Company’s website
'Submit' and also 'Confirm' when prompted. www.tatamotors.com and on the website of NSDL
www.evoting.nsdl.com immediately after the result is
vi.
Upon confirmation, the message 'Vote cast
declared. The Company shall simultaneously forward
successfully' will be displayed.
the results to BSE Limited and National Stock Exchange
vii. You can also take the printout of the votes cast by you of India Ltd., where the securities of the Company are
by clicking on the print option on the confirmation listed. The results shall also be displayed on the notice
page. board at the Registered Office of the Company.
viii. Once you confirm your vote on the resolution, you will ●
Subject to the receipt of requisite number of votes, the
not be allowed to modify your vote. resolutions shall be deemed to be passed on the date of
General Guidelines for shareholders the meeting i.e. July 30, 2019.
● Institutional shareholders (i.e. other than individuals, 20. ONE WAY WEBCAST FACILITY:
HUF, NRI, etc.) are required to send a scanned copy
The members are requested to note that, pursuant to
(PDF/JPG Format) of the relevant Board Resolution/
Regulation 44(6) of the SEBI Listing Regulations, the
Authority letter etc. with attested specimen signature
Company is providing a one way live webcast facility
of the duly authorized signatory(ies) who are
of the proceedings of the AGM for the convenience of
authorized to vote, to the Scrutinizer by email to
those members who are unable to attend the AGM due to
tml.scrutinizer@gmail.com with a copy marked to
locational constraints. The members will be able to view
evoting@nsdl.co.in.
the proceedings on NSDL’s e-voting website www.evoting.
●
It is strongly recommended not to share your nsdl.com. Members on the day of the AGM may login
password with any other person and take utmost through their user ID and password on to the e-voting
care to keep your password confidential. Login website. The link will be available in member login where
to the e-voting website will be disabled upon five the EVEN of Company will be displayed. On clicking this
unsuccessful attempts to key in the correct password. link, the member will be able to view the webcasting of the
In such an event, you will need to go through the AGM proceedings. The webcast facility will be available on
'Forgot User Details/Password?' or 'Physical User July 30, 2019 from 3:00 p.m. onwards till the conclusion of
Reset Password?' option available on www.evoting. the meeting.
nsdl.com to reset the password.
400
Explanatory Statement
401
Integrated Report & Annual Accounts 2018-19 I 74th Year
Item No. 6 It may be noted that the records of the activities under Cost Audit
is no longer prescribed for 'Motor Vehicles and certain parts and
In line with its global aspirations, the Company has undertaken /
accessories thereof'. However, based on the recommendations of
would undertake projects/establishments in and outside India for
the Audit Committee, the Board has also approved the appointment
setting up manufacturing facilities, showrooms, service centers
of M/s Mani & Co. for submission of reports to the Company on
and offices, as branch offices of the Company. Whilst generally
cost records pertaining to these activities for a remuneration of
and to the extent possible, the Company would appoint its auditors
`20,00,000/- (Rupees Twenty Lakhs Only) for the said financial
for the said branch offices, in some cases/jurisdictions it may not
year.
be possible/practical to appoint them and the Company would be
required to appoint an accountant or any other person duly qualified In accordance with the provisions of Section 148 of the Act read
to act as an auditor of the accounts of the said branch offices in with Rule 14 of the Companies (Audit and Auditors) Rules, 2014, as
accordance with the laws of that country. To enable the Board to amended from time to time, ratification for the remuneration payable
appoint Branch Auditors for the purpose of auditing the accounts of to the Cost Auditors to audit the cost records of the Company for the
the Company’s Branch Offices outside India (whether now existing said financial year by way of an Ordinary Resolution is being sought
or as may be established), necessary authorisation of the members from the members as set out at Item No. 7 of the Notice.
is being obtained in accordance with the provisions of Section 143 of
M/s Mani & Co. have furnished a certificate dated April 30, 2019
the Act, in terms of the Resolution set out at Item No.6 of the Notice.
regarding their eligibility for appointment as Cost Auditors of
The Board recommends the Ordinary Resolution set out at Item the Company.
No. 6 of the Notice for approval by the members.
The Board recommends the Ordinary Resolution set out at Item
None of the Directors, Key Managerial Personnel or their respective No. 7 of the Notice for approval by the members.
relatives are, in any way, concerned or interested, financially or
None of the Directors, Key Managerial Personnel or their respective
otherwise, in the said resolution.
relatives are, in any way, concerned or interested, financially or
Item No. 7 otherwise, in the said resolution.
Pursuant to Section 148 of the Act read with the Companies (Cost By Order of the Board of Directors
Records and Audit) Rules, 2014, as amended from time to time,
the Company is required to have the audit of its cost records for Hoshang K Sethna
specified products conducted by a Cost Accountant. Based on Company Secretary
the recommendation of the Audit Committee, the Board had on Mumbai, June 26, 2019 FCS No: 3507
May 20, 2019, approved the appointment and remuneration of
Registered Office:
M/s Mani & Co., Cost Auditors (Firm Registration No. 000004) Bombay House, 24, Homi Mody Street, Mumbai 400 001
to conduct the audit of the Cost records maintained by the Tel: +91 22 6665 8282
Company, pertaining to the relevant products prescribed under the Email: inv_rel@tatamotors.com; Website: www.tatamotors.com
Companies (Cost Records and Audit) Rules, 2014, for the financial CIN - L28920MH1945PLC004520
year ending March 31, 2020 at a remuneration of `5,00,000/-
(Rupees Five Lakhs Only).
402
ANNEXURE TO NOTICE
403
Integrated Report & Annual Accounts 2018-19 I 74th Year
404
MAP TO THE AGM VENUE
ri
atush
Birla M
AGM VENUE
BIRLA MATUSHRI SABHAGAR
19, Sir Vithaldas Thackersey Marg, Mumbai 400 020
Bombay House, 24 Homi Mody Street, Mumbai 400 001, India
/TataMotorsGroup /tatamotors /company/tata-motors /user/TataMotorsGroup /tatamotorsgroup
www.tatamotors.com